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  4. [10-Q] LataMed AI Corp. Quarterly Earnings Report

LataMed AI Corp. (LMED) loss widens as $7.8M intangible asset deal reshapes balance sheet

Filing Impact
(High)
Filing Sentiment
(Neutral)
Form Type
10-Q

Rhea-AI Filing Summary

LataMed AI Corp. reported no revenue for the three and six months ended June 30, 2026 and continues to invest in developing an AI-enabled digital healthcare platform focused on Latin America. A February 2026 asset purchase added intangible assets valued at $7,824,000, bringing total assets to that amount, all intangible, with no cash on hand.

The company recorded a net loss of $140,221 for the six months ended June 30, 2026, compared with $53,637 a year earlier, driven mainly by higher professional fees. Current liabilities were $771,081, resulting in a working capital deficit of the same amount and cumulative accumulated deficit of $29,741,007. Management states that these conditions raise substantial doubt about the ability to continue as a going concern and notes dependence on new financing. Debt consists of $355,722 in notes payable, $34,591 in convertible notes, and $88,042 in related-party notes, all generally at 10% interest and due on demand. During 2026, 12,000,000 common shares were issued for the acquired assets, and 20,000,000 common shares were exchanged for 5,000,000 non-convertible Series C Voting Preferred Stock, resulting in 36,134,795 common shares and 5,000,000 Series C preferred shares outstanding at June 30, 2026.

Positive

  • Intangible asset acquisition strengthens balance sheet: 12,000,000 common shares issued for proprietary assets valued at $7,824,000, shifting stockholders’ position from a deficit of $(630,860) at December 31, 2025 to positive equity of $7,052,919 at June 30, 2026.

Negative

  • Substantial doubt about going concern: cumulative accumulated deficit of $29,741,007, no revenue, no cash, and a working capital deficit of $771,081 lead management to state substantial doubt about the company’s ability to continue operations.
  • Operating losses and expenses rising: six-month net loss increased to $140,221 from $53,637 a year earlier, as operating expenses grew to $120,429 from $35,821, mainly due to higher professional fees.
  • Internal controls deemed ineffective: management concluded disclosure controls and procedures were not effective as of June 30, 2026 because of limited internal resources and lack of multiple levels of transaction review.

Filing Explained

The five-for-one split remains unapproved by FINRA, while authorized capital is stated at 3.5 billion common shares.

LataMed AI Corp.'s Form 10-Q is an unaudited quarterly report covering the period ended June 30, 2026. The filing reports a five-for-one forward split and increases in authorized capital, but the split remains pending FINRA approval.

The filing says the July 2, 2026 certificate effected the forward split, but also says FINRA has not approved it and the financial statements do not reflect it. For existing holders, the immediate disclosed record therefore remains the June 30 count of 36,134,795 issued and outstanding common shares, rather than the post-split count.

The same certificate increased authorized common stock from 700,000,000 to 3,500,000,000 shares and authorized preferred stock from 300,000,000 to 1,500,000,000 shares; these figures describe available capital capacity, not a reported issuance.

The issued Series C Preferred Stock has 5,000,000 shares, each carrying 20 votes and voting with common stock as one class; it is non-convertible and non-redeemable.

During the six months ended June 30, 2026, the company issued $83,418 of promissory notes for general operating purposes at 10% interest, due on demand.

As a watch item, management reported as of June 30, 2026 that disclosure controls were not effective because of limited internal resources and the lack of multiple levels of transaction review.

Total assets $7,824,000 Intangible assets as of June 30, 2026
Net loss $140,221 Six months ended June 30, 2026
Accumulated deficit $29,741,007 Cumulative since inception as of June 30, 2026
Current liabilities $771,081 As of June 30, 2026
Notes payable $355,722 Non-convertible notes as of June 30, 2026
Convertible notes $34,591 As of June 30, 2026
Common shares outstanding 36,134,795 shares As of June 30, 2026, post 1-for-450 reverse split
Series C preferred shares 5,000,000 shares Non-convertible voting preferred outstanding as of June 30, 2026
going concern financial
"These conditions raise substantial doubt about the Company's ability to continue as a going concern."
Going concern is the accounting assumption that a company will keep operating and meeting its obligations for the foreseeable future. The phrase matters most when a company or its auditors disclose substantial doubt about it, a formal warning that the business may not have enough resources to continue without raising money, restructuring, or selling assets. That language in a filing or press release signals elevated financial risk.
Asset Purchase Agreement financial
"On February 17, 2026, the Company entered into an Asset Purchase Agreement pursuant to which the Company acquired various proprietary assets"
An asset purchase agreement is a legal contract in which a buyer agrees to buy specific assets and contracts of a business rather than buying the company’s stock or ownership. It matters to investors because it determines exactly what is being bought and what liabilities stay behind — like buying the furniture and equipment from a store but not the building or past debts — which affects the deal’s value, taxes and future risk exposure.
Series C Voting Preferred Stock financial
"5,000,000 shares of preferred stock as Series C Voting Preferred Stock."
forward stock split financial
"a five-for-one (5:1) forward split of the Company’s issued and outstanding shares of Common Stock"
A forward stock split is when a company increases the number of its shares by dividing each existing share into smaller parts. This makes the stock price lower and more affordable for investors, similar to splitting a pizza into more slices so everyone can get a smaller piece. It doesn't change the company's total value, just how it's divided among shareholders.
fair value hierarchy financial
"ASC 820 establishes a fair value hierarchy which prioritizes the inputs to valuation techniques"
stock-based compensation financial
"The Company follows ASC 718-10, “Stock Compensation”, which addresses the accounting for transactions"
Stock-based compensation is when a company pays employees, directors or consultants with shares or the right to buy shares instead of or in addition to cash. It matters to investors because issuing stock or options spreads ownership thinner (like cutting a pie into more slices), which can reduce each existing share’s claim on profits and can also change reported earnings; investors watch it to assess true cost of running the business and how management is incentivized.
Revenue $0 No revenue in 2025 or 2026 period
Net loss $140,221 Increased from $53,637 for the six months ended June 30, 2025
Operating expenses $120,429 Increased from $35,821 for the six months ended June 30, 2025

