UNITED STATES 

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q

~~☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934~~x

~~For~~ QUARTERLY ~~the~~REPORT ~~Quarterly~~PURSUANT ~~Period~~TO ~~Ended~~SECTION ~~June~~13 ~~30,~~OR ~~2022~~15(d) OF

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

ACT OF 1934

For the Quarterly Period Ended

September

 30, 2022

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

EXCHANGE ACT OF 1934

FOR THE TRANSITION PERIOD FROM ______ TO _________

Commission File Number:

000-27237

	GeneThera, Inc.
	(Exact name of registrant as Specified in its Charter)

Nevada		65-0622463
(State or Other Jurisdiction of		(Internal Revenue Service
Incorporation or Organization)		Employer Identification Number)

3051 W. 105th Ave. #350251, Westminster, CO		80035
3051 W. 105th Ave. #350251,Westminster, CO		80035
(Address of Principal Executive Offices)		(Zip Code)

Registrant’s telephone number, including area code:  

(720) 587-5100

Securities registered pursuant to Section 12(b) of the Exchange Act:

None

Securities registered pursuant to Section 12(g) of the Exchange Act:

Common Stock, $0.001 par value

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

☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted 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 such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, and accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “

~~Indicate by check mark whether the registrant is a~~ large accelerated filer, and accelerated filer, a non-accelerated filer, or a smaller reporting 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.

” “

accelerated filer

” and “

smaller reporting company

” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

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

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

☐

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

State the number of shares of the issuer’s common stock outstanding, as of the latest practicable date: 35,333,319 shares of common stock issued and outstanding as of ~~August~~November 1714, 2022.

PART I – FINANCIAL INFORMATION

Item 1. Financial Statements.

GeneThera, Inc.

~~June~~September 30, 2022

Index to the Condensed Consolidated Financial Statements

Condensed Consolidated Balance Sheets as of June 30, 2022 (Unaudited) and December 31, 2021		3
Condensed Consolidated Balance Sheets as of September 30, 2022 (Unaudited) and December 31, 2021	3
Condensed Consolidated Statements of Operations for the Three and Six Months ended June 30, 2022 and 2021 (unaudited)		4
Condensed Consolidated Statements of Operations for the Three and Nine Months ended September 30, 2022 and 2021 (unaudited)	4
Condensed Consolidated Statements of Stockholder’s Deficit for the Three and Six Months Ended June 30, 2022 and 2021 (unaudited)		5
Condensed Consolidated Statements of Stockholder’s Deficit for the Three and Nine Months Ended September 30, 2022 and 2021 (unaudited)	5
Condensed Consolidated Statements of Cash Flows for the Six Months ended June 30, 2022 and 2021 (unaudited)		6
Condensed Consolidated Statements of Cash Flows for the Nine Months ended September 30, 2022 and 2021 (unaudited)	6
Notes to the Condensed Consolidated Financial Statements (unaudited)	7	7

2 ~~Table of Contents~~

~~GeneThera,~~Table ~~Inc.~~of Contents

~~Condensed~~GeneThera, ~~Consolidated Balance Sheets~~Inc.

	June 30, 2022			December 31, 2021
	(unaudited)
ASSETS
Current assets
Cash	$	-		$	-
Prepaid expenses		-			1,022
Total current assets		-			1,022
Property and equipment
Automobile & Trucks		26,400			26,400
Less: Accumulated depreciation		(23,760	)		(21,120	)
Total property and equipment, net		2,640			5,280
Other assets		-			-
TOTAL ASSETS	$	2,640		$	6,302
LIABILITIES & STOCKHOLDERS’ DEFICIT
Current liabilities
Accounts payable	$	91,070		$	81,070
Accrued expenses		7,520,573			7,286,651
Notes payable		25,800			25,800
Convertible notes payable, net of discount		64,500			64,500
Loan from shareholder		716,569			720,969
Total liabilities		8,418,512			8,178,990
Commitments and Contingencies		-			-
Stockholders’ deficit:
Series A preferred stock, par value $0.001 per share, 20,000,000 shares authorized, 0 shares issued and outstanding as of June 30, 2022 and December 31, 2021, respectively		-			-
Series B preferred stock, par value $0.001 per share, 30,000,000 shares authorized, 26,038,572 shares issued and outstanding as of June 30, 2022 and December 31, 2021, respectively		26,039			26,039
Common stock, par value $0.001 per share, 300,000,000 shares authorized, 28,571,255 and 24,071,255 shares issued and outstanding as of June 30, 2022 and December 31, 2021, respectively		35,333			34,083
Common stock to be issued		53,572			53,572
Additional paid-in capital		24,021,313			23,985,064
Accumulated deficit		(32,552,129	)		(32,271,446	)
Total stockholders’ deficit		(8,415,872	)		(8,172,688	)
TOTAL LIABILITIES & STOCKHOLDERS’ DEFICIT	$	2,640		$	6,302

ndensed Consolidated Balance Sheets

See accompanying notes to unaudited condensed consolidated financial statements.

	September 30, 2022			December 31, 2021
	(unaudited)
ASSETS
Current assets
Cash	$	-		$	-
Prepaid expenses		-			1,022
Total current assets		-			1,022
Property and equipment
Automobile & Trucks		26,400			26,400
Less: Accumulated depreciation		(25,080	)		(21,120	)
Total property and equipment, net		1,320			5,280
Other assets		-			-
TOTAL ASSETS	$	1,320		$	6,302

LIABILITIES & STOCKHOLDERS’ DEFICIT
Current liabilities
Accounts payable	$	91,070		$	81,070
Accrued expenses		7,637,859			7,286,651
Notes payable		25,800			25,800
Convertible notes payable, net of discount		72,000			64,500
Loan from shareholder		716,035			720,969
Total liabilities		8,542,764			8,178,990

Commitments and Contingencies		-			-

Stockholders’ deficit:
Series A preferred stock, par value $0.001 per share, 20,000,000 shares authorized, 0 shares issued and outstanding, respectively		-			-
Series B preferred stock, par value $0.001 per share, 30,000,000 shares authorized, 26,038,572 shares issued and outstanding, respectively		26,039			26,039
Common stock, par value $0.001 per share, 300,000,000 shares authorized, 35,333,319 and 34,083,319 shares issued and outstanding, respectively		35,333			34,083
Common stock to be issued		53,572			53,572
Additional paid-in capital		24,021,314			23,985,064
Accumulated deficit		(32,677,702	)		(32,271,446	)
Total stockholders’ deficit		(8,541,444	)		(8,172,688	)
TOTAL LIABILITIES & STOCKHOLDERS’ DEFICIT	$	1,320		$	6,302

3See ~~Table~~accompanying ofnotes ~~Contents~~to unaudited condensed consolidated financial statements.

~~GeneThera, Inc.~~3

~~Condensed~~Table ~~Consolidated Statements~~ of ~~Operations~~Contents

~~(unaudited)~~GeneThera, Inc.

	Three Months Ended						Six Months Ended
	June 30,						June 30
	2022			2021			2022			2021
Expenses
General and administrative expenses	$	29,562		$	166,906		$	43,931		$	253,681
Payroll expenses		116,500			116,500			233,000			233,000
Depreciation		1,320			1,320			2,640			2,640
Total operating expenses		147,382			284,726			279,571			489,321
Loss from operations		(147,382	)		(284,726	)		(279,571	)		(489,321	)
Other expenses		(556	)		(1,646	)		(1,112	)		(3,292	)
Interest expense		-			-			-			-
Total other expense		(556	)		(1,646	)		(1,112	)		(3,292	)
Other Income		-			-			-			-
Total other Income		-			-			-			-
Net loss before income taxes		(147,938	)		(286,372	)		(280,683	)		(492,613	)
Provision for income taxes		-			-			-			-
Net loss	$	(147,938	)	$	(286,372	)	$	(280,683	)	$	(492,613	)
Loss per common share - Basic and diluted	$	(0.00	)	$	(0.01	)	$	(0.01	)	$	(0.02	)
Weighted average common shares outstanding - Basic and diluted		34,203,481			24,104,588			34,113,858			24,829,132

ndensed Consolidated Statements of Operations

~~See accompanying notes to~~ (unaudited ~~condensed consolidated financial statements.~~)

4 Table of Contents

	Three Months Ended						Nine Months Ended
	September 30,						September 30
	2022			2021			2022			2021

Expenses
General and administrative expenses	$	7,197		$	124,400		$	51,128		$	378,081
Payroll expenses		116,500			116,500			349,500			349,500
Depreciation		1,320			1,320			3,960			3,960
Total operating expenses		125,017			242,220			404,588			731,541
Loss from operations		(125,017	)		(242,220	)		(404,588	)		(731,541	)

Other income ( expense )		-			-			-			-
Interest expense		(556	)		(1,646	)		(1,668	)		(4,938	)
Total other income ( expense)		(556	)		(1,646	)		(1,668	)		(4,938	)
Net loss before income taxes		(125,573	)		(243,866	)		(406,256	)		(736,479	)
Provision for income taxes		-			-			-			-
Net loss	$	(125,573	)	$	(243,866	)	$	(406,256	)	$	(736,479	)
Loss per common share - Basic and diluted	$	(0.00	)	$	(0.01	)	$	(0.01	)	$	(0.03	)
Weighted average common shares outstanding - Basic and diluted		34,203,481			27,756,635			34,113,858			25,352,148

~~GeneThera,~~See ~~Inc~~accompanying notes to unaudited condensed consolidated financial statements.

