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EX-32.2 - CERTIFICATION OF PRINCIPAL FINANCIAL OFFICER PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 - China PharmaHub Corp.exhibit_32-2.htm
EX-31.1 - CERTIFICATION OF PRESIDENT PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002* - China PharmaHub Corp.exhibit_31-1.htm
EX-32.1 - CERTIFICATION OF PRESIDENT PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 - China PharmaHub Corp.exhibit_32-1.htm
EX-31.2 - CERTIFICATION OF PRINCIPAL FINANCIAL OFFICER PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002* - China PharmaHub Corp.exhibit_31-2.htm

 
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q


x QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 
For the quarterly period ended March 31, 2012
 
or
 
o TRANSITION REPORT UNDER SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934
 
For the transition period from _____________ to ___________

Commission File Number 333-159028

  CHINA PHARMAHUB CORP. 

(Exact Name of Small Business Issuer as specified in its charter)
 
  Nevada
 20-2208821
  (State or other jurisdiction of incorporation or organization)
  (I.R.S. employer identification no.)
 
 
2125 Wright Ave., Suite C8
La Verne, CA 91750
 
 
  (Address of principal executive offices) (Zip Code)
 
     
 
  Registrant's telephone number, including area code: (909) 596-2552
 

Indicate by check mark whether the Issuer:

(1) Has filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the past 12 months (or for such shorter period that the registrant was required to file such reports):
 
Yes x No o
 
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 during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).
 
Yes x No o
 
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.
 
Large Accelerated Filer
o
Accelerated Filer
o
       
Non-Accelerated Filer
o
Smaller Reporting Company
x
 
(2) Has been subject to such filing requirements for the past 90 days.
 
 Yes x No o

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act).  o Yes     x No 
 
The Registrant has 17,069,547 shares of Common Stock, par value $0.001 per share issued and outstanding as of April 30, 2012. 

 
1

 


CHINA PHARMAHUB CORP.
TABLE OF CONTENTS
FORM 10-Q
     
   
 
PART I FINANCIAL INFORMATION
 
     
 Item Number
 
Page
     
 Item 1.
Financial Statements
3
     
 
     Consolidated Balance Sheets
3
     
 
     Consolidated Statements of Operations
4
     
 
     Consolidated Statement of Changes in Stockholders' Equity
5
     
 
     Consolidated Statements of Cash Flows
6
     
 
     Notes to Consolidated Financial Statements
7
     
 Item 2.
Management’s Discussion and Analysis of Financial Condition or Plan of Operation
27
     
Item 3.
Quantitative and Qualitative Disclosures About Market Risk
32
     
Item 4.
Controls and Procedures
32
     
 
PART II OTHER INFORMATION
 
     
 Item 1.
Legal Proceedings
33
     
 Item 2.
Unregistered Sales of Equity Securities and Use of Proceeds
33
     
 Item 3.
Defaults upon Senior Securities
33
     
 Item 4.
Mine Safety Disclosures
33
     
 Item 5.
Other Information
33
     
 Item 6.
Exhibits
33
     
 
Signatures
34




 
 
2

 

CHINA PHARMAHUB CORP.
 
(A DEVELOPMENT STAGE COMPANY)
 
CONSOLIDATED BALANCE SHEETS
 
             
   
March 31,
   
December 31,
 
   
2012
   
2011
 
   
(unaudited)
       
ASSETS
 
CURRENT ASSETS
           
Cash
  $ 156,106     $ 186,259  
Deposits
    3,544       3,544  
Prepaid expenses
    3,003       -  
Accounts receivable
    14,568       -  
Other receivable - related party
    22,907       23,858  
Inventory
    13,225       19,453  
Total current assets
    213,353       233,114  
                 
Equity Investments
    28,646       28,688  
                 
Equipment, net
    17,767       19,013  
                 
    $ 259,766     $ 280,815  
                 
LIABILITIES AND STOCKHOLDERS' EQUITY
 
                 
CURRENT LIABILITIES
               
Accounts Payables and accrued expenses
  $ 243,375     $ 207,302  
Loan from related parties
    5,422       10,765  
Other current liabilities
    7,522       1,235  
Total current liabilities
    256,319       219,302  
                 
STOCKHOLDERS' EQUITY
               
Preferred stock, $.001 par value, 5,000,000 shares
               
authorized, no shares issued and outstanding
    -       -  
Common stock, $.001 par value, 100,000,000 shares
               
authorized, 17,069,547 and 17,694,547 issued and
               
16,643,459 and 16,537,155 oustanding, respectively
    17,072       17,072  
Additional paid-in-capital
    1,405,710       1,405,710  
Noncontrolling interest
    (550 )     (533 )
Deficit accumulated during the development stage
    (1,418,785 )     (1,360,736 )
Total stockholders' equity
    3,447       61,513  
                 
    $ 259,766     $ 280,815  
                 
                 
The accompanying notes to the financial statements are an integral part of these statements.
 
 
 
 
3

 
 
CHINA PHARMAHUB CORP.
 
(A DEVELOPMENT STAGE COMPANY)
 
CONSOLIDATED STATEMENTS OF OPERATIONS
 
(unaudited)
 
                   
               
Cumulative for
 
   
For the three months ended
   
the period from inception
 
   
March 31,
   
(July 9, 2009) through
 
   
2012
   
2011
   
March 31, 2012
 
                   
Revenue
  $ 41,840     $ -     $ 41,840  
                         
Cost of Goods
    33,521       -       33,521  
                         
Gross Profit
    8,319       -       8,319  
                         
Operating expenses
                       
General and administrative
    49,346       60,892       500,548  
Professional fees
    14,436       153,630       882,347  
Depreciation expense
    1,246       1,119       7,153  
Total operating expenses
    65,028       215,641       1,390,048  
                         
Other income(expenses)
                       
Gain on foreign currency transactions
    -       27,835       37,644  
Interest expense
    (421 )     -       (1,906 )
Other income
    29       -       5,247  
Bad debt expense
    (923 )     -       (41,273 )
Loss on equity method investments
    (42 )     (5,637 )     (38,118 )
Total other income/(expenses)
    (1,357 )     22,198       (38,406 )
                         
Net Loss before noncontrolling interest
    (58,066 )     (193,443 )     (1,420,135 )
                         
Noncontrolling interest
    (17 )     (513 )     (1,350 )
                         
Net loss - attributable to China Pharmahub Corp.
  $ (58,049 )   $ (192,930 )   $ (1,418,785 )
                         
Loss per common share - basic and diluted
  $ (0.00 )   $ (0.01 )        
                         
Weighted-average shares outstanding - basic and diluted
    16,617,483       16,482,099          
                         
                         
The accompanying notes to the financial statements are an integral part of these statements.
 
 
 
 
 
4

 
 
 
CHINA PHARMAHUB CORP.
 
(A DEVELOPMENT STAGE COMPANY)
 
STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY
 
                                           
               
Additional
                     
Total
 
   
Common Stock
   
Paid-in
   
Subscription
   
Accumulated
   
Noncontrolling
   
Stockholders'
 
   
Shares
   
Amount
   
Capital
   
Receivable
   
Deficit
   
Interest
   
Equity
 
                                           
 Balance, July 9, 2009 (inception)
    -     $ -     $ -     $ -     $ -     $ -     $ -  
                                                         
 Issuance of shares for cash ($0.0016667 per share)
    12,120,000       12,120       8,080       (200 )                     20,000  
 Issuance of shares for services ($0.00167 per share)
    100,000       100       67                               167  
 Net loss
    -       -       -       -       (26,571 )             (26,571 )
                                                         
 Balance, December 31, 2009
    12,220,000       12,220       8,147       (200 )     (26,571 )     -       (6,404 )
                                                         
 Receipt of subscription receivable
                            200                       200  
 Issuance of shares for cash - held in escrow ($0.00167 per share)
    1,720,885       1,721       1,150                               2,871  
 Shares held in escrow - earned - 454,992 shares ($0.60, less payment of $0.00167 per share)
                    272,238                               272,238  
 Shares held in escrow - repurchased ($0.00167 per share)
    (108,501 )     (109 )     (72 )                             (181 )
 Issuance of shares for cash ($0.60 per share)
    1,278,019       1,278       680,917                               682,195  
 Issuance of shares for services ($0.60 per share)
    93,125       93       55,782                               55,875  
 Recapitalization on reverse merger
    1,478,559       1,479       (276,729 )                             (275,250 )
 Issuance of shares for cash - post reverse merger ($0.60 per share)
    1,000,000       1,000       539,000       (450,000 )                     90,000  
 Issuance of shares for services - post reverse merger ($0.60 per share)
    10,000       10       5,990                               6,000  
 Issuance of shares for equity investment - post reverse merger ($0.60 per share)
    2,460       2       1,474                               1,476  
 Receipt of subscription receivable
                            450,000                       450,000  
 Net loss
    -       -       -       -       (684,875 )             (684,875 )
 Balance, December 31, 2010
    17,694,547       17,694       1,287,897       -       (711,446 )     -       594,145  
                                                         
 Cash contributed from Non-controlling interest
                                            800       800  
 Shares held in escrow - repurchased ($0.00167 per share)
    (640,000 )     (640 )     (429 )     -       -               (1,069 )
 Shares held in escrow - earned - 182,608 shares ($0.60, less payment of $0.00167 per share)
                    109,260                               109,260  
 Issuance of shares for services - post reverse merger ($0.60 per share)
    15,000       18       8,982       -       -               9,000  
 Net loss for year
                                    (649,290 )     (1,333 )     (650,623 )
                                                         
 Balance, December 31, 2011
    17,069,547       17,072       1,405,710       -       (1,360,736 )     (533 )     61,513  
                                                         
 Net loss for period
                                    (58,049 )     (17 )     (58,066 )
                                                         
 Balance, March 31, 2012, unaudited
    17,069,547     $ 17,072     $ 1,405,710     $ -     $ (1,418,785 )   $ (550 )   $ 3,447  
                                                         
                                                         
                                                         
The accompanying notes to the financial statements are an integral part of these statements.
 

 
 
 
 
 
5

 
 
 CHINA PHARMAHUB CORP.
 