FAQ

What were LMED’s results for the six months ended June 30, 2026?
LataMed AI Corp. reported no revenue and a net loss of $140,221 for the six months ended June 30, 2026. The loss reflects increased operating expenses, particularly professional fees, as the company develops its AI-enabled healthcare platform.

What is the financial position of LMED as of June 30, 2026?
As of June 30, 2026, LataMed AI Corp. had total assets of $7,824,000, entirely intangible, and no cash. Current liabilities were $771,081, resulting in a working capital deficit of the same amount and stockholders’ equity of $7,052,919.

Why does LMED disclose substantial doubt about its going concern status?
Management cites a cumulative accumulated deficit of $29,741,007, continuing losses, lack of revenue, no cash, and reliance on future financing as reasons that raise substantial doubt about LataMed AI Corp.’s ability to continue as a going concern.

What major equity and capital structure changes did LMED make in 2026?
In 2026, LataMed AI Corp. issued 12,000,000 common shares valued at $7,824,000 for intangible assets and exchanged 20,000,000 common shares for 5,000,000 Series C Voting Preferred. Authorized common stock later increased to 3,500,000,000 shares with a 5:1 forward split pending.

How much debt does LMED have and on what terms?
At June 30, 2026, LataMed AI Corp. had $355,722 in notes payable, $34,591 in convertible notes, and $88,042 in related-party notes. New promissory notes issued in 2026 bear 10% interest and are due on demand.

What business is LMED pursuing and has it generated any revenue yet?
LataMed AI Corp. is developing an AI-enabled digital healthcare platform for Latin America, including telehealth and analytics solutions. The company states it has made operational progress but has not yet generated revenue from these initiatives.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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10-Q Quarterly Reports: What Changes Quarter to Quarter →

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 10-Q

 

(Mark One)

☒

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

 

For the Quarterly Period Ended: June 30, 2026

 

OR

 

☐

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

 

For the Transition Period From ____________ to ____________.

 

LATAMED AI CORP.

(Exact name of registrant as specified in its charter)

 

Nevada

 

000-56634

 

26-3670551

(State or other jurisdiction

of Incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

 

Av. Rómulo Gallegos con Av. Las Palmas

Edif. Torre Gerencial Los Andes

Caracas 1071, Venezuela

(Address of principal executive offices, including zip code.)

 

+1 787 476 2350

(Telephone number, including area code)

 

Securities registered under Section 12(b) of the Act: None

 

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

 

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted 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 such files). Yes ☒    No ☐

 

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a 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 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 Company 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 ☐    No ☒

 

As of August 1, 2026, the registrant had 36,134,795 shares of common stock issued and outstanding.

 

 

 

 

LATAMED AI CORP.

 FORM 10-Q

 

Index

 

PART I. FINANCIAL INFORMATION

 

 

 

 

 

 

 

 

Item 1.

Condensed Financial Statements.

 

4

 

 

CONDENSED BALANCE SHEETS

 

4

 

 

CONDENSED STATEMENTS OF OPERATIONS (UNAUDITED)

 

5

 

 

CONDENSED STATEMENTS OF CASH FLOWS (UNAUDITED)

 

7

 

 

CONDENSED STATEMENT OF CHANGES IN STOCKHOLDERS’ EQUITY (DEFICIT)(UNAUDITED)

 

6

 

 

NOTES TO CONDENSED FINANCIAL STATEMENTS (UNAUDITED)

 

8

 

Item 2.

Management’s Discussion and Analysis of Financial Conditions and Results of Operations.

 

15

 

Item 3.

Quantitative and Qualitative Disclosures about Market Risk.

 

17

 

Item 4.

Controls and Procedures.

 

17

 

 

 

 

 

 

PART II. OTHER INFORMATION

 

 

 

 

 

 

 

 

Item 2. 

Unregistered Sales of Equity Securities and Use of Proceeds.

 

18

 

Item 5.

Other Information.

 

18

 

Item 6.

Exhibits.