~~Statements of Stockholders’ Deficit~~4

~~June~~Table ~~30,~~of ~~2022~~Contents

~~(unaudited)~~GeneThera, Inc.

~~For the Three Months Ended June 30, 2022 and 2021~~t

atements of Stockholders’ Deficit

	Series B								Additional							Total
	Preferred Stock				Common Stock				Paid-in		Stock to		Accumulated			Stockholders’
	Shares		Amount		Shares		Amount		Capital		be issued		Deficit			Deficit
Balance at March 31, 2021		26,038,572	$	26,039		25,571,255	$	25,571	$	23,529,776	$	53,572	$	(31,466,203	)	$	(7,831,245	)
Shares issued for advisory						3,000,000		3,000		177,000							180,000
Net loss														(286,372	)		(286,372	)
Balance at June 30, 2021		26,038,572	$	26,039		28,571,255	$	28,571	$	23,706,776	$	53,572	$	(31,752,575	)	$	(7,937,617	)
Balance at March 31, 2022		26,038,572	$	26,039		34,083,319	$	34,083	$	23,985,064	$	53,572	$	(32,404,191	)	$	(8,305,433	)
Shares issued for services						816,667		817		23,683		-		-			24,500
Shares issued for convertible notes						433,333		433		12,567		-		-			13,000
Net loss														(147,938	)		(147,938	)
Balance at June 30, 2022		26,038,572	$	26,039		35,333,319	$	35,333	$	24,021,314	$	53,572	$	(32,552,129	)	$	(8,415,871	)
Six Months ended June 30, 2021
Balance at December 31, 2020		26,038,572	$	26,039		24,071,255	$	24,071	$	23,475,776	$	53,572	$	(31,259,962	)	$	(7,680,504	)
Shares issued for advisory						4,500,000		4,500		231,000							235,500
Net loss														(492,613	)		(492,613	)
Balance at June 30, 2021		26,038,572	$	26,039		28,571,255	$	28,571	$	23,706,776	$	53,572	$	(31,752,575	)	$	(7,937,617	)
Six Months ended June 30, 2022
Balance at December 31, 2021		26,038,572	$	26,039		34,083,319	$	34,083	$	23,985,064	$	53,572	$	(32,271,446	)	$	(8,172,688	)
Shares issued for services		-		-		816,667		817		23,683		-		-			24,500
Shares issued for convertible notes		-		-		433,333		433		12,567		-		-			13,000
Net loss								-		-		-		(293,683	)		(293,683	)
Balance at June 30, 2022		26,038,572	$	26,039		35,333,319	$	35,333	$	24,021,314	$	53,572	$	(32,552,129	)	$	(8,415,871	)

September 30, 2022

~~See accompanying notes to the~~ (unaudited ~~condensed consolidated financial statements.~~)

5For ~~Table~~the ofThree ~~Contents~~Months Ended September 30, 2022 and 2021

GeneThera, Inc.

	Series B Preferred Stock				Common Stock				Additional Paid-in		Stock to		Accumulated			Total Stockholders’
	Shares		Amount		Shares		Amount		Capital		be issued		Deficit			Deficit

Balance at J une 30, 2021		26,038,572	$	26,039		28,571,255	$	28,571	$	23,706,776	$	53,572	$	(31,752,575	)	$	(8,012,017	)

Common stock issued on the conversion of notes payable						200,000		200		5,800							6,000
Shares issued for advisory						3,200,000		3,200		195,600							198,800
Net loss														(243,866	)		(243,866	)

Balance at September 30, 2021		26,038,572	$	26,039		30,971,255	$	30,971	$	23,834,776	$	53,572	$	(31,996,440	)	$	(8,051,082	)

Balance at J une 30, 2022		26,038,572	$	26,039		35,333,319	$	35,333	$	24,021,314	$	53,572	$	(32,552,129	)	$	(8,415,871	)
Shares issued for services																	-
Shares issued for convertible notes																	-

Net loss														(125,573	)		(125,573	)

Balance at September 30, 2022		26,038,572	$	26,039		35,333,319	$	35,333	$	24,021,314	$	53,572	$	(32,677,702	)	$	(8,541,444	)

N ine Months ended S eptember 30, 2021

Balance at December 31, 2020		26,038,572	$	26,039		24,071,255	$	24,071	$	23,475,776	$	53,572	$	(31,259,962	)	$	(7,680,504	)

Shares issued for advisory						6,900,000		6,900		359,000							365,900
Net loss														(736,479	)		(736,479	)
Balance at September 30, 2021		26,038,572	$	26,039		30,971,255	$	30,971	$	23,834,776	$	53,572	$	(31,996,440	)	$	(8,051,082	)

Nine Months ended September 30, 2022

Balance at December 31, 2021		26,038,572	$	26,039		34,083,319	$	34,083	$	23,985,064	$	53,572	$	(32,271,446	)	$	(8,172,688	)
Shares issued for services		-		-		816,667		817		23,683		-		-			24,500
Shares issued for convertible notes		-		-		433,333		433		12,567		-		-			13,000
Net loss								-		-		-		(406,256	)		(406,256	)

Balance at September 30, 2022		26,038,572	$	26,039		35,333,319	$	35,333	$	24,021,314	$	53,572	$	(32,677,702	)	$	(8,541,444	)

~~Condensed~~See ~~Consolidated~~accompanying ~~Statements~~notes ofto ~~Cash~~the ~~Flows~~unaudited condensed consolidated financial statements.

	For the Six Months Ended
	June 30,
	2022			2021
	(unaudited)			(unaudited)
Cash flows from operating activities
Net loss	$	(280,683	)	$	(492,613	)
Adjustments to reconcile net loss to net cash used in operating activities:
Stock-based compensation		-			-
Depreciation and amortization		2,640			2,640
Shares issued for services		24,500			235,500
Changes in operating assets and liabilities:
Prepaid Expenses		1,022			-
Deposits		-			-
Accounts payable and accrued expenses - related parties		-			-
Accounts payable and accrued expenses		243,921			235,801
Net cash used in operating activities		(8,600	)		1,328
Cash flows from investing activities
Purchase of Fixed Asset		-			-
Net cash used in investing activities		-			-
Cash flows from financing activities
Proceeds from convertible notes		13,000			-
Increase (decrease) in loans to shareholders		(4,400	)		(1,328	)
Net cash provided by financing activities		8,600			(1,328	)
Net decrease in cash		-			-
Cash at the beginning of the year		-			-
Cash at the end of the year	$	-		$	-
Cash paid for interest	$	-		$	-
Cash paid for income taxes	$	-		$	-

~~See~~Table ~~accompanying~~of ~~notes to unaudited condensed consolidated financial statements.~~Contents

6GeneThera, ~~Table of Contents~~Inc.

~~GENETHERA, INC.~~o

ndensed Consolidated Statements of Cash Flows

June 30, 2022

	For the Nine Months Ended
	September 30,
	2022			2021
	(unaudited)			(unaudited)
Cash flows from operating activities
Net loss	$	(406,256	)	$	(736,479	)
Adjustments to reconcile net loss to net cash used in operating activities:
Stock-based compensation		-			-
Depreciation and amortization		3,960			3,960
Shares issued for services		37,500			359,900
Changes in operating assets and liabilities:
Prepaid Expenses		1,022			-
Deposits		-			-
Accounts payable and accrued expenses - related parties		-			-
Accounts payable and accrued expenses		361,208			373,946
Net cash used in operating activities		(2,566	)		1,327

Cash flows from investing activities
Purchase of Fixed Asset		-			-
Net cash used in investing activities		-			-
Cash flows from financing activities
Proceeds from convertible notes		7,500			9,500
Increase (decrease) in loans to shareholders		(4,934	)		(10,827	)
Net cash provided by financing activities		2,566			(1,327	)

Net decrease in cash		-			-
Cash at the beginning of the year		-			-
Cash at the end of the year	$	-		$	-

Cash paid for interest	$	-		$	-
Cash paid for income taxes	$	-		$	-

~~Notes~~See accompanying notes to ~~the~~unaudited ~~Condensed~~condensed ~~Consolidated~~consolidated ~~Financial~~financial ~~Statements~~statements.

~~(Unaudited)~~6

~~Note~~Table ~~1 – Organization and nature~~ of ~~operations and summary of significant accounting policies~~Contents

~~Organization~~GENETHERA, ~~and nature of operations~~INC.

~~The~~September ~~consolidated financial statements include GeneThera~~30, ~~Inc. and its wholly owned subsidiary GeneThera, Inc. (Colorado) (collectively, the “Company”). The Company had a long-standing research collaboration with GTI Research.~~2022

~~The Company is a biotechnology company that develops molecular assays and therapeutics for the detection and treatment for COVID-19 and other zoonotic diseases.~~o

tes to the Condensed Consolidated Financial Statements

~~Basis of Presentation –~~ (Unaudited ~~Financial Information~~)

~~The~~Note ~~accompanying~~1 ~~unaudited~~– ~~condensed~~Organization ~~consolidated financial statements~~ and ~~related~~nature ~~notes have been prepared in accordance with accounting principles generally accepted in the United States~~ of ~~America~~operations ~~(“U.S. GAAP”) for interim financial information,~~ and insummary ~~accordance with the rules and regulations~~ of ~~the~~significant ~~United~~accounting States Securities and Exchange Commission (the “SEC”) with respect to Form 10-Q and Article 8 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by U.S. GAAP for complete financial statements. The unaudited condensed consolidated financial statements furnished reflect all adjustments (consisting of normal recurring accruals) which are, in the opinion of management, necessary to a fair statement of the results for the interim periods presented. Interim results are not necessarily indicative of the results for the full year. These unaudited condensed consolidated financial statements should be read in conjunction with the consolidated financial statements of the Company for the year ended December 31, 2021 and notes thereto contained in the Company’s Annual Report on Form 10-K for the year ended December 31, 2021, as filed with the SEC.policies

~~Use~~Organization and nature of ~~estimates~~operations

The ~~preparation~~consolidated of financial statements ininclude ~~accordance~~GeneThera, ~~with U~~Inc.S. ~~generally accepted accounting principles requires management to make estimates~~ and ~~assumptions~~its ~~that~~wholly ~~affect~~owned ~~the~~subsidiary ~~reported~~GeneThera, ~~amounts~~Inc. of(Colorado) ~~assets~~(collectively, ~~and liabilities and~~ the ~~disclosure of contingent assets and liabilities at the date of financial statements and the reported amounts of revenues and expenses during the reporting period~~“Company”). ~~Actual~~The ~~results~~Company ~~could~~had ~~differ~~a ~~from~~long-standing ~~those~~research ~~estimates.~~collaboration ~~Certain~~with ~~prior~~GTI ~~period amounts in the consolidated financial statements and accompanying notes have been reclassified to conform to the current period’s presentation~~Research.

