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 ~~May~~August 31, 2018

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

For the transition period from _________________ to _________________

Commission File No.: 000-54440

US-CHINA BIOMEDICAL TECHNOLOGY, INC.

(Exact name of registrant as specified in its charter)

Nevada

27-4479356

(State or other jurisdiction of

incorporation or organization)

(I.R.S. Employer

Identification No.)

2 Park Plaza, Suite 400

Irvine, CA 92614

(Address of principal executive offices)

Issuer’s telephone number: (949) 679-3992

~~CLOUD SECURITY CORPORATION~~___________________________

(Former name, former address and former fiscal year, 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 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 x☒ No o☐

Indicate by check mark whether the registrant has submitted ~~electronically and posted on its corporate Web site, if any,~~ every Interactive Data File required to be submitted ~~and~~ ~~posted~~ pursuant to Rule 405 of Regulation S-T (§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). Yes x☒ No o☐

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

Large accelerated filer o☐ Accelerated filer o☐ Non-accelerated filer ~~(Do~~☒ ~~not check if a smaller reporting company) o~~ Smaller reporting company x☒ Emerging growth company o☐

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. o☐

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

As of ~~July~~October 1610, 2018, 15,510,646 shares of our common stock and 0 shares of our preferred stock were ~~issues~~issued and outstanding.

~~SPECIAL~~Special ~~NOTE~~Note ~~REGARDING~~Regarding ~~FORWARD~~Forward-~~LOOKING~~Looking ~~STATEMENTS~~Statements

~~Certain~~This ~~information included in this~~ Quarterly Report on Form 10-Q ~~and~~contains forward-looking ~~other~~statements ~~filings~~within the meaning of ~~the~~Section ~~Registrant~~27A ~~under~~of the Securities Act of 1933, as amended (the “Securities Act”), and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”),. asThese ~~well as information communicated orally or in writing between the dates of such filings, contains or may contain “~~forward-looking statements~~” within the meaning~~ ofare ~~Section~~not ~~27A~~historical offacts ~~the~~but ~~Securities~~rather ~~Act~~are ~~and~~based ~~Section~~on ~~21E~~current ofexpectations, ~~the~~estimates ~~Exchange~~and ~~Act~~projections. ~~Forward-looking~~We ~~statements~~may inuse ~~this~~words ~~Quarterly~~such ~~Report~~as on“anticipate,” ~~Form 10-Q~~“expect,” ~~including without limitation~~“intend,” ~~statements related to our plans~~“plan,” ~~strategies~~“believe,” ~~objectives~~“foresee,” ~~expectations, intentions and~~“estimate” ~~adequacy~~and variations of ~~resources,~~these ~~are~~words ~~made~~and ~~pursuant~~similar expressions to ~~the~~identify ~~safe~~forward-looking ~~harbor~~statements. ~~provisions~~These ofstatements ~~the~~are ~~Private~~not ~~Securities Litigation Reform Act~~ guarantees of ~~1995. Such~~future ~~statements~~performance and are subject to certain risks, ~~trends,~~uncertainties and ~~uncertainties~~other ~~that could cause actual results to differ materially from expected results. Among these risks~~factors, ~~trends,~~some ~~and uncertainties are the availability~~ of ~~working capital to fund our operations, the competitive market in~~ which weare ~~operate,~~beyond ~~the efficient and uninterrupted operation of~~ our ~~computer and communications systems~~control, ~~our~~are ~~ability~~difficult to ~~generate~~predict ~~a profit~~ and ~~execute~~could ~~our~~cause ~~business~~actual ~~plan,~~results ~~the retention of key personnel, our ability~~ to ~~protect~~differ ~~and~~materially ~~defend our~~from ~~intellectual~~those ~~property,~~expressed ~~the~~or ~~effects~~forecasted. ofThese ~~governmental~~risks ~~regulation, uncertainties associated with product research~~ and ~~development,~~ ~~product~~uncertainties ~~plans~~include ~~and performance, management’s assessment of market factors, and other risks identified in~~ the ~~Registrant’s filings with the Securities and Exchange Commission from time to time.~~following:

In· ~~some~~The ~~cases,~~availability forward-looking statements can be identified by terminology such as “may,” “will,” “should,” “could,” “expects,” “plans,” “anticipates,” “believes,” “estimates,” “predicts,” “potential” or “continue” or the negative of such terms or other comparable terminology. Although the Registrant believes that the expectations reflected in the forward-looking statements contained herein are reasonable, the Registrant cannot guarantee future results, levels of activity, performance or achievements. Moreover, neither the Registrant, nor any other person, assumes responsibility for the accuracy and ~~completeness~~adequacy of ~~such~~our ~~statements.~~cash ~~The~~flow ~~Registrant is under no duty~~ to ~~update~~meet ~~any~~our ~~of the forward-looking statements contained herein after the date of this Quarterly Report on Form 10-Q.~~requirements;

2· Economic, competitive, demographic, business and other conditions in our local and regional markets;

Changes or developments in laws, regulations or taxes in our industry;

Actions taken or omitted to be taken by third parties including our suppliers and competitors, as well as legislative, regulatory, judicial and other governmental authorities;

Competition in our industry;

The loss of or failure to obtain any license or permit necessary or desirable in the operation of our business;

Changes in our business strategy, capital improvements or development plans;

The availability of additional capital to support capital improvements and development; and

Other risks identified in this report and in our other filings with the Securities and Exchange Commission (“SEC”).

This report should be read completely and with the understanding that actual future results may be materially different from what we expect. The forward looking statements included in this report are made as of the date of this report and should be evaluated with consideration of any changes occurring after the date of this Report. We will not update forward-looking statements even though our situation may change in the future and we assume no obligation to update any forward-looking statements, whether as a result of new information, future events or otherwise.

Use of Term

Except as otherwise indicated by the context, references in this Quarterly Report to the words "we," "our," "us," the "Company," "UCBB," or “US-China” refers to US-China Biomedical Technology, Inc. All references to “USD” or United States Dollars refer to the legal currency of the United States of America.

US-CHINA BIOMEDICAL TECHNOLOGY, INC.

FORM 10-Q

~~May~~August 31, 2018

TABLE OF CONTENTS

		Page
PART I – FINANCIAL INFORMATION		3
Item 1.	Financial Statements	43
	Balance Sheets (unaudited) as of May 31, 2018 and February 28, 2018	4
	Balance Sheets (unaudited) as of August 31, 2018 and February 28, 2018	3
	Statements of Operations (unaudited) for the Three Months Ended May 31, 2018 and 2017	5
	Statements of Operations (unaudited) for the Three and six Months Ended August 31, 2018 and 2017	4
	Statements of Cash Flows (unaudited) for the Three Months Ended May 31, 2018 and 2017	6
	Statements of Cash Flows (unaudited) for the Six Months Ended August 31, 2018 and 2017	5
	Notes to (unaudited) Financial Statements	76
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	10
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	12
Item 4.	Control and Procedures	12
PART II – OTHER INFORMATION		13
Item 1.	Legal Proceedings	13
Item 1A.	Risk Factors	13
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	13
Item 3.	Defaults Upon Senior Securities	14
Item 4.	Mine Safety Disclosures	14
Item 5.	Other Information	14
Item 6.	Exhibits	15
SIGNATURES		16
CERTIFICATIONS

PART I – FINANCIAL INFORMATION

Item 1. Financial Statements

US-CHINA BIOMEDICAL TECHNOLOGY, INC.

(FORMERLY CLOUD SECURITY CORPORATION)

BALANCE SHEETS

	May 31, 2018			February 28, 2018
	August 31, 2018			February 28, 2018
	~~(unaudited)~~	(unaudited)
ASSETS
Current assets:
Cash	$	~~459~~340,~~479~~176		$	56,407
Prepaid expenses		1712,~~698~~857			5,000
Total current assets		~~477~~353,~~177~~033			61,407
Deposit		19,219			19,219
TOTAL ASSETS	$	~~496~~372,~~396~~252		$	80,626
LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)
Current liabilities:
Accounts payable	$	2340,~~474~~082		$	18,153
Deferred rent		24,~~217~~433			–
Accrued payroll - non-related parties		–			27,806
Accrued payroll - related parties		33,000			35,175
Notes payable and accrued interest		–			45,000
Related party notes payable and accrued interest		–			226,299
TOTAL LIABILITIES		5877,~~691~~515			352,433
Commitments and contingencies
		–			–
Stockholders' equity (deficit):
Preferred stock, $0.001 par value, 10,000,000 shares authorized; none issued and outstanding at May 31, 2018 and February 28, 2018, respectively		–			–
Preferred stock, $0.001 par value, 10,000,000 shares authorized; none issued and outstanding at August 31, 2018 and February 28, 2018, respectively		–			–
Common stock, $0.001 par value, 190,000,000 shares authorized; 15,510,646 and 13,510,646 shares issued and outstanding at May 31, 2018 and February 28, 2018, respectively		15,511			13,510
Common stock, $0.001 par value, 190,000,000 shares authorized; 15,510,646 and 13,510,646 shares issued and outstanding at August 31, 2018 and February 28, 2018, respectively		15,511			13,510
Additional paid-in capital		2,922,682			1,940,526
Accumulated deficit		(2,~~500~~643,~~488~~456	)		(2,225,843	)
Total stockholders' equity (deficit)		~~437~~294,~~705~~737			(271,807	)
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)	$	~~496~~372,~~396~~252		$	80,626

See accompanying Notes to the unaudited Financial Statements

US-CHINA BIOMEDICAL TECHNOLOGY, INC.

