UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q

[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

FOR THE QUARTERLY PERIOD ENDED ~~September~~December 3031, 2022

[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to

COMMISSION FILE NUMBER: 000-56277

Dr. FOODS, Inc.

(Exact name of registrant as specified in its charter)

	Nevada	00-0000000
	(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)

	3F K’s Minamiaoyama 6-6-20 Minamiaoyama, Minato-ku, Tokyo 107-0062, Japan	107-0062
	(Address of Principal Executive Offices)	(Zip Code)

81-90-6002-4978

(registrant’s telephone number, including area code)

N/A

(former name or former mailing address, if changed since last report)

Indicate by check mark whether the registrant (1) filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act 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. [X] Yes [ ] No

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (Section 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). [X] Yes [ ] No

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.

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

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

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

[ ] Yes [X] No

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date.

As of ~~November~~March 1610, ~~2022~~2023, there were 13,114,888 shares of Common Stock and 10,000 shares of Series Z Preferred Stock issued and outstanding.

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INDEX

		Page
PART I - FINANCIAL INFORMATION
ITEM 1	FINANCIAL STATEMENTS - UNAUDITED	F1
CONSOLIDATED Balance SheetS - UNAUDITED		F1
CONSOLIDATED StatementS of Operations- UNAUDITED		F2
CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY (DEFICIT) - UNAUDITED		F3
CONSOLIDATED StatementS of Cash Flows - unaudited		F4
Notes to THE CONSOLIDATED Financial Statements - unaudited		F5
ITEM 2	MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITIONS AND RESULTS OF OPERATIONS	3
ITEM 3	QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK	34
ITEM 4	CONTROLS AND PROCEDURES	45
PART II - OTHER INFORMATION
ITEM 1	LEGAL PROCEEDINGS	56
ITEM 1A	RISK FACTORS
ITEM 2	UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS	56
ITEM 3	DEFAULTS UPON SENIOR SECURITIES	56
ITEM 4	MINE SAFETY DISCLOSURES	56
ITEM 5	OTHER INFORMATION	56
ITEM 6	EXHIBITS	56
SIGNATURES		67

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Table of Contents

PART I - FINANCIAL INFORMATION

Dr. Foods, Inc.

Consolidated Balance Sheets

		September 30, 2022 (Unaudited)		March 31, 2022
		December 31, 2022 (Unaudited)		March 31, 2022
ASSETS
CURRENT ASSETS
Cash and cash equivalents	$	449,~~376~~678	$	-
Loan to related party		~~552~~572,~~448~~720		-
Interest Receivable		3,091		-
Interest Receivable - related party		6,164		-
TOTAL CURRENT ASSETS		~~599~~588,~~915~~562		-
TOTAL ASSETS	$	~~599~~588,~~915~~562	$	-
LIABILITIES AND STOCKHOLDERS’ DEFICIT
CURRENT LIABILITIES
Accounts payable, other	$	4,~~578~~996	$	-
Accounts payable - related party		13,024		-
Accrued Expenses		-		7,000
Other current liabilities		~~443~~566		-
TOTAL LIABILITIES	$	518,~~021~~586	$	7,000
Stockholders’ Equity (Deficit)
Preferred stock ($0.0001 par value, 20,000,000 shares authorized; 10,000 issued and outstanding as of September 30, 2022 and March 31, 2022)		1		1
Preferred stock ($0.0001 par value, 20,000,000 shares authorized; 10,000 issued and outstanding as of December 31, 2022 and March 31, 2022)		1		1
Common stock ($0.0001 par value, 4,800,000,000 shares authorized, 13,114,888 and 11,576,427 issued and outstanding as of September 30, 2022 and March 31, 2022, respectively)		1,312		1,158
Common stock ($0.0001 par value, 4,800,000,000 shares authorized, 13,114,888 and 11,576,427 issued and outstanding as of December 31, 2022 and March 31, 2022, respectively)		1,312		1,158
Foreign currency translation adjustment		(6821,~~305~~485)		-
Additional paid-in capital		1,~~868~~876,004		1,044,709
Accumulated deficit		(1,~~206~~285,~~118~~856)		(1,052,868)
Total Stockholders’ Equity (Deficit)		~~594~~569,~~894~~976		(7,000)
TOTAL LIABILITIES & STOCKHOLDERS’ EQUITY (DEFICIT)	$	~~599~~588,~~915~~562	$	-

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

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Table of Contents

Dr. Foods, Inc.

Consolidated Statements of Operations

(Unaudited)

		Three Months Ended September 30, 2022		Three Months Ended September 30, 2021		Six Months Ended September 30, 2022		Six Months Ended September 30, 2021
		Three Months Ended December 31, 2022		Three Months Ended December 31, 2021		Nine Months Ended December 31, 2022		Nine Months Ended December 31, 2021
Revenues
Revenues	$	154	$	-	$	154	$	-
Revenues - related party		13		-		13		-
Total Revenues		167		-		167		-
Cost of revenues		-		-		-		-
Gross Profit	$	167	$	-	$	167	$	-
Operating Expenses
General and administrative expenses	$	~~103~~82,~~333~~900	$	1417,~~192~~053	$	~~155~~238,~~863~~763	$	1,~~017~~034,~~617~~670
Total operating expenses		~~103~~82,~~333~~900		1417,~~192~~053		~~155~~238,~~863~~763		1,~~017~~034,~~617~~670
Income (loss) from operations		(~~103~~82,~~333~~733)		(1417,~~192~~053)		(~~155~~238,~~863~~596)		(1,~~017~~034,~~617~~670)
Other income (expense)
Interest income	$	32,~~091~~987	$	-	$	36,~~091~~078	$	-
Total other income (expense)		32,~~091~~987		-		36,~~091~~078		-
Net income (loss) before tax		(~~100~~79,~~241~~746)		(1417,~~192~~053)		(~~152~~232,~~772~~518)		(1,~~017~~034,~~617~~670)
Income tax expense		~~(478)~~8		-		(~~478~~470)		-
NET INCOME (LOSS)	$	(~~100~~79,~~720~~738)	$	(1417,~~192~~053)	$	(~~153~~232,~~250~~988)	$	(1,~~017~~034,~~617~~670)
OTHER COMPREHENSIVE INCOME (LOSS)
Foreign currency translation adjustment	$	~~(33~~46,~~023)~~820	$	-	$	(6821,~~305~~485)	$	-
TOTAL COMPREHENSIVE INCOME (LOSS)	$	(~~133~~32,~~743~~918)	$	(1417,~~192~~053)	$	(~~221~~254,~~555~~473)	$	(1,~~017~~034,~~617~~670)
Income per common share
Basic	$	(0.01)	$	(0.0100)	$	(0.02)	$	(0.1000)
Diluted	$	-	$	-	$	-	$	-
Weighted average common shares outstanding
Basic	$	13,114,888	$	12,~~576~~315,~~339~~276,582	$	12,~~598~~771,~~892~~516	$	92,~~868~~087,~~348~~958,518
Diluted	$	-	$	-	$	-	$	-

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

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Dr. Foods, Inc.

Consolidated Statement of Changes in Stockholders’ Equity (Deficit)

For the Period Ending ~~September~~December 3031, 2022

(Unaudited)

	Common Shares		Par Value Common Shares	Series Z Preferred Shares		Par Value Series Z Preferred Shares		Additional Paid-in Capital		Accumulated Other Comprehensive Income (Loss)		Accumulated Deficit		Total
Balances, March 31, 2022	11,576,427	$	1,158	10,000	$	1	$	1,044,709	$	-	$	(1,052,868)	$	(7,000)
Common shares sold	1,538,462		154	-		-		769,077		-		-		769,231
Expenses paid on behalf of the Company and contributed to capital	-		-	-		-		34,505		-		-		34,505
Net loss	-		-	-		-		-		-		(52,531)		(52,531)
Foreign currency translation	-		-	-		-		-		(35,282)		-		(35,282)
Balances, June 30, 2022	13,114,888	$	1,312	10,000	$	1	$	1,848,291	$	(35,282)	$	(1,105,399)	$	708,923
Expenses paid on behalf of the Company and contributed to capital	-		-	-		-		19,713		-		-		19,713
Net loss	-		-	-		-		-		-		(100,719)		(100,719)
Foreign currency translation	-		-	-		-		-		(33,023)		-		(33,023)
Balances, September 30, 2022	13,114,888	$	1,312	10,000	$	1	$	1,868,004	$	(68,305)	$	(1,206,118)	$	594,894
Expenses paid on behalf of the Company and contributed to capital	-		-	-		-		8,000		-		-		8,000
Net loss	-		-	-		-		-		-		(79,738)		(79,738)
Foreign currency translation	-		-	-		-		-		46,820		-		46,820
Balances, December 31, 2022	13,114,888	$	1,312	10,000		1	$	1,876,004	$	(21,485)	$	(1,285,856)	$	569,976

Dr. Foods, Inc.