~~Principles~~The ofCompany ~~consolidation~~is a biotechnology company that develops molecular assays and therapeutics for the detection and treatment for COVID-19 and other zoonotic diseases.

~~The~~Basis ~~consolidated financial statements include the accounts~~ of ~~the~~Presentation ~~Company~~– ~~and~~Unaudited ~~its~~Financial ~~subsidiary. All intercompany accounts are eliminated upon consolidation.~~Information

~~Cash~~The accompanying unaudited condensed consolidated financial statements and ~~cash~~related ~~equivalents~~notes have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) for interim financial information, and in accordance with the rules and regulations of the United States Securities and Exchange Commission (the “SEC”) with respect to Form 10-Q and Article 8 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by U.S. GAAP for complete financial statements. The unaudited condensed consolidated financial statements furnished reflect all adjustments (consisting of normal recurring accruals) which are, in the opinion of management, necessary to a fair statement of the results for the interim periods presented. Interim results are not necessarily indicative of the results for the full year. These unaudited condensed consolidated financial statements should be read in conjunction with the consolidated financial statements of the Company for the year ended December 31, 2021 and notes thereto contained in the Company’s Annual Report on Form 10-K for the year ended December 31, 2021, as filed with the SEC.

~~Cash~~Use ~~equivalents are highly liquid investments with an original maturity~~ of ~~three months or less.~~estimates

~~Fair~~The ~~Value~~preparation of ~~Financial~~financial ~~Instruments~~statements in accordance with U.S. generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Certain prior period amounts in the consolidated financial statements and accompanying notes have been reclassified to conform to the current period’s presentation.

~~For~~Principles ~~purpose~~ of this disclosure, the fair value of a financial instrument is the amount at which the instrument could be exchanged in a current transaction between willing parties, other than in a forced sale or liquidation. The carrying amount of the Company’s short-term financial instruments approximates fair value due to the relatively short period to maturity for these instruments.consolidation

~~Property~~The consolidated financial statements include the accounts of the Company and ~~equipment,~~its ~~net~~subsidiary. All intercompany accounts are eliminated upon consolidation.

~~Property~~Cash and ~~equipment~~cash consist primarily of office and laboratory equipment, leasehold improvements, vehicle, and is stated at cost. Depreciation is computed on a straight-line basis over the estimated useful lives ranging from five to seven years. Leasehold improvements are amortized over the shorter of their economic lives or lease terms.equivalents

7Cash ~~Table~~equivalents are highly liquid investments with an original maturity of ~~Contents~~three months or less.

Fair Value of Financial Instruments

~~The~~For ~~Company~~purpose ~~follows ASC 820-10~~ of ~~the~~this ~~FASB~~disclosure, ~~Accounting Standards Codification to measure~~ the fair value of ~~its~~a financial ~~instruments~~instrument ~~and~~is ~~disclosures~~the ~~about~~amount ~~fair~~at ~~value~~which ofthe ~~its~~instrument ~~financial~~could ~~instruments.~~be ~~ASC~~exchanged ~~820-10~~in ~~establishes~~ a ~~framework~~current ~~for~~transaction ~~measuring~~between ~~fair~~willing ~~value~~parties, inother ~~accounting~~than ~~principles generally accepted~~ in ~~the~~a ~~United~~forced ~~States~~sale ofor ~~America (U~~liquidation.S. ~~GAAP)~~The ~~and~~carrying ~~expands~~amount ~~disclosures~~of ~~about~~the ~~fair~~Company’s ~~value~~short-term ~~measurements.~~financial Toinstruments ~~increase~~approximates ~~consistency and comparability in~~ fair value ~~measurements~~due ~~and~~to ~~related disclosures, ASC 820-10 establishes a fair value hierarchy which prioritizes~~ the ~~inputs~~relatively toshort ~~valuation~~period ~~techniques used~~ to ~~measure~~maturity ~~fair~~for ~~value~~these ~~into three (3) broad levels~~instruments. ~~The three (3) levels of fair value hierarchy defined by ASC 820-10 are described below:~~

Level 1	Quoted market prices available in active markets for identical assets or liabilities as of the reporting date.
Level 2	Pricing inputs other than quoted prices in active markets included in Level 1, which are either directly or indirectly observable as of the reporting date.
Level 3	Pricing inputs that are generally unobservable inputs and not corroborated by market data.

Property and equipment, net

~~Financial~~Property ~~assets~~and ~~are~~equipment ~~considered~~consist ~~Level~~primarily 3of ~~when~~office ~~their~~and ~~fair~~laboratory ~~values~~equipment, ~~are~~leasehold ~~determined~~improvements, ~~using~~vehicle, ~~pricing~~and ~~models,~~is ~~discounted~~stated ~~cash~~at ~~flow~~cost. ~~methodologies~~Depreciation oris ~~similar~~computed ~~techniques~~on ~~and~~a atstraight-line ~~least~~basis ~~one~~over ~~significant~~the ~~model~~estimated ~~assumption~~useful orlives ~~input~~ranging isfrom ~~unobservable~~five to seven years. Leasehold improvements are amortized over the shorter of their economic lives or lease terms.

The fair value hierarchy gives the highest priority to quoted prices (unadjusted) in active markets for identical assets or liabilities and the lowest priority to unobservable inputs. If the inputs used to measure the financial assets and liabilities fall within more than one level described above, the categorization is based on the lowest level input that is significant to the fair value measurement of the instrument.7

~~The~~Table ~~carrying amounts~~ of the Company’s financial assets and liabilities, such as cash, accounts receivable, inventory, prepaid expenses and other current assets, accounts payable and accrued expenses approximate their fair values because of the short maturity of these instruments.Contents

~~Transactions~~Fair ~~involving~~Value ~~related parties typically cannot be presumed to be carried out on an arm’s-length basis, as the requisite conditions~~ of ~~competitive,~~Financial ~~free-market dealings may not exist.~~Instruments

~~Reclassifications~~The Company follows ASC 820-10 of the FASB Accounting Standards Codification to measure the fair value of its financial instruments and disclosures about fair value of its financial instruments. ASC 820-10 establishes a framework for measuring fair value in accounting principles generally accepted in the United States of America (U.S. GAAP) and expands disclosures about fair value measurements. To increase consistency and comparability in fair value measurements and related disclosures, ASC 820-10 establishes a fair value hierarchy which prioritizes the inputs to valuation techniques used to measure fair value into three (3) broad levels. The three (3) levels of fair value hierarchy defined by ASC 820-10 are described below:

Certain prior period amounts may have been reclassified to conform to current period presentation.

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

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

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

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

The ~~Company~~fair ~~reviews~~value ~~the~~hierarchy ~~recoverability~~gives ofthe ~~its~~highest ~~long-lived~~priority ~~assets~~ to ~~determine~~quoted ~~whether~~prices ~~events~~(unadjusted) ~~or changes~~ in ~~circumstances~~active ~~occurred~~markets ~~that~~for ~~indicate~~identical ~~the~~assets ~~carrying~~or ~~value~~liabilities ofand the ~~asset~~lowest ~~may~~priority ~~not~~to beunobservable ~~recoverable~~inputs. ~~The~~If ~~assessment of possible impairment is based on~~ the ~~ability~~inputs used to ~~recover~~measure the ~~carrying~~financial ~~value~~assets ofand ~~the~~liabilities ~~asset~~fall ~~from~~within ~~the~~more ~~expected~~than ~~future~~one ~~cash~~level ~~flows~~described ofabove, the ~~related~~categorization ~~operations.~~is Ifbased ~~these~~on ~~cash flows are less than~~ the ~~carrying~~lowest ~~value~~level ofinput ~~such~~that ~~asset, an impairment loss~~ is ~~recognized~~significant ~~for~~to the ~~difference between the estimated~~ fair value ~~and carrying value. The~~ measurement of ~~impairment~~the ~~requires management to make estimates of these cash flows related to long-lived assets, as well as other fair value determinations~~instrument.

~~Revenue~~The ~~recognition~~carrying amounts of the Company’s financial assets and liabilities, such as cash, accounts receivable, inventory, prepaid expenses and other current assets, accounts payable and accrued expenses approximate their fair values because of the short maturity of these instruments.

~~There~~Transactions ~~were~~involving norelated ~~revenues~~parties ~~during~~typically ~~the~~cannot ~~six~~be ~~months~~presumed ~~ended~~to ~~June~~be 30carried out on an arm’s-length basis, ~~2022~~as ~~and~~the ~~2021~~requisite conditions of competitive, ~~respectively~~free-market dealings may not exist.