(FORMERLY CLOUD SECURITY CORPORATION)

STATEMENTS OF OPERATIONS

(unaudited)

	For the Three Months Ended			For the Three Months Ended
	For the Three Months Ended August 31, 2018			For the Three Months Ended August 31, 2017			For the Six Months Ended August 31, 2018			For the Six Months Ended August 31, 2017
	May 31, 2018			May 31, 2017
Operating expenses:
General and administrative	$	274,645		$	40,032
General and administrative expense	$	142,968		$	229,881		$	229,561		$	269,915
Loss before provision for income taxes		(274,645	)		(40,032	)
Operating loss		(142,968	)		(229,881	)		(229,561	)		(269,915	)
Provision for income taxes		–			–
Other expense:
Net loss	$	(274,645	)	$	(40,032	)
Interest expense		–			5,000			3,896			5,000
Weighted average shares basic and diluted		14,032,385			13,026,980
Loss on conversion of related party debt		–			–			184,156			–
Weighted average basic and diluted loss per common share	$	(0.02	)	$	(0.00	)
Loss before provision for income taxes		(142,968	)		(234,881	)		(417,613	)		(274,915	)
Provision for income taxes		–			–			–			–
Net loss	$	(142,968	)	$	(234,881	)	$	(417,613	)	$	(274,915	)
Weighted average shares basic and diluted		15,510,646			13,061,763			14,771,516			13,044,372
Weighted average basic and diluted loss per common share	$	(0.01	)	$	(0.02	)	$	(0.03	)	$	(0.02	)

See accompanying Notes to the unaudited Financial Statements

US-CHINA BIOMEDICAL TECHNOLOGY, INC.

(FORMERLY CLOUD SECURITY CORPORATION)

STATEMENTS OF CASH FLOWS

(unaudited)

	For the Three Months Ended			For the Three Months Ended
	For the Six Months Ended August 31, 2018			For the Six Months Ended August 31, 2017
	May 31, 2018			May 31, 2017
Cash flows from operating activities:
Net loss	$	(~~274~~417,~~645~~613	)	$	(40274,~~032~~915	)
Adjustments to reconcile net loss to net cash used in operating activities:
Loss on settlement of debt		184,156			–
Loss on conversion of related party debt		184,156			–
Changes in operating assets and liabilities:
Prepaid expenses		(127,~~698~~857	)		(75,~~500~~000	)
Accounts payable		521,~~322~~930			3247,~~475~~168
Accrued liabilities		(23,867	)		–
Deferred rent		4,433			–
Due to related party		–			13,100
Accrued liabilities		(26,085	)		64,583
Net cash used in operating activities		(121,733	)		(1,957	)
Due to related party		–			1,850
Net cash used in operating activities		(241,036	)		(166,314	)
Cash flows from financing activities:
Proceeds from sale of common stock		569,805			–50,000
Proceeds from issuance of note payable		–			115,000
Payments on notes payable		(45,000	)		–
Net cash provided by financing activities		524,805			–165,000
Net change in cash		~~403~~283,~~072~~769			(1,~~957~~314	)
Cash, beginning of period		56,407			3,366
Cash, end of period	$	~~459~~340,~~479~~176		$	12,~~409~~052
Supplemental disclosures of cash flow information
Cash paid during the period for:
Interest	$	–		$	–
Taxes	$	800		$	–

See accompanying Notes to the unaudited Financial Statements

US-CHINA BIOMEDICAL TECHNOLOGY, INC.

(FORMERLY CLOUD SECURITY CORPORATION)

NOTES TO (UNAUDITED) FINANCIAL STATEMENTS

~~MAY~~AUGUST 31, 2018

1. Organization History and Business

~~US-China~~Organization Biomedical Technology, Inc., formerly Cloud Security Corporation (the “Company”), was incorporated in the State of Nevada on December 20, 2010. On May 22, 2012, the Company merged with Cloud Star Corporation (“Cloud Star”), a privately held Nevada corporation incorporated on October 17, 2011 headquartered in California (the “Merger”). Cloud Star’s then Chief Executive Officer assigned his rights and interests in technology named “The VirtualKey Desktop Solution” (“MyComputerKey”) and additional cloud security technology products to the Company in connection with the Merger. Following the Merger, the Company conducted the business of Cloud Star and changed its name from “Accend Media” to “Cloud Star Corporation”. On May 28, 2013, the Company changed its corporate name to “Cloud Security Corporation”.History

OnWe were formed by the filing of Articles of Incorporation with the Secretary of State of the State of Nevada on December 820, ~~2014~~2010, originally ~~the~~as ~~Company~~Accend ~~entered~~Media. ~~into~~On aor ~~stock~~about May ~~purchase~~22, ~~agreement~~2012, ~~(the~~Accend Media, and Cloud Star Corporation (“~~SPA~~Cloud Star”), ~~with~~a ~~Goldenrise~~privately-held Nevada ~~Development,~~corporation ~~Inc.,~~headquartered ain California, ~~corporation~~ entered into an Acquisition Agreement and Plan of Merger (“~~Goldenrise~~Merger”). Prior ~~whereby~~to the ~~Company~~Merger, ~~sold~~Accend ~~12,000,000~~Media ~~shares~~effectuated ofa ~~its~~five-for-one ~~common~~forward stock ~~for~~split ~~$180~~on May 7,~~000~~ to2012. ~~Goldenrise~~We ~~representing~~changed our corporate ~~approximately~~name ~~92%~~to Cloud Star Corporation upon consummation of ~~our~~the ~~outstanding~~Merger ~~shares.~~on May In23, ~~connection~~2012. ~~with~~On May ~~the~~28, ~~SPA~~2013, we ~~also~~changed ~~agreed~~our corporate name to ~~effectuate~~Cloud aSecurity ~~1:100~~Corporation. ~~reverse~~The ~~stock~~Merger ~~split of~~was ~~the~~accounted ~~Company’s~~for ~~issued~~as ~~and~~a ~~outstanding~~reverse ~~common~~acquisition ~~stock~~with ~~(“Reverse~~Cloud ~~Split”)~~Star ~~which~~being ~~became~~treated ~~effective~~as onthe acquirer ~~January~~for ~~22, 2015~~accounting purposes. ~~The~~Accordingly, ~~Company’s~~for ~~then~~all ~~directors~~periods ~~and~~presented ~~officers~~in ~~immediately~~this ~~preceding~~Quarterly ~~the~~Report ~~close~~on ofForm ~~this~~10-Q ~~transaction~~(“Form ~~resigned~~10-Q”), the atfinancial ~~closing. Goldenrise~~statements ~~designated~~of ~~the~~Cloud ~~current~~Star ~~directors~~have ~~and~~been ~~officers~~adopted ofas the ~~Company.~~historical ~~The~~financial ~~transaction~~statements ~~effectuated~~of our Company known as a change in ~~control~~reporting ofentity. Accordingly, Cloud Star’s October 17, 2011 formation date is considered the date ~~Company~~of “Inception” in the financial statements.

On ~~June~~December 288, ~~2017~~2014, ~~Goldenrise~~ ~~and~~we ~~the Company~~ entered into a Stock Purchase Agreement (the “~~Dunn~~Goldenrise Agreement”) with ~~Michael~~Goldenrise R.Development, ~~Dunn~~Inc., ~~the~~a ~~Company’s~~California ~~sole~~corporation ~~officer and director~~ (~~the~~ “~~Dunn~~Goldenrise”). ~~Pursuant~~In toconnection with the ~~Dunn~~Goldenrise Agreement, ~~Goldenrise~~we ~~agreed~~also ~~to sell and Dunn~~ agreed to ~~purchase~~ ~~12,000,000~~effectuate ~~restricted~~a ~~common~~1:100 reverse stock ~~shares~~split of ~~the~~our ~~Company,~~issued ~~representing~~and ~~approximately 92.12% of the Company’s~~ outstanding ~~shares~~ of common stock. Inwhich ~~consideration~~became ~~for~~effective ~~the~~on ~~shares~~January 22, ~~the~~2015. ~~Dunn~~Under ~~will~~the ~~pay to~~ Goldenrise aAgreement, we ~~total~~sold ~~of $400~~12,000 ~~as follows: (i) $180~~,000 on orshares ~~before~~of ~~July~~our ~~15,~~common ~~2017~~stock ~~(extended~~ to ~~July~~Goldenrise ~~28,~~for ~~2017), (ii)~~ $180,000 ~~shall~~which beequated ~~withheld~~to byapproximately ~~Dunn~~92% ~~and~~of ~~applied~~our ~~towards monies owed~~outstanding byshares. ~~Goldenrise~~This totransaction ~~Dunn;~~effectuated ~~and~~a ~~(iii)~~change ~~$40,000~~in ~~shall~~control beof ~~with~~our ~~withheld~~Company ~~by Dunn~~ and ~~applied towards invoices related to~~ the ~~audit~~then officer and ~~legal fees~~members ~~associated~~of ~~with~~ the ~~reporting~~board ~~requirements~~ of ~~the~~directors resigned ~~Company~~and ~~through~~were ~~the~~replaced ~~date~~by ofnew ~~Closing~~management.