(A DEVELOPMENT STAGE COMPANY)
 
CONSOLIDATED STATEMENTS OF CASH FLOWS
 
(unaudited)
 
                   
   
For the three months ended March 31,
   
Cumulative for the period from inception (July 9, 2009) through March 31,
 
   
2012
   
2011
     2012  
                   
Cash flows from operating activities:
                 
Net loss
  $ (58,066 )   $ (193,443 )   $ (1,420,135 )
Adjustments to reconcile net loss to net
                       
cash used in operating activities:
                       
Depreciation
    1,246       1,119       7,153  
Common stock issued for services
    -       33,315       447,540  
Loss on equity method investments
    42       5,636       38,118  
Net changes in assets and liabilities:
                       
Deposit
    -       -       (3,544 )
Prepaid expenses
    (3,003 )     2,641       (3,003 )
Accounts receivable
    (14,568 )     -       (14,568 )
Other receivable
    -       (22,105 )     -  
Other receivable - related party
    951       -       (22,907 )
Inventory
    6,228       -       (13,225 )
Loan from shareholder advances
    (5,343 )     -       5,422  
Accounts Payable and accrued expenses
    36,073       19,455       248,375  
Other current liabilities
    6,287       (1,131 )     7,522  
Net cash used in operating activities
    (30,153 )     (154,513 )     (723,252 )
                         
Cash flows from investing activities:
                       
Equipment purchases
    -       -       (24,920 )
Investment in Equity Investments
    -       -       (65,288 )
Net cash used in investing activities
    -       -       (90,208 )
                         
Cash flows from financing activities:
                       
Purchase of World Wide Relics
    -       -       (275,250 )
Proceeds from sale of escrowed shares
    -       -       2,871  
Repurchase of escrowed shares
    -       (1,069 )     (1,250 )
Noncontrolling interest
    -       800       800  
Proceeds from sale common stock
    -       -       1,242,395  
Net cash (used in) provided by financing activities
    -       (269 )     969,566  
                         
Net (decrease) increase in cash and cash equivalents
    (30,153 )     (154,782 )     156,106  
                         
Cash and cash equivalents - beginning of period
    186,259       640,773       -  
                         
Cash and cash equivalents - end of period
  $ 156,106     $ 485,991     $ 156,106  
                         
Non-cash financing and investing activities:
                       
Issuance of common shares to acquire equity investment
  $ -     $ -     $ 1,476  
                         
The accompanying notes to the financial statements are an integral part of these statements.
 
 
 

 
6

 
CHINA PHARMAHUB CORP.
(A DEVELOPMENT STAGE COMPANY)
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
For the three months ended March 31, 2012 and 2011

Note 1 – Organization and description of business
 
China PharmaHub Corp. (“CPC” or the “Company”) was incorporated in the state of Nevada on July 9, 2009.   Since its inception, we have been engaged the business of acquiring and/or licensing, developing and commercializing innovative products for the treatment of a variety of human diseases with a focus on offering improved, cost-effective alternatives to current methods of treatment or enable the discovery, research and development of new medicines.
 
Our initial focus is on pharmaceutical, biotechnology products including, but not limited to, medicines, medical remedies, therapies, medical equipment, and biometric products (“Pharma-products”) developed in the U.S. which have limited representation in the Asian Pacific Region. Our projects include both ready-to-market products and Pharma-products which are under development and which we believe have the potential to benefit from additional research and development in the People’s Republic of China (the “PRC” or “China”), Hong Kong, Macau and Taiwan (collectively, the “Greater China Region”). We also plan to identify novel drug candidates originating in China by licensing the rights to market such products in the rest of the world.
 
We presently lack the funds required to pursue many of the relationships which we have entered into to date. Accordingly, we are currently attempting to generate revenues from sales of our health related products, such as our Center Stage brand of teeth whitening products in order to eventually fund our larger projects. In furtherance of our goals, to date we have entered agreements with respect to the development and commercialization of the following product lines: humanization of antibody drug candidates, irradiated microspheres, and biometric fingerprint scanners.
 
On August 13, 2010, we announced that we closed with respect to a Merger Agreement dated July 28, 2010 (the “Merger Agreement” or the "Merger") entered into with World Wide Relics, Inc. (“WWR”), a Nevada corporation incorporated on January 18, 2005. On June 17, 2010, before entering into the Merger Agreement, we acquired 77.18% of WWR’s issued and outstanding stock from WWR’s largest shareholder, totaling 5,000,000 common shares of WWR for $275,250. A total of 6,478,559 WWR common shares were outstanding prior to this purchase. Pursuant to the terms of the Merger Agreement, WWR then issued an aggregate of 15,258,983 WWR common shares to the shareholders and service providers of CPC. In addition, from the 15,258,983 WWR common shares, 1,492,338 WWR common shares were issued to replace an equal number of shares of common stock of CPC which were being held in escrow as of the date of the Merger with respect to certain CPC services agreements. Upon issuance of these shares, these shareholders together with CPC shareholders prior to the Merger, control approximately 91% of WWR’s issued and outstanding common shares of voting capital stock on a fully diluted basis, and therefore effectively have control of WWR. The remaining approximate 9% of WWR’s issued and outstanding common shares totaling 1,478,559 shares were held by WWR shareholders prior to the merger. Pursuant to the terms of the Merger Agreement, all of the property, rights, privileges, powers and franchises of CPC have vested in WWR; all debts, liabilities and duties of CPC have become the debts, liabilities and duties of WWR; and the separate existence of CPC, as a Nevada corporation, has ceased.
 
In connection with the Merger Agreement, WWR cancelled 5,000,000 shares of WWR’s common stock purchased by CPC from WWR’s largest shareholder on June 21, 2010 in anticipation of the Merger Agreement, and then issued the aggregate of 15,258,983 shares of its common stock as described above.   The purchase of 5,000,000 shares of WWR prior to the Merger Agreement was a private transaction whereby WWR did not issue any shares, and did not receive any of the proceeds. In addition, subsequent to the Merger Agreement, WWR’s former Secretary, Principal Accounting Officer and one of its former directors was assigned all of the assets owned by WWR immediately prior to the execution of the Merger Agreement and has assumed all of the liabilities of WWR immediately prior to the execution of the Merger Agreement.
 
 
 

 
7

 
CHINA PHARMAHUB CORP.
(A DEVELOPMENT STAGE COMPANY)
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
For the three months ended March 31, 2012 and 2011


Note 1 – Organization and description of business - continued
 
The effect of the Merger is such that effectively a reorganization of the entities occurred for accounting purposes and the Merger is deemed to have been a reverse acquisition. Subsequent to the Merger the financial statements presented are those of a combined CPC and its subsidiaries, as if the Merger Agreement had been in effect retroactively for all periods presented. Immediately following completion of the Merger Agreement, CPC and our shareholders have effective control of WWR, even though WWR has acquired CPC. For accounting purposes, CPC is deemed to be the accounting acquirer in the transaction and, consequently, the transaction is treated as a recapitalization of WWR, i.e. , a capital transaction involving the issuance of shares by WWR for the shares of CPC. Accordingly, the combined assets, liabilities and results of operations of CPC and its subsidiaries became the historical financial statements of WWR at the closing of the Merger Agreement, and WWR assets, liabilities and results of operations were consolidated with those of CPC commencing as of August 23, 2010, the date Articles of Merger were filed with the Nevada Secretary of State. No step-up in basis or intangible assets or goodwill was recorded in this transaction. As this transaction is accounted for as a reverse acquisition, all direct costs of the transaction were charged to additional paid-in capital. All professional fees and other costs associated with transaction were charged to additional paid-in-capital.
 
On August 23, 2010, World Wide Relics, Inc. formally changed its name to China PharmaHub Corp. Hereafter, WWR, CPC, or any of their subsidiaries are referred to as “We”, “Us,” “Our” or “the Company” unless specific reference is made to a particular entity.
 
On September 15, 2009, we entered into an Exclusive Business Cooperation Agreement with the PRC National Engineering Research Center for the Development of New Drugs (“NERC”), an establishment under the PRC Ministry of Science, which is supervised by the Institute of Materia Medica  and the Chinese Academy of Medical Sciences. Pursuant to the terms of the Exclusive Cooperation Agreement, we shall identify drug candidates in the United States and assist the NERC in obtaining rights to develop and market such candidates in the PRC. The NERC shall (1) identify drug candidates in the PRC that we will develop and market outside of the PRC and/or present to pharmaceutical companies located outside of the PRC and (2) assist us in conducting the necessary preclinical and clinical studies within the PRC with the State Food and Drug Administration (“SFDA”) of various selected worldwide drugs.
 
 
 
 
 
 

 
8

 
CHINA PHARMAHUB CORP.
(A DEVELOPMENT STAGE COMPANY)
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
For the three months ended March 31, 2012 and 2011
 
 
Note 1 – Organization and description of business - continued
 
On January 8, 2010, we commenced a Private Placement Offering pursuant to Rule 506 of Regulation D, promulgated under the Securities Act of 1933, as amended, seeking to raise a maximum of $1,200,000 at $0.60 per share of common stock. Pursuant to offering we sold an aggregate of 1,278,019 shares to 23 investors in exchange for an aggregate $766,812, and we received $682,195 in cash, after commissions and professional fees of $84,617.
 
On June 15, 2010, we entered into a Definitive Agreement with Dr. David Weaver and Dr. Michael Rynkiewicz (the “Definitive Agreement”) pursuant to which we shall enter into joint ventures with Drs. Weaver and Rynkiewicz to develop and market certain intellectual property including, but not limited to, patents with respect to technologies created by Drs. Weaver and Rynkiewicz; form joint venture entities with Drs. Weaver and Rynkiewicz of which we shall own 35% of any joint venture entities formed. As to one of these joint ventures, Akanas Therapeutics, Inc. (“Akanas Therapeutics”), Drs. Weaver and Rynkiewicz have assigned their rights with respect to certain patents currently being developed to Akanas Therapeutics. We have reimbursed Drs. Weaver and Rynkiewicz for certain costs incurred as of the date of the Definitive Agreement with respect to developing the technology which is the subject of the patents. These patents utilize and analyze the atomic structure of parental antibodies to rapidly and cost-effectively create human antibodies which retain high affinity and avoid provoking a response by the immune system (the “Antibody Technology”).
  
