SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549
____________________

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF

THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): ~~August~~September 3027, 2024

Alterola Biotech, Inc.
(Exact name of registrant as specified in its charter)

Nevada	333-156091	82-1317032
(State or other jurisdiction of incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

47 Hamilton Square Birkenhead Merseyside United Kingdom

CH41 5AR

(Address of principal executive offices)

(Zip Code)

Registrant’s telephone number, including area code: +44 151 601 9477

________________________________________________

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

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

[ ]	Written communications pursuant to Rule 425 under the Securities Act (17CFR 230.425)

[ ]	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

[ ]	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

[ ]	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

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. [ ]

Securities registered pursuant to Section 12(b) of the Act: None.

~~SECTION 1~~Item –4.02. ~~Registrant’s~~Non-Reliance ~~Business~~on ~~and~~Previously ~~Operations~~Issued Financial Statements or a Related Audit Report or Completed Interim Review.

~~Item~~On September 24, 2024, the board of directors of Alterola Biotech, 1Inc.01 ~~Entry~~(the ~~Into~~“Company”) Adetermined, ~~Materially~~upon ~~Definitive~~the ~~Agreement~~recommendation of the Company’s management, and in consultation with the Company’s independent registered public accounting firm, that the Company should restate its previously issued financial statements for quarter ended June 30, 2024 to correct the accounting in its unaudited balance sheets for said quarter.

OnThe ~~August~~restatement ~~30,~~relates ~~2024,~~to wean ~~borrowed~~error ~~$310,000~~in ~~from~~the ~~FLUFFY’S~~consolidation of ~~WORLD,~~the ~~LLC~~Company’s –subsidiaries. ~~FWP3,~~The Company does not believe that there is a ~~Delaware~~material ~~series~~impact ~~limited~~to ~~liability~~the ~~company,~~financial ~~under~~statements and the ~~terms~~error was an oversight that occurred as part of aits ~~convertible~~internal ~~promissory~~reorganization ~~note~~with ~~(the~~a ~~“Note”) for~~newly ~~working~~formed ~~capital~~subsidiary.

~~Interest~~The ~~under~~change ~~the~~in ~~Note~~accounting treatment is ~~12%~~non-cash ~~per~~in ~~annum~~nature, and ~~the~~ ~~principal~~does ~~and~~not ~~all~~affect ~~accrued~~revenue, ~~but~~gross ~~unpaid~~margin, ~~interest~~net isincome ~~due~~or onincome ~~August~~per 30share or the presentation of its non-GAAP metrics, ~~2025~~including funds from operations. The ~~Note~~change ~~may~~did not beresult ~~prepaid~~from a change in ~~whole~~published oraccounting inguidance ~~part~~during ~~unless~~the ~~agreed~~relevant time period or override of controls toor ~~between~~misconduct, nor has the ~~parties~~Audit Committee or Board of the Company been informed of any issues related to an override of controls or misconduct.

The ~~Note~~error isin ~~convertible~~the atunaudited ~~any~~balance ~~time~~sheet orwill ~~upon~~be acorrected ~~default~~in restated ~~into~~financial ~~shares~~statements ofby ~~our~~filing ~~common~~an ~~stock~~amended ~~provided~~Quarterly ~~that~~Report on Form 10-Q (the ~~lender~~“Form ~~shall~~10-Q/A”) ~~not~~in ~~own~~approximately ~~more~~one ~~than~~week ~~9.99%~~from the filing of ~~our~~this ~~outstanding~~Current ~~shares~~Report aton ~~any~~Form ~~given~~8-K. Accordingly, the financial statements contained in the Company’s Form 10-Q report for the quarter ended June 30, 2024, filed with the Securities and Exchange Commission should no longer be relied upon in its present format until such time as the restated financial statements are filed.

~~For~~The aCompany’s ~~voluntary~~management ~~conversion,~~discussed the ~~conversion~~matters ~~price~~disclosed isin ~~equal to the lower of 90% of our outstanding shares and 50% of the average of the~~this ~~two~~Item ~~(2)~~4.02 ~~lowest~~with ~~closing prices for~~ the ~~proceeding~~Company’s 15independent ~~trading~~registered ~~days~~public ~~prior~~accounting ~~to conversion. At any time~~firm, ~~and~~Green ~~from~~Growth ~~time to time after an event of default, the lender may utilize the Default Conversion Price in its sole discretion~~CPAs. ~~The “Default Conversion Price” shall be a rate per share equal to $0.002.~~

All amounts due under the note become immediately due and payable by us upon the occurrence of an event of default, which includes (i) our failure to pay the amounts due at maturity, (ii) our failure to deliver shares of our common stock upon any conversion of the note, (iii) a breach of the covenants, representations or warranties under the note or the Purchase Agreement, (iv) the appointment of a trustee, a judgment against us in excess of $50,000 (subject to a cure period), a liquidation of our company or the filing of a bankruptcy petition, (v) delisting of our common stock from the OTC Markets, (vi) any restatement of our financial statements, or (vii) cessation of operations and maintenance of assets, as well as certain other provisions as set forth in the note.2

~~Upon any default, we would be obligated to pay 150% of the principal, accrued interest and other amounts due.~~SIGNATURE

~~The~~Pursuant ~~foregoing~~to ~~description~~the requirements of the ~~Note~~Securities ~~does~~Exchange ~~not purport~~Act toof be1934, ~~complete~~the ~~and~~registrant ishas ~~qualified~~duly incaused ~~its~~this ~~entirety~~report ~~by reference~~ to ~~the~~be ~~complete~~signed ~~text~~on ofits ~~the~~behalf ~~Note,~~by ~~which is filed as Exhibit 4.1 hereto, and~~the isundersigned ~~incorporated~~hereunto ~~herein~~duly ~~by this reference~~authorized.

SECTION 2 - Financial INFORMATION

	ALTEROLA BIOTECH, INC.

Date: September 27, 2024	By	/s/ Timothy Rogers
		Timothy Rogers
		Executive Chairman

~~Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant~~3

The information contained in Item 1.01 above is incorporated herein by reference into this Item 2.03.

SECTION 9 - Financial Statements and Exhibits.

Item 9.01 Financial Statements and Exhibits

Exhibit No.	Description
4.1	Convertible Promissory Note, dated August 30, 2024

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Alterola Biotech, Inc.

/s/ Timothy Rogers

Timothy Rogers

Executive Chairman

Date: September 12, 2024

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