UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-K

x ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

x	ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

	For the fiscal year ended August 31, 2018

¨	TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

	For the transition period from _________ to ________

	Commission file number: 000-55022

For the fiscal year ended August 31, 2017

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: 000-55022

Blake Insomnia Therapeutics, Inc.
(Exact name of registrant as specified in its charter)

Nevada		46-0780380
(State or other jurisdiction ofincorporation or organization)		(I.R.S. Employer Identification No.)
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)
244, 5th Avenue, Suite A-154 New York, NY		10001
(Address of principal executive offices)		(Zip Code)
Registrant’s telephone number: (646) 453-4912

Registrant’s telephone number: (646) 453-4912

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

Title of each class Name of each exchange on which registered none not applicable

Title of each class		Name of each exchange on which registered
none		not applicable
Securities registered under Section 12(g) of the Exchange Act:
Title of each class
Common Stock, par value of $0.001

~~Securities~~Indicate ~~registered~~by ~~under~~check ~~Section~~mark ~~12(g)~~if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the ~~Exchange~~Securities Act:. Yes ¨ No x

~~Title~~Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of ~~each~~the ~~class~~Act. Yes ¨ No x

~~Common~~Indicate ~~Stock,~~by ~~par~~checkmark ~~value~~whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of $0the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.~~001~~ Yes ¨ No x

Indicate by check mark ifwhether the registrant ishas asubmitted ~~well-known~~electronically ~~seasoned~~and ~~issuer~~posted on its corporate Web site, asif ~~defined~~any, inevery Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§ 229.405 of this chapter) during the ~~Securities~~preceding ~~Act~~12 months (or for such shorter period that the registrant was required to submit and post such files). Yes x o No x¨

Indicate by check mark if ~~the~~disclosure ~~registrant~~of delinquent filers pursuant to Item 405 of Regulation S-K (§ 232.405 of this chapter) is not ~~required~~contained toherein, ~~file~~and ~~reports~~will ~~pursuant~~not be contained, to ~~Section~~the 13best of registrant’s knowledge, in definitive proxy or ~~Section~~information ~~15(d)~~statements incorporated by reference in Part III of ~~the~~this ~~Act~~Form 10-K or any amendment to this Form 10-K. Yes ¨ o No x

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

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 (§ 229.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes x No o

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (§ 232.405 of this chapter) is not contained herein, and will not be contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. Yes o No x

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

Large accelerated filer	¨	Accelerated filer	¨
Non-accelerated filer	¨	Smaller reporting company	x
		Emerging growth company	x

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

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

Indicate the number of shares outstanding of each of the registrant’s classes of common stock, as of the latest practicable date. 31 32,~~597,572~~517 common ~~shares~~share as of February 2811, ~~2018.~~2019

TABLE OF CONTENTS

		~~Page~~	Page
PART I
Item 1.	Business	3	3
Item 1A.	Risk Factors	4	4
Item 1B.	Unresolved Staff Comments	4	4
Item 2.	Properties	5	4
Item 3.	Legal Proceedings	5	4
Item 4.	Mine Safety Disclosures	5	4
PART II
Item 5.	Market for Registrant’s Common Equity and Related Stockholder Matters and Issuer Purchases of Equity Securities	6	5
Item 6.	Selected Financial Data	8	6
Item 7.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	9	7
Item 8.	Financial Statements and Supplementary Data	11	9
Item 9.	Changes In and Disagreements With Accountants on Accounting and Financial Disclosure	12	10
Item 9A.	Controls and Procedures	12	10
Item 9B.	Other Information	12	10
PART III
Item 10.	Directors, Executive Officers and Corporate Governance	13	11
Item 11.	Executive Compensation	15	13
Item 12.	Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters	16	14
Item 13.	Certain Relationships and Related Transactions, and Director Independence	17	15
Item 14.	Principal Accountant Fees and Services	17	15

PART IV
Item 15.	Exhibits, Financial Statement Schedules		18	16

2 ~~Table of Contents~~

PART I

Forward-Looking Statements

This Annual Report on Form 10-K contains forward-looking statements, within the meaning of the Private Securities Litigation Reform Act of 1995. Certain statements, other than purely historical information, including estimates, projections, statements relating to our business plans, objectives, and expected operating results, and the assumptions upon which those statements are based, are “forward-looking statements.” These forward-looking statements generally are identified by the words “believes,” “project,” “expects,” “anticipates,” “estimates,” “intends,” “strategy,” “plan,” “may,” “will,” “would,” “will be,” “will continue,” “will likely result,” and similar expressions. Forward-looking statements are based on current expectations and assumptions that are subject to risks and uncertainties which may cause actual results to differ materially from the forward-looking statements. Our ability to predict results or the actual effect of future plans or strategies is inherently uncertain. Factors which could have a material adverse effect on our operations and future prospects on a consolidated basis include but are not limited to: changes in economic conditions, legislative/regulatory changes, availability of capital, interest rates, competition, and generally accepted accounting principles. These risks and uncertainties should also be considered in evaluating forward-looking statements and undue reliance should not be placed on such statements.

Item 1. Business

Overview

We are a New York-based pharmaceutical company devoted to improving nighttime and daytime quality of life for people with insomnia. We have developed Zleepax, which is the first sleep aid with beta blockers as the major active agent.

First generation beta blockers inhibited natural melatonin secretion and had a negative impact on sleep. Recent publications have shown that certain third-generation beta blockers actually improve quality of sleep for patients with mild hypertension. These third-generation beta blockers has been widely used to treat hypertension since the early 1990s, is well tolerated in chronic use, has an attractive side-effect profile, and should thus perform excellently applied as a sleep enhancer. Our patent application covers the use of beta blockers—alone or in combination with other anti-insomnia drugs—for the treatment of stress-related insomnia.

We have assembled a team to conduct clinical trials of our Zleepax formula. We have entered into a joint venture with Sajo Consulting LLC for development and commercialization efforts associated with our drug. Canadian clinical trials were originally planned for Q3 2017 pending approval of a New Drug Submission by the Health Products and Food Branch of Health Canada. However, we have been unable to raise funds necessary to commence the trials.

We estimate that we will need $700,000 in financing to conduct our first clinical trial and $300,000 in operating costs. We estimate that we will need $2,500,000 in financing to conduct our clinical trial phase 2. The process is expected take one year to complete. We do not anticipate generating any revenues until our Zleepax formula is approved by relevant Regulatory authority (such as FDA for USA) and we have successfully brought the drug to market. If we are unable to generate financing to cover our clinical trials, overhead and costs to commercialize our products, we may not continue as a going concern.

Since our inception, we have been attempting to raise money to implement our business plan, but have not been able to secure the funds necessary to do so. The lack of funds have prevented us from growing the business as we had hoped. As we have been unable to raise the capital necessary to develop and market our services, we have recently been engaged in a search for other business opportunities which may benefit our shareholders and allow us to raise capital and operate. Recent negotiations with what we believe is a more viable business opportunity leads us to believe that we will be revising our business plan and focus over the next quarter. If this opportunity does not develop, however, we will continue to both seek new opportunities and look for capital to further our existing business plan.

Our fiscal year end is August 31. Our principal offices are located at 244, 5th Avenue, Suite A-154 New York, N.Y. 10001. Our phone number is +1 (646) 453-4912.

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Zleepax

Zleepax is the first sleep aid with beta blockers as the major active agent. First generation beta blockers inhibited natural melatonin secretion and had a negative impact on sleep. Recent publications have shown that certain third-generation beta blockers actually improve quality of sleep for patients with mild hypertension.

These third-generation beta blockers has been widely used to treat hypertension since the early 1990s, is well tolerated in chronic use, has an attractive side-effect profile, and should thus perform excellently applied as a sleep enhancer. Our patent application cover the use of beta blockers—alone or in combination with other anti-insomnia drugs—for the treatment of stress-related insomnia.

Stress is one of the most common causes of insomnia1. However, the relationship between insomnia and stress is complex—with the one often causing or exacerbating the other. A divorce or financial troubles, for example, can cause stress that leads to transient insomnia. This, in turn, can make the person less able to cope during the day, creating further stress. In a vicious circle, the further stress can eventually lead to intermittent or even chronic insomnia, where many patients name stress symptoms such as a pounding heart as what keep them awake at night.

Where traditional hypnotics “force” people to sleep by depressing the central nervous system, Zleepax (ZLX-1) acts by diminishing the physical symptoms of stress that keep people awake at night.

According to patients, the number one problem with traditional sleeping pills is residual daytime sedation. The potential for tolerance build-up and addiction are also major perceived disadvantages. Based on beta blockers, Zleepax dramatically reduces these and many other unwanted side effects. This means that, in stark contrast to existing hypnotics, Zleepax should be able to give many patients a better night’s sleep with fewer of the side effects they do not want.

Government Regulation

Government authorities in the U.S., at the federal, state and local level, as well as foreign countries and local foreign governments, regulate the research, development, testing, manufacture, labeling, promotion, advertising, distribution, sampling, marketing, import and export of our products. Our products will require regulatory approval by government agencies prior to commercialization. In particular, human pharmaceutical products are subject to rigorous pre-clinical and clinical trials and other approval procedures of the FDA and similar regulatory authorities in foreign countries. The process of obtaining these approvals and the subsequent compliance with appropriate domestic and foreign laws, rules and regulations require the expenditure of significant time and human and financial resources.

Employees

As of August 31, ~~2017~~2018, we had one full-time employee.

Item 1A. Risk Factors

We are a smaller reporting company as defined by Rule 12b-2 of the Securities Exchange Act of 1934 and are not required to provide the information under this item.