On June 15, 2010, we incorporated Akanas Therapeutics, Inc, a Nevada corporation (“Akanas Therapeutics”) to develop and market the Antibody Technology. Pursuant to the terms and conditions of the Definitive Agreement, we own a 35% interest in Akanas Therapeutics. Drs. Weaver and Rynkiewicz, who jointly own the remaining 65% of Akanas Therapeutics, have contributed the exclusive rights with respect to the Antibody Technology to Akanas Therapeutics. Akanas Therapeutics is being accounted for as an equity investment of CPC with limited operations since its founding. We have committed to fund Akanas Therapeutics and other joint ventures incorporated with Drs. Weaver and Rynkiewicz with up to an aggregate of $230,000 for reasonably incurred expenses. As of September 30, 2011, we have funded Akanas Therapeutics with $64,963 in cash and 2,460 shares of CPC common stock valued at $1,476, for a total investment of $66,439. The 2,460 shares of common stock were issued to Drs. Weaver and Rynkiewicz pursuant to the Definitive Agreement as a reimbursement for their previous expenses incurred with respect to the Antibody Technology and have been treated as an investment in Akanas Therapeutics for accounting purposes.  Investment in the common stock of Akanas Therapeutics is accounted for by the equity method (Note 5).
 
On June 30, 2010, we incorporated MediTherX, Inc, a Nevada corporation (“MediTherX”) to focus upon the development and commercialization of Epidermal Growth Factor Receptor (“EGFR”) human antibodies which were developed by Drs. Weaver and Rynkiewicz with the Beijing Biotechnology Institute. Pursuant to the terms and conditions of the Definitive Agreement, we own a 35% interest in MediTherX and Drs. Weaver and Rynkiewicz jointly own the remaining 65%. MediTherX will be accounted for as an equity investment of CPC. As of September 30, 2011, MediTherX has commenced minimal operations. Investment in the common stock of MediTherX, Inc. is accounted for by the equity method (Note 5).



 
9

 
CHINA PHARMAHUB CORP.
(A DEVELOPMENT STAGE COMPANY)
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
For the three months ended March 31, 2012 and 2011
 

Note 1 – Organization and description of business - continued
 
On July 1, 2010, we entered into a Cooperation Agreement to form a strategic partnership with Chengdu Yongkon Pharmacy Co., Ltd. (“Chengdu Yongkon”), pursuant to which the Company shall identify pharmaceutical products and medical devices produced by third parties in regions outside of the PRC and negotiate with such third parties the terms to sell such products and devices in the PRC through Chengdu Yongkon’s established distribution channels, upon terms which shall be mutually agreed upon between PharmaHub and Chengdu Yongkon on a project by project basis.
 
On July 1, 2010, we entered into a Cooperation Agreement to form a strategic partnership with the Sichuan Provincial government through the Sichuan Technical Exchange Center, a subsidiary of the Sichuan Provincial Science & Technology Department, focusing upon the bio-pharmaceutical and medical device industries to promote technological exchange and transfer between the PRC and the U.S.
 
On August 17, 2010, we entered into an Exclusive Distributor Agreement with MO-SCI Corp., pursuant to which we obtained the exclusive rights to market and sell high precision glass spheres in the Greater China Region, Singapore, Malaysia, and Bangladesh.
 
On August 19, 2010, we incorporated True Value Capital, Inc., (“TVC”) a Nevada corporation, as a wholly owned subsidiary.
 
On October 11, 2010, we entered into a Distribution Agreement with Integrated Biometrics, LLC, effective October 27, 2010, to distribute in the Greater China Region, Integrated Biometrics’ patented Light Emitting Sensor biometric fingerprint scanner on an exclusive basis to certain industries and on a non-exclusive basis to the other industries. This agreement expires on April 11, 2013.

On November 15, 2010, we entered into an Investors Relations Services Agreement with Stern Investor Relations, Inc. (“Stern”), pursuant to which Stern has agreed to render investor relations services to CPC for a cash fee of $10,000 per month.  We have ceased payments as of June 1, 2011.
 
On November 15, 2010, we entered into an Exclusive Distributor Agreement with Illumibrite LLC (“Illumibrite”) for four years expiring on December 31, 2014, pursuant to which the Company is appointed to act as the exclusive distributor within the territory that includes PRC, Hong Kong, Taiwan and Macau, for the promotion, sale and delivery of products manufactured or marketed by Illumibrite, which include the Illumibrite Professional Teeth Whitening System and the Gel Savers Trays. The Company and Illumibrite mutually agreed to terminate this agreement in September 2011.


 

 
10

 
CHINA PHARMAHUB CORP.
(A DEVELOPMENT STAGE COMPANY)
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
For the three months ended March 31, 2012 and 2011

 
Note 1 – Organization and description of business - continued
 
On December 3, 2010, we entered into a Cooperation Agreement with Guangzhou Baidi Biotechnology to identify suitable projects for Guangzhou Baidi Biotechnology outside China.
 
On December 22, 2010, we entered into a Cooperation Agreement with Chengdu Yunke Pharmaceutical in which we will obtain suitable projects for Chengdu Yunke outside China.
 
On December 23, 2010, we entered into a Cooperation Agreement with Xiangxue Pharmaceutical to identify and pursue suitable projects for Xiangxue outside China.
 
On January 5, 2011, the Company formed a subsidiary CPC NuLife, Inc. in the state of Nevada, of which CPC owns 92%, to focus on the development and commercialization of irradiated microsphere device treating malignant tumors. The remaining 8% is owned by two of CPC’s advisors.
 
On March 7, 2011, the Company formed a subsidiary, Universal Blood Technology, Inc. in the state of Nevada, of which the Company owns 90%. The remaining 10% was owned by Shellwater & Co., a nominee of the Regents of the University of California. This corporation is in the process of being dissolved.
 
On March 15, 2011, the Company announced that it has signed an exclusive worldwide license agreement with the University of California, for worldwide rights to develop, commercialize and market a universal donor blood product derived from embryonic stem cells developed by UCSD Associate Professor of Medicine and Pediatrics Dr. Ewa Carrier.
 
On May 2, 2011, we formed NatureSmart Technology, Inc. in the state of Nevada to focus on the marketing and sales of bio-fertilizer.  We own 70% of this entity.  The remaining 30% is owned by investor Qi Fa Zhang.

On May 6, 2011, we formed Marco Polo Hub, LLC in the state of Nevada, of which we own 100%, to conduct internet and retail sales and marketing of nutraceuticals with an initial focus on dental and oral hygiene products.
 
All revenue during the three months ended March 31, 2012 were generated from the sale of our dental and oral hygiene products. As of March 31, 2012, the Company has recorded $5,110 in deferred revenue and is included in other current liabilities on the accompanying Consolidated Balance Sheets.
  
Management has evaluated their relationships with their various strategic partners, business cooperation partners, exclusive marketing rights and license rights partners, and distribution partners and has determined that as of December 31, 2011 and 2010 they have no labiality with respect to these partners, nor do these partners have a liability with respect to the Company.
 
 
 
 
 
 

 
11

 
CHINA PHARMAHUB CORP.
(A DEVELOPMENT STAGE COMPANY)
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
For the three months ended March 31, 2012 and 2011

Note 2 - Summary of Significant Accounting Policies
 
Basis of Presentation
 
The accompanying consolidated interim financial statements are unaudited. In the opinion of management, all necessary adjustments (which include  normal recurring adjustments) have been made to present fairly the financial position, results of operations and cash flows for the periods presented. Certain information and footnote disclosure normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been condensed or omitted. However, the Company believes that the disclosures are adequate to make the information presented not misleading. These consolidated interim financial statements should be read in conjunction with the consolidated financial statements and notes thereto included in the year ended December 31, 2011 financial statements which are contained in the Company’s Form 10-K which has been filed with the United States Securities and Exchange Commission. The results of operations for the three month period ended March 31, 2012 are not necessarily indicative of the operating results to be expected for the full year ended December 31, 2012.

Principles of consolidation
 
The consolidated financial statements of CPC reflect the activities of the following subsidiaries:
 
 
Subsidiary
Percentage Of Ownership
True Value Capital, Inc.
Nevada corporation
100
%
CPC Nulife, Inc.
Nevada corporation
92
%
Universal Blood Technology, Inc.
Nevada corporation
90
%
NatureSmart Technology, Inc.
Nevada corporation
70
%
Marco Polo Hub, LLC
Nevada company
100
%
 
True Value Capital, Inc. was incorporated on August 19, 2010.
 
CPC NuLife, Inc. was incorporated on January 5, 2011.
 
Universal Blood Technology, Inc. was incorporated on March 7, 2011, and is in the process of being dissolved.
 
NatureSmart Technology, Inc. was incorporated on May 2, 2011.
 
Marco Polo Hub, LLC was formed on May 6, 2011.
 

 

 
12

 
CHINA PHARMAHUB CORP.
(A DEVELOPMENT STAGE COMPANY)
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
For the three months ended March 31, 2012 and 2011


Note 2 - Summary of Significant Accounting Policies - continued
 
The accompanying financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America. All significant inter-company transactions and accounts have been eliminated in the consolidation.
 
Non-Controlling Interest
 
“Non-controlling interest” represents the minority members’ or shareholders proportionate share of the equity of NatureSmart Technology, Universal Blood Technology, and CPC Nulife.  The Parent’s controlling interest in NatureSmart Technology, Universal Blood Technology, and CPC Nulife  requires that their operations be included in the consolidated financial statements.  The equity interest of NatureSmart Technology, Universal Blood Technology, and CPC Nulife that is not owned by the Parent is shown as non-controlling interest in the consolidated financial statements.

Development Stage Enterprise

At March 31, 2012, the Company’s business operations had not fully developed and the Company is highly dependent upon funding and therefore is considered a development stage enterprise.

Foreign Currency Translation
 
Assets and liabilities of subsidiaries operating in foreign countries are translated into U.S. dollars using both the exchange rate in effect at the balance sheet date or historical rate, as applicable. Results of operations are translated using the average exchange rates prevailing throughout the year. The effects of exchange rate fluctuations on translating foreign currency assets and liabilities into U.S. dollars are included in a separate component of stockholders’ equity (accumulated other comprehensive loss), while gains and losses resulting from foreign currency transactions are included in operations as other (income) expense.
 