 

19

 

 

 
2

Table of Contents

 

SPECIAL NOTE REGARDING FORWARD-LOOKING INFORMATION

 

This quarterly report on Form 10-Q and other publicly available documents, including the documents incorporated herein by reference, contain, and our officers and representatives may from time to time make, “forward-looking” statements within the meaning of the safe harbor provisions of the U.S. Private Securities Litigation Reform Act of 1995. Forward-looking statements can be identified by words such as: “anticipate,” “believe,” “expect,” “future,” “likely,” “may,” “plan,” “seek,” “will” and similar references to future periods actions or results. Examples of forward-looking statements include our prospects for one or more future material transactions, potential sources of financing, and expenses for future periods.

 

Forward-looking statements are neither historical facts nor assurances of future performance. Instead, they are based only on our current beliefs, expectations and assumptions regarding the future of our business, future plans and strategies, projections, anticipated events and trends, the economy and other future conditions. Because forward-looking statements relate to the future, they are subject to inherent uncertainties, risks and changes in circumstances that are difficult to predict and many of which are outside of our control. Our actual results and financial condition may differ materially from those indicated in the forward-looking statements. Therefore, you should not rely on any of these forward-looking statements.

 

Any forward-looking statement made by us in this quarterly report on Form 10-Q is based only on information currently available to us and speaks only as of the date on which it is made. We undertake no obligation to publicly update any forward-looking statement, whether written or oral, that may be made from time to time, whether as a result of new information, future developments or otherwise.

 

Factors that could cause or contribute to such differences may include, but are not limited to, those described under the heading “Risk Factors” which may be included in the Company’s Registration Statement on Form 10 as previously filed with the Securities and Exchange Commission. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this report. The Company undertakes no obligation to revise any forward-looking statements in order to reflect events or circumstances that may subsequently arise. Readers are urged to carefully review and consider the various disclosures made by the Company in this report and in the Company’s other reports filed with the Commission that advise interested parties of the risks and factors that may affect the Company’s business. 

 

 
3

Table of Contents

 

PART I. FINANCIAL INFORMATION

 

Item 1. Condensed Financial Statements.

 

LataMed AI Corp.

(FKA Catalyst Crew Technologies Corp.)

CONDENSED BALANCE SHEETS

(Unaudited)

 

 

 

June 30,

2026

 

 

December 31, 2025

 

ASSETS

 

 

 

 

 

 

Current assets

 

 

 

 

 

 

Cash

 

$-

 

 

$-

 

Total current assets

 

 

-

 

 

 

-

 

 

 

 

 

 

 

 

 

 

Intangible assets

 

 

7,824,000

 

 

 

-

 

 

 

 

 

 

 

 

 

 

Total assets

 

 

7,824,000

 

 

 

-

 

 

 

 

 

 

 

 

 

 

LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)

 

 

 

 

 

 

 

 

Current liabilities

 

 

 

 

 

 

 

 

Accounts payable and accrued liabilities

 

 

292,726

 

 

 

235,923

 

Notes payable - related party

 

 

88,042

 

 

 

88,042

 

Notes payable

 

 

355,722

 

 

 

272,304

 

Convertible notes payable

 

 

34,591

 

 

 

34,591

 

Total current liabilities

 

 

771,081

 

 

 

630,860

 

 

 

 

 

 

 

 

 

 

Total liabilities

 

 

771,081

 

 

 

630,860

 

 

 

 

 

 

 

 

 

 

Stockholders' equity (deficit)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Preferred stock, $0.0001 par value, 275,000,000 shares authorized, 0 and 0 and shares issued and outstanding as of June 30, 2026 and December 31, 2025, respectively

 

 

-

 

 

 

-

 

 

 

 

 

 

 

 

 

 

Series A Preferred stock, $0.0001 par value, 10,000,000 shares authorized, 0 and 0 and shares issued and outstanding as of June 30, 2026 and December 31, 2025, respectively

 

 

-

 

 

 

-

 

 

 

 

 

 

 

 

 

 

Series B Preferred stock, $0.0001 par value, 10,000,000 shares authorized, 0 and 0 and shares issued and outstanding as of June 30, 2026 and December 31, 2025, respectively

 

 

-

 

 

 

-

 

 

 

 

 

 

 

 

 

 

Series C Preferred stock, $0.0001 par value, 5,000,000 shares authorized, 5,000,000 and 0 and shares issued and outstanding as of June 30, 2026 and December 31, 2025, respectively

 

 

500

 

 

 

-

 

 

 

 

 

 

 

 

 

 

Common stock, $0.0001 par value, 700,000,000 shares authorized, 36,134,795 and 44,296,895 and shares issued and outstanding as of June 30, 2026 and December 31, 2025, respectively

 

 

36,136

 

 

 

44,298

 

Additional paid in capital

 

 

36,757,290

 

 

 

28,925,628

 

Accumulated deficit

 

 

(29,741,007 )

 

 

(29,600,786 )

Total stockholders' equity (deficit)

 

 

7,052,919

 

 

 

(630,860 )

 

 

 

 

 

 

 

 

 

Total liabilities and stockholders' equity (deficit)

 

$7,824,000

 

 

$-

 

 

See accompanying notes to the financial statements

 

 
4

Table of Contents

 

LataMed AI Corp.