Item 1B. Unresolved Staff Comments

None.

4 Table of Contents

Item 2. Properties

We currently maintain an office at 244, 5th Avenue, Suite A-154, New York, N.Y. 10001. We have no monthly rent, nor do we accrue any expense for monthly rent. Mr. Birger Olsen, our prior officer and director, provides us a facility in which we conduct business on our behalf. Mr. Olsen does not receive any remuneration for the use of this facility or time spent on behalf of us. We do not believe that we will need to obtain additional office space at any time in the foreseeable future, approximately 12 months, until our business plan is more fully implemented.

Item 3. Legal Proceedings

We have no current legal proceedings.

Item 4. Mine Safety Disclosures

Not applicable.

54 Table of Contents

PART II

Item 5. Market for Registrant’s Common Equity and Related Stockholder Matters and Issuer Purchases of Equity Securities

Market Information

Our common stock is quoted under the symbol “BKIT” on the OTCPink operated by OTC Markets Group, Inc. Only a limited market exists for our securities. There is no assurance that a regular trading market will develop, or if developed, that it will be sustained. Therefore, a shareholder may be unable to resell his securities in our company.

The following tables set forth the range of high and low bid information for our common stock for the each of the periods indicated as reported by the OTCPink. These quotations reflect inter-dealer prices, without retail mark-up, mark-down or commission and may not necessarily represent actual transactions.

Fiscal Year Ending August 31, 2016
Quarter Ended	High $		Low $
November 31, 2015		5.00		1.02
February 28, 2016		1.25		1.25
May 31, 2016		5.00		1.00
August 31, 2016		2.00		1.49
Fiscal Year Ending August 31, 2017
Quarter Ended	High $		Low $
November 31, 2016		1.55		0.7
February 28, 2017		1.6		0.3511
May 31, 2017		0.85		0.33
August 31, 2017		0.5225		0.0041
Fiscal Year Ending August 31, 2018
Quarter Ended	High $		Low $
November 31, 2017		0.1750		0.0500
February 28, 2018		0.1050		0.0400
May 31, 2018		0.0700		0.0300
August 31, 2018		0.0600		0.0100

On ~~March~~February 1911, ~~2018,~~2019 the last sales price per share of our common stock was $0.0515.

65 Table of Contents

Penny Stock

The SEC has adopted rules that regulate broker-dealer practices in connection with transactions in penny stocks. Penny stocks are generally equity securities with a market price of less than $5.00, other than securities registered on certain national securities exchanges or quoted on the NASDAQ system, provided that current price and volume information with respect to transactions in such securities is provided by the exchange or system. The penny stock rules require a broker-dealer, prior to a transaction in a penny stock, to deliver a standardized risk disclosure document prepared by the SEC, that: (a) contains a description of the nature and level of risk in the market for penny stocks in both public offerings and secondary trading; (b) contains a description of the broker's or dealer's duties to the customer and of the rights and remedies available to the customer with respect to a violation of such duties or other requirements of the securities laws; (c) contains a brief, clear, narrative description of a dealer market, including bid and ask prices for penny stocks and the significance of the spread between the bid and ask price; (d) contains a toll-free telephone number for inquiries on disciplinary actions; (e) defines significant terms in the disclosure document or in the conduct of trading in penny stocks; and (f) contains such other information and is in such form, including language, type size and format, as the SEC shall require by rule or regulation.

The broker-dealer also must provide, prior to effecting any transaction in a penny stock, the customer with (a) bid and offer quotations for the penny stock; (b) the compensation of the broker-dealer and its salesperson in the transaction; (c) the number of shares to which such bid and ask prices apply, or other comparable information relating to the depth and liquidity of the market for such stock; and (d) a monthly account statement showing the market value of each penny stock held in the customer's account.

In addition, the penny stock rules require that prior to a transaction in a penny stock not otherwise exempt from those rules, the broker-dealer must make a special written determination that the penny stock is a suitable investment for the purchaser and receive the purchaser's written acknowledgment of the receipt of a risk disclosure statement, a written agreement as to transactions involving penny stocks, and a signed and dated copy of a written suitability statement.

These disclosure requirements may have the effect of reducing the trading activity for our common stock. Therefore, stockholders may have difficulty selling our securities.

Holders of Our Common Stock

As of February 2811, ~~2018,~~2019 we had 31 32,~~597,572~~517 shares of our common stock issued and outstanding, held by approximately 95 shareholders of record at our transfer agent, with other shareholders holding our shares in street name.

Dividends

We currently intend to retain future earnings for the operation of our business. We have never declared or paid cash dividends on our common stock, and we do not anticipate paying any cash dividends in the foreseeable future.

In the event that a dividend is declared, common stockholders on the record date are entitled to share ratably in any dividends that may be declared from time to time on the common stock by our board of directors from funds legally available.

7 Table of Contents

There are no restrictions in our articles of incorporation or bylaws that restrict us from declaring dividends. The Nevada Revised Statutes, however, do prohibit us from declaring dividends where, after giving effect to the distribution of the dividend:

	1.	We would not be able to pay our debts as they become due in the usual course of business; or
	2.	Our total assets would be less than the sum of our total liabilities, plus the amount that would be needed to satisfy the rights of shareholders who have preferential rights superior to those receiving the distribution.

Securities Authorized for Issuance under Equity Compensation Plans

We do not have an equity compensation plan.

Recent Sales of Unregistered Securities

~~None~~On October 26, 2018, the Company underwent a reverse stock split at a ratio of 1,000 to 1 share, reducing the issued and outstanding shares from 31,597,572 to 32,517 shares issued and outstanding as of the date of the reverse split.

Item 6. Selected Financial Data

Not required under Regulation S-K for “smaller reporting companies.”

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Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Results of Operations for the Years Ended August 31, ~~2017~~2018 and ~~2016~~2017

Revenues

We have not earned any revenues since our inception. We can provide no assurance that we will generate revenues from our sleep insomnia drug business to sustain a viable business operation.

Expenses

We incurred operating expenses in the amount of $9831,~~409~~251 for the year ended August 31, ~~2017~~2018, as compared with $3298,~~725~~409 for the same period ended ~~2016~~2017. Our operating expenses for the year ended August 31, ~~2017~~2018 consisted of administrative expenses of $9528,~~833~~329 and patent costs of $2,~~576,~~707 as compared with administrative expenses of $3295,~~725~~833 ~~for~~and patent costs of $2,576 or the year ended August 31, ~~2016~~2017.

We will likely have increased operating expenses in ~~2018~~2019 if we are able to obtain financing and implement our business plan.

We incurred interest expense of $1113,~~914~~950 for the year ended August 31, ~~2017~~2018, as compared with $411,~~969~~914 for the year ended August 31, ~~2016~~2017.

We may have increased interest expenses in future years as we seek out new financing opportunities.

Net Loss

We incurred a net loss in the amount of $~~110~~45,~~323~~201 for the year ended August 31, ~~2017~~2018, as compared with a net loss of $37110,~~694~~323 for the same period ended ~~2016~~2017. Our losses for each period are attributable to operating expenses together with a lack of any revenues.

Liquidity and Capital Resources

AsOn ofOctober ~~August 31~~26, ~~2017~~2018, wethe ~~had~~Company ~~total~~underwent ~~current~~a ~~assets~~reverse ofstock ~~$84.~~split ~~Our~~at ~~total~~a ~~current~~ratio ~~liabilities~~of as1,000 ofto ~~August~~1 31share, ~~2017~~reducing ~~were~~the ~~$191,548.~~issued Asand aoutstanding ~~result~~shares from 31,597,572 weto 32,517 ~~had~~shares aissued ~~working~~and ~~capital~~outstanding ~~deficit~~as of ~~$191,464~~the asdate of ~~August~~the ~~31,~~reverse ~~2017~~split. All share amounts in these financial statements and footnotes reflect the reverse stock split.

~~Operating~~As ~~activities~~of ~~used~~August ~~$76~~31,~~699~~ in2018, ~~cash~~we ~~for~~had ~~the~~total ~~year~~current ~~ended~~assets ~~August~~of ~~31,~~$nil ~~2017,~~Our astotal ~~compared~~current ~~with~~liabilities ~~$34,726~~as inof ~~cash~~August ~~for~~31, ~~the~~2018 ~~same~~were ~~period ended 2016~~$236,450. ~~Our~~As ~~net~~a ~~loss~~result, ~~was~~we ~~the~~had ~~main~~a ~~reason~~working ~~for~~capital ~~our~~deficit ~~negative~~of ~~operating~~$236,450 ~~cash~~as ~~flow~~of inAugust ~~both~~31, ~~periods~~2018.

~~Financing~~Operating activities ~~provided~~used $~~72,000~~84 in cash for the year ended August 31, ~~2017~~2018, as compared with $3076,~~000~~699 in cash for the same period ended ~~2016~~2017. Our ~~positive~~net ~~cash~~loss ~~flow~~was ~~from~~the ~~financing~~main ~~activities~~reason for ~~both~~our ~~periods~~negative isoperating ~~the~~cash ~~result~~flow ofin ~~proceeds~~both ~~from notes payable~~periods.

Financing activities provided $nil for the year ended August 31, 2018, as compared with $72,000 for the same period ended 2017. Our positive cash flow from financing activities for 2017 was a result of proceeds from notes payable. There we no positive cash flow in 2018.

On September 19, 2016, we issued a promissory note payable in the amount of $42,000. The note is due on demand and bears interest at 10% per annum.