The Company has no foreign subsidiaries as of March 31, 2012 and December 31, 2011.
 
Use of Estimates
 
The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period.  Actual results could differ from those estimates.
 
 

 
13

 
CHINA PHARMAHUB CORP.
(A DEVELOPMENT STAGE COMPANY)
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
For the three months ended March 31, 2012 and 2011


Note 2 - Summary of Significant Accounting Policies - continued

Reclassifications

Certain amounts in the period ended March 31, 2011 financial statements have been reclassified to conform to the current period ended March 31, 2012 presentation.

Cash and Cash Equivalents
 
Cash and cash equivalents include cash in hand and cash in time deposits, certificates of deposit and all highly liquid debt instruments with original maturities of three months or less. At March 31, 2012, cash and cash equivalents amounted to $156,106. At December 31, 2011, cash and cash equivalents amounted to $186,259.
 
Equipment

Equipment is stated at cost less accumulated depreciation and amortization. Maintenance and repairs are charged to operations as incurred. Depreciation and amortization are based on the straight-line method over the estimated useful lives of the related assets. When assets are retired or otherwise disposed of, the cost and accumulated depreciation and amortization are removed from the accounts, and any resulting gain or loss is reflected in operations in the period realized.

Depreciation

Depreciation is computed on the straight-line method net of salvage value with useful lives as follows:
 
Computer equipment and software            3 - 5 years

Equity Investments
 
We account for equity investments using the equity method unless the value of such investment has been determined to be other than temporarily impaired, in which case we write the investment down to its impaired value. Our policy is to review our investments periodically for impairment and make appropriate reductions in carrying value when an other-than-temporary decline is evident; however, for non-marketable equity securities, the impairment analysis requires significant judgment. During a review, we evaluate the financial condition of the issuer, market conditions, and other factors providing an indication of the fair value of the investments. Adverse changes in market conditions or operating results of the issuer that differ from expectations could result in additional other-than-temporary losses in future periods.
 


 

 
14

 
CHINA PHARMAHUB CORP.
(A DEVELOPMENT STAGE COMPANY)
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
For the three months ended March 31, 2012 and 2011


Note 2 - Summary of Significant Accounting Policies - continued
 
Revenue Recognition
 
We follow the guidance of ASC Topic 605, formerly, SAB 104 for revenue recognition. In general, we record revenue when persuasive evidence of an arrangement exists, services have been rendered, the sales price to the customer is fixed or determinable, and collectability is reasonably assured.
 
Revenues from services are recognized when the services are performed, evidence of an arrangement exists, the fee is fixed and determinable and collectability is probable. In circumstances when these criteria are not met, revenue recognition is deferred until resolution occurs.
 
Shipping and Handling Costs

Our shipping and handling costs are included in costs of sales for all the periods presented. For the three months ended March 31, 2012 the costs were $2,290.

Cost of Goods Sold

Included in cost of goods sold are product costs, product listing fees, shipping and handling, and packaging costs.

Inventory

Inventories consist of products and packaging costs, which are stated at the lower of costs (first-in, first-out) or market. As of March 31, 2012, we had Inventories of packaging of $3,340 and in product of $9,885.

Income Taxes
 
We account for income taxes under ASC Topic 740, “Accounting for Income Taxes”. The Topic requires the recognition of deferred tax assets and liabilities for both the expected impact of differences between the financial statements and tax basis of assets and liabilities, and for the expected future tax benefit to be derived from tax loss carry-forwards. The topic additionally requires the establishment of a valuation allowance to reflect the likelihood of realization of deferred tax assets. Deferred income taxes are determined using the liability method for the temporary differences between the financial reporting basis and income tax basis of our assets and liabilities. Deferred income taxes are measured based on the tax rates expected to be in effect when the temporary differences are included in our tax return. Deferred tax assets and liabilities are recognized based on anticipated future tax consequences attributable to differences between financial statement carrying amounts of assets and liabilities and their respective tax bases.
 
 
 
 
 

 
15

 
CHINA PHARMAHUB CORP.
(A DEVELOPMENT STAGE COMPANY)
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
For the three months ended March 31, 2012 and 2011

Note 2 - Summary of Significant Accounting Policies - continued

Income Taxes - continued
 
We present basic earnings (loss) per share and, if appropriate, diluted earnings per share in accordance with ASC Topic 260, “Earnings per Share”. Under the topic basic net income (loss) per share is computed by dividing net income (loss) for the period by the weighted-average number of shares outstanding during the period. Diluted net income per share is computed by dividing net income for the period by the weighted-average number of common share equivalents during the period. At March 31, 2012 there were no options or warrants outstanding.
 
Stock-Based Compensation
 
We have adopted FASB Accounting Standards Codification Topic 718-10, “Compensation- Stock Compensation” (“ASC 718-10”) which requires the measurement and recognition of compensation expense for all stock-based payment awards made to employees and directors. Under the fair value recognition provisions of ASC 718-10, stock-based compensation cost is measured at the grant date based on the value of the award and is recognized as expense over the vesting period.
 
Determining the fair value of stock-based awards at the grant date requires considerable judgment, including estimating the expected future volatility of our stock price, estimating the expected length of term of granted options and selecting the appropriate risk-free rate.  
 
Fair Value of Financial Instruments
 
The carrying amounts reported in the balance sheet for cash, accounts receivable and payable approximate fair value based on the short-term maturity of these instruments.
 
Fair value of certain of our financial instruments, including cash and cash equivalents, inventory, account payable, accrued expenses, notes payables, and other accrued liabilities, approximate cost because of their short maturities. We measure and report fair value in accordance with ASC 820, “Fair Value Measurements and Disclosure” defines fair value, establishes a framework for measuring fair value in accordance with generally accepted accounting principles and expands disclosures about fair value investments.

Fair value, as defined in ASC 820, is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The fair value of an asset should reflect its highest and best use by market participants, principal (or most advantageous) markets, and an in-use or an in-exchange valuation premise. The fair value of a liability should reflect the risk of nonperformance, which includes, among other things, our credit risk.
 
 
 
 

 
16

 
CHINA PHARMAHUB CORP.
(A DEVELOPMENT STAGE COMPANY)
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
For the three months ended March 31, 2012 and 2011

 
Note 2 - Summary of Significant Accounting Policies - continued

Fair Value of Financial Instruments - continued
 
Valuation techniques are generally classified into three categories: the market approach; the income approach; and the cost approach. The selection and application of one or more of the techniques may require significant judgment and are primarily dependent upon the characteristics of the asset or liability, and the quality and availability of inputs. Valuation techniques used to measure fair value under ASC 820 must maximize the use of observable inputs and minimize the use of unobservable inputs. ASC 820 also provides fair value hierarchy for inputs and resulting measurement as follows:
 
Level 1 - Quoted prices (unadjusted) in active markets those are accessible at the measurement date for identical assets or liabilities;
 
Level 2 - Quoted prices for similar assets or liabilities in active markets; quoted prices for identical or similar assets or liabilities in markets that are not active; inputs other than quoted prices that are observable for the asset or liability; and inputs that are derived principally from or corroborated by observable market data for substantially the full term of the assets or liabilities; and
 
Level 3 - Unobservable inputs for the asset or liability that are supported by little or no market activity and that are significant to the fair values.
 
Fair value measurements are required to be disclosed by the Level within the fair value hierarchy in which the fair value measurements in their entirety fall. Fair value measurements using
significant unobservable inputs (in Level 3 measurements) are subject to expanded disclosure requirements including a reconciliation of the beginning and ending balances, separately presenting changes during the period attributable to the following: (i) total gains or losses for the period (realized and unrealized), segregating those gains or losses included in earnings, and a description of where those gains or losses included in earning are reported in the statement of income.
 
Intangible Assets
 
We account for intangible assets in accordance with the provisions of ASC Topic 350, “Goodwill and Other Intangible Assets,” which requires intangible assets with indefinite useful lives not be amortized, but be tested for impairment annually or whenever indicators or impairments arise. Intangible assets that have finite lives continue to be amortized over their estimated useful lives. The Company did not have intangible assets as of March 31, 2012 and December 31, 2011.
 
 

 

 
17

 
CHINA PHARMAHUB CORP.
(A DEVELOPMENT STAGE COMPANY)
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
For the three months ended March 31, 2012 and 2011


Note 2 - Summary of Significant Accounting Policies - continued

Research and Development
 
Research and development costs are expensed as incurred and to be included in general and administrative expenses. Research and development costs are incurred on a project specific basis. We had no research and development expenses for any periods covered by these financial statements.

Recent Accounting Pronouncements
 
The following is a list of recent accounting pronouncements summarized below:
 
In October 2009, the FASB issued Accounting Standards Update ("ASU") No. 2009-13, "Multiple- Deliverable Revenue Arrangements a consensus of the FASB Emerging Issues Task Force," ("ASU 2009-13"). This update provides amendments to the criteria of ASC 605, "Revenue Recognition," for separating consideration in multiple- deliverable arrangements. The amendments to this update establish a selling price hierarchy for determining the selling price of a deliverable. This Accounting Standards Update will be applied on a prospective basis for revenue arrangements entered into or materially modified in fiscal years beginning on or after June 15, 2010, with earlier application permitted. Alternatively, an entity can elect to adopt this standard on a retrospective basis. The Company adopted the measurement requirements of this guidance prospectively with no impact to the financial statements.

In May 2011, the FASB issued ASU No. 2011-04 which relates to fair value measurement (FASB ASC Topic 820), which amends current guidance to achieve common fair value measurement and disclosure requirements in U.S. GAAP and International Financial Reporting Standards. The amendments generally represent clarification of FASB ASC Topic 820, but also include instances where a particular principle or requirement for measuring fair value or disclosing information about fair value measurements has changed. The guidance also expands the disclosures for fair value measurements that are estimated using significant unobservable (Level 3) inputs. This guidance is effective during interim and annual periods beginning after December 15, 2011 and is to be applied prospectively. The adoption of this standard will not materially impact the Company's financial statement statements.