(FKA Catalyst Crew Technologies Corp.)

CONDENSED STATEMENTS OF OPERATIONS

(Unaudited)

 

 

 

For the three months ended

 

 

For the six months ended

 

 

 

June 30, 2026

 

 

June 30, 2025

 

 

June 30, 2026

 

 

June 30, 2025

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Revenue

 

$-

 

 

$-

 

 

$-

 

 

$-

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating expenses

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

General and administrative

 

 

41,413

 

 

 

4,854

 

 

 

50,600

 

 

 

5,821

 

Professional fees

 

 

35,632

 

 

 

15,000

 

 

 

69,829

 

 

 

30,000

 

Total operating expenses

 

 

77,045

 

 

 

19,854

 

 

 

120,429

 

 

 

35,821

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Loss from operations

 

 

(77,045)

 

 

(19,854)

 

 

(120,429)

 

 

(35,821)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Other income (expenses)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest expense

 

 

(10,363)

 

 

(9,328)

 

 

(19,792)

 

 

(17,816)
Total other expenses

 

 

(10,363)

 

 

(9,328)

 

 

(19,792)

 

 

(17,816)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net loss before tax provision

 

 

(87,408)

 

 

(29,182)

 

 

(140,221)

 

 

(53,637)
Tax provision

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

Net loss

 

$(87,408)

 

$(29,182)

 

$(140,221)

 

$(53,637)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net loss per common share - basic and diluted

 

$(0.00)

 

$(0.00)

 

$(0.00)

 

$(0.00)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Weighted average number of common shares outstanding - basic and diluted

 

 

46,684,246

 

 

 

29,276,895

 

 

 

46,851,826

 

 

 

29,276,895

 

 

See accompanying notes to the financial statements

 

 
5

Table of Contents

 

LataMed AI Corp.

(FKA Catalyst Crew Technologies Corp.)

CONDENSED STATEMENTS OF STOCKHOLDERS' EQUITY (DEFICIT)

(Unaudited)

 

 

 

Series C

 

 

 

 

 

 

Additional

 

 

 

 

Total

 

 

 

Preferred Stock

 

 

Common Stock

 

 

Paid-in

 

 

Accumulated

 

 

Stockholders'

 

 

 

Shares

 

 

Amount

 

 

Shares

 

 

Amount

 

 

Capital

 

 

Deficit

 

 

Deficit

 

Balance, December 31, 2025

 

 

-

 

 

 

-

 

 

 

44,296,895

 

 

 

44,298

 

 

 

28,925,628

 

 

 

(29,600,786)

 

 

(630,860)
Shares issued for asset purchase agreement

 

 

-

 

 

 

-

 

 

 

12,000,000

 

 

 

12,000

 

 

 

7,812,000

 

 

 

-

 

 

 

7,824,000

 

Shares returned and canceled

 

 

-

 

 

 

-

 

 

 

(162,100)

 

 

(162)

 

 

162

 

 

 

-

 

 

 

-

 

Net loss

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

(52,813)

 

 

(52,813)
Balance, March 31, 2026

 

 

-

 

 

 

-

 

 

 

56,134,795

 

 

 

56,136

 

 

 

36,737,790

 

 

 

(29,653,599)

 

 

7,140,327

 

Shares exchanged for Preferred Shares

 

 

5,000,000

 

 

 

500

 

 

 

(20,000,000)

 

 

(20,000)

 

 

19,500

 

 

 

-

 

 

 

-

 

Net loss

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

(87,408)

 

 

(87,408)
Balance, June 30, 2026

 

 

5,000,000

 

 

 

500

 

 

 

36,134,795

 

 

 

36,136

 

 

 

36,757,290

 

 

 

(29,741,007)

 

 

7,052,919

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance, December 31, 2024

 

 

-

 

 

 

-

 

 

 

29,276,895

 

 

 

5,855

 

 

 

28,813,871

 

 

 

(29,393,301)

 

 

(573,575)
Net loss

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

(24,455)

 

 

(24,455)
Balance, March 31, 2025

 

 

-

 

 

 

-

 

 

 

29,276,895

 

 

 

5,855

 

 

 

28,813,871

 

 

 

(29,417,756)

 

 

(598,030)
Net loss

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

(29,182)

 

 

(29,182)
Balance, June 30, 2025

 

 

-

 

 

 

-

 

 

 

29,276,895

 

 

 

5,855

 

 

 

28,813,871

 

 

 

(29,446,938)

 

 

(627,212)

 

See accompanying notes to the financial statements

 

 
6

Table of Contents

 

LataMed AI Corp.

(FKA Catalyst Crew Technologies Corp.)