On March 17, 2017, we issued a promissory note payable in the amount of $10,000. The note is due on demand and bears interest at 10% per annum.

Table of Contents

On April 19, 2017, we issued a promissory note payable in the amount of $20,000. The note is due on demand and bears interest at 10% per annum.

9 Table of Contents

Despite the short term loans, we have insufficient cash to operate our business at the current level for the next twelve months and insufficient cash to achieve our business goals. The success of our business plan beyond the next 12 months is contingent upon us obtaining additional financing. We intend to fund operations through debt and/or equity financing arrangements, which may be insufficient to fund our capital expenditures, working capital, or other cash requirements. We do not have any formal commitments or arrangements for the sales of stock or the advancement or loan of funds at this time. There can be no assurance that such additional financing will be available to us on acceptable terms, or at all.

Going Concern

The accompanying financial statements have been prepared in conformity with generally accepted accounting principle, which contemplate our continuation as a going concern. However, we have no revenues as of August 31, ~~2017~~2018. We currently have negative working capital, and have not completed our efforts to establish a stabilized source of revenues sufficient to cover operating costs over an extended period of time.

Management anticipates that we will be dependent, for the near future, on additional investment capital to fund operating expenses. We intend to position the company so that we may be able to raise additional funds through the capital markets. In light of management’s efforts, there are no assurances that we will be successful in this or any of our endeavors or become financially viable and continue as a going concern.

Critical Accounting Policies

In December 2001, the SEC requested that all registrants list their most “critical accounting polices” in the Management Discussion and Analysis. The SEC indicated that a “critical accounting policy” is one which is both important to the portrayal of a company’s financial condition and results, and requires management’s most difficult, subjective or complex judgments, often as a result of the need to make estimates about the effect of matters that are inherently uncertain.

Our critical accounting policies are set forth in Note 2 to the financial statements.

Recently Issued Accounting Pronouncements

We do not expect the adoption of recently issued accounting pronouncements to have a significant impact on our results of operations, financial position or cash flow.

Off Balance Sheet Arrangements

As of August 31, ~~2017~~2018, there were no off balance sheet arrangements.

108 Table of Contents

Item 8. Financial Statements and Supplementary Data

Index to Financial Statements Required by Article 8 of Regulation S-X:

Audited Financial Statements:
F-1	Report of Independent Registered Public Accounting Firms;
F-2	Balance Sheets as of August 31, ~~2017~~2018 and ~~2016~~2017;
F-3	Statements of Operations for the years ended August 31, ~~2017~~2018 and ~~2016~~2017;
F-4	Statement of Stockholders’ Equity from inception to December 31, 2017;
F-5	Statements of Cash Flows for the years ended August 31, ~~2017~~2018 and ~~2016~~2017; and
F-6	Notes to Financial Statements

~~11 Table of Contents~~9

19720 Jetton Road, 3rd Floor

Cornelius, NC 28031

Tel: 704-897-8336

Fax: 704-919-5089

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Board of Directors and Shareholders

~~Book It Local, Inc. N.K.A.~~ Blake Insomnia Therapeutics, Inc.

WeOpinion ~~have~~on ~~audited~~ the ~~accompanying~~Financial balance sheets of Book It Local, Inc. N.K.A. Blake Insomnia Therapeutics, Inc. as of August 31, 2017 and 2016 and the related statements of operations, changes in stockholders’ deficit, and cash flows for the years ended August 31, 2017 and 2016. These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on these financial statements based on our audits.Statements

We ~~conducted~~have ~~our~~audited ~~audits~~the inaccompanying ~~accordance~~balance ~~with~~sheets ~~the standards~~ of ~~the~~Blake ~~Public~~Insomnia ~~Company~~Therapeutics, ~~Accounting~~Inc. ~~Oversight Board~~ (~~United~~the ~~States~~Company). ~~Those~~as ~~standards~~of ~~require~~August ~~that~~31, we2018 ~~plan~~ and ~~perform~~2017, ~~the~~and ~~audit to obtain reasonable assurance about whether~~ the ~~financial~~related statements ~~are free~~ of ~~material~~income, ~~misstatement.~~comprehensive ~~The~~income, ~~Company~~stockholders’ ~~is not required to have~~equity, ~~nor~~and ~~were~~cash weflows ~~engaged~~for toeach ~~perform, an audit~~ of ~~its~~the ~~internal~~years ~~control~~in ~~over~~the ~~financial~~two-year ~~reporting.~~period ~~Our~~ended ~~audits~~August ~~included~~31, ~~consideration~~2018, ofand ~~internal~~the ~~control~~related ~~over~~notes ~~financial~~(collectively ~~reporting~~referred to as athe ~~basis~~financial ~~for~~statements). ~~designing~~In ~~audit~~our ~~procedures~~opinion, ~~that~~the ~~are~~financial ~~appropriate~~statements inpresent ~~the circumstances~~fairly, ~~but~~in ~~not~~all ~~for~~material ~~the~~respects, ~~purpose of expressing an opinion on~~ the ~~effectiveness~~financial position of the Company’s ~~internal~~as ~~control~~of ~~over~~August ~~financial reporting. Accordingly~~31, we2018 ~~express~~and no2017, ~~such~~and ~~opinion.~~the Anresults ~~audit~~of ~~also~~its ~~includes~~operations ~~examining,~~and onits acash ~~test~~flows ~~basis,~~for ~~evidence~~each ~~supporting~~of the ~~amounts~~years ~~and disclosures~~ in the ~~financial~~two-year ~~statements,~~period ~~assessing~~ended ~~the~~August ~~accounting~~31, ~~principles~~2018, ~~used~~in ~~and~~conformity ~~significant~~with ~~estimates~~accounting ~~made~~principles bygenerally ~~management,~~accepted asin ~~well as evaluating~~ the ~~overall~~United ~~financial~~States ~~statement~~of ~~presentation~~America. ~~We believe that our audits provide a reasonable basis for our opinion.~~

InBasis our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Book It Local, Inc. N.K.A. Blake Insomnia Therapeutics, Inc. as of August 31, 2017 and 2016, and the results of its operations, changes in stockholders’ deficit and cash flows for ~~the years ended August 31, 2017 and 2016 in conformity with accounting principles generally accepted in the United States of America.~~Opinion

~~The~~We ~~accompanying~~conducted ~~financial~~our ~~statements~~audits ~~have~~in ~~been~~accordance ~~prepared~~with ~~assuming~~the ~~that~~standards of the Public Company ~~will~~Accounting ~~continue~~Oversight asThese afinancial ~~going~~statements ~~concern.~~are Asthe ~~discussed~~responsibility inof ~~Note~~the BCompany’s management. Our responsibility is to express an opinion on the Company’s financial statements, ~~the~~based ~~Company~~on ~~has~~our ~~insufficient~~audits. ~~working~~We ~~capital,~~are a ~~stockholders’~~public ~~deficit~~accounting ~~and~~firm ~~recurring~~registered ~~net~~with ~~losses,~~the ~~which~~Public ~~raises~~Company ~~substantial~~Accounting ~~doubt~~Oversight ~~about~~Board ~~its~~(United ~~ability~~States) to(PCAOB) ~~continue~~and asare arequired ~~going~~to ~~concern.~~be ~~Management’s~~independent ~~plans~~with ~~regarding~~respect ~~those~~to ~~matters~~the ~~also~~Company ~~are~~in ~~described~~accordance inwith ~~Note~~the 2U.S. ~~The~~federal ~~financial~~securities ~~statements~~laws doand ~~not~~the ~~include~~applicable ~~any~~rules ~~adjustments~~and ~~that~~regulations ~~might~~of ~~result~~the ~~from~~Securities ~~the~~and ~~outcome~~Exchange ofCommission ~~this~~and ~~uncertainty~~the PCAOB.

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

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

The Company's Ability to Continue as a Going Concern

The accompanying financial statements have been prepared assuming that the Company will continue as a going concern. As discussed in Note 2 to the financial statements, the Company has insufficient working capital, a stockholders’ deficit and recurring net losses, which raises substantial doubt about its ability to continue as a going concern. Management’s plans regarding those matters also are described in Note 2. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.

/s/ L&L CPAS, PA

L&L CPAS, PA

We have served as the Company’s auditor since ~~2013~~March 2014.