In June 2011, the FASB issued Accounting Standards Update No. 2011-5, Presentation of Comprehensive Income. This standard requires presentation of the items of net income and other comprehensive income in one continuous statement, referred to as the statement of comprehensive income, or in two separate, but consecutive, statements of net income and other comprehensive income. The new requirements are effective for fiscal years beginning after December 15, 2011. Early adoption is permitted and full retrospective application is required. The Company does not expect a significant impact on the Company's financial positions as a result of adoption of these new requirements.
 
 
 
 
 

 
18

 
CHINA PHARMAHUB CORP.
(A DEVELOPMENT STAGE COMPANY)
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
For the three months ended March 31, 2012 and 2011
 
 
Note 2 - Summary of Significant Accounting Policies - continued

Recent Accounting Pronouncements - continued
 
In September 2011, the FASB issued Accounting Standards Update (“ASU”) No. 2011-08, Intangibles — Goodwill and Other (Topic 350). This Accounting Standards Update amends FASB ASC Topic 350. This amendment specifies the change in method for determining the potential impairment of goodwill. It includes examples of circumstances and events that the entity should consider in evaluating whether it is more likely than not that the fair value of a reporting unit is less than its carrying amount. The amendments are effective for annual and interim goodwill impairment tests performed for fiscal years beginning after December 15, 2011. The Company is currently evaluating the future impact this ASU will have on their consolidated financial position and results of operations.

Accounting standards that have been issued or proposed by FASB that do not require adoption until a future date are not expected to have a material impact on the consolidated financial statements upon adoption.



Note 3 – Going Concern

Our financial statements have been presented on the basis that we are a going concern, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business.  We have sustained operating losses since inception.

As of March 31, 2012 we have a working capital deficit of $42,966, and an accumulated deficit of $1,418,785. During the period ended March 31, 2012 we had a net loss of $58,049 and cash used in operating activities of $30,153. The Company’s ability to continue in existence is dependent on its ability to develop additional sources of capital, and/or achieve profitable operations and positive cash flows. Management’s plan is to aggressively pursue its present business plan. Since inception we have funded our operations through the issuance of common stock and related party loans and advances, and will seek additional debt or equity financing as required. The accompanying financial statements do not include any adjustments that might result from the outcome of this uncertainty.



Note 5 – Equipment

Equipment consisted of the following:

 
 

 
 
19

 
CHINA PHARMAHUB CORP.
(A DEVELOPMENT STAGE COMPANY)
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
For the three months ended March 31, 2012 and 2011


Note 5 – Equipment - continued

   
March 31, 2012
   
December 31, 2011
 
Equipment
  $ 24,920     $ 24,920  
Less accumulated depreciation
    (7,153 )     (5,907 )
    $ 17,767     $ 19,013  

Depreciation expense for the three months ended March 31, 2012 and 2011 totaled $1,246 and $1,119 respectively. Depreciation expense since inception (July 9, 2009) through March 31, 2012 totaled $7,153.   

Note 6 – Prepaid Expenses

Prepaid expenses consist of $2,061 for prepaid merchant fees, $745 for general liability insurance, and $197 for postage, totaling $3,003 as of March 31, 2012. There were no prepaid expenses as of December 31, 2011.


Note 7 – Other Receivable – Related Party

As of March 31, 2012 (unaudited) and December 31, 2011, we had $22,907 and $23,858, respectively, advanced to a related party in China to pay certain expenses for us as they are necessary. The expenses include rent on an apartment, utilities for the apartment, and consulting fees to our webmaster consultant.


Note 8 - Investment In Non-Controlling Interest

Akanas Therapeutics, Inc.

We have analyzed our investment in Akanas Therapeutics, Inc. for the period ended March 31, 2012 in accordance of “Investments – Equity Method and Joint Ventures” (ASC 323). The table below reconciles our investment amount and equity method amounts to the amount on the accompanying balance sheet.

August 2010, initial investment
  $ 66,439  
Equity in loss for year ended December 31, 2010
    (24,277 )
Investment balance, December 31, 2010
    42,162  
Equity in loss for year ended December 31, 2011
    (13,474 )
Investment balance, December 31, 2011
    28,688  
Equity in loss for period ended March 31, 2012
    (42 )
Investment balance, March 31, 2012
  $ 28,646  

 

 
20

 
CHINA PHARMAHUB CORP.
(A DEVELOPMENT STAGE COMPANY)
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
For the three months ended March 31, 2012 and 2011


Note 8 - Investment In Non-Controlling Interest - continued

MediTherX, Inc.

We have analyzed our investment in MediTherX, Inc. for the period ended March 31, 2012 in accordance of “Investments – Equity Method and Joint Ventures” (ASC 323. The table below reconciles our investment amount and equity method amounts to the amount on the accompanying balance sheet.

December 2010, initial investment
  $ 325  
Equity in loss for year ended December 31, 2010
    (114 )
Investment balance, December 31, 2010
    211  
Equity in loss for year ended December 31, 2011
    (211 )
Investment balance, December 31, 2011
    - 0 -  
Equity in loss for period ended March 31, 2012
    -0-  
Investment balance, March 31, 2012
  $ - 0 -  


Note 9 – Stockholders’ Equity
 
Prior to the Merger Agreement, and the Merger, the following equity transactions were recorded by CPC for cash and services:
 
   
On August 10, 2009, CPC received $20,000 in cash, with respect to the issuance of 12,000,000 common shares of CPC.

   
In connection with CPC’s founding, CPC issued 100,000 shares of common stock for services valued at $0.00167 for a total of $167.
 
   
On November 1, 2009, CPC received $200 in cash, with respect to the issuance of 120,000 common shares of CPC.
     
   
On January 5, 2010, CPC approved a limited and nonpublic offering of shares of CPC’s common stock to “Accredited Investors” only, pursuant to Sections 4(2) and 4(6) of the Securities Act of 1933, as amended, and Rule 506 of Regulation D promulgated thereunder and applicable state securities laws. CPC received $682,195 in cash, after commissions and professional fees of $84,617, with respect to the issuance of 1,278,019 common shares of CPC at $0.60 per share.
 



 
21

 
CHINA PHARMAHUB CORP.
(A DEVELOPMENT STAGE COMPANY)
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
For the three months ended March 31, 2012 and 2011


Note 9 – Stockholders’ Equity - continued
 
   
 
In January 2010 CPHC, CPHC entered into four agreements for consulting services with three individuals and a Florida limited liability company. These agreements provide for services to be rendered over periods ranging from 44 to 46 months. Pursuant to the terms of the agreements, CPHC agreed to sell an aggregate of 1,720,885 shares of common stock to the service providers, for cash in the aggregate amount of $2,872, or $0.00167 per share. Such shares have been allocated in accordance with the proportional share purchases among the four service providers. These shares upon their issuance have been held by CPHC in escrow to be released quarterly based upon the performance of services as provided under agreements. Upon release these shares are then accounted for at their then market value. Upon achievement of the quarterly performance criteria CPHC releases from escrow a proportional amount of shares based upon each service agreement. If the service agreement(s) should be cancelled, the service provider is refunded any unearned shares at the original purchase price of $0.00167 per share, after which CPHC cancels these shares. Prior to the Merger Agreement, and the Merger, CPHC released 231,543 shares of CPHC's common stock valued at $0.60 per share, less the purchase price of $0.00167 per share, or $138,541, upon completion of required services. Subsequent to the Merger, during the year ended December 31, 2010, CPHC released 223,449 shares of CPHC's common stock valued at $0.60 per share, less the purchase price of $0.00167 per share, or $133,697. During the year ended December 31, 2011, CPHC released 182,608 shares of CPHC's common stock valued at $0.60 per share, less the purchase price of $0.00167 per share, or $109,260. Subsequent to the Merger, during the year ended December 31, 2010, two contracts with 36,950 and 71,551 unearned shares remaining, valued at the purchase price of $0.00167 per share or $62 and $119, respectively were cancelled. During the year ended December 31, 2011 a contract with 640,000 unearned shares remaining, valued at the purchase price of $0.00167 per share or $1,069, was cancelled. As of March 31, 2012, a total of 334,784 shares were held in escrow.
     
  In February 2012 the Company terminated the above service agreement for the service provider due the remaining 334,784 shares held in escrow due to the service provider not providing services in accordance to provision of the service agreement originally entered into on January 25, 2010. We are in the process of cancelling these remaining shares.
 
   
In January 2010 CPC issued 20,000 shares of common stock for services valued at $0.60 per share, or $12,000.
 
   
During April and May 2010 CPC issued 20,000 shares of common stock upon entering into two consulting agreements with members of its Scientific Advisory Board (“SAB”). These contracts had a one year service commitment from the various dates of entry into the agreements. Under these contracts each member of the SAB received 10,000 shares for services valued at $0.60 per share, for a total of $12,000. These shares were expensed upon issuance.
 
 
 

 
22

 
CHINA PHARMAHUB CORP.
(A DEVELOPMENT STAGE COMPANY)
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
For the three months ended March 31, 2012 and 2011
 
 
Note 9 – Stockholders’ Equity - continued
 
    During the three months ended March 31, 2010 CPHC entered into five consulting agreements with members of its Scientific Advisory Board (“SAB”). These contracts had a one year service commitment from the various dates of entry into the agreements. Under these contracts each member of the SAB received 10,000 shares of CPHC’s common stock valued at $0.60 per share, for a total value of $30,000, with respect to all of the contracts. These shares were expensed upon issuance.
     
   
On June 1, 2010, CPC entered into a service agreement that is to last four years until May 31, 2014. This agreement calls for the issuance of 3,125 shares per month during any month in which service is provided. On June 1, 2010, CPC issued 3,125 shares of common stock for services valued at $0.60 per share, for a total of $1,875. No other shares were issued by CPC with respect to this service agreement .
 
Subsequent to the Merger Agreement, and the Merger, the following equity transactions were recorded by the Company:
 
   
In July 2010, the Company issued 2,460 shares of its common stock valued at $0.60 per share, or $1,476, towards the purchase of its equity investment in Akanas Therapeutics.
 
   
On August 4, 2010, the Company closed upon a private placement of its shares of common stock pursuant to Regulation S of the Securities Act of 1933, as amended. A total of 1,000,000 shares were sold to non-U.S. investors at $0.60 per share. The net proceeds from the sale, after finder’s fee and estimated offering costs totaling $60,000, was $540,000.
     