The Company follows the FASB Accounting Standards Codification ASC 606 – Revenues from Contracts with Customers for revenue recognition. The Company considers revenue realized or realizable and earned when all the following criteria are met:Reclassifications

1)Certain ~~Identification~~prior ofperiod ~~the~~amounts ~~contract~~may ~~with~~have abeen ~~customer;~~reclassified to conform to current period presentation.

2)Impairment ~~Identification~~ of ~~the~~Long-Lived ~~performance obligations in the contract;~~Assets

3)The ~~Determination~~Company reviews the recoverability of its long-lived assets to determine whether events or changes in circumstances occurred that indicate the ~~transaction~~carrying ~~price;~~value of the asset may not be recoverable. The assessment of possible impairment is based on the ability to recover the carrying value of the asset from the expected future cash flows of the related operations. If these cash flows are less than the carrying value of such asset, an impairment loss is recognized for the difference between the estimated fair value and carrying value. The measurement of impairment requires management to make estimates of these cash flows related to long-lived assets, as well as other fair value determinations.

4)Revenue ~~Allocation of the transaction price to the performance obligations in the contract; and~~recognition

5)There ~~Recognition~~were ofno ~~revenue~~revenues ~~when~~during ~~or as a performance obligation is satisfied. Revenue is recognized when each performance obligation is satisfied by~~ the ~~entity.~~nine Anmonths ~~estimate~~ended ofSeptember ~~the~~30, ~~variable~~2022 ~~consideration~~and ~~or performance obligations that an entity ultimately expects to be entitled to is included in the transaction price~~2021, ~~and revenue is recognized upon satisfaction of the related performance obligation(s)~~respectively. An implicit or explicit significant financing component is taken into consideration. IP licenses must be analyzed. Each contract with customers is analyzed for multiple elements if any element must stand alone.

8The ~~Table~~Company offollows ~~Contents~~the FASB Accounting Standards Codification ASC 606 – Revenues from Contracts with Customers for revenue recognition. The Company considers revenue realized or realizable and earned when all the following criteria are met:

~~Stock-Based~~1) ~~Compensation~~Identification of the contract with a customer;

Stock-based compensation is accounted for under FASB ASC Topic No. 718 – Compensation – Stock Compensation. The guidance requires recognition in the financial statements of the cost of employee services received in exchange for an award of equity instruments over the period the employee is required to perform the services in exchange for the award (presumptively the vesting period2). ~~The~~Identification ~~guidance also requires measurement~~ of the ~~cost~~performance ofobligations ~~employee services received~~ in ~~exchange for an award based on~~ the grant-date fair value of the award. The Company accounts for non-employee share-based awards in accordance with guidance related to equity instruments that are issued to other than employees for acquisition, or in conjunction with selling, goods or services.contract;

~~Income~~3) ~~taxes~~Determination of the transaction price;

~~Income~~4) ~~taxes~~Allocation ~~are accounted for in accordance with the provisions~~ of ~~FASB ASC Topic No. 740 - Income Taxes. Deferred tax assets and liabilities are recognized for~~ the ~~future~~transaction ~~tax~~price ~~consequences attributable~~ to ~~differences between~~ the ~~financial~~performance ~~statement~~obligations ~~carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income~~ in the ~~years~~contract; ~~in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets~~ and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. Valuation allowances are established, when necessary, to reduce deferred tax assets to the amounts expected to be realized.

95) ~~Table~~Recognition of ~~Contents~~revenue when or as a performance obligation is satisfied. Revenue is recognized when each performance obligation is satisfied by the entity. An estimate of the variable consideration or performance obligations that an entity ultimately expects to be entitled to is included in the transaction price, and revenue is recognized upon satisfaction of the related performance obligation(s). An implicit or explicit significant financing component is taken into consideration. IP licenses must be analyzed. Each contract with customers is analyzed for multiple elements if any element must stand alone.

~~Basic and diluted net loss per common share~~8

~~Basic~~Table ~~and diluted net loss per share calculations are presented in accordance with FASB ASC Topic No. 260 – Earnings per Share and are calculated on the basis~~ of the weighted average number of common shares outstanding during the period. Diluted per share calculations includes the dilutive effect of common stock equivalents in years with net income. As the Company is in a loss position, any calculation of the dilutive effects of the Company’s convertible securities would reduce the loss per share amount, and, as such, the Company will not perform the calculation.Contents

~~Recently~~Stock-Based ~~issued accounting pronouncements~~Compensation

Stock-based compensation is accounted for under FASB ASC Topic No. 718 –

~~Management~~Compensation ~~has~~– ~~evaluated~~Stock all recent accounting pronouncements as issued by the FASB in the form of Accounting Standards Updates (“ASU”) through the date these financial statements were available to be issued and found no recent accounting pronouncements issued, but not yet effective accounting pronouncements, when adopted, will have a material impact on the financial statements of the Company.Compensation

. The guidance requires recognition in the financial statements of the cost of employee services received in exchange for an award of equity instruments over the period the employee is required to perform the services in exchange for the award (presumptively the vesting period). The guidance also requires measurement of the cost of employee services received in exchange for an award based on the grant-date fair value of the award. The Company accounts for non-employee share-based awards in accordance with guidance related to equity instruments that are issued to other than employees for acquisition, or in conjunction with selling, goods or services.

~~Note~~Income ~~2- Going Concern~~taxes

Income taxes are accounted for in accordance with the provisions of FASB ASC Topic No. 740 -

AsIncome reflected in the accompanying consolidated financial statements, the Company has an accumulated deficit of $32,552,129 and negative working capital of $8,418,512 as of June 30, 2022. This raises substantial doubt about the Company’s ability to continue as a going concern. The Company’s ability to continue as a going concern is dependent on its ability to raise additional capital and implement its business plan. The consolidated financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern.Taxes

. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. Valuation allowances are established, when necessary, to reduce deferred tax assets to the amounts expected to be realized.

~~Management believes that actions presently being taken to obtain additional funding and implement its strategic plans provide the opportunity for the Company to continue as a going concern.~~9

~~Presently,~~Table ~~the~~of Company is considering ways to apply its molecular robotic technology to address the COVID-19 pandemic. Management believes that actions presently being taken to obtain additional funding and implement its strategic plans provide the opportunity for the Company to continue as a going concern.Contents

~~Note~~Basic 3and –diluted ~~Property~~net ~~and~~loss ~~Equipment~~per common share

Basic and diluted net loss per share calculations are presented in accordance with FASB ASC Topic No. 260 –

AsEarnings ofper ~~June~~Share ~~30, 2022, the Company had a vehicle with a net book value of $2,640.~~

and are calculated on the basis of the weighted average number of common shares outstanding during the period. Diluted per share calculations includes the dilutive effect of common stock equivalents in years with net income. As the Company is in a loss position, any calculation of the dilutive effects of the Company’s convertible securities would reduce the loss per share amount, and, as such, the Company will not perform the calculation.

10Recently ~~Table~~issued ofaccounting ~~Contents~~pronouncements

Management has evaluated all recent accounting pronouncements as issued by the FASB in the form of Accounting Standards Updates (“ASU”) through the date these financial statements were available to be issued and found no recent accounting pronouncements issued, but not yet effective accounting pronouncements, when adopted, will have a material impact on the financial statements of the Company.

Note 42- –Going ~~Related party transactions~~Concern

~~The~~As ~~Company~~reflected ~~has~~in anthe ~~outstanding~~accompanying ~~loan~~consolidated ~~payable~~financial ~~and~~statements, ~~accrued~~the ~~interest~~Company tohas ~~Antonio~~an ~~Milici,~~accumulated ~~its~~deficit ~~CEO~~of $32,677,702 and ~~stockholder~~negative ~~amounting~~working tocapital of $~~679~~8,~~092~~542,764 as of ~~June~~September 30, 2022 ~~and December 31, 2021, respectively~~. This ~~outstanding~~raises ~~loan~~substantial todoubt about the Company’s isability ~~unsecured~~to ~~and~~continue ~~bears~~as ~~interest~~a atgoing 2concern.~~41%.~~ The Company’s ~~has~~ability anto ~~outstanding~~continue ~~loan~~as ~~and~~a ~~accrued~~going ~~interest~~concern ~~payable~~is todependent ~~Tannya~~on ~~Irizarry,~~ its ~~interim~~ability ~~CFO~~to ~~interim~~raise ~~and~~additional ~~stockholder,~~capital ~~amounting~~and toimplement ~~$43,477~~its ~~and~~business ~~$58,704~~plan. asThe ofconsolidated ~~June~~financial ~~30,~~statements ~~2022~~do ~~and~~not ~~December~~include ~~31,~~any ~~2021,~~adjustments ~~respectively.~~that ~~This~~might ~~outstanding~~be ~~loan~~necessary toif the Company is ~~unsecured~~unable ~~and~~to ~~bears~~continue ~~interest~~as ata 8%going concern.

~~Tannya~~Management ~~Irizarry~~believes ~~owns~~that ~~50%~~actions ofpresently ~~GTI~~being ~~Corporate~~taken ~~Transfer~~to ~~Agents,~~obtain ~~LLC,~~additional funding and ~~the~~implement ~~Company’s~~its ~~transfer~~strategic ~~agency.~~plans ~~During~~provide the ~~six~~opportunity ~~months~~for ~~ended June 30, 2022 and 2021,~~ the Company ~~made payments~~ to ~~GTI~~continue ~~Corporate~~as ~~Transfer~~a ~~Agents,~~going ~~LLC in the amounts of $1,700 and $80, respectively~~concern.