Cornelius, NC

~~April~~February 2619, ~~2018~~ 2019

www.llcpas.net

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Blake Insomnia Therapeutics, Inc.
Balance Sheets
(Audited)
(Audtited)
	As of August 31,			As of August 31,
	2017			2016
	2018			2017
ASSETS
Current Assets
Cash	$	84-		$	~~4,783~~84
Total Current Assets		84-			~~4,783~~84
TOTAL ASSETS	$	84-		$	~~4,783~~84
LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)
Current Liabilities
Notes payable	$	139,500		$	67139,500
Accounts payable		2131,~~406~~318			1021,~~797~~406
Due to related party		11,637			536
Accounts payable-related pary		21,040			-
Accrued interest		19,005			7,091
Due to related party		11,637			11,637
Total Current Liabilities		191,548			85,924
Accrued interest		32,955			19,005
Total Liabilities		191,548			85,924
Total Current Liabilities		236,450			191,548
Total Liabilities		236,450			191,548
Stockholders' Equity (Deficit)
Preferred stock ($0.0001 par value; 10,000,000 authorized; no shares issued and outstanding)		-			-
Common stock ($0.0001 par value, 100,000,000 shares authorized; 31,597,572 shares issued and outstanding)		3,160			3,160
Common stock ($0.0001 par value, 100,000,000 shares authorized; 32,517 shares issued and outstanding)		3			3
Additional paid-in capital		~~217~~220,~~775~~932			~~217~~220,~~775~~932
Deficit accumulated during the development stage		(~~412~~457,~~399~~385	)		(~~302~~412,~~076~~399	)
Total Stockholders' Equity (Deficit)		(~~191~~236,~~464~~450	)		(81191,~~141~~464	)
TOTAL LIABILITIES & STOCKHOLDERS' EQUITY (DEFICIT)	$	84-		$	~~4,783~~84

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

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Blake Insomnia Therapeutics, Inc.
Statements of Operations
(Audited)
	For the year			For the year
	ended			ended
	August 31, 2017			August 31, 2016
	August 31, 2018			August 31, 2017
Revenues
Revenues		-			-
Total Revenues
Operating Costs
Administrative Expenses		9528,~~833~~329			3295,~~725~~833
Patent Costs		2,~~576~~707			-2,576
Total Operating Costs		9831,~~409~~036			3298,~~725~~409
Other (Expense)
Interest Expense		(1113,~~914~~950	)		(411,~~969~~914	)
Total Other (Expense)		(1113,~~914~~950	)		(411,~~969~~914	)
Net Loss		(~~110~~44,~~323~~986	)		(37110,~~694~~323	)
Basic loss per share	*$	(1.38	)	*$	(3.39	)
Weighted average number of common shares outstanding		3132,~~597,572~~517			3132,~~597,572~~517

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

* = Less than $0.01

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

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Blake Insomnia Therapeutics, Inc.
Statement of Changes in Stockholders' Equity
(Audited)
										Deficit
										Accumulated
				Common			Additional			During
	Common			Stock			Paid-in			Development
	Stock			Amount			Capital			Stage			Total
Balances, August 11, 2012 (Inception)		-		$	-		$	-		$	-		$	-
Stock issued for cash
on 8/21/2012 @ .0001		9,600,072			960			-			-			960
Stock issued for cash
on 8/21/2012 @ .01		997,500			100			9,875			-			9,975
Net Loss for the period from
August 11, 2012 (Inception) to August 31, 2012		-			-			-			-			-
Balances, August 31, 2012		10,597,572		$	1,060		$	9,875		$	-		$	10,935
Net loss for year ended August 31, 2013		-			-			-			(8,795	)		(8,795	)
Balances, August 31, 2013		10,597,572			1,060			9,875			(8,795	)		2,140
Common stock issued for services		21,000,000			2,100			207,900			-			210,000
Net loss for year ended August 31, 2014		-			-			-			(219,586	)		(219,586	)
Balances, August 31, 2014		31,597,572		$	3,160		$	217,775		$	(228,381	)	$	(7,446	)
Common stock issued for services		1,500,000			150			4,850			-			5,000
Common stock issued for cash		1,500,000			150			4,850			-			5,000
Common stock surrendered for cancellation		(3,000,000	)		(300	)		(9,700	)		-			(10,000	)
Net loss for year ended August 31, 2015		-			-			-			(36,001	)		(36,001	)
Balances, August 31, 2015		31,597,572		$	3,160		$	217,775		$	(264,382	)	$	(43,447	)
Net loss for year ended August 31, 2016		-			-			-			(37,694	)		(37,694	)
Balances, August 31, 2016		31,597,572		$	3,160		$	217,775		$	(302,076	)	$	(81,141	)
Net loss for year ended August 31, 2017		-			-			-			(110,323	)		(110,323	)
Balances, August 31, 2017		31,597,572		$	3,160		$	217,775		$	(412,399	)	$	(191,464	)

Blake Insomnia Therapeutics, Inc.

Statement of Changes in Stockholders' Equity

(Audited)

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

							Deficit
							Accumulated
			Common		Additional		During
	Common		Stock		Paid-in		Development
	Stock		Amount		Capital		Stage			Total

Balances, August 31, 2016		32,517	$	3	$	220,932	$	(302,076	)	$	(81,141	)

Net loss for year ended August 31, 2017		-		-		-		(110,323	)		(110,323	)

Balances, August 31, 2017		32,517	$	3	$	220,932	$	(412,399	)	$	(191,464	)

Net loss for year ended August 31, 2018		-		-		-		(44,986	)		(44,986	)

Balances, August 31, 2018		32,517	$	3	$	220,932	$	(457,385	)	$	(236,450	)

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

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Blake Insomnia Therapeutics, Inc.
Statements of Cash Flows
(Audited)
	For the year			For the year
	ended			ended
	August 31, 2017			August 31, 2016
	August 31, 2018			August 31, 2017
CASH FLOWS FROM OPERATING ACTIVITIES
Net (loss)	$	(~~110~~44,~~323~~986	)	$	(37110,~~694~~323	)
Adjustments to reconcile net (loss) to net cash provided by (used in) operating activities:
Changes in operating assets and liabilities:
Increase (decrease) in accounts payable		109,~~609~~912			~~521~~10,609
Increase (decrease) in accounts payable related party		1121,~~101~~040			(211,~~522~~101	)
Increase (decrease) in accrued interest		1113,~~914~~950			411,~~969~~914
Net cash (used in) operating activities		(~~76,699~~84	)		(3476,~~726~~699	)
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from notes paybable		~~72,000~~-			3072,000
Net cash provided by financing activities		~~72,000~~-			3072,000
Net increase (decrease) in cash		(~~4,699~~84	)		(4,~~726~~699	)
Cash at beginning of period		~~4,783~~84			94,~~509~~783
Cash at end of period	$	84-		$	~~4,783~~84
Supplemental Disclosures of Cash Flow Information:
Cash Paid For:
Interest	$	-		$	-
Income Taxes	$	-		$	-

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

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Blake Insomnia Therapeutics, Inc. NOTES TO FINANCIAL STATEMENTS (A Development Stage Company) August 31, ~~2017~~2018

1. NATURE OF OPERATIONS

Blake Insomnia Therapeutics, Inc. (~~formerly Book it Local, Inc.)(~~“The Company”) was incorporated in the State of Nevada on August 11, 2012 as Book It Local, Inc. to develop its online booking system to help consumers find and hire live entertainment for weddings, corporate events, private parties, night clubs, grand openings, and other events. On September 1, 2015, the Company changed its name to Blake Insomnia Therapeutics, Inc. The Company is in the development stage with no revenues and a limited operating history.

2. GOING CONCERN CONSIDERATION

These financial statements have been prepared assuming that the Company will continue as a going concern, which contemplates, among other things, the realization of assets and the satisfaction of liabilities in the normal course of business. The Company has incurred a cumulative net loss of $~~412~~457,~~399~~385 since its inception and requires capital for its contemplated operation and marketing activities to take place. The Company's ability to raise additional capital through the future issuances of common stock is unknown. The obtainment of additional financing, the successful development of the Company's contemplated plan of operations, and its transition, ultimately, to the attainment of profitable operations are necessary for the Company to continue operations. The ability to successfully resolve these factors raise substantial doubt about the Company's ability to continue as a going concern.

Future issuances of the Company's equity or debt securities will be required in order for the Company to continue to finance its operations and continue as a going concern. The Company's present revenues are insufficient to meet operating expenses. The financial statements do not include any adjustments that may result from the outcome of these aforementioned uncertainties.

3. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of Presentation

The financial statements of the Company have been prepared in accordance with generally accepted accounting principles in the United States of America and are presented in US dollars. The Company’s year-end is August 31.

Cash and Cash Equivalents

The Company considers all highly liquid investments with original maturity of three months or less to be cash equivalents.

Use of Estimates and Assumptions

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

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Revenue Recognition

The Company ~~applies paragraph 605-10-S99-1 of the FASB Accounting Standards Codification for revenue recognition. The Company~~ recognizes revenue when it is realized or realizable and earned less estimated future doubtful accounts. The Company considers revenue realized or realizable and earned when all of the following criteria are met:

	(i)	persuasive evidence of an arrangement exists,
	(ii)	the services have been rendered and all required milestones achieved,
	(iii)	the sales price is fixed or determinable, and
	(iv)	collectability is reasonably assured.

On January 1, 2017, the Company adopted the new accounting standard ASC 606, “Revenue from Contracts with Customers” and all the related amendments (“new revenue standard”) to all contracts using the modified retrospective method, while prior period amounts are not adjusted and continue to be reported in accordance with historic accounting standards under Topic 605. The adoption has had an immaterial impact to the Company’s comparative net income and as such comparative information has not been restated and continues to be reported under the accounting standards in effect for those periods. We expect the impact of the adoption of the new standard to be immaterial to the Company’s net income on an ongoing basis.

Foreign Currency Translation

The financial statements are presented in United States dollars. In accordance with ASC 830, “Foreign Currency Matters”, foreign denominated monetary assets and liabilities are translated into their United States dollar equivalents using foreign exchange rates which prevailed at the balance sheet date. Revenue and expenses are translated at average rates of exchange during the year. Gains or losses resulting from foreign currency transactions are included in results of operations.

Stock-Based Compensation

The Company accounts for stock-based compensation using the fair value method following the guidance set forth in section 718-10 of the FASB Accounting Standards Codification for disclosure about Stock-Based Compensation. This section requires a public entity to measure the cost of employee services received in exchange for an award of equity instruments based on the grant-date fair value of the award (with limited exceptions). That cost will be recognized over the period during which an employee is required to provide service in exchange for the award- the requisite service period (usually the vesting period). No compensation cost is recognized for equity instruments for which employees do not render the requisite service.