  
 
On August 17, 2010, the Company approved the issuance of 10,000 shares of common stock for services valued at $0.60 per share, or $6,000, to a SAB Board member. These shares were expensed upon issuance. 
     
   
On August 01, 2010, the Company approved the issuance of 20,000 shares of common stock for services contracts with a one year commitment to two SAB members. As of December 31, 2010, the Company had not issued shares to the two shareholders but had accrued $5,000 as professional expense. During the year ended December 31, 2011 the Company has expensed an additional $7,000 in services related to this contract. During the year ended December 31, 2011 the Company has issued 15,000 shares of common stock valued at $0.60 per share, for a total value of $9,000, and we accrued another $3,000 for shares owed as of December 31, 2011. As of March 31, 2012, this amount was still accrued for.



 

 
23

 
CHINA PHARMAHUB CORP.
(A DEVELOPMENT STAGE COMPANY)
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
For the three months ended March 31, 2012 and 2011

 
Note 9 – Stockholders’ Equity - continued
 
In connection with the Merger Agreement, and the Merger, the shareholders of WWR prior to the Merger retained 1,478,559 shares of CPC.
 
On August 13, 2010 we approved the increase in the number of our authorized common shares from 25,000,000 shares to 100,000,000 shares.


Note 10 – Stock Based Compensation

2011 Stock Option Plan

Our board of directors adopted and approved our 2011 Stock option Plan (“the Plan”) on August 31, 2011, which provides for the granting and issuance of up to two million (2,000,000) shares of our common stock. As of March 31, 2012 and December 31, 2011, we have not granted any options to purchase any shares of common stock.

Our Stock Option Committee (“the Committee”) administers our Plan and performs the administration function of the Plan. The Committee has the authority to construe and interpret provisions of the Plan as well as to determine the terms of an award.  Our board of directors may amend or modify Plan at any time.  However, no amendment or modification shall adversely affect the rights and obligations with respect to outstanding awards unless the holder consents to that amendment or modification.

The Plan permits us to grant Non-Statutory stock options to our employees, directors and consultants.  The options issued under this Plan are intended to be Non-Qualified Stock Options exempt from Code Section 409A for employees of the Company..

The duration of a stock option granted under our Plan cannot exceed five years.  The exercise price of an incentive stock option cannot be less than 110% of the fair market value of the common stock on the date of grant.

The Plan administrator determines the term of stock options granted under our Plan, up to a maximum of ten years, except in the case of certain events, as described below.  Unless the terms of an optionee's stock option agreement provide otherwise, if an optionee's relationship with us ceases for any reason other than disability or death, the optionee may exercise any vested options for a period of ninety days following the cessation of service.  If an optionee's service relationship with us ceases due to disability or death the optionee or a beneficiary may exercise any vested options for a period of 12 months in the event of disability or death.
 
 
 
 

 
24

 
CHINA PHARMAHUB CORP.
(A DEVELOPMENT STAGE COMPANY)
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
For the three months ended March 31, 2012 and 2011

Note 10 – Stock Based Compensation - continued

Unless the Plan administrator provides otherwise, options generally are not transferable except by will, the laws of descent and distribution, or pursuant to a domestic relations order.  An optionee may designate a beneficiary, however, who may exercise the option following the optionee's death.


Note 11 – Commitments
 
We currently lease office space at 1 Broadway-14th Floor, Cambridge, MA on a month-to-month basis. Basic monthly charges are $840 per month.  Included in the total deposits of $3,554 is a rent deposit of $790 with respect to the premises.
 
We entered into an office lease at 20955 Pathfinder Road, Suite 100, Diamond Bar, CA as of September 29, 2010. This lease is on a month –to- month basis. Basic monthly charges are $1,290 per month. Included in the total deposits of $3,554 is a rent deposit of $1,540 with respect to the premises.
 
Total rent expense was $7,254 and $8,828 for the three months ended March 31, 2012 and 2011, respectively, and is included in our statements of operations in general and administrative expense.

The Company has entered into three service agreements with for scientific advisory and business development in China. Two of the agreements are for scientific advisory services that commenced in the year ended December 31, 2010. The other agreement is for strategic business advisory that also commenced in the year ended December 31, 2010 that concludes four year later on May 31, 2014. The following is a summary of these agreements:

 
-
A scientific advisory agreement called for a period of twelve months of service concluded in November 2011. This agreement required four payments of 2,500 shares of our common stock every three months, totaling 10,000 shares of common stock for the term of the agreement. As of March 31, 2012 the shares have not been issued.  The Company has valued the shares at the market rate at the conclusion of the agreement of $0.60 per share or $6,000. The common shares owed under this agreement, totaling $6,000, have been accrued as of December 31, 2011 and  March 31, 2012 as they are still owed.
 
 
-
A scientific advisory agreement called for a period of twelve months of service concluded in August 2011. This agreement required monthly cash payments of $200, totaling $2,400, and the issuance of 10,000 shares of common stock for the term of the agreement. As of March 31, 2012 the cash payments are still owed, and was accrued for as of December 31, 2011.

 
 
 

 
25

 
CHINA PHARMAHUB CORP.
(A DEVELOPMENT STAGE COMPANY)
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
For the three months ended March 31, 2012 and 2011


Note 11 – Commitments - continued
 
 
-
A strategic business advisory agreement called for a period of four years concluding in May 2014. This agreement required the monthly issuance of 3,125 shares of common stock for the term of the agreement; this agreement was terminated effective January 1, 2012. As of March 31, 2012 the shares have not been issued, except for the first month. The Company has accrued $33,750 in expense related to this agreement as of March 31, 2012.


Note 12 - Subsequent Events
 
In accordance with Accounting Standards Codification (ASC) topic 855-10 “Subsequent Events”, the Company has evaluated subsequent events after the balance sheet date, through the issuance of the financial statements, for appropriate accounting and disclosure The Company has determined that there were no such events that warrant disclosure or recognition in the financial statements, except for the event listed below:

In May 2012, we moved our Diamond bar office (Note 11) and entered into a month to month basis office lease at 2125 Wright Avenue, Suite C8, La Verne, CA. Basic monthly charges are $1,500 per month which will include basic office services.
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 

 
26

 

 
ITEM 2.  MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS OF CHINA PHARMAHUB CORP

The following is a discussion of China PharmaHub Corp.’s (“CPC” or the “Company”) financial condition and results of operations from inception (July 9, 2009) through March 31, 2012. You should consider the foregoing when reviewing the consolidated financial statements and this discussion. You should read this section together with the consolidated financial statements including the notes to those financial statements for the years mentioned above. This discussion includes forward-looking statements which, although based on assumptions that the management of CPC considers reasonable, are subject to risks and uncertainties. The actual results and timing of selected events could differ materially from those anticipated in these forward-looking statements as a result of various factors, including those set forth under “Risk Factors” and elsewhere in this report.

Overview

The Company is a development stage company engaged in the business of acquiring and/or licensing, developing and commercializing innovative biotechnological and other healthcare related products from biopharmaceutical companies based in the United States or China.  PharmaHub focuses upon investing in, or licensing, the rights with respect to regions where such companies currently have minimal presence, to develop and commercialize pharmaceutical, biotechnology and related technologies which address important unmet medical needs, offer improved, cost-effective alternatives to current methods of treatment or enable the discovery, research and development of new medicines. We also plan to identify and add value to novel drug candidates originating in China by licensing worldwide rights, excluding China, with respect to such products for commercialization in the rest of the world.

Since our inception in July 2009, we have formed strategic partnerships and entered into cooperation agreements with research institutes, pharmaceutical companies and a governmental agency in the PRC. In September 2009, we entered into an exclusive cooperation with the National Engineering Research Center for the Development of New Drugs, d/b/a Beijing Collab Pharma Co. Ltd. (“NERC”), a quasi-state owned enterprise formed by the Ministry of Science and Technology of the People’s Republic of China. Pursuant to the terms of the Exclusive Cooperation Agreement, CPC shall identify promising drug candidates in the United States and assist the NERC in obtaining rights to develop and market such candidates in the People’s Republic of China (the “PRC”) and the NERC shall (1) identify promising drug candidates in the PRC for CPC to develop and market outside of the PRC and/or present to pharmaceutical companies located outside of the PRC and (2) assist CPC in conducting the necessary preclinical and clinical studies within the PRC with the State Food and Drug Administration (“SFDA”) of various selected worldwide drugs.
 
In furtherance of our goals, to date we have entered into agreements with respect to the development and commercialization of the following product lines: humanization of antibody drug candidates, irradiated microspheres, and biometric fingerprint scanners.  In addition we have developed our own CenterStage Brand of teeth whitening products which we are presently marketing.

We have recently begun generating revenues from sales of our CenterStage brand of teeth whitening products.  We intend to meet our capital requirements for any expenses we may have by using the revenues from sales of Centerstage as well as other products that we hope to market in the future.

Our goal is to acquire the rights to develop, commercialize, market and sell pharmaceutical, biotechnology and related products which Management believes address important unmet medical needs, offer improved, cost-effective alternatives to current methods of treatment or enable the discovery, research and development of new medicines.  Our strategy is to form relationships with, and then act as an intermediary between, Chinese research institutes and pharmaceutical companies in China and other pharmaceutical companies located worldwide with initial emphasis in the United States, and when Management determines we have sufficient resources, in Europe (with a goal of eventually becoming a global pharmaceutical “HUB”).

We presently lack the funds required to pursue many of the relationships which we have entered into to date.  Accordingly, we are currently generating revenues from sales of non-pharmaceutical products such as our CenterStage brand of teeth whitening products in order to eventually fund our larger projects.

As of May 15, 2012, we have two full-time employees.  We intend to engage independent contractors in the future on a per project basis.