~~Concurrently,~~On on June 28, 2017, ~~Dunn~~ Goldenrise and ~~China~~ ~~Israel~~our ~~Biotechnology~~Company ~~Co.~~entered ~~Ltd.~~into ~~and Central Bio-MD Technology Co. Ltd., each~~ a ~~Chinese~~Stock ~~corporation~~Purchase ~~(collectively,~~Agreement (the “~~Buyers”~~Dunn ~~or “China-Israel~~Agreement”) with Michael R. Dunn, ~~entered~~our ~~into~~then sole aofficer ~~Stock~~and ~~Purchase~~director ~~Agreement~~ (~~the~~ “~~SPA~~Dunn”). Pursuant to Dunn ~~the SPA~~Agreement, ~~Dunn~~Goldenrise agreed to sell and ~~Buyers~~Dunn agreed to purchase 6 12,000,000 ~~restricted~~ ~~common stock~~ shares of ~~the~~our ~~Company~~common ~~(the~~stock ~~“Shares”),~~ representing approximately ~~46.06~~92% of ~~the~~our ~~Company’s~~ outstanding shares ~~of common stock~~. In consideration for ~~the~~these ~~Shares~~shares, Dunn ~~Buyers~~ agreed to pay toGoldenrise ~~Dunn~~ a total of $~~200~~400,000 ~~upon~~as ~~execution of~~follows: ~~the~~(i) ~~SPA~~$180,000 on or before July 15, 2017 (~~the~~extended ~~“Purchase~~to ~~Price”~~July 28, 2017)., (ii) ~~The~~$180,000 ~~Closing~~withheld ofas ~~the~~an ~~SPA~~offset ~~was~~to ~~extended~~monies ~~mutually~~owed by ~~the~~Goldenrise ~~parties~~to Dunn; and ~~closed~~(iii) on$40,000 ~~July~~withheld ~~28,~~and applied towards invoices ~~2017.~~related ~~The~~to ~~Purchase~~the ~~Price~~audit ~~was~~and ~~wired~~legal ~~directly~~fees toassociated with the reporting requirements of our Company ~~for~~through the ~~benefit~~date of ~~Dunn~~Closing.

~~Prior~~Concurrently, toon ~~the Closing~~June of28, ~~the~~2017, Dunn ~~Agreement~~entered ~~with~~into ~~Goldenrise,~~a onStock ~~July~~Purchase ~~25,~~Agreement ~~2017,~~ (the ~~Company~~“SPA”) ~~entered~~with ~~into~~China Israel anBiotechnology ~~unsecured~~Co. ~~promissory~~Ltd. ~~note~~(“China-Israel”) ~~with~~and ~~Goldenrise in~~Central ~~the~~Bio-MD ~~amount~~Technology ofCo. ~~$90~~Ltd.,~~000~~ each a Chinese corporation (collectively, the “~~Note~~Buyers”) ~~(See~~or ~~Note 4~~“China-Israel”). AsPursuant ~~such~~to the SPA, ~~when~~Dunn ~~remitting~~agreed ~~the~~to ~~purchase~~sell ~~price~~and ~~under~~Buyers ~~the~~agreed to ~~Dunn~~purchase ~~Agreement~~6, ~~$90~~000,000 ~~was~~of ~~paid~~our tocommon ~~Goldenrise~~shares, asrepresenting ~~payment~~approximately ~~under~~46% ~~the~~of ~~Dunn~~our ~~Agreement~~outstanding ~~and~~shares. ~~$90~~In consideration for the shares,~~000~~ ~~was~~Buyers ~~retained~~agreed into ~~the~~pay ~~Company’s~~Dunn ~~account~~a astotal ~~payment from~~of ~~Goldenrise~~$200,000 toupon the ~~Company~~SPA’s ~~for~~execution (the ~~Note~~“Purchase Price”). The ~~Dunn~~Purchase Price ~~Agreement~~was ~~purchase~~wired ~~price~~directly ~~has~~to ~~been~~our ~~paid~~Company infor ~~full~~the benefit of Dunn.

~~The~~Prior ~~Closing~~to the closing of the Dunn Agreement, ~~and SPA occurred~~ on July 2825, 2017, our Company issued an unsecured promissory note to Goldenrise in the amount of $90,000 (the “Goldenrise Note”). ~~The~~See Note 4. As such, when remitting the purchase price under the Dunn Agreement, $90,000 was paid to Goldenrise as payment under the Dunn Agreement and ~~SPA~~$90,000 ~~resulted~~was retained in aour ~~change~~Company’s inaccount ~~control~~as ofproceeds for the ~~Company~~Goldenrise Note. The Dunn Agreement purchase price has been paid in full.

OnThe ~~December~~Closing ~~29,~~for ~~2017,~~both the ~~Board~~Dunn ofAgreement ~~Directors~~and of the ~~Company~~SPA ~~approved~~occurred ~~the~~on ~~incorporation~~July ~~of US-China Biomedical Technology~~28, ~~Inc~~2017. ~~(“US-China”) in~~The ~~the~~Dunn ~~state~~Agreement ofand ~~Nevada as a wholly-owned subsidiary of~~ the ~~Company.~~SPA ~~US-China~~resulted ~~was~~in ~~incorporated~~a onchange ~~January~~in ~~11,~~control ~~2018. Mr. Qingxi Huang is the sole officer and Director~~ of ~~US-China~~our Company.

The Company’s principal business through July 2017 has been the software development of MyComputerKey; however, due to cash flow constraints, we were unable to proceed with development of this software. In August 2017, the Company began considering a revised business plan wherein the Company’s primary focus will be the integration and development of synergistic relationships with high profiled doctors and hospitals that will act as a bridge for connecting patients and bio-technology advances in China with the Company’s network of US based doctors and hospitals. The Company intends to develop a scalable biomedical bridge for the US and China markets. The bridge would provide concierge services for moving patients from China to the US with a focus on the following demographics: (i) cancer patient referrals that are in non-critical, non-life threatening positions, (ii) pre-screening and genetic testing for family members of cancer patients, (iii) patients suffering from Diabetes, and (iv) general medical services including preventative care and physicals. The Company intends to develop working relationships with key medical innovators for possible joint ventures related to medical device manufacturing in China, including working towards obtaining CFDA approval for medical device sales to government owned hospitals. As of the date of this report, the Company has not yet implemented this business plan and is currently in the development phase.6

7Name Change

On ~~May~~December 829, ~~2018~~2017, our weBoard ~~completed~~of aDirectors ~~subscription agreement~~approved ~~for~~an ~~the~~agreement ~~sale~~and ofplan ~~2,000,000~~to ~~shares~~merge ofwith our ~~common~~newly ~~stock~~formed toand ~~our~~wholly-owned ~~largest~~subsidiary, ~~shareholder~~US-China ~~for $800~~Biomedical Technology,~~000~~ Inc., ~~$230~~a Nevada corporation,~~195~~ ofto ~~the~~effectuate ~~purchase price~~a ~~was~~name ~~applied to~~change ~~the~~from ~~settlement~~Cloud ofSecurity ~~related~~Corporation ~~party~~to ~~notes~~US-China ~~payable~~Biomedical ~~and~~Technology, Inc. ~~accrued~~(“US-China”). ~~interest~~US-China ~~and~~was formed solely for the ~~remaining~~purpose ~~$569,805~~of ~~was~~this ~~paid in~~name ~~cash.~~change ~~During~~and our Company was the ~~three~~surviving entity ~~months~~following ~~ended~~the ~~May~~merger. 31On February 8, 2018, the ~~Company~~Financial ~~recorded~~Industry aRegulatory ~~loss~~Authority (“FINRA”) onannounced ~~settlement~~the effectiveness of ~~debt~~a ofchange ~~$184,156~~in onour ~~the accompanying~~Company’s ~~statement~~name ofto ~~operations~~“US-China ~~based~~Biomedical onTechnology, Inc.” ~~the~~and ~~excess~~new intrading ~~fair~~symbol ~~market~~“UCBB” ~~value~~which ofbecame effective on the ~~shares~~opening ~~issued~~of totrading ~~settle~~as ~~the~~of ~~debt~~February 9, 2018.