CONDENSED STATEMENTS OF CASH FLOWS

(Unaudited)

 

 

 

For the six months ended

 

 

 

June 30, 2026

 

 

June 30, 2025

 

Cash Flows from Operating Activities

 

 

 

 

 

 

Net loss

 

$(140,221)

 

$(53,637)

Adjustments to reconcile net loss to net cash provided by operating activities:

 

 

 

 

 

 

 

 

Changes in assets and liabilities

 

 

 

 

 

 

 

 

Accounts payable and accrued liabilities

 

 

56,803

 

 

 

19,768

 

Net cash used in continuing operating activities

 

 

(83,418)

 

 

(33,869)

 

 

 

 

 

 

 

 

 

Cash Flows from Financing Activities:

 

 

 

 

 

 

 

 

Proceeds from notes payable

 

 

83,418

 

 

 

33,869

 

Net cash provided by financing activities

 

 

83,418

 

 

 

33,869

 

 

 

 

 

 

 

 

 

 

Net decrease in cash

 

 

-

 

 

 

-

 

Cash, beginning of period

 

 

-

 

 

 

-

 

Cash, end of period

 

$-

 

 

$-

 

 

 

 

 

 

 

 

 

 

Supplemental disclosure of cash flow information

 

 

 

 

 

 

 

 

Cash paid for interest

 

$-

 

 

$-

 

Cash paid for taxes

 

$-

 

 

$-

 

 

 

 

 

 

 

 

SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:

 

 

 

 

 

 

Non-cash investing and financing activities:

 

 

 

 

 

 

 Common stock issued for intangible assets

 

$7,824,000

 

 

$-

 

  

See accompanying notes to the financial statements

 

 
7

Table of Contents

 

LataMed AI Corp.

(FKA Catalyst Crew Technologies Corp.)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

JUNE 30, 2026

 

NOTE 1 – NATURE OF BUSINESS AND OPERATIONS

 

Organization

 

LataMed AI Corp. (FKA Catalyst Crew Technologies Corp.) (the “Company”) was incorporated in the State of Nevada on September 11, 2008. At that time the primary business of the Company was to act as a global broker for business and private jets by connecting travelers (corporations, institutions and wealthy private individuals) with executive aircraft that are independently owned and operated by third party companies or individuals. On February 5, 2015, the Company changed its name to better reflect its anticipated new business direction. The Company had received approval of its Federal Permit to distribute alcoholic beverages, which would be accomplished, through its subsidiaries, Continental Beverage Inventory and Warehousing Ltd., and promotional activities through Continental Beverage Marketing and Promotion Inc. In early 2016, the Company abandoned its activities and ceased to operate.

 

On March 20, 2023, the “Company entered into an Asset Purchase Agreement by and among the Company, on the one hand and JT Technologies LLC (“JTLLC”) and Nitish Sharma, an individual and the sole managing member of JTLLC, on the other hand whereby the Company acquired various big data analytics related assets from the Seller for use in the gaming and gambling industry to analyze player behavior and fraud protection, among other similar information. Collectively, al intellectual property, proprietary and non-proprietary technology, know-how, and all other assets of the seller that maybe, directly, or indirectly, applied to big data analytics in the gaming and gaming industry are referred to hereinafter as the “Acquired Assets”. In exchange for the Acquired Assets, the Company issued 5,000,000 restricted shares of the 2. Buyer’s common stock to Seller.

 

On May 26, 2023, the Company changed its name to Blue Chip Technologies Corporation.

 

On September 18, 2023, the Company received notice of resignation from Mr. Andrew Gaudet from the positions of President, Chief Executive Officer, Treasurer, Chief Financial Officer, and Secretary. Mr. Gaudet retained his position as a member of the Company’s Board of Directors.

 

Effective the same day, the Company entered into an Executive Employment with Gurneet Kaur whereby Ms. Kaur agreed to serve as the Company’s Chief Executive Officer, President, Chief Financial Officer, Treasurer, Secretary, and as Chairman of the Company’s Board of Directors. On the same day, and pursuant to a Stock Purchase Agreement, Ms. Kaur acquired 48,944,965 shares of common stock from Nitish Sharma. Accordingly, Ms. Kaur now owns 72,944,965 restricted shares of our common stock, which represents approximately 66.53% of the total issued and outstanding shares of common stock.

 

On June 5, 2024, Ms. Kaur sold, by way of Stock Purchase Agreement (the “SPA”), 72,944,965 restricted shares of the Company’s common stock to Waqas Nakhwa. As a result of this SPA, Nakhwa is now deemed our controlling shareholder by virtue of his purchase of the Shares and holds 66.53% of our total voting stock.

 

Additionally, on June 7, 2024, the Company received notice of resignation from Ms. Kaur from the positions of President, Chief Executive Officer, Treasurer, Chief Financial Officer, Secretary and Director of the Company. Ms. Kaur’s resignation was not the result of any disagreements between Ms. Kaur and the Company relating to the Company’s operations, policies, or practices.

 

Effective immediately upon the resignation of Ms. Kaur, the Company’s Board of Directors appointed Mr. Nakhwa to serve as President, Chief Executive Officer, Treasurer, Chief Financial Officer, Secretary and Chairman of the Board of Directors to serve until the next annual meeting of the Company or until his respective successor is duly appointed. Mr. Nakhwa accepted all such appointments, effective as of June 7, 2024.

 

 
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On June 9, 2024, the Company entered into an Asset Transfer Agreement with Mr. Nakhwa pursuant to which Mr. Nakhwa assigned to the Company all of Mr. Nakhwa’s interest in Facial Recognition Technology (FRT) solutions and intellectual property associated therewith in exchange for $1.00.