Consolidated Statement of Changes in Stockholders’ Equity (Deficit)

For the Period Ending ~~September~~December 3031, 2021

(Unaudited)

	Common Shares		Par Value Common Shares	Series Z Preferred Shares		Par Value Series Z Preferred Shares		Additional Paid-in Capital		Accumulated Deficit		Total
Balances, March 31, 2021	-	$	-	-	$	-	$	2,010	$	(5,760)	$	(3,750)
Common shares issued after reorganization	11,576,427		1,158	-		-		(1,158)		-		-
Series Z preferred shares issued after reorganization	-		-	10,000		1		999,999		-		1,000,000
Expenses paid on behalf of the Company and contributed to capital	-		-	-		-		5,250		-		5,250
Net loss	-		-	-		-		-		(1,003,425)		(1,003,425)
Balances, June 30, 2021	11,576,427	$	1,158	10,000	$	1	$	1,006,101	$	(1,009,185)	$	(1,925)
Expenses paid on behalf of the Company and contributed to capital	-		-	-		-		12,917		-		12,917
Net loss	-		-	-		-		-		(14,192)		(14,192)
Balances, September 30, 2021	11,576,427	$	1,158	10,000	$	1	$	1,019,018	$	(1,023,377)	$	(3,200)
Expenses paid on behalf of the Company and contributed to capital	-		-	-		-		17,053		-		17,053
Net loss	-		-	-		-		-		(17,053)		(17,053)
Balances, December 31, 2021	11,576,427	$	1,158	10,000	$	1	$	1,036,071	$	(1,040,430)	$	(3,200)

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

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Dr. Foods, Inc.

Consolidated Statements of Cash Flows

(Unaudited)

	Six Months Ended September 30, 2022			Six Months Ended September 30, 2021
	Nine Months Ended December 31, 2022			Nine Months Ended December 31, 2021
CASH FLOWS FROM OPERATING ACTIVITIES
Net loss	$	(~~153~~232,~~250~~988)	$	(1,~~017~~034,~~617~~670)
Adjustment to reconcile net loss to net cash used in operating activities:
Preferred stock issued		-		1,000,000
Changes in current assets and liabilities:
Accounts payable, other		4,~~578~~996		-
Interest receivable		(3,091)		-
Accounts payable, related party		13,024		-
Accrued expenses		(7,000)		(550)
Interest receivable		(6,164)		-
Other current liabilities		443		-
Accrued expenses		(7,210)		(550)
Net cash used in operating activities		(158,320)		(18,167)
Other current liabilities		566		-
Net cash used in operating activities		(227,776)		(35,220)
CASH FLOWS FROM INVESTING ACTIVITIES
Loan to related party		(~~552~~572,~~448~~720)		-
Net cash used in investing activities		(~~552~~572,~~448~~720)		-
CASH FLOWS FROM FINANCING ACTIVITIES
Cash received for common shares		769,231		-
Expenses contributed to capital		5462,218		1835,~~167~~220
Net cash provided by financing activities		~~823~~831,449		1835,~~167~~220
Net effect of exchange rate changes on cash		(6821,~~305~~275)		-
Net change in cash		449,~~376~~678		-
Beginning cash balance		-		-
Ending cash balance	$	449,~~376~~678	$	-
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
Interest paid	$	-	$	-
Income taxes paid	$	-	$	-

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

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Dr. Foods, Inc.

Notes to the Unaudited Consolidated Financial Statements

Note 1 - Organization and Description of Business

Dr. Foods, Inc. (we, us, our, the "Company" or the "Registrant"), formerly known as Catapult Solutions, Inc., was incorporated in the State of Nevada on February 26, 2021.

On February 26, 2021, Jeffrey DeNunzio was appointed Chief Executive Officer, Chief Financial Officer, and Director of Catapult Solutions, Inc.

The Company was created for the sole purpose of participating in a Nevada holding company reorganization pursuant to NRS 92A.180, NRS 92A.200, NRS 92A.230 and NRS 92A.250. The constituent corporations in the Reorganization were Ambient Water Corporation (“AWGI” or “Predecessor”), Catapult Solutions, Inc. (“Successor”), and Catapult Merger Sub, Inc. (“Merger Sub”). Our director is, and was, the sole director/officer of each constituent corporation in the anticipated Reorganization.

Catapult Solutions, Inc. issued 1,000 common shares of its common stock to Predecessor and Merger Sub issued 1,000 shares of its common stock to Catapult Solutions, Inc. immediately prior to the Reorganization. As such, immediately prior to the merger, Catapult Solutions, Inc. became a wholly owned direct subsidiary of Ambient Water Corporation and Merger Sub became a wholly owned and direct subsidiary of Catapult Solutions, Inc.

Pursuant to the above, on April 23, 2021, Ambient Water Corporation filed Articles of Merger with the Nevada Secretary of State. The merger became effective on April 28, 2021, at 4:00 PM EST (“Effective Time”). At the Effective Time, Predecessor was merged with and into Merger Sub (the “Merger), and Predecessor became the surviving corporation. Each share of Predecessor common stock issued and outstanding immediately prior to the Effective Time was converted into one validly issued, fully paid and non-assessable share of Catapult Solutions, Inc.’s common stock. At the time of the merger, 10,000 shares of Series Z Preferred Stock were issued to CRS Consulting, LLC, a Wyoming LLC owned and controlled by Jeffrey DeNunzio, Thomas DeNunzio and Paul Moody, for services rendered to the Company. Series Z Preferred Stock has no conversion rights to any other class, and every vote of Series Z Preferred Stock has voting rights equal to 1,000,000 votes of Common Stock.

On July 20, 2021, the Company entered into a Share Purchase Agreement (the “Agreement”) by and among CRS Consulting, LLC, a Wyoming Limited Liability Company (“CRS”), White Knight Co., Ltd., a Japan Company (“WKC”), and Next Meats Holdings, Inc., a Nevada Company (“NXMH”), pursuant to which, on July 23, 2021, (“Closing Date”), CRS sold 10,000 shares of the Company’s Series Z Preferred Stock, representing approximately 81.20% voting control of the Company; 5,000 shares of Series Z Preferred Stock were transferred to WKC and 5,000 shares of Series Z Preferred Stock were transferred to NXMH. WKC and NXMH paid consideration of three hundred seventy-five thousand dollars ($375,000) (the “Purchase Price”). The consummation of the transactions contemplated by the Agreement resulted in a change in control of the Company, with WKC and NXMH, becoming the Company’s largest controlling ~~stockholders~~ ~~at the time~~stockholders.

On the Closing Date, July 23, 2021, Mr. Jeffrey DeNunzio resigned as the Company’s Chief Executive Officer, Chief Financial Officer, President, Secretary, Treasurer and Director. On the Closing Date, Mr. Koichi Ishizuka was appointed as the Company’s Chief Executive Officer, Chief Financial Officer, President, Secretary, Treasurer, and Director.

On August 24, 2021, the Company changed its name with the Nevada Secretary of State to Dr. Foods, Inc.

On or about September 17, 2021, we incorporated Dr. Foods Co., Ltd., a Japan Company, as a wholly owned subsidiary of the Company. We intend to utilize Dr. Foods Co., Ltd. to, amongst other things, act as an importer, reseller, developer, and manufacturer of various food products that we may develop in the future.

On October 11, 2021, we, through our wholly owned subsidiary Dr. Foods Co., Ltd., entered into and consummated a “Collaboration Agreement” with Next Meats Co., Ltd., a Japan company that shares common management with the Company, to co-develop new food products and subsequently offer them for sale. Next Meats Co., Ltd. operates in the “alternative meat” industry. It currently offers, and plans to continue to offer, amongst other things, artificial chicken and beef products made from meat substitutes.

The Collaboration Agreement is for a period of two years and may be renewed thereafter under the same terms for additional one year terms unless terminated in writing, with three months’ notice, by either party. The Collaboration Agreement, amongst other things, details the terms and conditions by which Next Meats Co., Ltd. and Dr. Foods Co., Ltd. may co-develop, cooperate and contribute towards the development of new products and technologies. The specific allotment of tasks per project will be determined in writing by each party at the outset of collaborative efforts. Dr. Foods Co., Ltd. will primarily, although not exclusively, contribute to research and development, and Next Meats Co., Ltd. will primarily, although not exclusively, contribute to distribution of new products/technologies. Costs pursuant to the collaborative efforts of the partners, will be the respective responsibility of the party responsible for fulfilling such tasks.

Dr. Foods Co., Ltd. intends to conduct research and development of new food products pursuant to the Collaboration Agreement via its three new executive officers, all of whom were appointed on October 11^th of 2021.

On November 3, 2021, we began trading under the symbol DRFS. The new CUSIP number associated with our common stock, as of the market effective date of November 3, 2021, is 26140D107.