Business

We are an early stage medical tourism and services company. Through late 2017 our principal business was related to the software development of MyComputerKey™ and our other patented cloud computing technologies; however, due to cash flow constraints, we were unable to proceed with the further development of our software. Due to enhanced competition in the software development market and advancements in technology made by our competitors, we began evaluating alternative business plans.

Following the change in control of our Company pursuant to the SPA, the decision was made to put the software development on hold and to shift our primary business focus. Our newly revised business plan is directed towards medical tourism. The primary focus of our plan is the integration and development of synergistic relationships with high profiled doctors and hospitals that will act as a bridge for connecting patients and bio-technology advances in China with our Company’s network of US based doctors and hospitals. We intend to develop a scalable biomedical bridge for the US and China markets. We will provide concierge services for moving patients from China to the US with an emphasis on the following demographics:

(i)

cancer patient referrals that are in non-critical, non-life threatening positions,

(ii)

pre-screening and genetic testing for family members of cancer patients,

(iii)

patients suffering from Diabetes, and

(iv)

general medical services including preventative care and physicals.

We intend to develop working relationships with key medical innovators for possible joint ventures related to medical device manufacturing in China, including working towards obtaining China Food & Drug Administration (“CFDA”) approval for medical device sales to government owned hospitals. As of the date of this report, we have begun identifying qualified physicians and additions to our management team to begin initiation of operations in the US. The business plan is currently in the development phase.

On May 8, 2018, we completed a subscription agreement for the sale of 2,000,000 shares of our common stock to our largest shareholder for $800,000. $230,195 of the purchase price was applied to the settlement of related party notes payable and accrued interest and the remaining $569,805 was paid in cash. During the six months ended August 31, 2018, we recorded a loss on settlement of debt of $184,156 on the accompanying statement of operations based on the excess in fair market value of the shares issued in connection with this transaction.

Matters Relating to Former Officers and Directors

On January 31, 2017, our former Chief Executive Officer, President, and Chairman of the Board of Directors, Ning Liu resigned after being detained in China. Mr. Liu’s legal troubles are unrelated to ~~the~~our Company, have had no effect on our operations, and we do not believe this poses any business risk.

On November 23, 2017, our former Chief Executive Officer and Director, Michael R. Dunn, passed away unexpectedly.

On January 9, 2018, Ms. Amanda Huang resigned as the Senior Vice President of ~~the~~our Company effective immediately. The Board approved and accepted Ms. Huang’s resignation as ~~the Company’s~~ Senior Vice President on January 10, 2018.

2.	Summary of Significant Accounting Policies

Basis of Presentation

The accompanying unaudited interim financial statements have been prepared by ~~the~~us ~~Company~~ pursuant to the rules and regulations of the United States Securities ~~Exchange~~ Exchange Commission (“SEC”). Certain information and disclosures normally included in the annual financial statements ~~prepared~~ prepared in accordance with the accounting principles generally accepted in the Unites States of America have been condensed or ~~omitted~~ omitted pursuant to such rules and regulations. In the opinion of management, all adjustments and disclosures necessary for a fair ~~presentation~~ presentation of these financial statements have been included. Such adjustments consist of normal recurring adjustments. These interim financial statements should be read in conjunction with ~~the~~our Company’s historical financial statements and related notes ~~thereto of the Company~~ filed with the SEC including our Annual Report on Form 10-K for the fiscal year ended February 28, 2018 filed ~~with the SEC~~ on June 13, 2018. The results of operations for the three and six months ended ~~May~~August 31, 2018, are not necessarily indicative of the results that may be expected for the full year.

Going Concern Considerations ~~and Management’s Plans~~

The accompanying financial statements have been prepared in conformity with generally accepted accounting principles in the United States of America, which contemplate continuation of ~~the~~our Company as a going concern. ~~The~~We ~~Company has~~currently have no revenues, ~~has~~have incurred net losses, and ~~has~~ anhave an accumulated deficit ofin excess $2~~,500,488~~.6 million as of ~~May~~August 31, 2018. ~~The~~We ~~Company~~presently ~~currently~~have ~~has~~ limited liquidity and limited access to capital. These factors raise substantial doubt about our ability to continue as a going concern ~~within~~for one year ~~after~~from the date of ~~the~~this ~~financial statements are issued~~report. If ~~the~~we ~~Company~~are is unable to obtain adequate capital, we could be forced to cease operations.

Management ~~anticipates~~ ~~the~~anticipates ~~Company~~we will be dependent, for the foreseeable future, on additional capital to fund further development of our ~~infrastructure~~ infrastructure and to fund operations until such time as we have sufficient revenues to meet our cost structure. Additional capital iswill be required ~~in order~~for, toamong ~~acquire~~other ~~source~~things, ~~code~~the ~~developed~~establishment byof ~~consultants~~a ~~retained~~network toof ~~complete~~medical partners, the ~~project~~development ~~and~~of toa marketing ~~ultimately~~program, ~~launch~~and ~~our~~to ~~anticipated products~~fund inongoing ~~the~~business ~~marketplace~~needs. InThere ~~light of management’s efforts, there~~ are no assurances that ~~the~~we ~~Company~~ will be successful in obtaining sufficient capital to continue as a going concern. Our ability to continue as a going concern is also dependent upon our success in accomplishing the plans described in the section of Note 1 titled “Business” for which there can be no assurance.

The ability of the Company to continue as a going concern is dependent upon its ability to successfully accomplish the plans described in the preceding paragraph and eventually secure other sources of financing and attain profitable operations. The accompanying financial statements do not include any adjustments that might be necessary if ~~the~~our Company is unable to continue as a going concern.

New Accounting Pronouncements

We have reviewed all recently issued accounting pronouncements and ~~these~~determined that they were either disclosed in ~~the~~our ~~Company’s~~ most recently filed Form 10-K or, based on current operations, are not believed ~~by us~~ to have a material impact on ~~the~~our ~~Company's present or future~~ financial statements~~, based on our current operations~~.

3.	Facility Lease

Effective June 1, 2017, we entered into a lease with a company related to our former CEO, Michael Dunn, whereby we leased 5,824 square feet of office space on a month-to-month basis at a monthly rental amount of $16,962 plus approximately $300 per month for parking spaces. The lease could be terminated by either party by giving the non-terminating party a written 30-day notice of lease termination and non-renewal and specifically stating the intended termination date. Under this lease, we were responsible for all services and utilities including, but not limited to, telephone, water, trash disposal, gas, and electricity, used during term of this lease. This lease was terminated effective January 31, 2018.

3On March 7, 2018, we entered into a new lease with our landlord for the same 5,824 square feet of office space. ~~Future~~The ~~Commitment~~new lease has a minimum term of approximately 35 months, expiring January 31, 2021, and requires the following minimum payments, excluding property taxes and other common area costs: months 1 through 11 - $16,016 per month totaling $176,176; months 12 through 23 - $16,715 per month totaling $200,580; and months 24 through 35 - $17,472 per month totaling $209,664. As of August 31, 2018, the future minimum payments for this lease for the fiscal years ending February 28, 2019, 2020, and 2021 are $96,795, $201,337, and $192,192, respectively.

~~Facility~~During ~~Lease~~the three and six months ended August 31, 2018, we incurred $54,052 and $85,201 in rent expense. During the three and six months ended August 31, 2017 we incurred $51,786 in rent expense. As of August 31, 2018, we had $4,433 of deferred rent recorded as an accrued liability on the accompanying balance sheet.

On March 7, 2018, entered into a new lease with the Landlord. The new lease has a minimum term of 35 months, expiring January 31, 2021, and requires the following minimum payments, excluding property taxes and other common area costs: months 1 through 11 - $16,016 per month totaling $176,176; months 12 through 23 - $16,715 per month totaling $200,580; and months 24 through 35 - $17,472 per month totaling $209,664. As of May 31, 2018, the future minimum payments towards this lease for the fiscal years ending February 28, 2019, 2020, and 2021 were $144,843, $201,337, and $192,192, respectively.

During the three months ended May 31, 2018 and 2017, the Company incurred $31,149 and $0 in rent expense. As of May 31, 2018, we had $2,217 of deferred rent recorded as accrued liabilities on the accompanying balance sheet.