Development Stage Company

The Company complies with Financial Accounting Standards Codification (“ASC”) 915 and Securities and Exchange Commission Act Guide 7 for its characterization of the Company as development stage enterprise.

Fair Value for Financial Assets and Financial Liabilities

The Company follows paragraph 825-10-50-10 of the FASB Accounting Standards Codification for disclosures about fair value of its financial instruments and paragraph 820-10-35-37 of the FASB Accounting Standards Codification (“Paragraph 820-10-35-37”) to measure the fair value of its financial instruments. Paragraph 820-10-35-37 establishes a framework for measuring fair value in accounting principles generally accepted in the United States of America (U.S. GAAP), and expands disclosures about fair value measurements. To increase consistency and comparability in fair value measurements and related disclosures, Paragraph 820-10-35-37 establishes a fair value hierarchy which prioritizes the inputs to valuation techniques used to measure fair value into three broad levels. The fair value hierarchy gives the highest priority to quoted prices (unadjusted) in active markets for identical assets or liabilities and the lowest priority to unobservable inputs. The three levels of fair value hierarchy defined by Paragraph 820-10-35-37 are described below:

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

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

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

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

The Company does not have any assets or liabilities measured at fair value on a recurring or a non-recurring basis, consequently, the Company did not have any fair value adjustments for assets and liabilities measured at fair value at August 31, ~~2017~~2018, nor gains or losses are reported in the statement of operations that are attributable to the change in unrealized gains or losses relating to those assets and liabilities still held at the reporting date for the period ended August 31, ~~2017~~2018.

Income Taxes

The Company follows the accrual method of accounting for income taxes. Under this method, deferred income tax assets and liabilities are recognized for the estimated tax consequences attributable to differences between the financial statement carrying values and their respective income tax basis (temporary differences). The effect on the deferred income tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. At August 31, ~~2017~~2018 a full deferred tax asset valuation allowance has been provided and no deferred tax asset has been recorded.

Basic and Diluted Net Income (Loss) per Share

The Company computes net income (loss) per share in accordance with ASC 260, "Earnings per Share" which requires presentation of both basic and diluted earnings per share (EPS) on the face of the income statement. Basic EPS is computed by dividing net income (loss) available to common shareholders (numerator) by the weighted average number of common shares outstanding (denominator) during the period. Diluted EPS gives effect to all dilutive potential common shares outstanding during the period including stock options, using the treasury stock method, and convertible preferred stock, using the if-converted method. In computing diluted EPS, the average stock price for the period is used in determining the number of shares assumed to be purchased from the exercise of stock options or warrants. Diluted EPS excludes all dilutive potential common shares if their effect is anti-dilutive.

Recent Accounting Pronouncements

InFrom ~~June~~time ~~2014,~~to ~~the FASB issued ASU 2014-10~~time, ~~Development~~new ~~Stage~~accounting ~~Entities~~pronouncements ~~(Topic~~are ~~915)~~issued ~~Elimination~~by ~~of Certain Financial Reporting Requirements . ASU 2014-10 eliminates~~ the ~~distinction~~FASB ofor aother ~~development~~standard ~~stage~~setting ~~entity~~bodies ~~and~~that ~~certain~~are ~~related~~adopted ~~disclosure~~by ~~requirements., including~~ the ~~elimination~~Company as of ~~inception-to-date information on~~ the ~~statements~~specified ofeffective ~~operations, cash flows and shareholders’ equity~~date. ~~The~~Unless ~~amendments~~otherwise ~~in ASU 2014-10 will be effective prospectively for annual reporting periods beginning after December 15~~discussed, ~~2014~~the ~~and~~Company ~~interim~~believes ~~periods~~that ~~within~~the ~~those~~effect ~~annual~~of ~~periods,~~recently ~~however~~issued ~~early~~standards ~~adoption~~that isare ~~permitted for financial statements~~ not yet ~~issued.~~effective ~~The~~will ~~Company~~not ~~adopted~~have ~~ASU~~a ~~2014-10~~material ~~since~~effect ~~the~~on ~~quarter~~its ~~ended~~consolidated ~~February~~financial ~~28,~~position ~~2015, thereby no longer presenting~~ or ~~disclosing~~results ~~any~~of ~~information~~operations ~~required~~upon ~~by Topic 915~~adoption.

~~The~~In ~~Company~~May ~~has~~2014, ~~reviewed~~the ~~all~~FASB ~~recently~~ issued Accounting Standards Update (“ASU”) No. 2014-09 (“ASU 2014-09”), ~~but~~Revenue ~~not~~from ~~yet~~Contracts ~~effective~~with Customers, which supersedes the revenue recognition requirements in ASC Topic 605, Revenue Recognition, and ~~does~~most ~~not~~industry-specific ~~believe~~guidance. ~~the~~The ~~future~~new ~~adoption~~standard requires that an entity recognize revenue to depict the transfer of ~~any~~promised ~~such~~goods ~~pronouncements~~or ~~may~~services to customers in an amount that reflects the consideration to which the entity expects to be ~~expected~~entitled in exchange for those goods or services. ASU 2014-09 also requires additional disclosure about the nature, amount, timing and uncertainty of revenue and cash flows arising from customer contracts, including significant judgments and changes in judgments and assets recognized from costs incurred to ~~cause~~obtain or fulfill a ~~material~~contract. ~~impact~~In onJuly ~~its~~2015, ~~financial~~the ~~condition~~FASB orapproved a one-year deferral of the ~~results~~effective date of ~~its~~this ~~operations~~standard to annual reporting periods, and interim reporting periods within those years, beginning after December 15, 2017. The Company adopted this standard effective January 1, 2018 using the modified retrospective method. The adoption of this guidance did not have a significant impact on the Company’s financial statements.

4In July 2015, the FASB issued ASU No. ~~DEVELOPMENT~~2015-11, ~~STAGE~~Simplifying ~~COMPANY~~the Measurement of Inventory (“ASU 2015- 11”). ASU 2015-11, which simplifies the measurement of inventories valued under most methods, including the Company’s inventories valued under FIFO — the first-in, first-out cost method. Inventories valued under LIFO — the last-in, first-out method — are excluded. Under this new guidance, inventories valued under these methods would be valued at the lower of cost and net realizable value, with net realizable value defined as the estimated selling price less reasonable costs to sell the inventory. This guidance is effective for annual reporting beginning after December 15, 2016, including interim periods within the year of adoption, with early application permitted. The Company adopted this standard on January 1, 2017. The adoption of this guidance did not have a significant impact on the Company’s financial statements.

The Company is in the development stage as of August 31, 2017 and to date has had no significant operations. Recovery of the Company’s assets is dependent on future events, the outcome of which is indeterminable. In addition, successful completion of the Company’s development program and its transition, ultimately, to attaining profitable operations is dependent upon obtaining adequate financing to fulfill its development activities and achieving a level of sales adequate to support the Company’s cost structure.

5. MATERIAL AGREEMENTS

On February 6, 2017, Blake Insomnia Therapeutics Inc. and Sajo Consulting LLC announced entry into a Letter of Intent to provide joint development and commercialization of Zleepax™, in combination with formulations to produce a series of oral drug products to aid in the treatment of insomnia. This venture looks to develop a product to treat transient insomnia through the mechanism of Blake’s proprietary formula.

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6In January 2016, the FASB issued ASU No. ~~NOTES~~2016-01, ~~PAYABLE~~"Financial Instruments - Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities," which addresses the recognition, measurement, presentation and disclosure of financial assets and liabilities. This ASU primarily affects the accounting for equity investments, financial liabilities under the fair value option and the presentation and disclosure requirements for financial instruments. In addition, this ASU clarifies the valuation allowance assessment when recognizing deferred tax assets resulting from unrealized losses on available-for-sale debt securities. This standard became effective on January 1, 2018. This standard did not have a material impact on our consolidated financial statements and related disclosures for the year ended |August 31, 2018.

OnIn ~~August~~February 312016, ~~2014~~ the ~~Company~~FASB issued aASU ~~promissory~~No. ~~note~~2016-02, ~~payable~~Leases (Topic 842), or ASU 2016-02. ASU 2016-02 requires that lessees recognize in the ~~amount~~statement of $financial 5position for all leases (with the exception of short-term leases) a lease liability,~~000~~ which is a lessee’s obligation to make lease payments arising from a lease, measured on a discounted basis, and a right-of-use asset, which is an asset representing the lessee’s right to use the underlying asset for the lease term. ~~The~~ASU ~~note~~2016-02 is ~~due~~effective onfor ~~August~~fiscal 31years beginning after December 15, ~~2017~~2018, ~~and~~including ~~bears~~interim ~~interest~~periods within those fiscal years, with early adoption permitted. Lessees must apply a modified retrospective transition approach for leases existing at, ~~10%~~or ~~per~~entered ~~annum~~into after, the beginning of the earliest comparative period presented in the financial statements. The modified retrospective approach would not require any transition accounting for leases that expired before the earliest comparative period presented. Lessees may not apply a full retrospective transition approach. The adoption of this guidance is not expected to have a significant impact on our financial statements.

OnIn ~~November~~March 202016, ~~2014~~ the ~~Company~~FASB issued aASU ~~promissory~~No. ~~note~~2016-09, ~~payable~~Compensation—Stock inCompensation (Topic 718): Improvements to Employee Share-Based Payment Accounting (“ASU 2016-09”). ASU 2016-09 will simplify the ~~amount~~income tax consequences, accounting for forfeitures and classification on the statements of $consolidated ~~10,000~~cash flows. ~~The~~ASU ~~note~~2016-09 is ~~due~~effective onfor ~~demand~~annual periods beginning after December 15, 2016, and ~~bears~~interim ~~interest~~periods atwithin ~~10%~~those ~~per~~annual ~~annum~~periods, with early adoption permitted. As a result of adopting ASU No. 2016-09 during the year ended The adoption of this standard had no significant impact on our financial statements.