~~During~~Presently, the ~~three~~Company ~~months~~is ~~ended~~considering ~~June~~ways ~~30,~~to ~~2022,~~apply its molecular robotic technology to address the COVID-19 pandemic. Management believes that actions presently being taken to obtain additional funding and implement its strategic plans provide the opportunity for the Company: to continue as a going concern.

	·	issued 816,667 shares of common stock to a director who joined the Board of Directors in the same time frame for services and recognized an expense of $24,500;
	·	issued 433,333 shares of common stock to the same director upon conversion of his convertible notes payable of $13,000 at $0.03 per share.

Note 3 – Property and Equipment

OnAs ~~May~~of 9September 30, ~~2021~~2022, the Company ~~issued~~had ~~3,000,000~~a ~~shares~~vehicle ofwith ~~common stock to~~ a ~~principal~~net ofbook ~~GTI~~value ~~Corporate Transfer Agents, LLC~~ of ~~which an officer of the Company owns 50%. The Company recorded an expense of~~ $~~180~~1,~~000 based on the closing stock quote on the date of issuance~~320.

~~Note 5 – Accrued expenses~~10

~~The~~Table ~~Company’s accrued expenses consisted~~ of ~~the following:~~Contents

	June 30,2022		December 31,2021
Accrued officer salaries (see below)	$	6,191,623	$	5,958,623
Accrued interest		95,646		94,534
Other		1,233,303		1,233,494
Accrued expenses	$	7,520,572	$	7,286,651

Note 4 – Related party transactions

11The ~~Table~~Company has an outstanding loan payable and accrued interest to Antonio Milici, its CEO and stockholder amounting to $679,092 as of ~~Contents~~September 30, 2022 and December 31, 2021, respectively. This outstanding loan to the Company is unsecured and bears interest at 2.41%. The Company has an outstanding loan and accrued interest payable to Tannya Irizarry, its interim CFO interim and stockholder, amounting to $43,477 and $58,704 as of September 30, 2022 and December 31, 2021, respectively. This outstanding loan to the Company is unsecured and bears interest at 8%.

~~Note~~Tannya 6Irizarry –owns ~~Convertible~~50% ~~notes~~of ~~payable~~GTI Corporate Transfer Agents, LLC, and the Company’s transfer agency. During the nine months ended September 30, 2022 and 2021, the Company made payments to GTI Corporate Transfer Agents, LLC in the amounts of $1,700 and $80, respectively.

~~The~~During ~~Company received $13,000 in proceeds from a director of~~ the ~~Company~~nine ~~in exchange for convertible notes during the six~~ months ended ~~June~~September 30, 2022~~. The notes were converted to 433~~,~~000~~ ~~shares~~the ~~of common stock during this same period at $0.03 per share resulting in a zero balance as of June 30, 2022.~~Company:

The Company’s issued convertible notes are due on demand, bearing interest at an annual rate of 8%. The notes are convertible into shares of Company common stock at a conversion price of $0.01 to $0.05 per share. As of June 30, 2022 and December 31, 2021, the total outstanding principal and interest is $54,500.

		issued 816,667 shares of common stock to a director who joined the Board of Directors in the same time frame for services and recognized an expense of $24,500;
		issued 433,333 shares of common stock to the same director upon conversion of his convertible notes payable of $13,000 at $0.03 per share.

AsOn ofMay ~~June 30~~9, 2021, anthe ~~analysis~~Company ofissued ~~the~~3,000,000 ~~principal~~shares ~~amount~~ of ~~convertible notes payable that have elected conversion to~~ common stock ~~amounted~~ to ~~$366,000.~~a ~~The~~principal ~~Company’s~~of ~~transfer~~GTI ~~agent~~Corporate ~~has~~Transfer ~~been~~Agents, ~~constrained~~LLC inof ~~its~~which ~~efforts~~an toofficer ~~issue the common stock for these convertible notes due to the noncompliance~~ of the Company’s ~~filing~~owns ~~requirements~~50%. The Company ~~has~~recorded ~~ceased~~an ~~accruing~~expense ~~interest on these convertible notes but continues to accrue interest on the remaining convertible notes~~ of $54180,~~500.~~000 ~~The~~based ~~convertible~~on ~~notes that have elected conversion without~~ the closing stock ~~being~~quote ~~issued have been included in ‘Accrued liabilities’~~ on the ~~Balance~~date ~~Sheet~~of issuance.

Note 75 – ~~Shareholders’~~Accrued ~~equity~~expenses

~~Preferred~~The ~~Stock~~Company’s accrued expenses consisted of the following:

The Company has authorized 20,000,000 shares of Series A Preferred Stock, $0.001 par value, and 30,000,000 shares of Series B Preferred Stock, $0.001 par value.

	S eptember 30, 2022		December 31, 2021
Accrued officer salaries (see below)	$	6,308,123	$	5,958,623
Accrued interest		96,202		94,534
Other		1,233,535		1,233,494
Accrued expenses	$	7,637,860	$	7,286,651

~~As of June 30, 2022 and December 31, 2021, the Company had 0 shares Series A Preferred Stock issued and outstanding respectively.~~11

AsTable of ~~June 30, 2022 and December 31, 2021, the Company had 26,038,572 shares of Series B Preferred Stock issued and outstanding respectively.~~Contents

~~Common~~Note ~~stock~~6 – Convertible notes payable

The Company ~~has~~received ~~authorized 300~~$13,000~~,000~~ ~~shares~~in proceeds from a director of ~~its~~the ~~common~~Company ~~stock,~~in ~~$0.001~~exchange ~~par~~for ~~value.~~convertible ~~The~~notes ~~Company~~during ~~had~~the ~~issued~~nine ~~and~~months ~~outstanding~~ended 35September 30,~~333,319~~ ~~and~~2022. 34The notes were converted to 433,~~083,319~~000 shares of common stock asduring ofthis ~~June~~same ~~30,~~period ~~2022~~at ~~and~~$0.03 ~~December~~per ~~31,~~share ~~2021~~resulting in a zero balance as of September 30, ~~respectively~~2022.

~~During~~The ~~the three months ended June 30, 2022, the~~ Company ~~issued~~received ~~816~~$17,~~667~~500 ~~shares~~in ofproceeds ~~common stock to a new director of the Company~~ for ~~services~~convertible ~~and~~notes ~~recognized~~during ~~a stock based consulting expense of $24,500. During~~ the ~~same~~nine ~~period,~~months ~~the~~ended ~~Company~~September ~~issued 433~~30,~~333~~ ~~shares~~2022. ofThe ~~common stock to this director upon conversion of his convertible~~ notes ~~payable~~accrue ofinterest ~~$13,000~~ at ~~$0.03~~8% per ~~share~~annum.

OnThe ~~March~~Company’s ~~18,~~issued ~~2021,~~convertible ~~the~~notes ~~Company~~are ~~issued~~due 1on demand,~~500,000~~ ~~restricted~~bearing ~~common~~interest at an annual rate of 8%. The notes are convertible into shares toof ~~Venus~~Company ~~Capital~~common ~~Fund,~~stock ~~LLC~~at ~~for~~a ~~consulting~~conversion ~~services~~price ~~related~~of $0.01 to ~~security~~$0.05 per share. As of September 30, 2022 and ~~capital~~December ~~raise~~31, ~~efforts.~~2021, ~~The~~the ~~Company~~total ~~recorded~~outstanding aprincipal ~~consulting~~and ~~expense~~interest ofis $5554,500.

OnAs ~~May 9, 2021 the Company issued 3,000,000 restricted shares~~ of common stock to a principal of GTI Corporate Transfer Agents, LLC of which an officer of the Company owns 50%. The Company recorded an expense of $180,000 based on the closing stock quote on the date of issuance.

~~12 Table of Contents~~September

~~Note~~ 30, 82021, –an ~~Commitments~~analysis of the principal amount of convertible notes payable that have elected conversion to common stock amounted to $366,000. The Company’s transfer agent has been constrained in its efforts to issue the common stock for these convertible notes due to the noncompliance of the Company’s filing requirements. The Company has ceased accruing interest on these convertible notes but continues to accrue interest on the remaining convertible notes of $54,500. The convertible notes that have elected conversion without the stock being issued have been included in ‘Accrued liabilities’ on the Balance Sheet.

~~Employment~~Note ~~Agreements~~7 – Shareholders’ equity

InPreferred 2022, the Company renewed the five-year employment agreements with its chief executive and scientific officer and its chief administrative and financial officer. The agreements provide for compensation of $21,500 and $17,333 per month, respectively, and expires on January 31, 2025.Stock

~~Office~~The ~~Space~~Company ~~Lease~~has authorized 20,000,000 shares of Series A Preferred Stock, $.001 par value, and 30,000,000 shares of Series B Preferred Stock, $.001 par value.

~~The~~As ~~Company~~of ~~has~~September ~~a temporary office space at 3051 W 105th Ave. #350251~~30, in2022 ~~Westminster,~~and CODecember ~~as of June 30~~31, 2021., ~~The lease term does not warrant~~ the ~~establishment~~Company ofhad a0 ~~right~~shares ofSeries ~~use~~A ~~asset~~Preferred orStock ~~liability.~~issued Noand ~~asset~~outstanding ~~or liability has been recorded on the balance sheet~~respectively.