4.	Related Party Transactions

Related Party Transactions

~~During~~On ~~the three months ended~~ May 318, 2018, ~~China-Israel~~we completed ~~funded~~a ~~the~~subscription ~~Company~~agreement ~~with~~for ~~proceeds~~the ~~from~~ sale of 2,000,000 shares of our common stock ofto our largest shareholder for $~~569~~800,~~805~~000. $230,195 As of ~~May~~the 8,purchase ~~2018,~~price was applied to the ~~buyers~~ ~~converted~~settlement ~~$223,694~~of ~~plus~~related party notes payable and accrued interest ofand the remaining $6569,~~501~~805 was paid in cash. During the ~~three~~six months ended ~~May~~August 31, 2018, ~~the~~we ~~Company~~ recorded $3,896 of related party interest expense towards the buyers’ related party notes payable. ~~The~~Also ~~proceeds~~during ~~and conversion completed~~ the ~~$800,000~~six ~~subscription agreement. During the three~~ months ended ~~May~~August 31, 2018, ~~the~~we ~~Company~~ recorded a loss on settlement of debt of $184,156 on the accompanying statement of operations based on the excess in fair market value of the shares issued ~~to settle~~in ~~the~~connection ~~debt~~with this transaction.

Accrued Payroll

~~The~~Our Company approved compensation to Michael Dunn in the amount of $5,000 per month beginning in June 2017. AsIn ofconnection ~~May~~with this obligation, as of August 31, 2018, ~~the~~we ~~Company~~have ~~has~~ recorded accrued and unpaid payroll, ~~due~~including toestimated ~~Mr.~~payroll ~~Dunn~~taxes, of $3033,000.

5.	Notes Payable

On July 25, 2017, ~~the~~we ~~Company~~ entered into an unsecured promissory note with Goldenrise, a former related party before change of control on June 28, 2017, in the amount of $80,000, which was increased to $90,000 by the Parties (the “Note”). The Note, ~~together~~which ~~with accrued~~bore no interest, was is due and payable on August 31, 2017. ~~The~~On ~~note~~January ~~does~~13, ~~not~~2018, ~~bear~~the ~~interest. The~~ Note was settled for $45,000 ~~on January 13~~and, ~~2018~~as ~~and~~a ~~thus~~result, ~~the~~we ~~Company~~ recorded a gain on settlement of $45,000 during the year ended February 28, 2018. The note was repaid on April 2, 2018.

6.	Capital Stock

Authorizations and Designations

~~The~~We ~~Company~~are is authorized to to issue 190,000,000 shares of its $0.001 par value common stock and 10,000,000 shares of its $0.001 par value preferred stock. As As of ~~May~~August 31, 2018, no preferred stock has been issued.

OnAs described in Note 4, on May 8, 2018, we completed a subscription agreement for the sale of 2,000,000 shares of our common stock to our largest shareholder for $800,000. $230,195 of the purchase price was applied to the settlement of related party notes payable and accrued interest and the remaining $569,805 was paid in cash. During the three months ended May 31, 2018, the Company recorded a loss on settlement of debt of $184,156 on the accompanying statement of operations based on the excess in fair market value of the shares issued to settle the debt.

2014 Stock Incentive Plan

The Board of Directors adopted the 2014 Stock Incentive Plan (the “Plan”). The Plan provides for the grant, at the discretion of the Compensation Committee of the Board of Directors, of stock awards, of common stock, restricted stock, awards of common stock, or stock options to purchase common stock of ~~the~~our Company, with a maximum of 150,000 shares. The Plan, as originally adopted authorized 15,000,000 shares, however, the authorized shares under the Plan ~~was~~were reversed 100 for 1 in accordance with the ~~Reverse~~reverse ~~Split~~split of ~~the~~our Company which became effective on January 22, 2015 (see Note 1). As of ~~May~~August 31, 2018, 131,875 shares are available for issuance under the Plan.

7.	Subsequent Events

There have been no material subsequent events through the date of this filing.

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

~~CERTAIN~~We ~~STATEMENTS IN THIS QUARTERLY REPORT~~are ONan ~~FORM~~early ~~10-Q~~stage ~~(THIS “FORM~~medical ~~10-Q”),~~tourism ~~CONSTITUTE~~and ~~“FORWARD~~services ~~LOOKING STATEMENTS” WITHIN THE MEANING OF SECTION 27A OF THE SECURITIES ACT OF 1934, AS AMENDED, AND THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995 (COLLECTIVELY, THE “REFORM ACT”)~~company. ~~CERTAIN,~~Through ~~BUT~~late ~~NOT~~2017 ~~NECESSARILY~~our ~~ALL,~~principal OFbusiness ~~SUCH~~was ~~FORWARD-LOOKING~~related ~~STATEMENTS~~to ~~CAN~~the BEsoftware ~~IDENTIFIED BY~~development ~~THE~~of ~~USE~~MyComputerKey™ OFand ~~FORWARD-LOOKING~~our ~~TERMINOLOGY~~other ~~SUCH~~patented AScloud ~~“BELIEVES”,~~computing ~~“EXPECTS”,~~technologies; ~~“MAY”~~however, ~~“SHOULD”,~~ ORdue ~~“ANTICIPATES”,~~to ORcash ~~THE~~flow ~~NEGATIVE~~constraints, ~~THEREOF~~we ORwere ~~OTHER VARIATIONS THEREON OR COMPARABLE~~unable ~~TERMINOLOGY,~~to ORproceed BYwith ~~DISCUSSIONS~~the OFfurther ~~STRATEGY~~development ~~THAT~~of ~~INVOLVE~~our ~~RISKS AND UNCERTAINTIES~~software. ~~SUCH~~Due ~~FORWARD-LOOKING~~to ~~STATEMENTS~~enhanced ~~INVOLVE~~competition ~~KNOWN AND~~in ~~UNKNOWN~~the ~~RISKS,~~software ~~UNCERTAINTIES~~development ~~AND~~market ~~OTHER~~and ~~FACTORS WHICH MAY CAUSE THE ACTUAL RESULTS, PERFORMANCE OR ACHIEVEMENTS OF US-CHINA~~advancements ~~BIOMEDICAL~~in ~~TECHNOLOGY,~~technology ~~INC.~~made ~~(“THE~~by ~~COMPANY”,~~our ~~“WE”~~competitors, ~~“US”~~we ORbegan ~~“OUR”) TO~~evaluating BEalternative ~~MATERIALLY~~business ~~DIFFERENT FROM ANY FUTURE RESULTS, PERFORMANCE OR ACHIEVEMENTS EXPRESSED OR IMPLIED BY SUCH FORWARD-LOOKING STATEMENTS~~plans. ~~REFERENCES IN THIS FORM 10-Q, UNLESS ANOTHER DATE IS STATED, ARE TO MAY 31, 2018.~~

~~Overview~~Following the change in control of ~~Current~~our ~~Operations~~Company pursuant to the SPA, the decision was made to put the software development on hold and to shift our primary business focus. Our newly revised business plan is directed towards medical tourism. The primary focus of our plan is the integration and development of synergistic relationships with high profiled doctors and hospitals that will act as a bridge for connecting patients and bio-technology advances in China with our Company’s network of US based doctors and hospitals. We intend to develop a scalable biomedical bridge for the US and China markets. We will provide concierge services for moving patients from China to the US with an emphasis on the following demographics:

We are an early stage security and information access technology software company that delivers immediate information with ease and secure access to computer desktops and other consumer electronic devices from remote locations.

In 2017, we determined it is in the best interest to shift the corporation’s primary business focus and put all cloud computing software development on hold. As such, we have sought out and have begun implementing a newly revised business plan which will shift the Company’s primary focus to medical tourism and the integration and development of synergistic relationships with high profiled doctors and hospitals that will act as a bridge for connecting patients and bio-technology advances in China with the Company’s network of US based doctors and hospitals. The Company intends to develop a scalable biomedical bridge for the US and China markets. The Company would provide concierge services for moving patients from China to the US with a focus on the following demographics:

(i)

cancer patient referrals that are in non-critical, non-life threatening positions,

(ii)

pre-screening and genetic testing for family members of cancer patients,

(iii)

patients suffering from Diabetes, and

(viiv) general medical services including preventative care and physicals.

~~The~~We ~~Company~~intend ~~intends~~ to develop working relationships with key medical innovators for possible joint ventures related to medical device manufacturing in China, including working towards obtaining China Food & Drug Administration (“CFDA”) approval for medical device sales to government owned hospitals. As of the date of this report, ~~the~~we ~~Company~~have ~~has~~ begun identifying qualified physicians and additions to ~~the company’s~~ our management team to begin initiation of operations in the US. The business plan ~~and~~ is currently in the development phase.