 
27

 
 

ITEM 2.  MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS OF CHINA PHARMAHUB CORP - continued

Our goal is to maximize the value of existing intellectual properties and technologies of the companies with which we intend to enter into agreements, including, but not limited to, partnership or licensing agreements. Our business plan has two main prongs: (1) to initiate, conduct and fund costs related to preclinical & clinical studies in the People’s Republic (the “PRC”) of selected drugs which are being developed in the United States, and (2) to attempt to maximize the value of worldwide licensing rights, excluding the PRC, of preclinical & clinical drugs classified as early and late stage by the State Food and Drug Administration of the People’s Republic of China (the “China SFDA”). Our current employees and consultants predominately provide services to identify technology and strategic partners in executing our business plan.  Our management is involved on an ongoing basis with respect to seeking relationships within the U.S. and worldwide which will result in future research and development, and commercial and sales activities. We do not anticipate any current consultant or advisor other than our officers to participate for the foreseeable future in the research and development, or engage in commercial and sales activities.

We have set initial milestones with respect to our products. The following is a summary of our milestones:
 
 
(1)
The first milestone with respect to the products being developed by MediTherX is reaching clinical trials in China, which is estimated to cost $2,000,000.  After obtaining approval from SFDA for clinical trials, we plan to conduct Phase I Clinical trials while starting to negotiate out-licensing opportunities with pharmaceutical companies.  We anticipate it will take 12-18 months before we are able to begin Phase I Clinical trials.
 
(2)
The first milestone with respect to the NuLife Spheres is obtaining a Premarket Approval ("PMA") or CE Mark, the European mark of approval for marketing, which is estimated to cost $2,000,000 for related pre-clinical and clinical trials.  Upon approval of either PMA or CE Mark, we expect to generate revenue by marketing this product in the respective region for which it is approved.  We anticipate it will be 12-18 months before we obtain a PMA and 18-24 months before we obtain a CE Mark
 
(3)
The first milestone with respect to the Biometric Fingerprint Scanner is to identify and enter into an agreement with a lock manufacturer and/or other distributors, which is estimated to cost $20,000 to $30,000.  The product does not require regulatory approval from the Chinese government prior to sale to the general public.  We anticipate entering into an agreement with a lock manufacturer and /or other distributors within approximately six months.

Since inception we have focused upon organizing our company, inviting industry professionals and experts to join our advisory boards, negotiating licensing rights from existing and potential partners, acquiring, developing and securing our proprietary technology, and understanding the preclinical trial and clinical trial results of our product candidates. We are a development stage company and have generated no revenue since inception. We have begun generating product revenues from our CenterStage brand of teeth whitening products.  Upon approval of an applicable regulatory body, we intend to generate revenues by selling our product candidates within the approved region or by granting licenses (“out-licensing”) we acquire to third parties.  Until such time as we are able to generate product revenue, in addition to our present cash, we intend to meet our capital requirements through loans or the private placement of our securities.

Developing pharmaceutical products is a lengthy and expensive process. Even if we do not encounter unforeseen safety issues, timing or other delays during the course of developing our currently licensed product candidates, which are being developed by our subsidiary CPC NuLife, affiliates Akanas Therapeutics and MediTherX, we do not anticipate receiving regulatory approval to market any such products until, at the earliest, 2013 for NuLife Spheres and at the earliest 2015 for MediTherX EGFR humanized antibody.  We have intellectual property rights with respect to the patent application entitled “Methods for Humanizing Antibodies and Humanized Antibodies Made Thereby”. Also, we anticipate expanding sales of our CenterStage brand of teeth whitening products abroad and sales of our biometric products in the U.S. and abroad.
  
 Description of Selected Income Statement Items

Revenue and cost of revenue.  For the three months ended March 31, 2012 our gross revenues were $41,840 with a gross profit of $8,319 from sales of our CenterStage brand of teeth whitening products.  We have not previously generated any revenue from licensing, milestone or products sales through December 31, 2011. We hope to increase revenues from our CenterStage products as but we do not expect to generate or produce revenue within the next 24 months for our drug product candidates.  In addition, we have been seeking distribution for the LES biometric fingerprint scanner products which, if successful, we would anticipate revenues from such distribution.  Further, we will continue executing our business plan by in-licensing market-ready products, such as U.S. FDA-approved medical equipment and/or pharmaceutical products, which we believe may allow for a shorter registration process in the PRC. However, we may never generate substantial revenues.

 
28

 
 


 
ITEM 2.  MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS OF CHINA PHARMAHUB CORP - continued
   
Analysis of Operations Results
 
General and administrative expenses. General and administrative expenses primarily include expenses for executives and other corporate expenses, including office rent and travel expenses.  We have in the past issued shares to certain key advisory management members on a quarterly basis based upon service agreements between the Company and the individual service provider. The expenses are recorded at fair market value based upon the date of share issuance. General and administrative expenses for the three months ended March 31, 2012 were $49,346, compared to the general and administrative expenses of $60,892 during the three months ended March 31, 2011.  In the three months ended March 31, 2012, there were increases in general and administrative expenses due to increased activities. From inception through March 31, 2012, we have incurred a total of $500,548 in general and administrative expenses.

Professional fees. Professional fees are for services provided by vendors on a per engagement basis and consisted primarily of legal, auditing, consulting and other professional fees. Professional fees for the three months ended March 31, 2012 were $14,436 compared to the professional fees of $153,630 during the three months ended March 31, 2011.  From inception through March 31, 2012, we have incurred a total of $882,347 in professional fees. These professional fees were incurred with respect to general administration and business development, and not for developing biopharmaceutical products.

Net loss. For the three months ended March 31, 2012 we incurred a net loss of $58,049 compared to our net loss of $192,930 during the three months ended March 31, 2011.  From inception through March 31, 2012, we have incurred a total net loss of $1,418,785 due to expenditures of cash raised from the sale of our common stock and the issuance of common stock for services.

Analysis of Cash Flow

For the three months ended March 31, 2012 we generated revenues of $41,840 from marketing of our CenterStage brand of teeth whitening products.  We had not generated any cash from operating activities prior to that period.

Net cash provided by financing activities. Cash flow from financing activities aggregated $969,566.
 
LIQUIDITY AND CAPITAL RESOURCES
 
From inception (July 9, 2009) through March 31, 2012, we have incurred an aggregate net loss of $1,418,785 as a result of the expenses described above.

Net cash used by operating activities was $30,153 for the three months ended March 31, 2012, compared to $154,513 for the three months ended March 31, 2011.
 
Net cash used by investing activities was $0 for the three months ended March 31, 2012 and $0 for the three months ended March 31, 2011.
 
Net cash used by financing activities for the three months ended March 31, 2012 was $0. Net cash used by financing activities for the three months ended March 31, 2011 was $269.
 
As of March 31, 2012, we had a working capital deficit of $42,966 and cash and cash equivalents of approximately $156,106. We have financed our operations primarily through the sale of our stock, and to a much lesser extent, through the issuance of our common stock to service providers and most recently through the sale of our CenterStage brand of tooth whitening products.  Cash on hand results primarily from previous financing activities and proceeds from our Rule 506 and Regulation S private placements of common stock.

Financing
 
As of March 31, 2012, we have raised gross proceeds of $1,366,812 through the sale of 2,278,019 shares of common stock at the offering price of $0.60 per share.  Commissions and/or finders fees and professional fees associated with these financing totaled $144,617.


 
29

 
 


 
ITEM 2.  MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS OF CHINA PHARMAHUB CORP - continued
 
License Agreement and Development Agreement Obligations
 
Pursuant to the terms of the Definitive Agreement by and among the Company, Dr. Weaver and Dr. Rynkiewicz, The Company has agreed to advance up to an aggregate of $230,000 over the four year period from June 2010,  to Akanas Therapeutics, MediTherX and other subsidiaries which may be incorporated by the Company in furtherance of the objectives of the Definitive Agreement (the “Advances”).  The Advances shall be funded from the cash which we have received from the sale of our CenterStage brand of teeth whitening products as well as the sales of our common stock via private placements and used to fund the reasonably necessary expenses incurred by Akanas Therapeutics, MediTherX and such other subsidiaries with respect to ongoing general and administrative expenses, corporate legal fees, intellectual property legal fees, tax liabilities, and research and development.
 
Current and Future Financing Needs

We have incurred negative cash flow from operations since inception.  We have spent, and expect to continue to spend, substantial amounts in connection with implementing our business strategy, including, but not limited to, our planned potential advancement into the development of Akanas Technologies and our marketing and branding initiatives.  As of the period ended March 31, 2012 we have produced revenues from operating activies for the first time.

Based upon our working capital as of March 31, 2012, the proceeds of our equity financing in 2010, our revenues from sales of our teeth whitening products and our projection of spending needs during 2012, which spending needs include general administrative expenses, advances of up to an aggregate of $230,000 to Akanas Therapeutics, Inc., MediTherX, Inc., or other subsidiaries which we may incorporate, and initiating the sales of IB products pursuant to the terms of the Distribution Agreement dated as of October 19, 2010, we believe that we have sufficient capital resources to meet our operating needs through the first quarter of 2013.
  
We have based our estimates upon assumptions which may prove to be incorrect. The extent of our available resources and the actual amount of funds which we will require are subject to many factors, some of which might be beyond our control. These factors include the following:

 
·
Costs to acquire and maintain intellectual properties;
 
·
the progress of our research activities and our ability to find equity partners in jointly conducting such researches;
 
·
the progress of our submissions to relevant regulatory bodies for NuLife Spheres and their requirements on preclinical and clinical
 
·
the number and scope of our research programs and other commercialization projects;
 
·
our ability to achieve our milestones under any licensing arrangements; and
 
·
the cost involved in prosecuting and enforcing patent claims and other intellectual property rights;
 
Potential sources of additional liquidity include strategic relationships, licensing of the rights with respect to certain of our products to third parties and public or private sales of equity or debt. We may seek to access the public or private equity markets again when and if conditions are favorable to our long-term capital requirements. It is uncertain whether additional financing will be available upon terms which will be acceptable to us, or at all. If we raise funds by selling additional shares of common stock or other securities convertible into common stock, the ownership interest of our existing stockholders will be diluted. We are in the process of seeking investments from investment bankers and will need to raise funds from joint ventures and third parties to engage in our intended activities.  If we are successful, we will use the funds raised for the development and distribution of our products.  We anticipate over $4 million of expected costs with respect to meeting the milestones set for the development and distribution of our products.  These expected costs have not been included in our “operating needs” but will require additional funds raised at the appropriate time to carry-out the anticipated plans to meet our milestones.  If we are not able to obtain financing when needed, we may be unable to carry out our business plan.  As a result, we may have to significantly delay certain activities or limit our operations and our business, financial condition and our results of operations would be materially harmed.