 

On June 11, 2024, as a result of this change in management, the Company’s Board of Directors voted to (i) cease all prior operations of the Company involving big data analytics software for use in the gaming and financial technology industries, (ii) relinquish and disavow any and all interest in existing subsidiaries as of June 11, 2024 and (iii) amend the Company’s Articles of Incorporation to change the name of the Company to “Catalyst Crew Technologies Corp.” to more accurately reflect the Company’s new business direction. The Company will endeavor to affect the name change in near future or at such time management deems the name change appropriate. In the interim period until we affect this proposed name change, we will be operating as “Catalyst Crew Technologies.

 

On July 1, 2024, the Company’s Board of Directors approved a Change to its Articles of Incorporation, as amended, with the Secretary of Nevada to change the Company’s corporate name to “Catalyst Crew Technologies Corp.”

 

On March 4, 2026, the Company appointed Kevin Rodan Levy to serve as President, Chief Executive Officer, and sole member of the Board of Directors. On March 31, 2026, the Company appointed Carlos Peña as Chief Financial Officer. On April 28, 2026, the Company filed a Certificate of Amendment to its Articles of Incorporation with the Nevada Secretary of State to change the Company’s name to “LataMed AI Corp.,” which became effective upon filing.

 

BASIS OF PRESENTATION

 

The accompanying consolidated financial statements have been prepared on the accrual basis of accounting in accordance with accounting principles generally accepted in the United States. Management is of the opinion that all necessary adjustments have been made to make these interim consolidated financial statements not misleading.

 

NOTE 2 – GOING CONCERN

 

The accompanying financial statements have been prepared in US dollars and in accordance with accounting principles generally accepted in the United States (“GAAP”) on a going concern basis, which contemplates the realization of assets and the satisfaction of liabilities and commitments in the normal course of business. During six months ended June 30, 2026, the Company incurred net losses of $140,221 and accumulated deficits of $29,741,007. These conditions raise substantial doubt about the Company's ability to continue as a going concern.

 

We are entirely dependent on our ability to attract and receive funding from either the sale of securities or outside sources such as private investment or a strategic partner. We currently have no firm agreements or arrangements with respect to any such financing and there can be no assurance that any needed funds will be available to us on acceptable terms or at all. The inability to obtain sufficient funding of our operations in the future will restrict our ability to grow and reduce our ability to continue to conduct business operations. Our failure to raise additional funds will adversely affect our business, and may require us to suspend our operations, which in turn may result in a loss to the purchasers of our common stock. If we are unable to obtain necessary financing, we will likely be required to curtail our development plans. Any additional equity financing may involve substantial dilution to our then existing stockholders.

 

NOTE 3 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

 

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 revenue and expenses during the reporting period. Actual results could differ significantly from those estimates.

 

 
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Cash and Cash Equivalents

For purposes of the statement of cash flows, the Company considers all highly liquid debt instruments purchased with a maturity of three months or less to be cash equivalents to the extent the funds are not being held for investment purposes.

 

Stock-based compensation

The Company follows ASC 718-10, “Stock Compensation”, which addresses the accounting for transactions in which an entity exchanges its equity instruments for goods or services, with a primary focus on transactions in which an entity obtains employee services in share-based payment transactions. ASC 718-10 is a revision to SFAS No. 123, “Accounting for Stock-Based Compensation,” and supersedes Accounting Principles Board (“APB”) Opinion No. 25, “Accounting for Stock Issued to Employees,” and its related implementation guidance. ASC 718-10 requires measurement of the cost of employee services received in exchange for an award of equity instruments based on the grant-date fair value of the award (with limited exceptions). Incremental compensation costs arising from subsequent modifications of awards after the grant date must be recognized.

 

Concentration of Credit Risk

The Company has no off-balance-sheet concentrations of credit risk such as foreign exchange contracts, options contracts or other foreign hedging arrangements. The Company maintains all of its cash balances with two financial institutions in the form of demand deposits.

 

Earnings per share

The Company follows ASC Topic 260 to account for the earnings per share. Basic earnings per common share (“EPS”) calculations are determined by dividing net income by the weighted average number of shares of common stock outstanding during the year. Diluted earnings per common share calculations are determined by dividing net income by the weighted average number of common shares and dilutive common share equivalents outstanding. During periods when common stock equivalents, if any, are anti-dilutive they are not considered in the computation.

 

Revenue Recognition

The Company recognizes revenue from its contracts with customers in accordance with ASC 606 – Revenue from Contracts with Customers. The Company recognizes revenues when satisfying the performance obligation of the associated contract that reflects the consideration expected to be received based on the terms of the contract.

 

Revenue related to contracts with customers is evaluated utilizing the following steps: (i) Identify the contract, or contracts, with a customer; (ii) Identify the performance obligations in the contract; (iii) Determine the transaction price; (iv) Allocate the transaction price to the performance obligations in the contract; (v) Recognize revenue when the Company satisfies a performance obligation.