RESULTS OF OPERATIONS

Three Months Ended ~~May~~August 31, 2018 Compared to the Three Months Ended ~~May~~August 31, 2017

During the three months ended ~~May~~August 31, 2018 ~~and 2017~~, we incurred general and administrative expenses of $~~274~~142,~~645~~968 ~~and~~compared to $40229,~~032,~~881 ~~respectively.~~for In the ~~2018~~ same period ~~general~~in 2017. ~~and~~Major ~~administrative~~differences in expense ~~included~~categories ~~approximately~~in ~~$184,000~~2018 ofversus ~~loss~~2017 onwere ~~settlement~~payroll ofand ~~debt,~~benefits ($1037,000 ~~of accounting fees~~lower), ~~$19,000 of~~ legal fees, ($1041,000 ~~of payroll expenses~~ lower), rent ($615,000 ~~of investor relations~~lower), travel ($315,000 ~~of rent expense~~lower), ~~$7,000~~telephone ofand ~~telephone expense,~~internet ($23,000 oflower), ~~transfer~~and ~~agent~~accounting ~~fees,~~ and tax preparation ($312,000 ofhigher). ~~travel~~The ~~expense.~~cost ~~During~~reductions are primarily the ~~2017~~result ~~period,~~of werestructuring ~~incurred~~our ~~approximately~~office ~~$15,000 of~~staff ~~accounting~~and ~~fees,~~lease ~~$17,000~~and ofthe ~~legal~~higher ~~fees,~~accounting and ~~$3,000~~tax ofpreparation ~~investor~~expense ~~relations,~~is ~~and~~mostly ~~$3,000~~related to timing of ~~travel~~work ~~expenses~~performed.

~~Our~~In ~~net loss increased to $274,645 for~~ the ~~2018~~ ~~period from $40,032 for the~~ 2017 period~~. The increase was attributable to higher general and administration costs as described~~ ~~above~~we ~~and~~incurred ~~the loss on settlement of debt. During the three months ended May 31, 2018, the Company recorded a loss on settlement of debt of~~ $~~184~~5,~~156~~000 onin ~~the~~interest ~~accompanying~~expense ~~statement of operations based~~ on ~~the~~a ~~excess~~note inthat ~~fair~~was ~~market~~converted ~~value of the shares issued~~ to ~~settle~~ ~~the~~equity ~~China-Israel~~in ~~debt~~December 2017.

As a result of the above, our net loss decreased from $234,881 in the 2017 period to $142,968 in 2018.

Six Months Ended August 31, 2018 Compared to the Six Months Ended August 31, 2017

During the six months ended August 31, 2018, we incurred general and administrative expenses of $229,881 versus $269,915 in the 2017 period. Major differences in expense categories in 2018 versus 2017 were payroll and benefits ($27,000 lower), legal fees ($38,000 lower), travel ($5,000 lower), rent ($17,000 higher), public company fees ($6,000 higher), and accounting and tax preparation ($7,000 higher). The cost reductions are primarily the result of restructuring our office staff and lease. Higher 2018 rent expense is the result of the 2017 rent costs being for less than six months, while the higher public company fees and accounting/tax preparation fees are caused by greater filing activity in addition to the timing of work performed.

During ~~the~~2018 we incurred $3,896 in related party interest on debt owed to our largest shareholder. On May 8, 2018, ~~and~~this shareholder purchased 2.0 million ~~2017~~shares ~~period~~of our common stock for $800,000, wewith ~~did~~a ~~not~~portion ~~incur~~of ~~costs~~the ~~associated~~purchase price satisfied by the cancellation of the previously mentioned debt. A loss of $184,156 was recorded in connection with ~~research~~this ~~and~~transaction ~~development~~based ~~activities~~on the excess in fair market value of the shares sold compared to the purchase price.

~~Expected~~As ~~purchase or~~a ~~sale~~result of ~~plant~~the above, ~~and~~our ~~significant~~net ~~equipment~~loss increased from $274,915 in the 2017 period to $417,613 in 2018.

We do not anticipate the purchase or sale of any plant or significant equipment; as such items are not required by us at this time.

LIQUIDITY AND CAPITAL RESOURCES

AsWe ofcurrently ~~May~~have no liquidity and have suffered losses and therefore must depend on our ability to attract external financing and investment to conduct our business activities and expand our operations. During the six months ended August 31, 2018, we ~~had~~completed ~~cash~~the ~~and~~sale ~~cash~~of ~~equivalents~~2.0 million of ~~$459,479~~our ~~and~~common ~~working~~shares ~~capital~~for $800,000, consisting of $~~418~~569,~~486~~805 asin ~~compared~~cash toand ~~cash~~$230,195 in converted debt and ~~cash~~accrued ~~equivalents~~interest. ofManagement is ~~$56~~currently pursuing additional financing and investment opportunities,~~407~~ but there can be no assurance we will be successful in ~~and~~these apursuits. ~~working~~We ~~capital~~are ~~deficit~~hopeful ofthat ~~$291~~with additional capital,~~026~~ aswe ofwill ~~February~~be 28able to successfully implement our business plan and achieve profitable status, ~~2018~~although that success cannot be assured.

WeThese ~~had~~factors ~~total liabilities~~raise ofsubstantial ~~$58,691~~doubt asabout ofour ~~May~~ability ~~31,~~to ~~2018~~continue ~~consisting~~as ofa ~~$23,474~~going ofconcern. ~~accounts~~If ~~payable,~~we ~~$2,217~~are ofunable ~~accrued~~to ~~liabilities,~~raise ~~and~~additional ~~$33~~capital,~~000~~ ofwe ~~accrued~~may be forced ~~payroll~~to –curtail ~~related~~or ~~parties~~cease asour ~~compared~~operations. toEven ~~$352,433~~if ~~consisting~~we ofare ~~$18,153~~able ofto ~~accounts~~continue ~~payable,~~our ~~$27~~operations,~~806~~ ofthe ~~accrued~~failure ~~payroll, $35,175~~to ofobtain ~~accrued~~financing ~~payroll~~could –have a ~~related~~substantial ~~parties,~~adverse ~~notes~~effect ~~payable~~on our business and ~~accrued~~financial ~~interest~~results. ofWe ~~$45,000,~~have ~~and~~no ~~related~~firm ~~party~~commitments ~~notes~~at ~~payable~~present to provide us with future ~~and~~financing. ~~accrued~~Our ~~interest~~independent ofregistered ~~$226,299~~public accounting firm included an explanatory paragraph raising substantial doubt about our ability to continue as ofa ~~February~~going concern in their report included in our Annual Report on Form 10-K for the year ended February 28, 2018.

WeAt August 31, 2018, we had acash ~~total~~and ~~stockholders’ equity~~cash equivalents of $~~437~~340,~~705~~176 and anworking ~~accumulated~~capital of $275,518 compared to cash and cash equivalents of $56,407 and a working capital deficit of $2291,~~500,488~~026 as of ~~May~~February 3128, 2018.

~~During~~We ~~the~~had ~~three~~total ~~months~~liabilities ~~ended~~of ~~May~~$77,515 at August 31, 2018, weconsisting ~~used~~of $~~121~~40,~~733~~082 of ~~cash~~accounts inpayable, ~~operating~~$4,433 ~~activities~~of ~~which~~deferred ~~was~~rent, ~~attributable~~and ~~primarily~~$33,000 ~~to our net loss~~ of ~~$274,645,~~accrued payroll ~~offset~~– byrelated ~~the~~parties. ~~loss~~This oncompares ~~settlement~~to oftotal ~~debt~~liabilities of $~~184~~352,~~156,~~433 ~~plus~~at ~~the~~February ~~net~~28, ~~change~~2018 inwhich ~~operating~~included ~~assets~~$18,153 ~~and liabilities~~ of accounts payable, $3127,~~244.~~806 ~~During the~~of ~~2017~~accrued ~~period,~~payroll we– ~~used~~non-related parties, $135,~~957~~175 of ~~cash~~accrued inpayroll ~~operating~~– ~~activities~~related ~~which~~parties, ~~was~~notes ~~attributable~~payable and ~~primarily~~accrued tointerest ~~our net loss~~ of $4045,~~032~~000, ~~offset by~~and ~~the~~related ~~net~~party ~~change~~notes inpayable ~~operating assets~~ and ~~liabilities~~accrued interest of $38226,~~075~~299 as of February 28, 2018.

~~During~~We ~~the~~had ~~three months ended May 31, 2018 and 2017, net cash provided by financing activities were $524,805 and $0, respectively. On January 13, 2018, the Company and Goldenrise entered into~~ a ~~Debt~~total ~~Settlement Agreement whereby the Company paid an aggregate $45,000 in exchange for~~stockholders’ ~~the~~equity ~~extinguishment~~ of ~~all~~ $90294,~~000~~737 inand ~~debt~~an ~~held~~accumulated bydeficit ~~Goldenrise. During 2018, we had $569,805~~ of ~~proceeds from sale of common stock. The proceeds of common stock of~~ $~~569~~2,~~805 in addition to the conversion of related party notes payable and accrued interest of $230~~643,~~195 completed~~456 ~~the~~as ~~sale~~ of ~~$800,000~~August ~~in common stock under Regulation S to one of our majority shareholders in exchange for 2~~31,~~000,000 shares~~ ~~of restricted stock~~2018.