~~The~~As ~~impact~~ of ~~COVID-19~~September on30, ~~the~~2022 ~~Company~~and isDecember ~~unknown~~31, at2021, ~~this~~the ~~time.~~Company ~~The~~had ~~financial~~26,038,572 ~~consequences~~shares of ~~this~~Series ~~situation~~B ~~cause~~Preferred ~~uncertainty~~Stock asissued ~~to the future~~ and ~~its~~outstanding ~~effects on the economy and the Company~~respectively.

~~The~~Common Russian-Ukraine conflict is a global concern. The Company does not have any direct exposure to Russia or Ukraine through its operations, employee base, investments or sanctions. We have no basis to evaluate the possible risks of this conflict.stock

~~Note~~The 9Company –has ~~Subsequent~~authorized ~~events~~300,000,000 shares of its common stock, $.001 par value. The Company had issued and outstanding 35,333,319 and 34,083,319 shares of common stock as of September 30, 2022 and December 31, 2021, respectively.

OnDuring ~~July~~the 9nine months ended September 30, 2022, the Company ~~entered~~issued ~~into~~816,667 ashares ~~convertible~~of ~~note~~common ~~payable~~stock ~~with~~to a new director of the Company for services and recognized a stock based consulting expense of $524,~~000~~500. ~~bearing~~During ~~interest~~the atsame 8%period, ~~per~~the ~~annum~~Company ~~and~~issued 433,333 shares of common stock to this director upon conversion of his convertible notes payable of $13,000 at $0.03 per share.

13On ~~Table~~March 18, 2021, the Company issued 1,500,000 restricted common shares to Venus Capital Fund, LLC for consulting services related to security and capital raise efforts. The Company recorded a consulting expense of ~~Contents~~$55,500.

~~ITEM~~On 2:May ~~MANAGEMENT’S~~9, ~~DISCUSSION~~2021 ~~AND~~the ~~ANALYSIS~~Company OFissued ~~FINANCIAL~~3,000,000 ~~CONDITION~~restricted ~~AND~~shares ~~RESULTS~~of OFcommon ~~OPERATIONS~~stock to a principal of GTI Corporate Transfer Agents, LLC of which an officer of the Company owns 50%. The Company recorded an expense of $180,000 based on the closing stock quote on the date of issuance.

~~CAUTOINARY NOTE REGARDING FORWARD-LOOKING STATEMENTS~~12

~~Sections~~Table of this Form 10-Q, including the Management’s Discussion and Analysis or Plan of Operation, contain “forward-looking statements”. These forward-looking statements are subject to risks and uncertainties and other factors that may cause our actual results, performance or achievements to be materially different from the results, performance or achievements expressed or implied by the forward-looking statements. You should not unduly rely on these statements. Forward-looking statements involve assumptions and describe our plans, strategies, and expectations. You can generally identify a forward-looking statement by words such as “may,” “will,” “should,” “would,” “could,” “plans,” “goal,” “potential,” “expect,” “anticipate,” “estimate,” “believe,” “intent,” “project,” and similar words and variations thereof. This report contains forward-looking statements that address, among other things,Contents

*Note ~~Our~~8 ~~financing~~– ~~plans~~Commitments

*Employment ~~Regulatory environments in which we operate or plan to operate~~Agreements

*In ~~Trends~~2022, ~~affecting~~the ~~our~~Company renewed the five-year employment agreements with its chief executive and scientific officer and its chief administrative and financial ~~condition~~officer. orThe ~~results~~agreements provide for compensation of ~~operations~~$21,500 and $17,333 per month, respectively, and expires on January 31, 2025.

*Office ~~The~~Space ~~impact of competition, the start-up of certain operations and acquisition opportunities.~~Lease

The Company has a temporary office space at 3051 W 105

~~Factors, risks, and uncertainties that could cause actual results to differ materially from those in the forward-looking statements (“Cautionary Statements”) include, among others,~~th

Ave. #350251, in Westminster, CO as of June 30, 2021. The lease term does not warrant the establishment of a right of use asset or liability. No asset or liability has been recorded on the balance sheet.

*The ~~Our~~impact ~~ability~~of COVID-19 on the Company is unknown at this time. The financial consequences of this situation cause uncertainty as to ~~raise~~the ~~capital~~future and its effects on the economy and the Company.

*The ~~Our~~Russian-Ukraine ~~ability~~conflict is a global concern. The Company does not have any direct exposure to ~~execute~~Russia ~~our~~or ~~business~~Ukraine ~~strategy~~through inits aoperations, ~~very~~employee ~~competitive~~base, ~~environment~~investments or sanctions. We have no basis to evaluate the possible risks of this conflict.

*Note ~~Our~~9 ~~degree~~– ofSubsequent ~~financial leverage~~events

* Risks associated with our acquiring and integrating companies into our own13

*Table ~~Risks~~of ~~relating to rapidly developing technology~~Contents

*ITEM Regulatory2: considerationsMANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS 

*CAUTOINARY ~~Risks~~NOTE ~~related~~REGARDING toFORWARD-LOOKING ~~international economies~~STATEMENTS

*Sections ~~Risks~~of ~~related~~this Form 10-Q, including the Management’s Discussion and Analysis or Plan of Operation, contain “forward-looking statements”. These forward-looking statements are subject to ~~market~~risks ~~acceptance~~and uncertainties and ~~demand~~other ~~for~~factors that may cause our ~~products~~actual results, performance or achievements to be materially different from the results, performance or achievements expressed or implied by the forward-looking statements. You should not unduly rely on these statements. Forward-looking statements involve assumptions and ~~services~~describe our plans, strategies, and expectations. You can generally identify a forward-looking statement by words such as “may,” “will,” “should,” “would,” “could,” “plans,” “goal,” “potential,” “expect,” “anticipate,” “estimate,” “believe,” “intent,” “project,” and similar words and variations thereof. This report contains forward-looking statements that address, among other things,

* ~~The~~Our ~~impact~~financing ~~of competitive services and pricing~~plans

* ~~Other~~Regulatory ~~risks~~environments ~~referenced~~in ~~from~~which ~~time~~we tooperate ~~time~~or inplan ~~our~~to ~~SEC filings~~operate

~~All~~* ~~subsequent~~Trends ~~written~~affecting ~~and oral forward-looking statements attributable to us, or anyone acting on~~ our ~~behalf,~~financial ~~are~~condition ~~expressly qualified in their entirety by the cautionary statements. We do not undertake any obligations to publicly release any revisions to any forward-looking statements to reflect events~~ or ~~circumstances~~results ~~after the date~~ of ~~this report or to reflect unanticipated events that may occur.~~operations

~~You~~* ~~should~~The ~~read~~impact ~~the following discussion~~ of ~~our~~competition, ~~results and plan of operation in conjunction with~~ the ~~consolidated financial statements and the notes thereto appearing elsewhere in this Form 10~~start-~~Q. Statements~~up inof ~~this~~certain ~~Management’s~~operations ~~Discussion~~ and ~~Analysis~~acquisition ~~or Plan of Operation that are not statements of historical or current objective fact are “forward-looking statements~~opportunities.”

~~OVERVIEW~~Factors, risks, and uncertainties that could cause actual results to differ materially from those in the forward-looking statements (“Cautionary Statements”) include, among others,

We* ~~have~~Our ~~developed~~ability proprietary diagnostic assays for use in the COVID-19 together with agricultural and veterinary markets. Specific assays for COVID-19; Chronic Wasting Disease (CWD) (among elk and deer) and Mad Cow Disease (among cattle) have been developed and are available currently on a limited basis. E. coli (predominantly cattle) and Johne’s disease (predominantly cattle and bison) diagnostics are in development. We are also working on vaccine solutions to ~~meet~~raise the growing demands of today’s veterinary industry and tomorrow’s agriculture and healthcare industries. The Company is organized and operated both to continually apply its scientific research to more effective management of diseases and, in so doing, realize the commercial potential of molecular biotechnology.capital

14* ~~Table~~Our ofability ~~Contents~~to execute our business strategy in a very competitive environment

* Our ~~business~~degree ~~model is based on the development~~ of afinancial proprietary Molecular Robotic/AI Laboratory Platform (“MORAP”), which would combine the use of advanced robotic laboratory systems integrated with AI software systems on a global scale. Upon development, MORAP would encompass a nationwide network of interactive molecular laboratories operated using advanced integrated robotic and machine learning cloud-based software systems, which would be able to share data and interact with each other. We believe MORAP would be capable of processing millions of samples and collecting, storing and analyzing data. We believe that MORAP nationwide communications network could be accomplished through advanced cloud-based software systems, machine learning and Internet-of-Things (IoT) networks. Upon development, MORAP could be readily replicated and scaled utilizing identical instrumentation and software.leverage

We* ~~have~~Risks ~~not~~associated ~~generated~~with ~~significant operating revenue as of June 30, 2022. Our ability to generate substantial operating revenue will depend on~~ our ~~ability~~acquiring ~~to develop~~ and ~~obtain~~integrating ~~approval~~companies ~~for~~into ~~molecular~~our ~~assays and developing therapeutic vaccines for the detection and prevention of food contaminating pathogens, veterinary diseases, and diseases affecting human health.~~own

~~Our~~* ~~independent~~Risks ~~auditors~~relating ~~have expressed substantial doubt about our ability~~ to ~~continue~~rapidly asdeveloping a going concern in their report on our consolidated financial statements as of December 31, 2021. For the six months ended June 30, 2022 and 2021, our net losses were $280,683 and $492,613, respectively. Our current liabilities exceeded current assets by $8,418,512 and $8,177,968 as of June 30, 2022 and December 31, 2021, respectively.technology