 

Fair Value of Financial Instruments

The Company measures fair value in accordance with ASC 820 - Fair Value Measurements. ASC 820 defines fair value and establishes a three-level valuation hierarchy for disclosures of fair value measurements. ASC 820 establishes a framework for measuring fair value in generally accepted accounting principles and expands disclosures about fair value measurements. To increase consistency and comparability in fair value measurements and related disclosures, ASC 820 establishes a fair value hierarchy which prioritizes the inputs to valuation techniques used to measure fair value into three (3) broad levels. The fair value hierarchy gives the highest priority to quoted prices (unadjusted) in active markets for identical assets or liabilities and the lowest priority to unobservable inputs. The three (3) levels of fair value hierarchy defined by ASC 820 are:

 

Level 1 - Inputs are unadjusted, quoted prices in active markets for identical assets or liabilities at the measurement date.

 

Level 2 - Inputs (other than quoted market prices included in Level 1) are either directly or indirectly observable for the asset or liability through correlation with market data at the measurement date and for the duration of the instrument’s anticipated life.

 

 
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Level 3 - Inputs reflect management’s best estimate of what market participants would use in pricing the asset or liability at the measurement date. Consideration is given to the risk inherent in the valuation technique and the risk inherent in the inputs to the model. Valuation of instruments includes unobservable inputs to the valuation methodology that are significant to the measurement of fair value of assets or liabilities.

 

As defined by ASC 820, the fair value of a financial instrument is the amount at which the instrument could be exchanged in a current transaction between willing parties, other than in a forced or liquidation sale, which was further clarified as the price that would be received to sell an asset or paid to transfer a liability (“an exit price”) in an orderly transaction between market participants at the measurement date

 

The reported fair values for financial instruments that use Level 2 and Level 3 inputs to determine fair value are based on a variety of factors and assumptions. Accordingly, certain fair values may not represent actual values of the Company’s financial instruments that could have been realized as of June 30, 2026 and December 31, 2024 or that will be recognized in the future, and do not include expenses that could be incurred in an actual settlement. The carrying amounts of the Company’s financial assets and liabilities, such as cash, accounts receivable, receivables from related parties, prepaid expenses and other, accounts payable, accrued liabilities, and related party and third-party notes payables approximate fair value due to their relatively short maturities. The Company’s notes payable approximates the fair value of such instrument based upon management’s best estimate of terms that would be available to the Company for similar financial arrangements on June 30, 2026 and December 31, 2024.

 

Recent Accounting Pronouncements

 

In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures. The amendments in this ASU require disclosures, on an annual and interim basis, of significant segment expenses that are regularly provided to the chief operating decision maker (“CODM”), as well as the aggregate amount of other segment items included in the reported measure of segment profit or loss. This ASU requires that a public entity disclose the title and position of the CODM and an explanation of how the CODM uses the reported measure(s) of segment profit or loss in assessing segment performance and deciding how to allocate resources. This ASU is effective for fiscal years beginning after December 15, 2023, including interim periods within those fiscal years, with early adoption permitted. The amendments in this ASU should be applied retrospectively to all prior periods presented in the financial statements. The Company adopted the ASU and determined that its adoption did not have a material impact on the Company’s consolidated financial statements and related disclosures. As defined in the ASU, operating segments are components of an enterprise about which discrete financial information is regularly provided to the CODM in making decisions on how to allocate resources and assess performance for the organization. The Company operates and manages its business as one reportable and operating segment. The Company’s CODM is the Chief Executive Officer. The Company’s CODM reviews consolidated operating results to make decisions about allocating resources and assessing performance for the entire Company.

 

The Company does not believe that other standards, which have been issued but are not yet effective, will have a significant impact on its financial statements.

 

NOTE 4 – ASSET PURCHASE AGREEMENT

 

On February 17, 2026, the Company entered into an Asset Purchase Agreement pursuant to which the Company acquired various proprietary assets and intellectual property for 12,000,000 restricted shares of common stock valued at $7,932,000.

 

The Company evaluated the Asset Purchase Agreement in accordance with ASC 805 – Business Combinations which notes the threshold requirements of a business combination that includes the expanded definition of a “business” and defines elements that are to be present to be determined whether an acquisition of a business occurred. No “activities” of the acquiree were acquired. Instead, the Company obtained control of a set of inputs (the acquired assets). Thus, the Company determined agreement is an acquisition of assets, not an acquisition of a business in accordance with ASC 805. Management evaluated the assets and determined the value to $7,824,000 as of June 30, 2026.

 

 
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NOTE 5 – NOTES PAYABLE

 

Promissory notes payable as of June 30, 2026 and December 31, 2025 consists of the following:

 

June 30, 2026

 

 

December 31, 2025

 

$

73,228

 

 

$

73,228

 

 

2,500

 

 

 

2,500

 

 

20,000

 

 

 

20,000

 

 

4,571

 

 

 

4,571

 

 

763

 

 

 

763

 

 

7,341

 

 

 

7,341

 

 

2,500

 

 

 

2,500

 

 

5,000

 

 

 

5,000

 

 

13,000

 

 

 

13,000

 

 

8,000

 

 

 

8,000

 

 

976

 

 

 

976

 

 

12,000

 

 

 

12,000

 

 

3,500

 

 

 

3,500

 

 

5,000

 

 

 

5,000

 