~~Since~~During wethe ~~have~~six ~~no liquidity~~months ~~and~~ended ~~have~~August ~~suffered~~31, ~~losses~~2018, we ~~depend~~used to$241,036 aof ~~great~~cash ~~degree~~in onoperating ~~the~~activities ~~ability~~which towas ~~attract~~attributable ~~external~~primarily ~~financing in order~~ to ~~conduct~~ our ~~business activities~~net ~~and~~loss ~~expand~~of ~~our~~$417,613, offset ~~operations.~~by ~~These factors raise substantial doubt about~~ the ~~Company’s~~loss ~~ability~~on tosettlement ~~continue~~of asdebt ~~a going~~of ~~concern.~~$184,156, Ifplus wethe ~~are~~net ~~unable~~change toin ~~raise~~operating ~~additional~~assets ~~capital~~and ~~from~~liabilities ~~conventional~~of ~~sources~~$7,579. ~~including increases in related party and~~During ~~non-related~~the ~~party~~comparable ~~loans~~2017 ~~and/or additional sales of stock~~period, we ~~may~~used be$166,314 ~~forced~~of tocash ~~curtail~~in oroperating ~~cease~~activities ~~our~~which ~~operations.~~was ~~Even~~mainly ifas ~~we are able to continue our operations, the failure to obtain financing could have~~ a ~~substantial~~result ~~adverse~~of ~~effect on~~ our ~~business~~net ~~and financial~~loss ~~results.~~of ~~We have no commitments to provide us with financing in the future~~$274, ~~other than described above. Our independent~~915, ~~registered~~offset ~~public~~by ~~accounting~~the ~~firm~~net ~~included~~change anin ~~explanatory~~operating ~~paragraph~~assets ~~raising~~and ~~substantial~~liabilities ~~doubt~~of ~~about the Company’s ability to continue as a going concern~~$108,601.

~~Notwithstanding,~~With ~~we anticipate~~respect ~~generating losses and therefore may be unable~~ to ~~continue~~investing activities, ~~operations in the future. We anticipate that~~ we ~~will~~had ~~require additional~~no ~~capital~~cash activity in ~~order~~either toperiod ~~grow~~presented ~~our business by increasing headcount~~ and ~~our~~we ~~budget~~do ~~for~~not ~~fiscal~~anticipate ~~year~~any ~~ending~~significant ~~2019.~~capital Weexpenditures ~~may use~~in athe ~~combination~~near offuture ~~equity~~as ~~and/or~~such ~~debt~~items ~~instruments~~are tonot ~~funds~~required ~~our~~by ~~growth~~us ~~strategy~~at orthis ~~enter into a strategic arrangement with a third party~~time.

~~Going~~During ~~Concern~~the six months ended August 31, 2018 and 2017, net cash provided by financing activities was $524,805 and $165,000, respectively. In April 2018, we paid $45,000 to Goldenrise in complete settlement of a $90,000 debt based on a debt settlement agreement entered into in January 2018. In May 2018 we completed the sale of 2.0 million of our common shares for $800,000, consisting of $569,805 in cash and $230,195 in converted debt and accrued interest. In the 2017 period, we sold 100,000 shares of our common stock for $50,000 and we issued notes payable for proceeds of $115,000.

We have not attained profitable operations and are dependent upon obtaining financing to pursue any extensive acquisitions and activities. For these reasons, there is substantial doubt that we will be able to continue as a going concern.

Future Financings

We will continue to rely on equity sales of our common shares in order to continue to fund our business operations. Issuances of additional shares will result in dilution to existing stockholders. There is no assurance that we will achieve any additional sales of the equity securities or arrange for debt or other financing to fund our operations and other activities.

~~Recently~~RECENTLY ~~Issued~~ISSUED ~~Accounting~~ACCOUNTING ~~Pronouncements~~PRONOUNCEMENTS

~~The~~We ~~Company~~have ~~has~~ implemented all new accounting pronouncements that are in effect. These pronouncements did not have any material impact on the financial statements unless otherwise disclosed, and ~~the~~we ~~Company~~do ~~does~~ not believe that there are any other new accounting pronouncements that have been ~~issued~~ issued that might have a material impact on ~~its~~our financial position or results of operations.

~~Off~~OFF-~~Balance~~BALANCE ~~Sheet~~SHEET ~~Arrangements~~ARRANGEMENTS

We do not have any off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition, changes in financial condition, revenues or expenses, results or operations, liquidity, capital expenditures or capital resources that is material to investors.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

We are a smaller reporting company as defined by Item 10(f)(1) of Regulation S-K, we are not required to provide information required by this item.

ITEM 4. CONTROLS AND PROCEDURES

Evaluation of Disclosure Controls and Procedures

Disclosure controls and procedures are controls and procedures that are designed to ensure that information required to be disclosed in our reports filed under the Exchange Act is recorded, processed, summarized and reported, within the time periods specified in the SEC's rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed by our company in the reports that it files or submits under the Exchange Act is accumulated and communicated to our management, including its principal executive and principal financial officers, or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosure. Our management carried out an evaluation under the supervision and with the participation of our Principal Executive Officer and Principal Financial Officer, of the effectiveness of the design and operation of our disclosure controls and procedures pursuant to Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934 ("Exchange Act"). Based upon that evaluation, our Chief Executive Officer and Chief Financial Officer have concluded that our disclosure controls and procedures were not effective as of ~~May~~August 31, 2018.

Changes in Internal Control Over Financial Reporting

OnThere ~~November~~were ~~19, 2017,~~no ~~Mr. Michael R. Dunn, the Company’s Chief Executive Officer, Chief Financial Officer, President, Secretary,~~changes ~~Treasurer,~~in ~~and~~our ~~director,~~internal ~~died~~control ~~unexpectedly.~~over Asfinancial areporting ~~result,~~that ~~the~~occurred ~~Company’s~~during ~~Chairman of~~ the ~~Board~~quarter ofended ~~Directors,~~August ~~Mr. Qingxi (“Sunny”) Huang~~31, ~~was~~2018 ~~appointed~~that ashave ~~the~~materially ~~Company’s Chief Executive Officer~~affected, ~~Chief Financial Officer,~~ ~~President,~~or ~~Secretary~~are ~~and~~reasonably ~~Treasurer.~~likely ~~This~~to ~~change~~materially ~~may~~affect, ~~have affected~~ our internal control over financial reporting. ~~during~~The ~~the~~Company is not required by current ~~quarter~~SEC ~~ended~~rules ~~May~~to 31include, ~~2018~~ and ~~subsequent~~does ~~periods.~~not ~~Our~~include, ~~Chief~~an ~~Executive~~auditor's ~~Officer~~attestation ~~will~~report. ~~evaluate~~The ~~our~~Company's ~~controls~~registered ~~and~~public ~~procedures quarterly~~accounting tofirm ~~determine~~has not ~~whether~~attested orto ~~not~~Management's ~~our~~reports ~~controls~~on ~~and~~the ~~procedures~~Company's ~~have~~internal ~~become~~control ~~effective~~over ~~again~~financial reporting.

The Company is not required by current SEC rules to include, and does not include, an auditor's attestation report. The Company's registered public accounting firm has not attested to Management's reports on the Company's internal control over financial reporting.

Limitations on Effectiveness of Disclosure Controls and Internal Procedures

Our management, including our Chief Executive Officer and Chief Financial Officer, does not expect that our disclosure controls and internal controls will prevent all error and all fraud. A control system, no matter how well conceived and operated, can provide only reasonable, not absolute, assurance that the objectives of the control system are met. Further, the design of a control system must reflect the fact that there are resource constraints, and the benefits of controls must be considered relative to their costs. Because of inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, within ~~the~~our Company have been detected. These inherent limitations include the realities that judgments in decision-making can be faulty, and that breakdowns can occur because of a simple error or mistake. Additionally, controls can be circumvented by the individual acts of some persons, by collusion of two or more people, or by management override of the control.

The design of any system of controls is also based in part upon certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving our stated goals under all potential future conditions; over time, a control may become inadequate because of changes in conditions, or the degree of compliance with the policies or procedures may deteriorate. Because of inherent limitations in a cost-effective control system, misstatements due to error or fraud may occur and not be detected.

PART II – OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

From time to time, we ~~the Company~~ may become subject to various legal proceedings that are incidental to the ordinary conduct of its business. Although ~~the~~we ~~Company~~ cannot ~~accurately~~ accurately predict the amount of any liability that may ultimately arise with respect to any of these matters, it makes provision for potential liabilities when it deems them probable and reasonably estimable. These provisions are based on current information and legal advice and may be adjusted from time to time according to developments.

We know of no material, existing or pending legal proceedings against our Company, nor are we involved as a plaintiff in any material proceeding or pending litigation. There are no proceedings in which any director, officer or any affiliates, or any registered or beneficial shareholder, is an adverse party or has a material interest adverse to our interest.

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 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

During the ~~quarter~~six months ended ~~May~~August 31, 2018, ~~the Company~~we issued the shares described below in private placements pursuant to Section 4(a)(2) of the Securities Act, Rule 506 of Regulation D and Regulation S, in each case on the basis that the shares were offered and sold in a non-public offering to an “accredited investor” as defined in Rule 501 of Regulation D. Additionally, at the time of the issuances, unless registered for resale, the shares were deemed to be restricted securities under the Securities Act and the certificates evidencing such shares bear a legend to that effect.