We* ~~will~~Regulatory require significant additional funding in order to achieve our business plan. Over the next 12 months, in order to have the capability of achieving our business plan, we believe that we will require at least $40,000,000 in additional funding. We will attempt to raise these funds by both means of one or more private offerings of debt or equity securities. In such events, we may need immediate additional funding. Our capital requirements will depend on many factors including, but not limited to, the timing of further development of assays to detect the presence of infectious disease from the blood of live animals, our hiring of additional personnel, the applications for, and receipt of, regulatory approvals for any veterinary vaccines that we may develop, and other factors. Our ability to raise capital will increase our ability to implement our business plan.considerations

We* ~~also~~Risks ~~expect~~related to ~~spend~~international a significant amount of our capital on research and development activities for commercialization relating to development and vaccine design/development. When we are able to develop assays for different diseases, we intend to formalize the procedure into a commercial application through a series of laboratories to be owned and operated by GeneThera. To date, we have introduced our diagnostic solution for Chronic Wasting Disease (CWD) and Mad Cow Disease on a very limited basis. We anticipate that significant funds will be spent on research and development throughout the life of the Company, as this is the source for new products to be introduced to the market. Our plan is to seek new innovations in the robotic biotechnology field. We may be successful in developing or validating any new assays and, when we are successful in developing and validating any such assays, we may be able to successfully commercialize them or earn profits from sales of those assays. Furthermore, we may be able to design, develop, or successfully commercialize vaccines as a result of our research and development efforts.economies

~~RELATED~~* ~~PARTY~~Risks ~~TRANSACTIONS~~related to market acceptance and demand for our products and services

~~The~~* Company has an outstanding loan payable and accrued interest to Antonio Milici, its CEO and stockholder amounting to $679,092 as of June 30, 2022 and December 31, 2021, respectively. This outstanding loan to the Company is unsecured and bears interest at 2.41%. The ~~Company~~impact ~~has an outstanding loan and accrued interest payable to Tannya Irizarry, its interim CFO interim and stockholder, amounting to $43,477 and $58,704 as~~ of ~~June~~competitive ~~30,~~services ~~2022~~ and ~~December 31, 2021, respectively. This outstanding loan to the Company is unsecured and bears interest at 8%.~~pricing

~~Tannya~~* ~~Irizarry~~Other ~~owns~~risks ~~50%~~referenced offrom ~~GTI~~time ~~Corporate Transfer Agents, LLC, and the Company’s transfer agency. During the six months ended June 30, 2022 and 2021, the Company made payments~~ to ~~GTI~~time ~~Corporate Transfer Agents, LLC~~ in ~~the~~our ~~amounts~~SEC ~~of $1,700 and $80, respectively.~~filings

~~During~~All ~~the~~subsequent ~~three~~written ~~months~~and ~~ended~~oral ~~June~~forward-looking ~~30,~~statements ~~2022,~~attributable ~~the~~to ~~Company issued 816~~us,~~667~~ ~~shares~~or ofanyone ~~common~~acting ~~stock~~on toour abehalf, ~~new~~are ~~director~~expressly ofqualified ~~the~~in ~~Company~~their ~~for~~entirety ~~services~~by ~~and~~the ~~recognized~~cautionary astatements. We ~~stock~~do ~~based~~not ~~consulting~~undertake ~~expense~~any ofobligations ~~$24,500.~~to ~~During~~publicly ~~the~~release ~~same~~any ~~period,~~revisions ~~the~~to ~~Company~~any ~~issued~~forward-looking ~~433,333~~statements ~~shares~~to ofreflect ~~common~~events ~~stock~~or tocircumstances ~~this~~after ~~director~~the ~~upon~~date ~~conversion~~ of ~~his~~this ~~convertible~~report ~~notes~~or ~~payable~~to ofreflect ~~$13,000~~unanticipated atevents ~~$0.03~~that ~~per~~may ~~share~~occur.

OnYou ~~May~~should 9,read ~~2021~~ the ~~Company~~following ~~issued~~discussion ~~3,000,000~~of ~~shares~~our ofresults ~~common~~and ~~stock~~plan toof aoperation ~~principal~~in ofconjunction ~~GTI~~with ~~Corporate~~the ~~Transfer~~consolidated ~~Agents,~~financial ~~LLC~~statements ofand ~~which~~the annotes ~~officer~~thereto ofappearing ~~the~~elsewhere ~~Company~~in ~~owns~~this ~~50%~~Form 10-Q. Statements ~~The~~in ~~Company~~this ~~recorded~~Management’s anDiscussion ~~expense~~and Analysis or Plan of ~~$180,000~~Operation ~~based~~that onare ~~the~~not ~~closing~~statements ~~stock~~of ~~quote~~historical onor ~~the~~current ~~date~~objective offact ~~issuance~~are “forward-looking statements.”

~~RECENTLY ISSUED ACCOUNTING STANDARDS~~OVERVIEW

~~Management~~We ~~has~~have ~~evaluated~~developed ~~all~~proprietary ~~recent~~diagnostic ~~accounting~~assays ~~pronouncements~~for asuse ~~issued~~in by the ~~FASB~~COVID-19 intogether ~~the~~with ~~form~~agricultural ofand ~~Accounting~~veterinary ~~Standards~~markets. Specific ~~Updates~~assays for COVID-19; Chronic Wasting Disease (~~“ASU”~~CWD) ~~through~~(among ~~the~~elk ~~date~~and ~~these~~deer) ~~financial~~and ~~statements~~Mad ~~were~~Cow Disease (among cattle) have been developed and are available tocurrently beon ~~issued~~a limited basis. E. coli (predominantly cattle) and ~~find~~Johne’s nodisease ~~recent~~(predominantly ~~accounting~~cattle ~~pronouncements~~and ~~that~~bison) ~~would~~diagnostics ~~have~~are ain ~~material~~development. We ~~impact~~are also working on vaccine solutions to meet the ~~financial~~growing ~~statements~~demands of ~~the~~today’s veterinary industry and tomorrow’s agriculture and healthcare industries. The Company is organized and operated both to continually apply its scientific research to more effective management of diseases and, in so doing, realize the commercial potential of molecular biotechnology.

~~15 Table of Contents~~14

~~EMPLOYEES~~Table of Contents

AsOur ofbusiness ~~June~~model ~~30,~~is ~~2022,~~based ~~we had a total of two full-time employees who devoted substantial effort~~ on ~~our~~the ~~behalf.~~development ~~None~~ of ~~our employees are represented by~~ a ~~collective~~proprietary ~~bargaining~~Molecular ~~unit. We~~Robotic/AI ~~entered~~Laboratory ~~into~~Platform an(“MORAP”), ~~employment~~which ~~agreement~~would ~~with~~combine ~~Antonio~~the ~~Milici,~~use ~~M.D.,~~of ~~Ph.D.,~~advanced torobotic ~~serve~~laboratory assystems ~~our~~integrated ~~Chief~~with ~~Executive~~AI ~~Officer~~software ~~and~~systems ~~Chief~~on ~~Scientific~~a ~~Officer~~global ~~through January 31, 2025~~scale. In ~~consideration~~Upon ~~for his services~~development, ~~Dr.~~MORAP ~~Milici~~would ~~will~~encompass ~~receive~~ a ~~base~~nationwide ~~salary~~network of ~~$258,000~~interactive ~~per~~molecular ~~annum~~laboratories ~~plus~~operated ~~bonuses~~using asadvanced ~~may~~integrated berobotic ~~determined~~and bymachine ~~the~~learning ~~Board~~cloud-based ofsoftware ~~Directors at its sole discretion. As part of his employment agreement~~systems, ~~Dr.~~which ~~Milici~~would isbe ~~subject~~able to ~~non-disclosure~~share data and ~~non-competition~~interact ~~obligations~~with ~~and~~each ~~has~~other. ~~transferred~~We tobelieve ~~the~~MORAP ~~Company~~would ~~all~~be capable of ~~his~~processing ~~interests~~millions inof ~~any~~samples ~~idea,~~and ~~concept~~collecting, ~~technique,~~storing ~~invention~~and oranalyzing ~~written work~~data. We ~~also~~believe ~~entered~~that ~~into~~MORAP annationwide ~~employment~~communications ~~agreement~~network ~~with~~could ~~Tannya~~be L.accomplished ~~Irizarry to serve as our Chief Administrative Officer~~ through ~~January~~advanced ~~31,~~cloud-based ~~2025. Since~~software ~~May 2006~~systems, ~~Ms.~~machine ~~Irizarry~~learning isand ~~also~~Internet-of-Things ~~our Chief Financial Officer~~ (~~Interim~~IoT). Msnetworks. ~~Irizarry’s~~Upon ~~base~~development, ~~salary~~MORAP iscould ~~$208,000~~be ~~per~~readily ~~annum. There~~replicated ~~are~~and noscaled ~~employee~~utilizing ~~issues~~identical atinstrumentation ~~this~~and ~~time~~software.

~~RESULTS~~We OFhave ~~OPERATIONS~~not generated significant operating revenue as of June 30, 2022. Our ability to generate substantial operating revenue will depend on our ability to develop and obtain approval for molecular assays and developing therapeutic vaccines for the detection and prevention of food contaminating pathogens, veterinary diseases, and diseases affecting human health.

~~FOR~~Our ~~THE~~independent ~~THREE~~auditors ~~MONTHS~~have ~~ENDED~~expressed ~~JUNE~~substantial doubt about our ability to continue as a going concern in their report on our consolidated financial statements as of December 31, 2021. For the nine months ended September 30, 2022 and 2021, our net losses were $406,256 and $736,479, respectively. Our current liabilities exceeded current assets by $8,542,764 and $8,177,968 as of September 30, 2022 and December 31, 2021, respectively.