On January 12, 2022, Dr. Foods, Inc., Mama Foods Co., Ltd. (“Mama Foods”), a Japan Company, and White Knight Co., Ltd. (“WKC”) entered into a non-definitive agreement, a “Letter of Intent”, whereas it is proposed that Dr. Foods, Inc., will acquire 100% of the controlling interest of Mama Foods from WKC in exchange for $500,000 coupled with the issuance of 19,500,000 shares of restricted Preferred Stock to WKC. The issuance of shares shall be subject to the rules and limitations set forth by the Securities Act Rule 144. Mama Foods is a food company founded in Japan in 1958, currently offering customers in Japan wholesale and retail products centering on Japanese side dishes, from chilled foods to packed and sterilized food. Mama Foods uses ingredients carefully taken from natural kelp and bonito without adding any chemical seasonings, preservatives, coloring agents, etc. Mama Foods has two existing “in house” production facilities and produces 100% of its current product offerings. From time to time, it also produces products of other third parties, including certain products offered for sale by Next Meats Co., Ltd., such as “Next Kalbi 2.0”, a boneless short rib made from meat substitutes. Currently, Mama Foods employs approximately 43 individuals. In 2021, WKC. acquired 100% of Mama Foods from its prior controller, in exchange for approximately 1 million USD.

*The proposed consideration to be exchanged per the above transaction is not definitive and the terms are subject to change.

The sole shareholder of Mama Foods is WKC which is owned and controlled by Koichi Ishizuka. Koichi Ishizuka is Chief Executive Officer, Chief Financial Officer, and Director of Dr. Foods, Inc., Mama Foods Co., Ltd. and White Knight Co., Ltd.

On or about July 1, 2022, NXMH, sold 5,000 shares of Series Z Preferred Stock of DRFS, to WKC, at a price of approximately $147,624 USD (20,000,000 Japanese Yen) (“The Share Purchase Agreement”). WKC is owned and controlled by our Chief Executive Officer, Koichi Ishizuka. WKC. is deemed to be an accredited investor. The purchase of shares was made for investment purposes. The consummation of the transaction contemplated by the Share Purchase Agreement resulted in NXMH no longer having an equity position in DRFS and with WKC becoming the largest controlling shareholder of DRFS.

On September 13, 2022, the Company filed a certificate of change (the “certificate”) with the Nevada Secretary of State to effect a reverse stock split (the “stock split”), whereas every 200 shares of the Company’s issued and outstanding common stock would be automatically converted into one issued and outstanding share of common stock, without any change in the par value per share. The effective date of the certificate was September 21, 2022. Fractional shares as a result of the stock split were rounded up to the nearest whole number. The stock split affected all shares of the Company’s common stock outstanding immediately prior to the effective time of the stock split. The authorized shares prior and following the stock split remain the same at 4,800,000,000 shares of common stock, par value $0.0001 per share. Immediately prior to the stock split, we had 2,622,968,890 shares of common stock issued and outstanding. Immediately following the September 21, 2022 effective date of the stock split, we have 13,114,888 shares of common stock issued and outstanding. These financial reports reflect the 200 to 1 reverse stock split for all periods for comparative purposes. The effective date listed on the Certificate of September 21, 2022 differs from the Market Effective Date of the Reverse Stock Split, which was on September 28, 2022. The FINRA Daily List Announcement Date was on September 27, 2022.

The FINRA corporate action to affect the Reverse Stock Split is now completed. Our new CUSIP number for our shares of Common Stock is 26140D206.

On or about October 17, 2022, we incorporated DR FOODS (S) PTE. LTD., a Singapore Private Company limited by shares. DR FOODS (S) PTE. LTD., which may be referred to herein as, “DRFS Singapore” is now a wholly owned subsidiary of the Company. The Directors of DRFS Singapore are Mr. Koichi Ishizuka and Ms. Chan Su Lee. The Officers of DRFS Singapore are comprised of Mr. Akira Yasuda, serving as Chief Operating Officer and Ms. Tee Siew Yun, serving as Secretary.

The intended business purpose of DRFS Singapore is primarily, but not limited to, further researching, developing, and, in the future, selling food products in Singapore, some of which may be plant based or cultured meats.

The Company’s main office is located at 3F K’s Minamiaoyama 6-6-20 Minamiaoyama, Minato-ku, Tokyo 107-0062, Japan.

The Company has elected March 31st as its year end.

Note 2 - Summary of Significant Accounting Policies

Basis of Presentation

This summary of significant accounting policies is presented to assist in understanding the Company's financial statements. These accounting policies conform to accounting principles, generally accepted in the United States of America, and have been consistently applied in the preparation of the financial statements.

Use of Estimates

The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. In the opinion of management, all adjustments necessary to make the financial statements not misleading have been included. Actual results could differ from those estimates.

Cash and Cash Equivalents

The Company considers all highly liquid investments with an original maturity of three months or less when purchased to be cash equivalents. Cash and cash equivalents on ~~September~~December 3031, 2022, and March 31, 2022, were $449,~~376~~678 and $0, respectively.

Revenue Recognition

The Company adopted ASC 606, Revenue from Contracts with Customers (Topic 606) (“ASC 606”), in the third quarter of fiscal year 2023, as this was the first quarter that the Company generated revenues. Under ASC 606, the Company recognizes revenue when a customer obtains control of promised goods, in an amount that reflects the consideration that the Company expects to receive in exchange for the goods. To determine revenue recognition for arrangements within the scope of ASC 606, the Company performs the following five steps: (1) identify the contracts with a customer; (2) identify the performance obligations in the contract; (3) determine the transaction price; (4) allocate the transaction price to the performance obligations in the contract; and (5) recognize revenue when or as the entity satisfies a performance obligation. The Company only applies the five-step model to contracts when it is probable that the entity will collect the consideration it is entitled to in exchange for the goods it transfers to the customer. Under ASC 606, disaggregated revenue from contracts with customers depicts the nature, amount, timing, and uncertainty of revenue and cash flows affected by economic factors.

Revenue from product sales

We recognize revenue upon transfer of control of our promised goods in an amount that reflects the consideration we expect to be entitled to in exchange for those goods.

For our primary transaction-based revenue source we have determined net presentation (that is, the amount billed to a customer less the amount paid to a supplier) is appropriate for the majority of our revenue transactions as the supplier is primarily responsible for providing the underlying goods and services and we do not control the goods provided by the supplier to the customer.

Revenue for products is recognized when the products are delivered to the customer and the customer completes the product inspection. Cash receipts for undelivered products are recorded as deferred revenues. As of December 31, 2022, the Company had no deferred revenues related to product sales.

Revenue – related party

During the period ended December 31, 2022, revenue totaling approximately $13 was recognized from sales to related party WB Burgers Japan Co. Ltd. (hereinafter referred to as “WBBJ”). WBBJ is considered as a related party due to the fact that Koichi Ishizuka, CEO of the Company, indirectly controls WBBJ through his share ownership of WB Burgers Asia, Inc. The terms and conditions applied to the above transactions were the same as those applied to sales to customers not related to the Company.

The Company’s revenue consists of food product sales through its subsidiary, Dr. Foods Co., Ltd.

Income Taxes

The Company accounts for income taxes under ASC 740, “Income Taxes.” Under the asset and liability method of ASC 740, deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statements carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured ~~using~~ using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period the enactment occurs. A valuation allowance is provided for certain deferred tax assets if it is more likely than not that the Company will not realize tax assets through future operations. No deferred tax assets or liabilities were recognized on ~~September~~December 3031, 2022.

Basic Earnings (Loss) Per Share

The Company computes basic and diluted earnings (loss) per share in accordance with ASC Topic 260, Earnings per Share. Basic earnings (loss) per share is computed by dividing net income (loss) by the weighted average number of common shares outstanding during the reporting period. Diluted earnings (loss) per share reflects the potential dilution that could occur if stock options and other commitments to issue common stock were exercised or equity awards vest resulting in the issuance of common stock that could share in the earnings of the Company.

The Company does not have any potentially dilutive instruments as of ~~September~~December 3031, 2022, and, thus, anti-dilution issues are not applicable.

Fair Value of Financial Instruments

The Company’s balance sheet includes certain financial instruments. The carrying amounts of current assets and current liabilities approximate their fair value because of the relatively short period of time between the origination of these instruments and their expected realization.

ASC 820, Fair Value Measurements and Disclosures, defines fair value as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. ASC 820 also establishes a fair value hierarchy that distinguishes between (1) market participant assumptions developed based on market data obtained from independent sources (observable inputs) and (2) an entity’s own assumptions about market participant assumptions developed based on the best information available in the circumstances (unobservable inputs). The fair value hierarchy consists of three broad levels, which gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1) and the lowest priority to unobservable inputs (Level 3). The three levels of the fair value hierarchy are described below:

- Level 1 - Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities.

- Level 2 - Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly, including quoted prices for similar assets or liabilities in active markets; quoted prices for identical or similar assets or liabilities in markets that are not active; inputs other than quoted prices that are observable for the asset or liability (e.g., interest rates); and inputs that are derived principally from or corroborated by observable market data by correlation or other means.

- Level 3 - Inputs that are both significant to the fair value measurement and unobservable.