OnIn ~~January~~August 182016, ~~2015~~ the ~~Company~~FASB issued ASU No. 2016-15, Classification of Certain Cash Receipts and Cash Payments (a ~~promissory~~consensus ~~note~~of ~~payable~~the Emerging Issues Task Force), or ASU 2016-15. The amendments in ~~the~~ASU ~~amount~~2016-15 address eight specific cash flow issues and apply to all entities that are required to present a statement of $cash 10flows under FASB Accounting Standards Codification 230,~~000~~ Statement of Cash Flows. The ~~note~~amendments in ASU 2016-15 are effective for public business entities for fiscal years beginning after December 15, 2017, and interim periods within those fiscal years. Early adoption is ~~due~~permitted, onincluding ~~demand~~adoption during an interim period. We have evaluated the impact of ASU No. 2016-15 and ~~bears~~noted ~~interest~~it athad ~~10%~~no ~~per~~impact ~~annum~~on our financial statements for the year ended August 31, 2018.

OnIn ~~June~~November 242016, ~~2015~~ the ~~Company~~FASB issued ASU No. 2016-18, Statement of Cash Flows (Topic 230): Restricted Cash (a ~~promissory~~consensus ~~note~~of ~~payable~~the FASB Emerging Issue Task Force), or ASU 2016-18. This new standard addresses the diversity that exists in the ~~amount~~classification and presentation of $changes ~~12,500~~in restricted cash on the statement of cash flows. The ~~note~~amendments isin ~~due~~ASU on2016-18 ~~demand~~require that a statement of cash flows explain the change during the period in the total of cash, cash equivalents, and ~~bears~~amounts ~~interest~~generally atdescribed ~~10%~~as ~~per~~restricted ~~annum~~cash or restricted cash equivalents. Therefore, amounts generally described as restricted cash and restricted cash equivalents should be included with cash and cash equivalents when reconciling the beginning-of-period and end-of-period total amounts shown on the statement of cash flows. This guidance is effective for fiscal years beginning after December 15, 2017, including interim periods within the year of adoption, with early adoption permitted. Our financial statements reflect this standard for the year ended August 31, 2018.

In July 2017, the FASB issued ASU 2017-11, “Earnings Per Share (ASC 260) Distinguishing Liabilities from Equity (ASC 480) Derivatives and Hedging (ASC 815),” which addresses the complexity of accounting for certain financial instruments with down round features. Down round features are features of certain equity-linked instruments (or embedded features) that result in the strike price being reduced on the basis of the pricing of future equity offerings. Current accounting guidance creates cost and complexity for entities that issue financial instruments (such as warrants and convertible instruments) with down round features that require fair value measurement of the entire instrument or conversion option. For public business entities, the amendments in Part I of ASU 2017-11 are effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2018. The Company has concluded that the retroactive provisions of ASU 2017-11 should have no impact on the accounting for the Company.

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4. MATERIAL AGREEMENTS

On February 6, 2017, the Company and Sajo Consulting LLC announced entry into a Letter of Intent to provide joint development and commercialization of Zleepax™, in combination with formulations to produce a series of oral drug products to aid in the treatment of insomnia. This venture looks to develop a product to treat transient insomnia through the mechanism of Blake’s proprietary formula.

On February 1, 2018, the Company entered into a consulting agreement with a former director. In consideration, the company agreed to compensate him with a 5% royalty for a period of 5 years for any revenue generated by us from sales of Zleepax and any new product or services derived from Zleepax.

5. NOTES PAYABLE

On August 31, 2014 the Company issued a promissory note payable in the amount of $5,000. The note is due on August 31, 2015 and bears interest at 10% per annum.

On November 20, 2014 the Company issued a promissory note payable in the amount of $10,000. The note is due on demand and bears interest at 10% per annum

On January 18, 2015 the Company issued a promissory note payable in the amount of $10,000. The note is due on demand and bears interest at 10% per annum.

On June 24, 2015 the Company issued a promissory note payable in the amount of $12,500. The note is due on demand and bears interest at 10% per annum.

On December 10, 2015 the Company issued a promissory note payable in the amount of $15,000. The note is due on demand and bears interest at 10% per annum.

On July 29, 2016 the Company issued a promissory note payable in the amount of $15,000. The note is due on demand and bears interest at 10% per annum.

On September 19, 2016 the Company issued a promissory note payable in the amount of $42,000. The note is due on demand and bears interest at 10% per annum.

On March 17, 2017 the Company issued a promissory note payable in the amount of $10,000. The note is due on demand and bears interest at 10% per annum.

On April 19, 2017 the Company issued a promissory note payable in the amount of $20,000. The note is due on demand and bears interest at 10% per annum.

The interest expense for the ~~years~~periods ended August 31, ~~2017~~2018 and August 31, ~~2016~~2017 is $1113,~~914~~950 and $411,~~969~~914, respectively.

7.F-10 ~~RELATED~~Table ~~PARTY~~of ~~TRANSACTIONS~~Contents

~~The President of the Company provides management and office premises to the Company for no compensation~~6. ~~The~~RELATED ~~effects~~PARTY ~~of this immaterial to the financial statements taken as a whole.~~ TRANSACTIONS

AThe ~~shareholder~~President of the ~~company~~Company ~~paid~~provides ~~expenses~~management onand ~~behalf~~office ofpremises ~~the~~to ~~company in~~ the ~~amount~~Company offor $no ~~3,058 during the year ended August 31, 2016~~compensation. ~~During~~The ~~the~~effects ~~year ended August 31, 2016, $ 2,522 was repaid. During the period ended August 31, 2017, a shareholder~~ of ~~the~~this ~~company paid expenses of $31,101 of expenses on behalf of the company. As at August 31, 2017, there~~ is aimmaterial ~~balance owing~~ to the ~~shareholder~~financial ofstatements ~~$11,637.~~taken ~~This~~as ~~balance~~a ~~is non-interest bearing and has no specified terms of repayment~~whole. ~~In June 2017, the company repaid $ 20,000 of expenses to the shareholder.~~

8A shareholder of the company paid expenses on behalf of the company in the amount of $3,058 during the year ended August 31, 2016. ~~STOCKHOLDERS’~~During ~~EQUITY~~the year ended August 31, 2016, $2,522 was repaid. During the year ended August 31, 2017, a shareholder of the company paid expenses of $31,101 of expenses on behalf of the company. In June 2017, the company repaid $20,000 of expenses to the shareholder. As at August 31, 2018, there is a balance owing to the shareholder of $11,637. This balance is non-interest bearing and has no specified terms of repayment.

~~In August, 2012, the Company authorized the issue of 100,000,000 common shares of the Company at par value of $~~7.~~0001and~~ ~~authorized~~STOCKHOLDERS’ ~~the issue of 10,000,000 preferred shares at par value of $.0001.~~EQUITY

~~During~~In ~~the year ended~~ August 31, ~~2014~~2012, the Company ~~issued~~authorized 21the issue of 100,000,000 common shares inof ~~exchange~~the ~~for~~Company ~~$210,000~~at inpar ~~services~~value ~~rendered,~~of ~~valued~~$.0001 atand authorized the ~~closing~~issue ~~stock~~of ~~price~~10,000,000 preferred shares at ~~the~~par ~~date~~value of ~~issuance~~$.0001.

On ~~December~~October 2326, ~~2014~~2018, a2018 ~~former director of~~ the Company ~~agreed~~undertook toa ~~tender 3~~1,000~~,000~~ ~~shares~~to of1 ~~the~~reverse ~~Company~~stock ~~for~~split ~~cancellation~~of ~~in exchange for $ 10,000. In addition,~~ the ~~Company~~common ~~agreed to issue 1,500,000~~ shares. ofThe ~~the~~stock ~~Company~~split ~~for~~has $been ~~5,000~~recorded ~~cash~~in ~~and~~these ~~1,500,000~~financial ~~for~~statements ~~advisory services~~retroactively.

At August 31, ~~2017~~2018, there are total of 3132,~~597,572~~517 common shares of the Company issued and outstanding.

98. ~~SUPPLEMENTAL~~INCOME ~~CASH FLOW INFORMATION~~TAXES

~~Supplemental~~As ~~disclosures~~of August 31, 2018, the Company had net operating loss carry forwards of ~~cash~~approximately ~~flow~~$457,000 ~~information~~that ~~for~~may ~~the~~be available to reduce future years' ~~ended~~taxable ~~August~~income 31through 2032. Future tax benefits which may arise as a result of these losses have not been recognized in these consolidated financial statements, ~~2017~~as their realization is determined not likely to occur and ~~2016~~accordingly, the Company has recorded a valuation allowance for the deferred tax asset relating to these tax loss carry-forwards. The difference between the Company's tax rate and the statutory rate is ~~summarized~~due asto ~~follows:~~significant non-deductible expenses.

~~Cash~~The ~~paid~~provision ~~during the years ended August 31, 2017 and 2016~~ for ~~interest~~Federal ~~and~~ income ~~taxes~~tax isconsists asof ~~follows~~the following:

	2017			2016
	August 31			August 31
Interest	$	-		$	-
	2018			2017
Taxes	$	-		$	-
Federal income tax benefit attributable to:
Current operations	$	15,370		$	37,510
Less: valuation allowance		(15,370	)		(37,510	)
Net provision of income taxes	$	-		$	-

~~10.~~The ~~SUBSEQUENT~~cumulative ~~EVENTS~~tax effect at the expected rate of 34% of significant items comprising our net deferred tax amount is as follows:

In accordance with ASC 855-10, the Company has analyzed its operations subsequent to August 31, 2017 to the date these financial statements were issued, and has determined that it does not have any material subsequent events to disclose.