~~The~~We ~~company~~will ~~did~~require ~~not~~significant ~~generate~~additional ~~any~~funding ~~revenue~~in ~~for~~order to achieve our business plan. Over the ~~three~~next 12 months, ~~ended~~in ~~June~~order 30to have the capability of achieving our business plan, ~~2022~~we believe that we will require at least $40,000,000 in additional funding. We will attempt to raise these funds by both means of one or more private offerings of debt or equity securities. In such events, we may need immediate additional funding. Our capital requirements will depend on many factors including, but not limited to, the timing of further development of assays to detect the presence of infectious disease from the blood of live animals, our hiring of additional personnel, the applications for, and ~~2021~~receipt of, regulatory approvals for any veterinary vaccines that we may develop, and other factors. Our ability to raise capital will increase our ability to implement our business plan.

~~The~~We ~~company~~also ~~had~~expect ~~total~~to ~~operating~~spend ~~expenses~~a significant amount of ~~$147,382~~our capital on research and ~~$284,726~~development activities for ~~the~~commercialization ~~three~~relating ~~months~~to ~~ended~~development ~~June~~and 30vaccine design/development. When we are able to develop assays for different diseases, ~~2022~~we intend to formalize the procedure into a commercial application through a series of laboratories to be owned and ~~2021,~~operated ~~respectively~~by GeneThera. To date, we have introduced our diagnostic solution for Chronic Wasting Disease (CWD) and Mad Cow Disease on a ~~decrease~~very limited basis. We anticipate that significant funds will be spent on research and development throughout the life of ~~$137~~the Company,~~344~~ ~~from~~as this is the ~~prior~~source ~~period~~for ~~due~~new inproducts ~~part~~to be introduced to the ~~recognition~~market. Our ofplan ~~stock-based~~is ~~compensation~~to ~~categorized~~seek asnew ~~consulting~~innovations ~~fees~~in ~~during~~ the ~~three~~robotic ~~months~~biotechnology ~~ended~~field. We ~~June~~may 30be successful in developing or validating any new assays and, ~~2021~~when we are successful in developing and validating any such assays, we may be able to successfully commercialize them or earn profits from sales of those assays. Furthermore, we may be able to design, develop, or successfully commercialize vaccines as a result of our research and development efforts.

WeRELATED ~~had~~PARTY a net loss of $ 147,938 and $492,613 for the three months ended June 30, 2022 and 2021, respectively, resulting in a decrease of $138,434 from the prior period due to the recognition of stock-based compensation categorized as consulting fees in the prior period.TRANSACTIONS

~~FOR~~The ~~THE~~Company ~~SIX~~has ~~MONTHS~~an ~~ENDED~~outstanding ~~JUNE~~loan payable and accrued interest to Antonio Milici, its CEO and stockholder amounting to $679,092 as of September 30, 2022 and December 31, 2021, respectively. This outstanding loan to the Company is unsecured and bears interest at 2.41%. The Company has an outstanding loan and accrued interest payable to Tannya Irizarry, its interim CFO interim and stockholder, amounting to $43,477 and $58,704 as of September 30, 2022 and December 31, 2021, respectively. This outstanding loan to the Company is unsecured and bears interest at 8%.

~~The~~Tannya ~~company~~Irizarry ~~has~~owns ~~not~~50% ~~generated~~of ~~any~~GTI ~~revenue~~Corporate ~~for~~Transfer Agents, LLC, and the ~~six~~Company’s transfer agency. During the nine months ended ~~June~~September 30, 2022 and 2021, the Company made payments to GTI Corporate Transfer Agents, LLC in the amounts of $1,700 and $80, respectively.

~~The~~During ~~company~~the ~~had~~nine ~~total~~months ~~operating~~ended ~~expenses~~September of30, ~~$279~~2022,~~571~~ ~~and~~the ~~$489~~Company issued 816,~~321~~667 ~~for~~shares ~~the~~of ~~six~~common ~~months~~stock ~~ended~~to ~~June~~a ~~30,~~new ~~2022~~director ~~and~~of ~~2021,~~the ~~respectively,~~Company for services and recognized a ~~decrease~~stock based consulting expense of $~~209~~24,~~750~~500. ~~due~~During tothe same period, the ~~recognition~~Company issued 433,333 shares of common stock~~-based~~ ~~expenses~~to ~~categorized~~this asdirector ~~consulting~~upon ~~fees~~conversion inof ~~2021~~his convertible notes payable of $13,000 at $0.03 per share.

WeOn ~~had~~May a9, ~~net~~2021 ~~loss~~the ofCompany $issued ~~280~~3,~~683~~000,000 ~~and~~shares ~~$492,613~~of ~~for~~common ~~the~~stock ~~six~~to ~~months~~a ~~ended~~principal ~~June~~of ~~30,~~GTI ~~2022~~Corporate ~~and~~Transfer ~~2021~~Agents, ~~respectively,~~LLC aof ~~decrease~~which ofan ~~$211,930~~officer ~~from~~of the ~~prior~~Company ~~period~~owns ~~due~~50%. toThe ~~the~~Company ~~recognition~~recorded an expense of ~~stock-~~$180,000 based ~~expenses~~on ~~categorized~~the asclosing ~~consulting~~stock ~~fees~~quote on the date of issuance.

~~LIQUIDITY~~RECENTLY ~~AND~~ISSUED ~~CAPITAL~~ACCOUNTING ~~RESOURCES~~STANDARDS

AsManagement ofhas ~~June~~evaluated ~~30,~~all ~~2022,~~recent weaccounting ~~had~~pronouncements ~~cash~~as ~~and~~issued ~~cash~~by ~~equivalents~~the ofFASB ~~$0.~~in Wethe ~~have~~form ~~historically~~of ~~financed~~Accounting ~~activities~~Standards ~~with~~Updates ~~cash~~(“ASU”) ~~from~~through the ~~private~~date ~~placement~~these offinancial ~~equity~~statements ~~and~~were ~~debt~~available ~~securities~~to ~~and~~be ~~advances from related parties. Our auditors have~~ issued aand ~~going~~find ~~concern~~no ~~opinion.~~recent ~~This~~accounting ~~means~~pronouncements that ~~our~~would ~~auditors~~have ~~believe there is~~ a ~~substantial~~material ~~doubt~~impact ~~that we can continue as an~~ on~~-going~~ ~~business for~~ the ~~next~~financial ~~twelve~~statements ~~months unless we obtain additional capital to pay our bills. We have had negligible revenues since inception and had an accumulated deficit~~ of ~~$32,552,129~~the ~~and negative working capital of $8,418,512 as of June 30, 2022~~Company.

Our current cash balance is not sufficient to fund our business objectives and we will need significant additional capital over the next 12-18 months in order to fund our planned operations. Specifically, we intend to spend significant funds on completing our robotic prototype system, validating and testing our products, seeking necessary regulatory approvals and focusing on international expansion. We will attempt to raise capital through one or more private offerings of debt or equity securities or both. We may not be able to secure the financing that we believe is necessary to implement our strategic objectives and, even if additional financing is secured, we may not achieve our strategic objectives. As of the date of this report, we do not have any firm commitments from any investors for any additional funding.15

~~Our~~Table ~~longer-term working capital and capital requirements will depend upon numerous factors, including revenue and profit generation, pre-clinical studies and clinical trials, the timing and cost~~ of obtaining regulatory approvals, the cost of filing, prosecuting, defending, and enforcing patent claims and other intellectual property rights, competing technological and market developments, collaborative arrangements. Additional capital will be required in order to attain such goals. Such additional funds may not become available on acceptable terms, and we cannot give assurance that any additional funding that we do obtain will be sufficient to meet our needs in the long term.Contents

The accompanying consolidated financial statements do not include any adjustments to reflect the possible future effects on recoverability and classification of liabilities that may result from the outcome of this uncertainty. If we are unable to obtain additional working capital, our business may fail. Accordingly, we must raise cash from sources other than operations. To date, we have financed our operations primarily through cash flow from limited operations, augmented by cash proceeds from financing activities, short-term borrowings and equity contributions by our stockholders. We must raise cash to implement our projected plan of operations. Failure to obtain capital to fund short-term and long-term needs will likely result in the curtailment of our operations or cessation of certain aspects of our business strategy.EMPLOYEES

~~The~~As ~~Company~~of ~~has~~September no30, ~~off~~2022, we had a total of two full-~~balance~~time ~~sheet~~employees ~~commitments~~who devoted substantial effort on our behalf. None of our employees are represented by a collective bargaining unit. We entered into an employment agreement with Antonio Milici, M.D., Ph.D., to serve as our Chief Executive Officer and Chief Scientific Officer through January 31, 2025. In consideration for his services, Dr. Milici will receive a base salary of $258,000 per annum plus bonuses as may be determined by the Board of Directors at its sole discretion. As part of his employment agreement, Dr. Milici is subject to non-disclosure and non-competition obligations and has transferred to the Company all of his interests in any idea, concept, technique, invention or ~~arrangements~~written work. We also entered into an employment agreement with Tannya L. Irizarry to serve as our Chief Administrative Officer through January 31, 2025. Since May 2006, Ms. Irizarry is also our Chief Financial Officer (Interim). Ms. Irizarry’s base salary is $208,000 per annum. There are no employee issues at this time.

16RESULTS ~~Table~~OF ~~of Contents~~OPERATIONS

~~Item~~

Filing Compare · GENETHERA INC