Fair value estimates discussed herein are based upon certain market assumptions and pertinent information available to management as of ~~September 30~~December 31, 2022. The respective carrying value of certain on-balance-sheet financial instruments approximated their fair values due to the short-term nature of these instruments. These financial instruments include accrued expenses.

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Related Parties

The Company follows ASC 850, Related Party Disclosures, for the identification of related parties and disclosure of related party transactions.

Share-Based Compensation

ASC 718, “Compensation – Stock Compensation”, prescribes accounting and reporting standards for all share-based payment transactions in which employee services are acquired. Transactions include incurring liabilities, or issuing or offering to issue shares, options, and other equity instruments such as employee stock ownership plans and stock appreciation rights. Share-based payments to employees, including grants of employee stock options, are recognized as compensation expense in the financial statements based on their fair values. That expense is recognized over the period during which an employee is required to provide services in exchange for the award, known as the requisite service period (usually the vesting period).

The Company accounts for stock-based compensation issued to non-employees and consultants in accordance with the provisions of ASC 505-50, “Equity – Based Payments to Non-Employees.” Measurement of share-based payment transactions with non-employees is based on the fair value of whichever is more reliably measurable: (a) the goods or services received; or (b) the equity instruments issued. The fair value of the share-based payment transaction is determined at the earlier of performance commitment date or performance completion date.

The Company had no stock-based compensation plans as of ~~September~~December 3031, 2022, and March 31, ~~2021~~2022.

The Company’s stock-based compensation for the periods ended ~~September~~December 3031, 2022, and ~~September~~December 3031, 2021, was $0 and $1,000,000, respectively.

Recently Issued Accounting Pronouncements

The Company has implemented all new accounting pronouncements that are in effect and that may impact its financial statements and does not believe that there are any other new pronouncements that have been issued that might have a material impact on its financial position or results of operations.

Note 3 - Going Concern

The Company’s financial statements are prepared in accordance with generally accepted accounting principles applicable to a going concern that contemplates the realization of assets and liquidation of liabilities in the normal course of business.

The Company demonstrates adverse conditions that raise substantial doubt about the Company's ability to continue as a going concern for one year following the issuance of these financial statements. These adverse conditions are negative financial trends, specifically operating loss, working capital deficiency, and other adverse key financial ratios.

The Company has not established ~~any~~sufficient ~~source of~~ revenue to cover its operating costs. Management plans to fund operating expenses with related party contributions to capital. There is no assurance that management's plan will be successful. The financial statements do not include any adjustments relating to the recoverability and classification of recorded assets, or the amounts and classification of liabilities that might be necessary in the event that the Company cannot continue as a going concern.

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Note 4 - Income Taxes

The Company has not recognized an income tax benefit for its operating losses generated based on uncertainties concerning its ability to generate taxable income in future periods. The tax benefit for the period presented is offset by a valuation allowance established against deferred tax assets arising from the net operating losses, the realization of which could not be considered more likely than not. In future periods, tax benefits and related deferred tax assets will be recognized when management considers realization of such amounts to be more likely than not. As of ~~September~~December 3031, 2022, the Company has incurred a net loss of approximately $1,~~206~~285,~~118~~856 which resulted in a net operating loss for income tax purposes. The loss results in a deferred tax asset of approximately $~~253~~270,~~285~~030 at the effective statutory rate of 21%. The deferred tax asset has been offset by an equal valuation allowance. Given our inception on February 26, 2021, and our fiscal year end of March 31, 2022, we have completed only two taxable fiscal years.

Note 5 - Commitments and Contingencies

The Company follows ASC 450-20, Loss Contingencies, to report accounting for contingencies. Liabilities for loss contingencies arising from claims, assessments, litigation, fines and penalties and other sources are recorded when it is probable that a liability has been incurred and the amount of the assessment can be reasonably estimated. There were no commitments or contingencies as of ~~September~~December 3031, 2022 other than the below:

The Collaboration Agreement is for a period of two years and may be renewed thereafter under the same terms for additional one-year terms unless terminated in writing, with three months’ notice, by either party. The Collaboration Agreement, amongst other things, details the terms and conditions by which Next Meats Co., Ltd. and Dr. Foods Co., Ltd. may co-develop, collaborate and contribute towards the development of new products and technologies. The specific allotment of tasks per project will be determined in writing by each party at the outset of collaborative efforts. Dr. Foods Co., Ltd. will primarily, although not exclusively, contribute to research and development, and Next Meats Co., Ltd. will primarily, although not exclusively, contribute to distribution of new products and technologies. Costs pursuant to the collaborative efforts of the partners, will be the respective responsibility of the party responsible for fulfilling such tasks.

On January 12, 2022, Dr. Foods, Inc., Mama Foods Co., Ltd. (“Mama Foods”), a Japan Company, and White Knight Co., Ltd. (“WKC”) entered into a non-definitive agreement, a “Letter of Intent”, whereas it is proposed that Dr. Foods, Inc., will acquire 100% of the controlling interest of Mama Foods from WKC in exchange for $500,000 coupled with the issuance of 19,500,000 shares of restricted Preferred Stock to WKC. The issuance of shares shall be subject to the rules and limitations set forth by the Securities Act Rule 144. The exact terms of the aforementioned transaction may also change as the agreement is “non definitive” in nature. Mama Foods is a food company founded in Japan in 1958, currently offering customers in Japan wholesale and retail products centering on Japanese side dishes, from chilled foods to packed and sterilized food. Mama Foods uses ingredients carefully taken from natural kelp and bonito without adding any chemical seasonings, preservatives, coloring agents, etc. Mama Foods has two existing “in house” production facilities and produces 100% of its current product offerings. From time to time, it also produces products of other third parties, including certain products offered for sale by Next Meats Co., Ltd., such as “Next Kalbi 2.0”, a boneless short rib made from meat substitutes. Currently, Mama Foods employs approximately 43 individuals. In 2021, WKC. acquired 100% of Mama Foods from its prior controller, in exchange for approximately 1 million USD.

Note 6 - Shareholder Equity

Preferred Stock

The authorized preferred stock of the Company consists of 20,000,000 shares with a par value of $0.0001. There were 10,000 Series Z Preferred Stock and 0 shares of preferred stock issued and outstanding as of ~~September~~December 3031, 2022, and March 31, 2022, respectively. Series Z Preferred Stock has no conversion rights to any other class, and every vote of Series Z Preferred Stock has voting rights equal to 1,000,000 votes of Common Stock.

At the time of the reorganization, April 28, 2021, 10,000 shares of Series Z Preferred Stock were issued to CRS Consulting, LLC, for services rendered to the Company.

On July 20, 2021, the Company entered into a Share Purchase Agreement (the “Agreement”) by and among CRS, White Knight Co., Ltd., a Japan Company (“WKC”), and Next Meats Holdings, Inc., a Nevada Company (“NXMH”), pursuant to which, CRS sold 10,000 shares of the Company’s Series Z Preferred Stock, representing approximately 81.20% voting control of the Company; 5,000 shares of Series Z Preferred Stock were transferred to WKC and 5,000 shares of Series Z Preferred Stock were transferred to NXMH (see Note 1).

On or about July 1, 2022, Next Meats Holdings, Inc. (“NXMH”), sold 5,000 shares of our Series Z Preferred Stock to White Knight at a price of approximately $147,624 USD (20,000,000 Japanese Yen). WKC is deemed to be an accredited investor. The purchase of shares was made for investment purposes. The consummation of the transaction contemplated by the share purchase agreement resulted in a change in control of the Company, with WKC becoming the Company’s largest controlling shareholder. Previous to the consummation of the Share Purchase Agreement, the majority shareholders were comprised jointly of WKC, and NXMH (see Note 1).

Common Stock

The authorized common stock of the Company consists of 4,800,000,000 ~~shares~~ shares with a par value of $0.0001. ~~There~~ There were 13,114,888 and 11,576,427 ~~shares~~ shares of common stock issued and outstanding as of ~~September~~December 3031, 2022, and March 31, 2022, respectively.

At the time of reorganization, April 28, 2021, former shareholders of Ambient Water Corporation became shareholders of Catapult Solutions, Inc., representing all the common shares outstanding.

On or about May 31, 2022, we sold 1,538,462 shares of restricted Common Stock to SJ Capital Co., Ltd., a Japanese Company, for proceeds totaling approximately $769,231.

On September 21, 2022, the Company completed a reverse stock split whereas every 200 shares of the Company’s issued and outstanding common stock was automatically converted into one issued and outstanding share of common stock, without any change in the par value per share. Immediately prior to the Stock Split, we had 2,622,968,890 shares of Common Stock issued and outstanding. Immediately following September 21, 2022, we have 13,114,888 shares of Common Stock issued and outstanding (see Note 1). These financial reports reflect the 200 to 1 reverse stock split for all periods for comparative purposes.

Additional Paid-In Capital

The Company’s sole officer and Director, Koichi Ishizuka, paid expenses on behalf of the company and its wholly owned subsidiary totaling $8,000 during the period ended December 31, 2022. These payments are considered contributions to the company with no expectation of repayment and are posted as additional paid-in capital.