	August 31,			August 31,
	2018			2017
Deferred tax asset attributable to:
Net operating loss carryforward	$	155,380		$	140,080
Less: valuation allowance		(155,380	)		(140,080	)
Net deferred tax asset	$	-		$	-

~~F-9~~Due ~~Table~~to the change in ownership provisions of ~~Contents~~the Tax Reform Act of 1986, net operating loss carry forwards for federal income tax reporting purposes are subject to annual limitations. Should a change in ownership occur net operating loss carry forwards may be limited as to use in future years.

9. SUBSEQUENT EVENTS

In accordance with ASC 855-10, the Company has analyzed its operations subsequent to August 31, 2018 to the date these financial statements were issued, and has determined that it does not have any material subsequent events to disclose, except as noted below.

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Item 9. Changes In and Disagreements with Accountants on Accounting and Financial Disclosure

None.

Item 9A. Controls and Procedures

As required by Rule 13a-15 under the Securities Exchange Act of 1934, we have carried out an evaluation of the effectiveness of our disclosure controls and procedures as of the end of the period covered by this annual report, being August 31, 2017. This evaluation was carried out under the supervision and with the participation of our management, including our Chief Executive Officer and Chief Financial Officer.

Disclosure controls and procedures are controls and other procedures that are designed to ensure that information required to be disclosed in our reports filed or submitted under the Securities Exchange Act of 1934 is recorded, processed, summarized and reported, within the time periods specified in the Securities and Exchange Commission’s rules and forms. Disclosure controls and procedures include controls and procedures designed to ensure that information required to be disclosed in our company’s reports filed under the Securities Exchange Act of 1934 is accumulated and communicated to management, including our Chief Executive Officer and Chief Financial Officer, to allow timely decisions regarding required disclosure.

Based upon that evaluation, including our Chief Executive Officer and Chief Financial Officer, we have concluded that our disclosure controls and procedures were ineffective as of the end of the period covered by this annual report.

Management’s Annual Report on Internal Control over Financing Reporting

Our management is responsible for establishing and maintaining adequate internal control over financial reporting (as defined in Rule 13a-15(f) under the Securities Exchange Act of 1934). Management has assessed the effectiveness of our internal control over financial reporting as of August 31, 2017 based on criteria established in Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission. As a result of this assessment, management concluded that, as of August 31, 2017, our internal control over financial reporting was not effective. Our management identified the following material weaknesses in our internal control over financial reporting, which are indicative of many small companies with small staff: (i) inadequate segregation of duties and effective risk assessment; and (ii) insufficient written policies and procedures for accounting and financial reporting with respect to the requirements and application of both US GAAP and SEC guidelines.

We plan to take steps to enhance and improve the design of our internal control over financial reporting. During the period covered by this annual report on Form 10-K, we have not been able to remediate the material weaknesses identified above. To remediate such weaknesses, we hope to implement the following changes during our fiscal year ending August 31, 2018: (i) appoint additional qualified personnel to address inadequate segregation of duties and ineffective risk management; and (ii) adopt sufficient written policies and procedures for accounting and financial reporting. The remediation efforts set out in (i) and (ii) are largely dependent upon our securing additional financing to cover the costs of implementing the changes required. If we are unsuccessful in securing such funds, remediation efforts may be adversely affected in a material manner.

This annual report does not include an attestation report of our registered public accounting firm regarding internal control over financial reporting. Management’s report was not subject to attestation by our registered public accounting firm pursuant to an exemption for non-accelerated filers set forth in Section 989G of the Dodd-Frank Wall Street Reform and Consumer Protection Act.

Item 9B. Other Information

On January 31, 2018, Birger Jan Olsen agreed to transfer his 18,000,000 shares of common stock in the Company to FJ Investments, Inc., a Utah corporation pursuant to a Stock Purchase Agreement. Mr. Olsen received proceeds of $5,000. The source of the consideration paid to Mr. Olsen was the existing funds of the purchaser. The Form 10 information required by Item 5.01 of Form 8-K is contained in this annual report on Form 10-K.

As a result of this transaction, there has been a change in control of the company. There are no arrangements known to the company, the operation of which may, at a subsequent date, result in a change in control of the registrant.

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PART III

Item 10. Directors, Executive Officers and Corporate Governance

The following information sets forth the name, age, and position of our current director and executive officer.

Name		Age		Positions and Offices Held
Daniel Cattlin		29		President, Principal Executive Officer, Principal Accounting Officer, Principal Financial Officer, Secretary, Treasurer and Director

Set forth below is a brief description of the background and business experience of our current executive officer and director.

Daniel Cattlin

From June 2012 to October 2013, Mr. Cattlin worked for Cycad Enterprises as Operations Manager where he created budget schedules for tournaments, coordinated all logistics for teams, arranged and liaised with media and broadcasters, and aided with the negotiations of potential sponsors. From October 2013 to February 2014, Mr. Cattlin worked for News Corp UK as Online Sub-Editor where he developed and implemented new processes for online access, created and edited articles for online users, oversaw all online articles to ensure configuration with website and app services. From March 2014 to present, Mr. Cattlin works for Cyberfort Software, Inc. as CEO where he structures, negotiates and secures equity financing, oversees development for company IP, and develops, executes and monitors strategies for company’s assets and investments.

Term of Office

Our Directors are appointed for a one-year term to hold office until the next annual general meeting of our shareholders or until removed from office in accordance with our bylaws. Our officers are appointed by our board of directors and hold office until removed by the board, subject to their respective employment agreements.

Significant Employees

We have no significant employees other than our officers and directors.

Family Relationships

There are no family relationships between or among the directors, executive officers or persons nominated or chosen by us to become directors or executive officers.

Involvement in Certain Legal Proceedings

During the past 10 years, none of our current directors, nominees for directors or current executive officers has been involved in any legal proceeding identified in Item 401(f) of Regulation S-K, including:

1. Any petition under the Federal bankruptcy laws or any state insolvency law filed by or against, or a receiver, fiscal agent or similar officer was appointed by a court for the business or property of such person, or any partnership in which he or she was a general partner at or within two years before the time of such filing, or any corporation or business association of which he or she was an executive officer at or within two years before the time of such filing;

2. Any conviction in a criminal proceeding or being named a subject of a pending criminal proceeding (excluding traffic violations and other minor offenses);

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3. Being subject to any order, judgment, or decree, not subsequently reversed, suspended or vacated, of any court of competent jurisdiction, permanently or temporarily enjoining him or her from, or otherwise limiting, the following activities:

i. Acting as a futures commission merchant, introducing broker, commodity trading advisor, commodity pool operator, floor broker, leverage transaction merchant, any other person regulated by the Commodity Futures Trading Commission, or an associated person of any of the foregoing, or as an investment adviser, underwriter, broker or dealer in securities, or as an affiliated person, director or employee of any investment company, bank, savings and loan association or insurance company, or engaging in or continuing any conduct or practice in connection with such activity;

ii. Engaging in any type of business practice; or

iii. Engaging in any activity in connection with the purchase or sale of any security or commodity or in connection with any violation of Federal or State securities laws or Federal commodities laws;

4. Being subject to any order, judgment or decree, not subsequently reversed, suspended or vacated, of any Federal or State authority barring, suspending or otherwise limiting for more than 60 days the right of such person to engage in any type of business regulated by the Commodity Futures Trading Commission, securities, investment, insurance or banking activities, or to be associated with persons engaged in any such activity;

5. Being found by a court of competent jurisdiction in a civil action or by the SEC to have violated any Federal or State securities law, and the judgment in such civil action or finding by the Commission has not been subsequently reversed, suspended, or vacated;

6. Being found by a court of competent jurisdiction in a civil action or by the Commodity Futures Trading Commission to have violated any Federal commodities law, and the judgment in such civil action or finding by the Commodity Futures Trading Commission has not been subsequently reversed, suspended or vacated;

7. Being subject to, or a party to, any Federal or State judicial or administrative order, judgment, decree, or finding, not subsequently reversed, suspended or vacated, relating to an alleged violation of:

i. Any Federal or State securities or commodities law or regulation; or

ii. Any law or regulation respecting financial institutions or insurance companies including, but not limited to, a temporary or permanent injunction, order of disgorgement or restitution, civil money penalty or temporary or permanent cease-and-desist order, or removal or prohibition order; or

iii. Any law or regulation prohibiting mail or wire fraud or fraud in connection with any business entity; or

8. Being subject to, or a party to, any sanction or order, not subsequently reversed, suspended or vacated, of any self-regulatory organization (as defined in Section 3(a)(26) of the Exchange Act (15 U.S.C. 78c(a)(26))), any registered entity (as defined in Section 1(a)(29) of the Commodity Exchange Act (7 U.S.C. 1(a)(29))), or any equivalent exchange, association, entity or organization that has disciplinary authority over its members or persons associated with a member.

Committees of the Board

Our company currently does not have nominating, compensation or audit committees or committees performing similar functions nor does our company have a written nominating, compensation or audit committee charter. Our directors believe that it is not necessary to have such committees, at this time, because the functions of such committees can be adequately performed by the board of directors.