 
30

 
 



ITEM 2.  MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS OF CHINA PHARMAHUB CORP - continued
 
Our short-term liquidity and capital resources include our current available cash of approximately $156,000.  We expend approximately $12,000 per month for operating expenses.  We have enough available cash to carry us for approximately twelve months.  Long-term, we intend to raise capital to achieve our milestones through the improved profitability from operations, sale of our Common Stock, various distribution agreements and joint ventures.
 
Going Concern
 
Our financial statements have been presented on the basis that we are a going concern, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. We have sustained operating losses since inception.

As of March 31, 2012 we have a working capital deficit of $42,966, and an accumulated deficit of $1,418,785. During the period ended March 31, 2012 we had a net loss of $58,049 and cash used in operating activities of $30,153. The Company’s ability to continue in existence is dependent on its ability to develop additional sources of capital, and/or achieve profitable operations and positive cash flows. Management’s plan is to aggressively pursue its present business plan. Since inception we have funded our operations through the issuance of common stock and related party loans and advances, and will seek additional debt or equity financing as required. The accompanying financial statements do not include any adjustments that might result from the outcome of this uncertainty.
 
Off-Balance Sheet Arrangements
 
We do not have any outstanding off-balance sheet arrangements and has not entered into any transactions that are established for the purpose of facilitating off-balance sheet arrangements.

Critical Accounting Policies and Estimates

A summary of significant accounting policies is included in Note 2 of the unaudited financial statements included in this quarterly report upon Form 10-Q. Management believes that the application of these policies on a consistent basis enables us to provide useful and reliable financial information about our operating results and financial condition. Our financial statements and accompanying notes are prepared in accordance with U.S. generally accepted accounting principles (“GAAP”). Preparing financial statements requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenue, and expenses. These estimates and assumptions are affected by management's application of accounting policies.
 
EXECUTIVE COMPENSATION
 
In view of the fact that we are a development stage Company which was formed in July, 2009, we did not pay any cash compensation to any of our officers and directors until November 2010.  Commencing in November 2010, Richard Lui and Monica Ding had received monthly compensation of $4,500 and $4,000 respectively. However, as of October 2011, Richard Lui and Monica Ding ceased receiving monthly compensation to preserve our cash, which salaries have been accrued since October.

CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS AND DIRECTOR INDEPENDENCE

On January 6, 2010, the Company entered into a Services Agreement with Eric Zhang (the “Services Agreement’) pursuant to which Mr. Zhang agreed to serve the Company with the title of Controller.  Mr. Zhang was responsible for advising the Company financial planning, debt financing and budget management functions, ensuring Company accounting procedures conformed to generally accepted accounting principles, providing strategic advice to the Company’s management team, and for providing guidance to the Company’s worldwide pharmaceutical cooperation organizations to assist them in achieving financial leadership across all business units.

Pursuant to his Services Agreement, Mr. Zhang agreed to receive ninety six thousand two hundred fifty (96,250) shares of Common Stock of the Company, at $.00167 per Share, as compensation for his services spread out evenly over the period of fifteen (15) payments to be released to him every three (3) months.

On December 30, 2010, Mr. Zhang resigned from the Company in order to focus on his own private accounting firm practice.  Mr. Zhang’s accounting firm Chan & Zhang CPA continued to provide accounting related services to us until August 2011.  We entered into a termination agreement (the “Termination Agreement”) effective December 30, 2010.  Pursuant to the Termination Agreement, Mr. Zhang kept twenty four thousand six hundred ninety-nine (24,699) shares of Common Stock for Services rendered through December 30, 2010 and the Company repurchased the unearned portion of seventy one thousand five hundred fifty one (71,551) shares at the repurchase price of $.00167 per share.
 
 

 
31

 
 

 
ITEM 2.  MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS OF CHINA PHARMAHUB CORP – continued

On June 15, 2010, the Company entered into a Definitive Agreement with Dr. David Weaver and Dr. Michael Rynkiewicz (the “Definitive Agreement”) pursuant to which the Company has reimbursed Drs. Weaver and Rynkiewicz for certain costs incurred as of the date of the Definitive Agreement with respect to developing the technology which is the subject of the patents set forth below; shall enter into joint ventures with Drs. Weaver and Rynkiewicz to develop and market certain intellectual property, including, but not limited to, patents with respect to technologies created by Drs. Weaver and Rynkiewicz; shall form joint venture entities with Drs. Weaver and Rynkiewicz of which the Company shall initially own 35% and to which Drs. Weaver and Rynkiewicz have assigned their rights with respect to the patents discussed below. These patents utilize and analyze the atomic structure of parental antibodies to rapidly and cost-effectively create human antibodies which retain high affinity and avoid provoking a response by the immune system (the “Antibody Technology”).

On June 15, 2010, pursuant to the terms of the Definitive Agreement, CPC incorporated Akanas Therapeutics, Inc, a Nevada corporation (“Akanas Therapeutics”).  Pursuant to the terms and conditions of the Definitive Agreement, PharmaHub owns a 35% interest in Akanas Therapeutics. Drs. Weaver and Rynkiewicz, who jointly own the remaining 65% of Akanas Therapeutics, have contributed the exclusive rights with respect to the Antibody Technology to Akanas Therapeutics.

Pursuant to the terms of the Definitive Agreement, PharmaHub also incorporated MediTherX, Inc. (“MediTherX”) with Dr. Weaver and Dr. Rynkiewicz on June 30, 2010 in the State of Nevada. PharmaHub owns 35% of MediTherX.  MediTherX will focus upon the development and commercialization of its proprietary Epidermal Growth Factor Receptor (“EGFR”) humanized antibodies.  MediTherX licenses its technologies from Akanas Therapeutics, Inc. Management believes that MediTherX’s proprietary EGFR humanized antibodies have the potential to be superior in clinical trials, with lower immunogenicity and reduced side effects as compared to ERBITUX®.  The initial research and development with respect to MediTherX’s proprietary EGFR humanized antibodies had been conducted at Beijing Biotechnology Institute in the People’s Republic of China (the “PRC”). Management plans to continue working with Beijing Biotechnology Institute and also seek additional partners in the PRC to further its R&D and file Investigational New Drug Discovery (“IND”) in China.
 
On June 17, 2010, PharmaHub completed the transaction of purchasing 5,000,000 shares of common stock of World Wide Relics, Inc (“WWR”) from E. Todd Owens, representing 77.18% of the total issued and outstanding shares of WWR, effecting a change of control of WWR.  PharmaHub paid $275,250 as the purchase price for the shares, which funds were previously remitted to the Seller in March 2010 as a deposit. The two directors of PharmaHub were appointed as the directors and executive officers of WWR while all of the former directors and officers of WWR resigned simultaneously.

On August 13, 2010, PharmaHub announced that it closed with respect to a Merger Agreement dated as of July 28, 2010 (the “Agreement”) entered into with WWR.  Pursuant to the terms of the Agreement, PharmaHub merged with and into WWR and all of the property, rights, privileges, powers and franchises of PharmaHub vested in WWR, all debts, liabilities and duties of PharmaHub became the debts, liabilities and duties of WWR and the separate existence of PharmaHub as a Nevada corporation ceased (the “Merger”).  Subsequent to the Merger, WWR changed its name to “China PharmaHub Corp.”


ITEM 3.  QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.

We are a smaller reporting company as defined by Rule 12b-2 of the Exchange Act and are not required to provide the information required under this Item.
 
 
ITEM 4.  CONTROLS AND PROCEDURES.

Our principal executive and financial officers, after evaluating the effectiveness of our "disclosure controls and procedures" (as defined in the Securities Exchange Act of 1934 Rules 13a-15(e) and 15d-15(e)) as of December 31, 2011, have concluded that as of March 31, 2012, our disclosure controls and procedures were effective to provide reasonable assurance that information required to be disclosed by us in the reports that we file or submit under the Exchange Act (i) is accumulated and communicated to our management, including our Chief Executive Officer, as appropriate to allow timely decisions regarding required disclosure, and (ii) is recorded, processed, summarized and reported within the time periods specified in the Commission's rules and forms.

There have been no changes in our internal controls or in other factors that could affect these controls during or subsequent to the end of the period covered by this report.



 
32

 
 

 
PART II - OTHER INFORMATION
 
ITEM 1. LEGAL PROCEEDINGS.

We know of no material, existing or pending legal proceedings against our Company, nor are we involved as a plaintiff in any material proceeding or pending litigation. There are no proceedings in which any of our directors, officers or affiliates, or any registered or beneficial shareholder, is an adverse party or has a material interest adverse to our interest.
 
 
ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS.
 
During the quarter ended March 31, 2012 no shares were issued.

 
ITEM 3. DEFAULTS UPON SENIOR SECURITIES
 
None.

 
ITEM 4. MINE SAFETY DISCLOSURES
 
None.
 
 
ITEM 5. OTHER INFORMATION
 
None.

 
ITEM 6. EXHIBITS.
 
(A) Exhibits
 
Exhibit Number
Description
 
Exhibit 31.1
Certification of President pursuant to Section 302 of the Sarbanes-Oxley Act of 2002*
   
Exhibit 31.2
Certification of Principal Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002*
   
Exhibit 32.1
Certification of President pursuant to Section 906 of the Sarbanes-Oxley Act of 2002*
   
Exhibit 32.2
Certification of Principal Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002*

101.INS
XBRL Instance Document *
   
101.SCH
XBRL Taxonomy Extension Schema Document *
   
101.CAL
XBRL Taxonomy Extension Calculation Linkbase Document *
   
101.LAB
XBRL Extension Labels Linkbase Document *
   
101.PRE
XBRL Taxonomy Extension Presentation Linkbase Document *
   
101.DEF
XBRL Taxonomy Extension Definition Linkbase Document *

* Filed herewith
 
 
 
33

 


SIGNATURES

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

   
CHINA PHARMAHUB CORP.
 
   
(Registrant)
 
       
Date: May 21, 2012
By:
/s/ Richard Lui
 
   
Richard Lui
 
   
Title: President and Chief Executive Officer
 

 
 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
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