The Company’s sole officer and Director, Koichi Ishizuka, paid expenses on behalf of the company and its wholly owned subsidiary totaling $19,713 during the period ended September 30, 2022. These payments are considered contributions to the company with no expectation of repayment and are posted as additional paid-in capital.

The Company’s sole officer and Director, Koichi Ishizuka, paid expenses on behalf of the company and its wholly owned subsidiary totaling $34,505 during the period ended June 30, 2022. These payments are considered contributions to the company with no expectation of repayment and are posted as additional paid-in capital.

The Company’s former sole officer and director, Jeffrey DeNunzio, paid expenses on behalf of the company totaling $12,917 during the period ended September 30, 2021.

The Company’s former sole officer and director, Jeffrey DeNunzio, paid expenses on behalf of the company totaling $5,250 during the period ended ~~March~~June 3130, 2021.

The $18,167 in total payments are considered contributions to the company with no expectation of repayment and are posted as additional paid-in capital.

Note 7 - Related Party Transactions

Revenue

Loan

During the period ended ~~September~~December 3031, 2022, our wholly-owned subsidiary, Dr. Foods Co. Ltd, loaned approximately $~~555~~578,~~539~~884, which includes $36,~~091~~ 164 of accrued interest, to related party White Knight. White Knight is owned and controlled by our Chief Executive Officer, Koichi Ishizuka. The loan is related to the acquisition of Mama Foods Co., Ltd. (“Mama Foods”), currently a wholly-owned subsidiary of White Knight. The Company expects to acquire Mama Foods from White Knight during the next fiscal quarter and these funds will be used to facilitate that acquisition. This loan is non-secured and payable upon demand.

Note 8 - Subsequent Events

None.

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ITEM 2

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Forward-Looking Statements

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 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.

Company Overview

~~Corporate~~We ~~History~~operate through our wholly owned subsidiaries, which, as of the date of this report, include Dr. Foods Co., Ltd., a Japan Corporation (“DRFS Japan”), and Dr. Foods Co., Ltd., a Dr. Foods (S) PTE. LTD. (“DRFS Singapore”). DRFS Singapore has no material transactions or operations to report as of the date of this report. Our operations have been primarily carried out through DRFS Japan.

~~Dr.~~At ~~Foods~~present, ~~Inc. (we, us,~~ our, ~~the~~principal ~~"Company"~~focus oris ~~the~~on ~~"Registrant"), formerly known as Catapult Solutions, Inc., was incorporated in~~ the ~~State~~ creation of ~~Nevada~~plant-based onfood ~~February~~products ~~26,~~to ~~2021.~~replace Ontraditional ~~the~~animal ~~same date~~products, ~~Jeffrey~~while ~~DeNunzio was appointed~~ retaining the ~~sole~~taste ~~officer~~ and ~~Director~~texture of the ~~Company~~original.

~~The~~At ~~Company~~present, ~~was~~we ~~created~~are ~~for~~researching ~~the~~and ~~sole~~developing ~~purpose~~various offood ~~participating~~products infor aconsumption. ~~Nevada~~These ~~holding~~include, ~~company~~but ~~reorganization~~are ~~pursuant~~not tolimited ~~NRS 92A.180~~to, ~~NRS~~food ~~92A.200,~~products ~~NRS~~that ~~92A.230~~are ~~and~~derived ~~NRS~~from ~~92A.250.~~microalgae, ~~The~~soy ~~constituent~~based ~~corporations~~food ~~in the Reorganization were Ambient Water Corporation (“AWGI” or “Predecessor”)~~products, ~~Catapult~~food ~~Solutions,~~products ~~Inc.~~containing ~~(“Successor”)~~nuts, and ~~Catapult~~those ~~Merger~~created ~~Sub,~~using ~~Inc.~~methods ~~(“Merger Sub”).~~of fermentation.

~~Catapult Solutions~~Currently, ~~Inc.~~we ~~issued~~have ~~1,000~~one ~~common~~product ~~shares~~that ofwe ~~its~~have ~~common~~developed and ~~stock~~brought to ~~Predecessor~~market ~~and~~for ~~Merger~~sale. ~~Sub~~We ~~issued~~refer 1to it as,~~000~~ ~~shares~~“Dr. ofFoie ~~its~~Gras”. ~~common~~It ~~stock to~~is ~~Catapult~~a ~~Solutions~~replacement for the traditional, ~~Inc.~~liver ~~immediately~~based product ~~prior~~derived tofrom ~~the~~a ~~Reorganization~~duck or goose. AsOur ~~such,~~version ~~immediately~~is ~~prior~~made topredominantly ~~the~~from ~~merger,~~a ~~Catapult~~mixture ~~Solutions~~of nuts, ~~Inc.~~beans, and other plant based materials, ~~became~~created through a ~~wholly~~method ~~owned~~of ~~direct~~fermentation. ~~subsidiary~~Dr. ofFoie ~~Ambient~~Gras ~~Water~~is ~~Corporation~~manufactured ~~and~~by ~~Merger~~Mama ~~Sub~~Foods ~~became~~Co., Ltd., a ~~wholly~~Japanese ~~owned~~Company, currently owned and ~~direct~~controlled ~~subsidiary~~by ofour ~~Catapult Solutions~~sole officer and director, ~~Inc~~Koichi Ishizuka.

~~Pursuant to~~At ~~the~~this ~~above,~~time onwe ~~April~~offer ~~23, 2021, Ambient Water Corporation filed Articles of Merger with the Nevada Secretary of State~~Dr. ~~The~~Foie ~~merger~~Gras ~~became effective~~to ~~on April 28, 2021 at 4:00 PM EST~~ customer(~~“Effective Time”~~s). in AtJapan, ~~the~~although ~~Effective~~we ~~Time,~~seek ~~Predecessor~~to ~~was~~expand ~~merged~~our ~~with~~reach ~~and~~to ~~into Merger~~customers ~~Sub~~globally (in the ~~“Merger)~~future, ~~and~~although ~~Predecessor~~we ~~became~~cannot ~~the~~forecast ~~surviving~~with ~~corporation.~~any ~~Each~~level ~~share~~ of ~~Predecessor common stock issued and outstanding~~specificity ~~immediately~~when ~~prior~~that tomay ~~the Effective Time was converted into one validly issued~~be, ~~fully~~or ~~paid~~if ~~and~~it ~~non-assessable~~will ~~share~~be ~~of Catapult Solutions, Inc~~feasible.~~’s (“Successors”) common stock.~~

~~Catapult Solutions,~~We ~~Inc.,~~have asonly ~~successor~~had ~~issuer~~nominal sales to ~~Ambient~~date ~~Water~~of ~~Corporation~~Dr. Foie Gras, ~~continued~~but towe ~~trade~~believe inthis ~~the~~is ~~OTC~~due ~~MarketPlace~~to ~~under~~ the ~~previous~~limited ~~ticker symbol~~period ~~“AWGI”~~of ~~until~~time ~~the~~it ~~new~~has ~~ticker~~been ~~symbol “CPSL” for~~made ~~the~~available ~~Company~~to ~~was released into~~ the ~~OTC MarketPlace on April 30~~public, ~~2021.~~and ~~The~~due ~~Company~~to ~~was~~limited ~~given~~or ano ~~new~~marketing efforts ~~CUSIP~~on ~~Number~~behalf byof ~~CUSIP~~the ~~Global~~Company ~~Services~~to ~~for~~promote ~~its~~or ~~common~~sell ~~stock~~the ~~of 14903C102~~product.

~~Concurrently~~At this time, we have no marketing plan and we intend ~~with~~to ~~the~~rely ~~reorganization~~on ~~mentioned~~Next ~~above~~Meats Holdings, ~~the~~Inc., ~~Company~~and ~~cancelled~~or ~~all~~its ofsubsidiaries ~~its~~(referred ~~stock~~to ~~held~~herein incollectively ~~Ambient~~as ~~Water~~“Next ~~Corporation~~Meats”), ~~resulting~~to inpromote Dr. ~~Catapult~~Foie Gras. We intend to compensate Next Meats for such services on a case by case basis. As described below under “Officers, ~~Solutions~~Employees, ~~Inc~~and Compensation”, Next Meats may elect to provide us temporary staff to fulfill any marketing services we require, whereas we will reimburse Next Meats for any associated costs. ~~becoming~~Further, we cannot forecast with any level of specificity when we will have a ~~stand-alone~~definitive ~~company~~marketing plan if ever we do have one.

~~On April~~Our ~~28,~~customers ~~2021,~~to ~~after~~date ~~the~~were ~~completion~~garnered ofthrough personal ~~the~~relationships ~~Holding Company Reorganization, we cancelled all~~ of ~~the~~our ~~stock~~sole ~~held~~officer inand ~~Ambient~~director, ~~Water~~Koichi ~~Corporation resulting in Ambient Water Corporation as a stand alone company~~Ishizuka.