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Our company does not have any defined policy or procedural requirements for shareholders to submit recommendations or nominations for directors. The board of directors believes that, given the stage of our development, a specific nominating policy would be premature and of little assistance until our business operations develop to a more advanced level. Our company does not currently have any specific or minimum criteria for the election of nominees to the board of directors and we do not have any specific process or procedure for evaluating such nominees. The board of directors will assess all candidates, whether submitted by management or shareholders, and make recommendations for election or appointment.

A shareholder who wishes to communicate with our board of directors may do so by directing a written request addressed to our CEO and director, Daniel Cattlin, at the address appearing on the first page of this annual report.

Beneficial Ownership Reporting Compliance

Section 16(a) of the Exchange Act requires our directors and executive officers and persons who beneficially own more than ten percent of a registered class of the Company’s equity securities to file with the SEC initial reports of ownership and reports of changes in ownership of common stock and other equity securities of the Company. Officers, directors and greater than ten percent beneficial shareholders are required by SEC regulations to furnish us with copies of all Section 16(a) forms they file. To the best of our knowledge based solely on a review of Forms 3, 4, and 5 (and any amendments thereof) received by us, no persons have failed to file, on a timely basis, the identified reports required by Section 16(a) of the Exchange Act during fiscal year ended August 31, 2017, other than Mr. Olsen, who failed to file a Form 3 within 10 days as required.

Code of Ethics

Our Code of Ethics is included in the Current Report on Form 8-K filed on April 18, 2017.

Item 11. Executive Compensation

The table below summarizes all compensation awarded to, earned by, or paid to our former or current executive officers for the fiscal years ended August 31, ~~2017~~2018 and ~~2016~~2017.

Name and principal position	Year	Salary ($)	~~Salary ($)~~	Bonus ($)	Stock Awards ($)	~~Bonus ($)~~	Option Awards ($)	All Other Compensation ($) (1)(2)	~~Stock Awards ($)~~	Total ($)	~~Option Awards ($)~~		~~All Other Compensation ($) (1)(2)~~		~~Total ($)~~
Birger Jan Olsen Former President, CEO, Director	2018 2017	0 0		0 0	0 0		0 0	0 0		0 0		0		0		0
	2016			0			0			0		0		0		0

Narrative Disclosure to the Summary Compensation Table

We have not entered into any employment agreement or consulting agreement with our executive officers. There are no arrangements or plans in which we provide pension, retirement or similar benefits for executive officers.

Our decision to compensate officers depends on the availability of our cash resources with respect to the need for cash to further our business purposes.

Outstanding Equity Awards at Fiscal Year-End

The table below summarizes all unexercised options, stock that has not vested, and equity incentive plan awards for each named executive officers as of August 31, ~~2017~~2018.

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OUTSTANDING EQUITY AWARDS AT FISCAL YEAR-END

OPTION AWARDS

STOCK AWARDS

Name

Number of

Securities

Underlying

Unexercised

Options

(#)

Exercisable

Number of

Securities

Underlying

Unexercised

Options

(#)

Unexercisable

Equity

Incentive

Plan

Awards:

Number of

Securities

Underlying

Unexercised

Unearned

Options

(#)

Option

Exercise

Price

($)

Option

Expiration

Date

Number

Shares

or Units

Stock That

Have

Not

Vested

(#)

Market

Value

Shares

Units

Stock

That

Have

Not

Vested

($)

Equity

Incentive

Plan

Awards:

Number

Unearned

Shares,

Units or

Other

Rights

That Have

Not

Vested

(#)

Equity

Incentive

Plan

Awards:

Market or

Payout

Value of

Unearned

Shares,

Units or

Other

Rights

That

Have Not

Vested

(#)

Birger Jan Olsen

Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters.

The following table sets forth, as of ~~February~~November 2812, 2018, certain information as to shares of our voting stock owned by (i) each person known by us to beneficially own more than 5% of our outstanding voting stock, (ii) each of our directors, and (iii) all of our executive officers and directors as a group.

Unless otherwise indicated below, to our knowledge, all persons listed below have sole voting and investment power with respect to their shares of voting stock, except to the extent authority is shared by spouses under applicable law. Unless otherwise indicated below, each entity or person listed below maintains an address at: 244, 5th Avenue, Suite A-154 New York, NY 10001.

The number of shares beneficially owned by each stockholder is determined under rules promulgated by the SEC. The information is not necessarily indicative of beneficial ownership for any other purpose. Under these rules, beneficial ownership includes any shares as to which the individual or entity has sole or shared voting or investment power and any shares as to which the individual or entity has the right to acquire beneficial ownership within 60 days through the exercise of any stock option, warrant or other right. The inclusion in the following table of those shares, however, does not constitute an admission that the named stockholder is a direct or indirect beneficial owner.

	Common Stock
Name and Address of Beneficial Owner	Number of Shares Owned (1)		Percent of Class (2)
Birger Olsen		18,000,000		60	%
FJ Investments International, Inc		18,000,000		60	%
All Directors and Executive Officers as a Group (1 person)		0		0	%
5% Holders
NONE

~~______________~~___________

(1) Unless otherwise indicated, each person or entity named in the table has sole voting power and investment power (or shares that power with that person’s spouse) with respect to all shares of voting stock listed as owned by that person or entity.

(1)	Unless otherwise indicated, each person or entity named in the table has sole voting power and investment power (or shares that power with that person’s spouse) with respect to all shares of voting stock listed as owned by that person or entity.

(2)	Pursuant to Rules 13d-3 and 13d-5 of the Exchange Act, beneficial ownership includes any shares as to which a shareholder has sole or shared voting power or investment power, and also any shares which the shareholder has the right to acquire within 60 days, including upon exercise of common shares purchase options or warrants. The percent of class is based on 31,597,572 voting shares as of August 31, 2018.

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(2) Pursuant to Rules 13d-3 and 13d-5 of the Exchange Act, beneficial ownership includes any shares as to which a shareholder has sole or shared voting power or investment power, and also any shares which the shareholder has the right to acquire within 60 days, including upon exercise of common shares purchase options or warrants. The percent of class is based on 31,597,572 voting shares as of February 28, 2018.

Other than described below or the transactions described under the heading “Executive Compensation” (or with respect to which such information is omitted in accordance with SEC regulations), there have not been, and there is not currently proposed, any transaction or series of similar transactions to which we were or will be a participant in which the amount involved exceeded or will exceed the lesser of $120,000 or one percent of the average of our total assets at year-end for the last two completed fiscal years, and in which any director, executive officer, holder of 5% or more of any class of our capital stock or any member of the immediate family of any of the foregoing persons had or will have a direct or indirect material interest.

Birger Jan Olsen paid expenses on behalf of the company in the amount of $ 3,058 during the year ended August 31, 2016. During the year ended August 31, 2016, $ 2,522 was repaid. During the period ended August 31, 2017, he paid expenses of $31,101 of expenses on behalf of the company. As at August 31, ~~2017~~2018, there is a balance owing to the shareholder of $11,637. This balance is non-interest bearing and has no specified terms of repayment. In June 2017, the company repaid $ 20,000 of expenses to the shareholder.

Item 14. Principal Accounting Fees and Services

Below are tables of Audit Fees (amounts in US$) billed by our auditors in connection with the audit of the Company’s annual financial statements and review of the quarterly financial statements for the years ended:

Financial Statements for the Year Ended August 31	Audit Services		Audit Related Fees		Tax Fees		Other Fees
2018	$	7,500	$	-	$	-	$	-
2017	$	7,500	$	-	$	-	$	-
2016	$	7,500	$	-	$	-	$	-

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PART IV

Item 15. Exhibits, Financial Statements Schedules

(a)

Financial Statements and Schedules

The following financial statements and schedules listed below are included in this Form 10-K.

Financial Statements (See Item 8)

(b)

Exhibits

Exhibit Number		Description
3.1		Articles of Incorporation of Blake Insomnia Therapeutics, Inc. (the “Company”)1
3.2		Certificate of Amendment2
3.3		Bylaws3
10.1		Joint Venture Agreement3
10.2		Exclusive Clinical Study and Data Purchase Agreement3
10.3		Consulting Agreement
14.1		Code of Business Conduct and Ethics3
21.1		List of Subsidiaries1
31.1**		Certification of Chief Executive Officer pursuant to Securities Exchange Act Rule 13a-14(a)/15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
31.2**		Certification of Chief Financial Officer pursuant to Securities Exchange Act Rule 13a-14(a)/15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
32.1**		Certification of Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
101**		The following materials from the Company’s Annual Report on Form 10-K for the year ended August 31, ~~2017~~2018 formatted in Extensible Business Reporting Language (XBRL).

~~______________~~ _________

¹Incorporated by reference to the Form S-1, filed by the Company with the Securities and Exchange Commission on September 19, 2012.

²Incorporated by reference to the Form 8-K, filed by the Company with the Securities and Exchange Commission on September 15, 2015.

³Incorporated by reference to the Form 8-K, filed by the Company with the Securities and Exchange Commission on April 18, 2017.

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SIGNATURES

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

	Blake Insomnia Therapeutics, Inc.
By:	/s/ Daniel Cattlin
	Daniel Cattlin President, Chief Executive Officer, Principal Executive Officer, Principal Accounting Officer, Principal Financial Officer, Secretary, Treasurer and Director.
	April 26, 2018
	February 19, 2019

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

By:	/s/ Daniel Cattlin
	Daniel Cattlin President, Chief Executive Officer, Principal Executive Officer, Principal Accounting Officer, Principal Financial Officer, Secretary, Treasurer and Director.
	April 26, 2018
	February 19, 2019

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