On March 15, 2018, we ~~the Company~~ entered into a subscription agreement with China-Israel Biological Technology, Co. Ltd. (“CIB”), a Chinese company associated with Mr. Qingxi Huang, our President and Chief Executive Officer, offor the ~~Company,~~sale ~~pursuant~~of to2,000,000 ~~the~~shares ~~Subscription~~of ~~Agreement~~our common stock for aggregate proceeds of $800,000 (the “Purchase Price”). The Purchase Price was paid as follows: (i) $569,~~805USD~~805 was paid at closing, and (ii) $230,195 was applied toward the Purchase Price pursuant to a Debt Settlement Agreement entered into by our ~~the~~ Company. The Purchase Price was paid on May 8, 2018. The shares were issued on May 25, 2018.

Exemption From Registration. The shares of Common Stock referenced herein were issued in reliance upon one of the following exemptions:

(a) The shares of Common Stock referenced herein were issued in reliance upon the exemption from securities registration afforded by the provisions of Section 4(2) of the Securities Act of 1933, as amended, ("Securities Act"), based upon the following: (a) each of the persons to whom the shares of Common Stock were issued (each such person, an "Investor") confirmed to the Company that it or he is an "accredited investor," as defined in Rule 501 of Regulation D promulgated under the Securities Act and has such background, education and experience in financial and business matters as to be able to evaluate the merits and risks of an investment in the securities, (b) there was no public offering or general solicitation with respect to the offering of such shares, (c) each Investor was provided with certain disclosure materials and all other information requested with respect to the Company, (d) each Investor acknowledged that all securities being purchased were being purchased for investment intent and were "restricted securities" for purposes of the Securities Act, and agreed to transfer such securities only in a transaction registered under the Securities Act or exempt from registration under the Securities Act and (e) a legend has been, or will be, placed on the certificates representing each such security stating that it was restricted and could only be transferred if subsequently registered under the Securities Act or transferred in a transaction exempt from registration under the Securities Act.

(b) The shares of common stock referenced herein were issued pursuant to and in accordance with Rule 506 of Regulation D and Section 4(2) of the Securities Act. We made this determination in part based on the representations of the Investor(s), which included, in pertinent part, that such Investor(s) was an “accredited investor” as defined in Rule 501(a) under the Securities Act, and upon such further representations from the Investor(s) that (a) the Investor is acquiring the securities for his, her or its own account for investment and not for the account of any other person and not with a view to or for distribution, assignment or resale in connection with any distribution within the meaning of the Securities Act, (b) the Investor agrees not to sell or otherwise transfer the purchased securities unless they are registered under the Securities Act and any applicable state securities laws, or an exemption or exemptions from such registration are available, (c) the Investor either alone or together with its representatives has knowledge and experience in financial and business matters such that he, she or it is capable of evaluating the merits and risks of an investment in us, and (d) the Investor has no need for the liquidity in its investment in us and could afford the complete loss of such investment. Our determination is made based further upon our action of (a) making written disclosure to each Investor prior to the closing of sale that the securities have not been registered under the Securities Act and therefore cannot be resold unless they are registered or unless an exemption from registration is available, (b) making written descriptions of the securities being offered, the use of the proceeds from the offering and any material changes in the Company’s affairs that are not disclosed in the documents furnished, and (c) placement of a legend on the certificate that evidences the securities stating that the securities have not been registered under the Securities Act and setting forth the restrictions on transferability and sale of the securities, and upon such inaction of the Company of any general solicitation or advertising for securities herein issued in reliance upon Rule 506 of Regulation D and Section 4(2) of the Securities Act.

(c) The shares of Common Stock referenced herein were issued pursuant to and in accordance with Rule 903 of Regulation S of the Act. We completed the offering of the shares pursuant to Rule 903 of Regulation S of the Act on the basis that the sale of the shares was completed in an "offshore transaction", as defined in Rule 902(h) of Regulation S. We did not engage in any directed selling efforts, as defined in Regulation S, in the United States in connection with the sale of the shares. Each investor represented to us that the investor was not a "U.S. person", as defined in Regulation S, and was not acquiring the shares for the account or benefit of a U.S. person. The agreement executed between us and each investor included statements that the securities had not been registered pursuant to the Act and that the securities may not be offered or sold in the United States unless the securities are registered under the Act or pursuant to an exemption from the Act. Each investor agreed by execution of the agreement for the shares: (i) to resell the securities purchased only in accordance with the provisions of Regulation S, pursuant to registration under the Act or pursuant to an exemption from registration under the Act; (ii) that we are required to refuse to register any sale of the securities purchased unless the transfer is in accordance with the provisions of Regulation S, pursuant to registration under the Act or pursuant to an exemption from registration under the Act; and (iii) not to engage in hedging transactions with regards to the securities purchased unless in compliance with the Act. All certificates representing the shares were or upon issuance will be endorsed with a restrictive legend confirming that the securities had been issued pursuant to Regulation S of the Act and could not be resold without registration under the Act or an applicable exemption from the registration requirements of the Act.

ITEM 3. DEFAULT UPON SENIOR SECURITIES

None.

ITEM 4. MINE SAFETY DISCLOSURES

Not applicable.

ITEM 5. OTHER INFORMATION

~~None~~On July 17, 2018, the Board appointed Dr. H. Rand Scott (“Dr. Scott”) as a member of the Company’s Board to serve until the next annual meeting of shareholders and until his successor is duly appointed. On July 17, 2018, Dr. Scott accepted such appointment.

On August 27, 2018, the Board appointed Mr. Wentie “Robert” Sun (“Mr. Sun”) as a member of the Company’s Board to serve until the next annual meeting of shareholders and until his successor is duly appointed. On August 28, 2018, Mr. Sun accepted such appointment.

ITEM 6. EXHIBITS

Exhibit No.		Description
3.1		Articles of Incorporation of Accend Media. (now known as Cloud Security Corp), incorporated by reference to our Registration Statement on Form S-1 filed on April 29, 2011
3.2		Bylaws, incorporated by reference to our Registration Statement on Form S-1 filed on April 29, 2011
3.3		Articles of Amendment to Articles of Incorporation, incorporated by reference to our Current Report on Form 8-K dated May 22, 2012.
3.4		Articles of Merger, incorporated by reference to our Current Report on Form 8-K dated May 22, 2012.
3.5		Articles of Merger, incorporated by reference to our Current Report on Form 8-K dated May 28, 2013.
3.5		Articles of Merger, incorporated by reference to our Current Report on Form 8-K dated May 28, 2013.
3.6		Articles of Merger, incorporated by reference to our Current Report on Form 8-K dated February 9, 2018
10.1		2014 Stock Incentive Plan, incorporated by reference to our Registration Statement on Form S-8 filed on February 20, 2014.
10.2		Stock Purchase Agreement, dated December 8, 2014 between Cloud Security Corp. and Goldenrise Development, Inc., incorporated by reference to our Current Report on Form 8-K dated December 12, 2014.
10.3		Stock Purchase Agreement, dated June 28, 2017 between Cloud Security Corp., Goldenrise Development, Inc. and Michael R. Dunn, incorporated by reference to our Current Report on Form 8-K dated June 29, 2017.
10.4		Stock Purchase Agreement dated June 28, 2017, by and between Mr. Michael R. Dunn and China Israel Biotechnology Co. Ltd. and Central Bio-MD Technology Co. Ltd., incorporated by reference to our Current Report on Form 8-K dated August 1, 2017
10.5		Subscription Agreement by and between the Company and CIB, incorporated by reference to our Current Report on Form 8-K dated May 24, 2018
10.6		Debt Settlement Agreement between the Company and CIB, incorporated by reference to our Current Report on Form 8-K dated May 24, 2018
31.1		Rule 13a-14(a)/ 15d-14(a) Certification of Chief Executive Officer *
31.2		Rule 13a-14(a)/ 15d-14(a) Certification of Chief Financial Officer *
32.1		Chief Executive Officer and Chief Financial Officer Certification pursuant to 18 U.S.C. § 1350 adopted pursuant to Section 906 of the Sarbanes Oxley Act of 2002 *
32.2		Chief Financial Officer Certification pursuant to 18 U.S.C. § 1350 adopted pursuant to Section 906 of the Sarbanes Oxley Act of 2002 *

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

______________

* Filed herewith

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this Form 10-Q to be signed on its behalf by the undersigned thereunto duly authorized.

Date: July 16, 2018	/s/ Qingxi Huang
Date: October 16, 2018	/s/ Qingxi Huang
	Name: Qingxi Huang
	Title: Chief Executive Officer (Principal Executive Officer), President, and Chief Financial Officer (Principal Financial and Accounting Officer)

Filing Compare · US-China Biomedical Technology, Inc.