~~At the~~Note: ~~Effective~~Our ~~Time~~sole ofofficer ~~Reorganization~~ and ~~following~~director, Koichi Ishizuka, is the ~~subsequent~~controlling ~~separation~~shareholder of ~~Ambient~~Next ~~Water~~Meats ~~Corporation~~Holdings, asInc., a ~~stand-alone~~Nevada ~~company,~~Corporation. ~~all assets~~He is also the Chief Executive Officer and Chief ~~liabilities~~Financial Officer of ~~Ambient~~Next ~~Water~~Meats ~~Corporation~~Holdings, ifInc. ~~any~~Next ~~remain~~Meats ~~with~~Co., ~~Ambient~~Ltd. ~~Water~~is ~~Corporation~~a wholly owned subsidiary of Next Meats Holdings, Inc.

The Registrant did not assume any debt of Ambient Water Corporation by the conversion of securities held by the former shareholders of Ambient Water Corporation into the identical and equivalent securities of the Registrant. Patents

~~There~~We have filed a patent application with the Japanese isPatent noOffice ~~business~~pertaining ~~relationship~~to ~~between~~the ~~Ambient~~production ~~Water~~method ~~Corporation~~we ~~and~~employ to create our product, referred to as, “Dr. Foie Gras”. The patent describes a new method of making an animal-free "foie gras" substitute in which nuts or beans are fermented by fungi to mimic the ~~Registrant~~taste of ~~after~~liver without the ~~foregoing~~need ~~separation~~for miso, soy sauce, yeast extract, or other separately fermented materials. The application number is 2022-61974. It was filed on April 1, 2022 and is pending review.

~~On July 20~~Officers, ~~2021, Catapult Solutions, Inc., a Nevada Corporation, entered into a Share Purchase Agreement (the “Agreement”)~~ ~~by and among CRS Consulting~~Employees, ~~LLC, a Wyoming Limited Liability Company (“CRS”), White Knight Co., Ltd., a Japan Company (“WKC”),~~ and Next Meats Holdings, Inc., a Nevada Company (“NXMH”), pursuant to which, on July 23, 2021, (“Closing Date”), CRS sold 10,000 shares of the Company’s Series Z Preferred Stock, representing approximately 81.20% voting control of the Company; 5,000 shares of Series Z Preferred Stock were transferred to WKC and 5,000 shares of Series Z Preferred Stock were transferred to NXMH. The consummation of the transactions contemplated by the Agreement resulted in a change in control of the Company, with WKC and NXMH, becoming the Company’s largest controlling stockholders at the time.Compensation

OnAt ~~the~~this ~~Closing Date~~time, ~~July~~we ~~23,~~have ~~2021~~one officer and director, MrKoichi Ishizuka. ~~Jeffrey~~We ~~DeNunzio~~do ~~resigned~~not ashave ~~the~~any ~~Company’s~~contractual ~~Chief~~employees ~~Executive~~or ~~Officer~~staff. However, ~~Chief~~pursuant ~~Financial~~to an ~~Officer~~arrangement with Next Meats Co., ~~President~~ Ltd., ~~Secretary~~a Japan Corporation, ~~Treasurer~~Next ~~and~~Meats ~~Director~~Co., OnLtd. ~~the~~provides ~~Closing~~temporary ~~Date~~employees (staff) to our Company as needed to further our business agenda. Regarding this arrangement, Mrwe are billed by Next Meats Co. ~~Koichi~~Ltd. ~~Ishizuka~~on ~~was~~a ~~appointed~~case asby case basis depending on the ~~Company’s~~amount ~~Chief~~of ~~Executive Officer,~~staff ~~Chief~~and ~~Financial~~hours ~~Officer,~~allocated ~~President,~~by ~~Secretary,~~each ~~Treasurer~~staff member to our business endeavors, primarily consisting of research and ~~Director~~development.

~~The~~Although ~~sole~~under ~~shareholder~~no ofcontractual ~~White~~obligations, ~~Knight~~our wholly owned subsidiary, Dr. Foods Co., Ltd., ahas ~~Japanese~~three ~~Company~~executive officers, iswhich currently are comprised of Koichi Ishizuka, Dr. ~~The~~Alexis ~~majority~~Guionet, ~~shareholder~~and ofDr. ~~Next~~Iaroslav ~~Meats~~Patuk. ~~Holdings, Inc~~Dr. Alexis Guionet, aand ~~Nevada~~Dr. ~~Company,~~Laroslav ~~was,~~Patuk atare ~~the~~contractual employees ~~time,~~of Next Meats Co., Ltd. ~~Next~~and ~~Meats~~provide ~~Holdings,~~services ~~Inc~~to our Company on a need be basis as described above. In isthe ~~currently~~event that anwe ~~SEC~~utilize ~~reporting~~their ~~company~~services, we are billed directly by Next Meats Co., Ltd.

A Certificate of Amendment to change our name was filed with the Nevada Secretary of State on August 24, 2021, effective immediately. The name of the Corporation was changed to Dr. Foods, Inc..

We intend to explore opportunities in the food and beverage industry.

On October 5, 2021, we announced plans to entertain an agreement with Next Meats Co., Ltd., a Japan company that shares common management with the Company, to co-develop new food products and subsequently offer them for sale. Next Meats Co., Ltd. operates in the “alternative meat” industry. It currently offers, and plans to continue to offer, amongst other things, artificial chicken and beef products made from meat substitutes.

The Collaboration Agreement is for a period of two years, and may be renewed thereafter under the same terms for additional one year terms unless terminated in writing, with three months’ notice, by either party. The Collaboration Agreement, amongst other things, details the terms and conditions by which Next Meats Co., Ltd. and Dr. Foods Co., Ltd. may co-develop, cooperate and contribute towards the development of new products and technologies. The specific allotment of tasks per project will be determined in writing by each party at the outset of collaborative efforts. Dr. Foods Co., Ltd. will primarily, although not exclusively, contribute to research and development, and Next Meats Co., Ltd. will primarily, although not exclusively, contribute to distribution of new products/technologies. Costs pursuant to the collaborative efforts of the partners, will be the respective responsibility of the party responsible for fulfilling such tasks.

Dr. Foods Co., Ltd., a Japan Company, intends to conduct research and development of new food products pursuant to the Collaboration Agreement via its three new executive officers, all of whom were appointed on October 11th of 2021.

Upon execution of the “Collaboration Agreement” entered into by our wholly owned subsidiary, Dr. Foods Co., Ltd., with Next Meats Co., Ltd., a Japan Company, and commensurate with a notable increase in the level of our business operations, we have ceased our status as a “shell company”, as defined in Rule 12b-2 under the Exchange Act of 1934, as amended (the “Exchange Act”).

On November 3, 2021, we began trading under the symbol DRFS. The new CUSIP number associated with our common stock, as of the market effective date of November 3, 2021, is 26140D107.

On January 12, 2022, Dr. Foods, Inc., a Nevada Company, Mama Foods Co., Ltd., a Japan Company, and White Knight Co., Ltd., a Japan Company entered into a non-definitive agreement, a “Letter of Intent”, whereas it is proposed that Dr. Foods, Inc., will acquire 100% of the controlling interest of Mama Foods Co., Ltd. from White Knight Co., Ltd. The original letter of intent and terms had expired but were extended through September 30, 2022, and again indefinitely until further notice by all parties until the acquisition and original terms of the letter of intent are able to be fulfilled by each applicable party. Unless otherwise noted by future filings, the Company has every intention to follow through with the acquisition of Mama Foods Co., Ltd.

*The proposed consideration to be exchanged per the above transaction is not definitive and the terms are subject to change.

Mama Foods, Co., Ltd. (“Mama Foods”) is a food company founded in Japan in 1958, currently offering customers in Japan wholesale and retail products centering on Japanese side dishes, from chilled foods to packed and sterilized food. Mama Foods uses ingredients carefully taken from natural kelp and bonito without adding any chemical seasonings, preservatives, coloring agents, etc. Mama Foods has two existing “in house” production facilities and produces 100% of its current product offerings. From time to time, it also produces products of other third parties, including certain products offered for sale by Next Meats Co., Ltd., such as “Next Kalbi 2.0”, a boneless short rib made from meat substitutes. Currently, Mama Foods employs approximately 43 individuals. In 2021, White Knight Co., Ltd. acquired 100% of Mama Foods from its prior controller, in exchange for approximately 1 million USD. The current website for Mama Foods, which includes additional information, can be found here: mama-foods.com/en/

Our majority shareholders, at the time, and our Board of Directors, executed a resolution to ratify, affirm, and approve an amendment to our Certificate of Incorporation, increasing the authorized shares of our Common Stock from 2,400,000,000 to 4,800,000,000. The Amendment was filed with the Nevada Secretary of State on February 22, 2022, effective immediately upon filing.

On or about May 31, 2022, we sold 307,692,308 shares of restricted Common Stock to SJ Capital Co., Ltd., a Japanese Company, at a price of $0.0025 USD per share of Common Stock. When accounting for the reverse stock split, with a Market Effective Date of September 21, 2022, the aforementioned shares sold to SJ Capital Co., Ltd. amounted to approximately 1,538,462 shares of restricted Common Stock, sold at a price of $0.50 USD per share.

The proceeds from this sale are to be used by the Company for working capital.

The aforementioned sale of shares was conducted pursuant to Regulation S of the Securities Act of 1933, as amended ("Regulation S"). The sale of shares was made only to non-U.S. persons/entities (as defined under Rule 902 section (k)(2)(i) of Regulation S), pursuant to offshore transactions, and no directed selling efforts were made in the United States by the issuer, a distributor, any of their respective affiliates, or any person acting on behalf of any of the foregoing.

On or about July 1, 2022, Next Meats Holdings, Inc., a Nevada Company (“NXMH”), sold 5,000 shares of our Series Z Preferred Stock to White Knight Co., Ltd., a Japan Company (“WK”), at a price of approximately $147,624 USD (20,000,000 Japanese Yen) (“The Share Purchase Agreement”). White Knight Co., Ltd. is owned and controlled by our Chief Executive Officer, Koichi Ishizuka. White Knight Co., Ltd. is deemed to be an accredited investor. The purchase of shares was made for investment purposes. The consummation of the transaction contemplated by the Share Purchase Agreement resulted in a change in control of the Company, with WK becoming the Company’s largest controlling shareholder. Previous to the consummation of the Share Purchase Agreement, the majority shareholders were comprised jointly of WK, and NXMH.

On July 11, 2022, Dr. Foods Inc. (the “Company”) dismissed its independent registered public accounting firm, BF Borgers CPA PC (“BFG”) effective immediately. This decision was approved by the Company’s Board of Directors, comprised solely of Koichi Ishizuka.The report of BFG on the Company’s financial statements for fiscal years ended March 31, 2022 and 2021 included in the Company’s annual report on Form 10-K for the year ended March 31, 2022, did not contain an adverse opinion or a disclaimer of opinion, nor was it qualified or modified as to uncertainty, audit scope or accounting principle.

On July 11, 2022, the Company engaged M&K CPAS, PLLC (“M&K”) as its new independent registered public accountant for the fiscal year ending March 31, 2023. This decision was approved by the Company’s Board of Directors, comprised solely of Koichi Ishizuka.

The FINRA corporate action to affect the Reverse Stock Split is now completed. Our new CUSIP number for our shares of Common Stock is 26140D206.

Except as described herein, there were no arrangements or understandings among former and new control parties with respect to the election of directors or other matters. As required to be disclosed by Item 403(c), there are no arrangements, known to the Company, including any pledge by any person of securities of the Company, the operation of which may at a subsequent date result in a change in control of the Company.

The Company is an “emerging growth company” (“EGC”), that is exempt from certain financial disclosure and governance requirements for up to five years as defined in the Jumpstart Our Business Startups Act (the JOBS Act), that eases restrictions on the sale of securities; and increases the number of shareholders a company must have before becoming subject to the U.S. Securities and Exchange Commissions (SEC’s) reporting and disclosure rules (See Emerging Growth Companies Section Below).

The Company has elected March 31st as its year end.

Mergers and Acquisitions

WeOn ~~currently~~January ~~operate~~12, ~~through~~2022, Dr. Foods, Inc., Mama Foods Co., Ltd. (“Mama Foods”), a Japan Company, and DR ~~FOODS~~White Knight Co., Ltd. (S“WKC”) entered ~~PTE~~into a non-definitive agreement, a “Letter of Intent”, whereas it is proposed that Dr. ~~LTD~~Foods, Inc. will acquire 100% of the controlling interest of Mama Foods from WKC in exchange for $500,000 acoupled ~~Singapore Company~~with the issuance of 19,500,000 shares of restricted Preferred Stock to WKC. The issuance of shares shall be subject to the rules and limitations set forth by the Securities Act Rule 144. The exact terms of the aforementioned transaction may also change as the agreement is “non definitive” in nature. Currently, all parties continue to remain interested in moving forward with the parameters detailed in the aforementioned Letter of Intent.

~~Our~~Mama ~~current~~Foods ~~management~~is ~~believes~~a ~~that~~food wecompany ~~may~~founded bein ~~able~~Japan in 1958, currently offering customers in Japan wholesale and retail products centering on Japanese side dishes, from chilled foods to ~~further~~packed ~~our~~and ~~business~~sterilized ~~agenda~~food. byMama ~~exploring~~Foods ~~various~~uses ~~merger~~ingredients carefully taken from natural kelp and orbonito without ~~acquisition~~adding ~~opportunities~~any chemical seasonings, preservatives, coloring agents, etc. Mama Foods has two existing “in ~~the~~house” ~~food~~production facilities ~~sector~~and produces 100% of its current product offerings. From time to time, it also produces products of other third parties, including certain products offered for sale by Next Meats Co., Ltd., such as “Next Kalbi 2.0”, a boneless short rib made from meat substitutes. Currently, Mama Foods employs approximately 43 individuals. In 2021, WKC. acquired 100% of Mama Foods from its prior controller, in exchange for approximately 1 million USD.

It should be noted that we rely entirely, at this time, on our controlling shareholders listed above, and Koichi Ishizuka, our sole Director, for funding. None of these parties are obligated to loan or provide us any funding.

*The proposed consideration to be exchanged per the above transaction is not definitive and the terms are subject to change.

Mama Foods is a food company founded in Japan in 1958, currently offering customers in Japan wholesale and retail products centering on Japanese side dishes, from chilled foods to packed and sterilized food. Mama Foods uses ingredients carefully taken from natural kelp and bonito without adding any chemical seasonings, preservatives, coloring agents, etc. Mama Foods has two existing “in house” production facilities and produces 100% of its current product offerings. From time to time, it also produces products of other third parties, including certain products offered for sale by Next Meats Co., Ltd., such as “Next Kalbi 2.0”, a boneless short rib made from meat substitutes. Currently, Mama Foods employs approximately 43 individuals. In 2021, WKC acquired 100% of Mama Foods from its prior controller, in exchange for approximately 1 million USD.

Currently, the Company is pending moving forward with the acquisition of Mama Foods Co., Ltd. due to the fact that Mama Foods Co., Ltd. requires, and has yet to complete, a PCAOB audit of its financial statements for the last two fiscal years. At this time, the audit is actively taking place by M&K CPAS, PLLC (“M&K”). However, we understand that progress has been minimal. The exchange of information between Mama Foods Co., Ltd. and M&K has been spearheaded by Koichi Ishizuka, who has minimal time, resources, and expertise to expedite such a process. Koichi Ishizuka has also engaged the services of an accounting professional to better facilitate the exchange of information and communication, however, as mentioned, such efforts have been slow going and progress has been minimal as it relates to the completion of an audit. The Company cannot estimate with any level of certainty how long the aforementioned audit of Mama Foods Co., Ltd. may take to complete. The Company does not intend to acquire Mama Foods Co., Ltd., under any terms, prior to the completion of its PCAOB audit.

There is a risk that the audit of Mama Foods Co., Ltd. is not completed at all, and/or that we never acquire Mama Foods Co., Ltd. There are also risks we may not realize further revenues, that we do not grow our business at the rate we expect, that we are unable to fulfill our business agenda, that we are unable to add products to our current lineup, and numerous other risks associated with any start up stage company that one should consider before investing in our common stock.

Any investment in our common stock is extremely high risk and should only be made by those who can afford the entire loss of their investment.

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Loan

During the period ended ~~September~~December 3031, 2022, our wholly-owned subsidiary, Dr. Foods Co. Ltd, loaned approximately $~~555~~578,~~539~~884, which includes $36,~~091~~164 of accrued interest, to related party White Knight Co., Ltd. (“White Knight”) Co., ~~White~~Ltd. ~~Knight~~ is owned and controlled by our Chief Executive Officer, Koichi Ishizuka. ~~The~~ The loan is related to the pending, proposed acquisition of Mama Foods Co., Ltd. (“Mama Foods”), currently a wholly-owned subsidiary of White Knight Co., Ltd.. The ~~Company~~exact ~~expects~~terms of the aforementioned transaction may also change as the acquisition pursuant to the agreement is “non definitive” in nature. Although we hope to acquire Mama Foods ~~from~~Co., ~~White~~Ltd. ~~Knight~~ during the next fiscal quarter, ~~and~~there ~~these~~is ~~funds~~a ~~will~~risk ~~be used~~that tothe ~~facilitate~~acquisition ~~that~~of ~~acquisition~~Mama Foods Co., Ltd. is not completed in the near term, if at all. This loan is non-secured and payable upon demand.

Liquidity and Capital Resources

Our cash balance is $449,~~376~~678 as of ~~September~~December 3031, 2022. We have been utilizing funds from our Chief Executive Officer, Koichi Ishizuka to fund our operations and we intend to rely on Koichi Ishizuka for funding going forward.

Mr. Ishizuka has no formal commitment, arrangement or legal obligation to advance or loan funds to the company. In order to implement our plan of operations for the next twelve-month period, we may require further funding. Being a start-up stage company, we have very limited operating history. After a twelve-month period we may need additional financing but currently do not have any arrangements for such financing.

If we need additional cash and cannot raise it, we will either have to suspend operations until we do raise the cash we need, or cease operations entirely.

Revenues

~~The~~We ~~company~~recorded ~~has~~revenue ~~generated~~of no$167 for the three and nine months ended December 31, 2022. Comparatively, we recorded revenue of $0 for the three and nine months ended December 31, 2021. This variance is attributed to ~~date~~the sale of Foie Gras, which occurred during the three months ended December 31, 2022. The cost of revenues was $0 for the three and nine months ended December 31, 2022 and the gross profit was $167.

As disclosed in our Form 8-K filed on October 5, 2021, we incorporated Dr. Foods Co., Ltd., a Japan Company, as a wholly owned subsidiary of the Company. We intend to utilize Dr. Foods Co., Ltd. to, amongst other things, act as an importer, reseller, developer, and manufacturer of various food products that we may develop in the future.

On or about October 17, 2022, we incorporated DR FOODS (S) PTE. LTD., a Singapore Private Company limited by shares.

At this time we operate exclusively through our wholly owned subsidiaries.

Upon execution of the “Collaboration Agreement” entered into by our wholly owned subsidiary, Dr. Foods Co., Ltd., with Next Meats Co., Ltd., a Japan Company, and commensurate with a notable increase in the level of our business operations, we ceased our status as a “shell company”, as defined in Rule 12b-2 under the Exchange Act of 1934, as amended (the “Exchange Act”).

Net Income

We recorded a net loss of $~~153~~79,~~251~~738 for the ~~six~~three months ended ~~September~~December 3031, 2022 and $1232,~~017,617~~988 for the ~~six~~nine months ended ~~September~~December 3031, ~~2021~~2022.

We recorded a net loss of $17,053 for the three months ended December 31, 2021 and $1,034,670 for the nine months ended December 31, 2021.

The net loss for the above periods is primarily comprised of general and administrative expenses, which were primarily attributed to professional fees, and fees billed by Next Meats Co., Ltd. for research/development expenses.

Cash flow

For the ~~six~~nine months ended ~~September~~December 3031, 2022, we had negative cash flows from operating activities in the amount of $~~153~~227,~~251~~776. Comparatively, for the ~~six~~nine months ended ~~September~~December 3031, 2021, we had negative cash flows from operating activities in the amount of $1835,~~167~~220.

For the ~~six~~nine months ended ~~September~~December 3031, 2022, we had negative cash flows from investing activities in the amount of $~~552~~572,~~448~~720. Comparatively, for the ~~six~~nine months ended ~~September~~December 3031, 2021, we had no cash flows from investing activities. The disparity is a result of a loan to a related party during the nine months ended December 31, 2022.

For the ~~six~~nine months ended ~~September~~December 3031, 2022, we had net cash flows from financing activities in the amount of $~~823~~831,449. Comparatively, for the ~~six~~nine months ended ~~September~~December 3031, 2021, we had net cash flows from financing activities in the amount of $1835,~~167~~220. The variance is a result of cash received for the sale of our common shares during the nine months ended December 31, 2022.

Going Concern

The Company has not established sufficient revenue to cover its operating costs. Management plans to fund operating expenses with related party contributions to capital. There is no assurance that management's plan will be successful. The financial statements do not include any adjustments relating to the recoverability and classification of recorded assets, or the amounts and classification of liabilities that might be necessary in the event that the Company cannot continue as a going concern.

ITEM 3

QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

As a smaller reporting company, as defined in Rule 12b-2 of the Exchange Act, we are not required to provide the information called for by this Item.

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ITEM 4

CONTROLS AND PROCEDURES

Management’s Report on Disclosure Controls and Procedures

We maintain disclosure controls and procedures that are designed to ensure that information required to be disclosed in our reports filed under the Securities Exchange Act of 1934, as amended, is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission's rules and forms, and that such information is accumulated and communicated to our management, including our chief executive officer ~~and~~Koichi Ishizuka, who is also our chief financial officer, ~~Koichi Ishizuka,~~ (who is acting as our principal executive officer, principal financial officer and principle accounting officer) to allow for timely decisions regarding required disclosure.

As of ~~September~~December 3031, 2022, we carried out an evaluation, under the supervision of our chief executive officer, ~~and~~Koichi Ishizuka, who is also our chief financial officer, ~~Koichi Ishizuka,~~ of the effectiveness of the design and the operation of our disclosure controls and procedures. The ~~Mr.~~officers ~~Ishizuka~~ concluded that the disclosure controls and procedures were not effective as of the end of the period covered by this ~~report~~ report due to material weaknesses identified below.

The matters involving internal controls and procedures that our management considered to be material weaknesses under the standards of the Public Company Accounting Oversight Board were: domination of management by a single individual without adequate compensating controls, lack of a majority of outside directors on board of directors, resulting in ineffective oversight in the establishment and monitoring of required internal controls and procedures; inadequate segregation of duties consistent with control objectives, and lack of an audit committee. These material weaknesses were identified by our Chief Executive Officer who also serves as our Chief Financial Officer in connection with the above evaluation.

Inherent limitations on effectiveness of controls

Internal control over financial reporting has inherent limitations which include but is not limited to the use of independent professionals for advice and guidance, interpretation of existing and/or changing rules and principles, segregation of management duties, scale of organization, and personnel factors. Internal control over financial reporting is a process which involves human diligence and compliance and is subject to lapses in judgment and breakdowns resulting from human failures. Internal control over financial reporting also can be circumvented by collusion or improper management override. Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements on a timely basis, however these inherent limitations are known features of the financial reporting process and it is possible to design into the process safeguards to reduce, though not eliminate, this risk. Therefore, even those systems determined to be effective can provide only reasonable assurance with respect to financial statement preparation and presentation. Projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

Changes in Internal Control over Financial Reporting

There have been no changes in our internal controls over financial reporting that have occurred for the fiscal quarter ended ~~September~~December 3031, 2022, that have materially or are reasonably likely to materially affect, our internal controls over financial reporting.

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PART II-OTHER INFORMATION

ITEM 1

LEGAL PROCEEDINGS

There are no legal proceedings against the Company and the Company is unaware of such proceedings contemplated against it.

ITEM 1A

RISK FACTORS

As a smaller reporting company, as defined in Rule 12b-2 of the Exchange Act, we are not required to provide the information called for by this Item.

ITEM 2

UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

~~On or about May 31, 2022, we sold 307,692,308 shares of restricted Common Stock to SJ Capital Co~~None., Ltd., a Japanese Company, at a price of $0.0025 USD per share of Common Stock. When accounting for the reverse stock split, with a Market Effective Date of September 21, 2022, the aforementioned shares sold to SJ Capital Co., Ltd. amounted to approximately 1,538,462 shares of restricted Common Stock, sold at a price of $0.50 USD per share.

The proceeds from this sale went to the Company to be used as working capital.

ITEM 3

DEFAULTS UPON SENIOR SECURITIES

None.

ITEM 4

MINE SAFETY DISCLOSURES

Not applicable.

ITEM 5

OTHER INFORMATION

None.

ITEM 6

EXHIBITS

Exhibit No.		Description
3.1 (i)		Certificate of Incorporation (1)
3.1 (ii)		Certificate of Amendment (2)
3.1 (iii)		Certificate of Amendment (3)
3.1 (iv)		Certificate of Change (4)
3.2		By-laws (1)
31		Certification of the Company’s Principal Executive and Prinipal Financial Officer pursuant to the Securities Exchange Act Rules 13a-14(a) and 15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. (5)
32		Certification of the Company’s Principal Executive and Principal Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. (5)
101.INS		Inline XBRL Instance Document
101.SCH		Inline XBRL Taxonomy Extension Schema
101.CAL		Inline XBRL Taxonomy Extension Calculation Linkbase
101.DEF		Inline XBRL Taxonomy Extension Definition Linkbase
101.LAB		Inline XBRL Taxonomy Extension Label Linkbase
101.PRE		Inline XBRL Taxonomy Extension Presentation Linkbase
104		Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibits 101)

(1)	Filed as an exhibit to the Company's Form 10-12G, as filed with the SEC on May 3, 2021, and incorporated herein by this reference.
(2)	Filed as an exhibit to the Company's Form 8-K, as filed with the SEC on August 25, 2021, and incorporated herein by this reference.
(3)	Filed as an exhibit to the Company's Form 8-K, as filed with the SEC on February 23, 2022, and incorporated herein by this reference.
(4)	Filed as an exhibit to the Company's Form 8-K, as filed with the SEC on September 14, 2022, and incorporated herein by this reference.
(5)	Filed herewith.

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SIGNATURES

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

Dr. Foods, Inc.

(Registrant)

By: /s/ Koichi Ishizuka

Name: Koichi Ishizuka

Chief Financial Officer and Chief Executive Officer

Dated: ~~November~~March 1610, ~~2022~~2023

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Filing Compare · Japan Food Tech Holdings, Inc.