 

6,123

 

 

 

6,123

 

 

5,000

 

 

 

5,000

 

 

12,000

 

 

 

12,000

 

 

1,341

 

 

 

1,341

 

 

1,498

 

 

 

1,498

 

 

5,300

 

 

 

5,300

 

 

3,000

 

 

 

3,000

 

 

1,791

 

 

 

1,791

 

 

7,500

 

 

 

7,500

 

 

4,500

 

 

 

4,500

 

 

668

 

 

 

668

 

 

6,500

 

 

 

6,500

 

 

3,113

 

 

 

3,113

 

 

250

 

 

 

250

 

 

6,500

 

 

 

6,500

 

 

10,000

 

 

 

10,000

 

 

2,265

 

 

 

2,265

 

 

980

 

 

 

980

 

 

10,000

 

 

 

10,000

 

 

3,874

 

 

 

3,874

 

 

3,500

 

 

 

3,500

 

 

5,000

 

 

 

5,000

 

 

3,500

 

 

 

3,500

 

 

1,832

 

 

 

1,832

 

 

742

 

 

 

742

 

 

7,148

 

 

 

7,148

 

 

374

 

 

 

-

 

 

28,010

 

 

 

-

 

 

6,171

 

 

 

-

 

 

48,863

 

 

 

-

 

$

355,722

 

 

$272,304

 

 

During the six months ended June 30, 2026, the Company has issued various promissory notes amounting to $83,418 for general operating purposes. The notes carry an interest rate of 10% and are due upon demand.

 

During the six months ended June 30, 2026 and 2025, the Company recorded interest expense related to these notes of $11,865 and $9,889, respectively.

 

 
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NOTE 6 – CONVERTIBLE NOTES PAYABLE

 

Convertible notes payable as of June 30, 2026 and December 31, 2025 consists of the following:

 

June 30, 2026

 

 

December 31, 2025

 

$

15,487

 

 

$15,487

 

 

11,103

 

 

 

11,103

 

 

8,000

 

 

 

8,000

 

$

34,591

 

 

$34,591

 

 

During the three months ended June 30, 2026 and 2025, the Company recorded interest expense of $3,561 and $3,561, respectively.

 

NOTE 7 – RELATED PARTY TRANSACTIONS

 

As of June 30, 2026 and December 31, 2025, the Company had notes due to the shareholder of $88,042 and 88,042, respectively. The notes carry an interest rate of 10% and are due upon demand.

 

During the six months ended June 30, 2026 and 2025, the Company recorded interest expense of $4,366 and 4,366 respectively.

 

NOTE 8 – COMMITMENTS AND CONTINGENCIES

 

From time to time, the Company may become involved in various lawsuits and legal proceedings, which arise in the ordinary course of business. Litigation is subject to inherent uncertainties, and an adverse result in these or other matters may arise from time to time that may harm business. Management is currently not aware of any such legal proceedings or claims that could have, individually or in the aggregate, a material adverse effect on our business, financial condition, or operating results.

 

NOTE 9 – STOCKHOLDERS’ EQUITY

 

As of June 30, 2026 and December 31, 2025, the Company had 36,134,795 and 44,296,895 shares of common stock issued and outstanding.

 

On July 1, 2024, the Company’s Board of Directors approved a One for Four Hundred and Fifty (1-for-450) Reverse Stock Split of the issued and outstanding shares of Common Stock. the financial statements have been retroactively restated to reflect the split.

 

On October 12, 2023, the Board of Directors authorize an amendment to the articles of Incorporation to specifically increase the authorized shares to One Billion (1,000,000,000), consisting of; (i) Seven Hundred Million (700,000,000) shares of Common Stock, par value $0.0001 per share, Three Hundred Million (300,000,000) shares of preferred stock, par value $0.0001 per share which are issuable in one or more Series; to designate 10,000,000 preferred shares as Series A Preferred Stock and, (iv) to designate 10,000,000 preferred shares as Series B Preferred Stock.

 

The Series A Preferred Stock shall rank senior to all Common Stock and any other class of securities that is specifically designated as junior to the Series A Preferred Stock however, does not have the right to vote. The Series A Preferred Stock is entitled to receive dividends from the Issuance Date thereof at the annual rate of three percent (3%) of the Original Issue Price, payable by the Board of Directors in quarterly installments. The Dividends shall cease to accrue on shares of Series A Preferred Stock on the date of any Conversion, as set forth herein. Each share of Series A Preferred Stock shall be convertible at the option of the holder after the One (1) Year anniversary of the Issuance Date, into a number of shares of Common Stock determined by dividing (i) the total number of Series A Preferred Shares being converted by (ii) the Conversion Price (the “Conversion Ratio”). The conversion price for the Series A Preferred Stock (the “Conversion Price”) shall be equal to $1.00 per share, which may be adjusted from time to time as hereinafter provided.

 

 
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Series B Preferred Stock shall rank senior to all Common Stock and pari passu to the Series A Preferred Stock. Each share of Series B Preferred Stock shall be convertible at the option of the Holder thereof at any time, and from time to time, from and after the One (1) Year anniversary of the Issuance Date, into a number of shares of Common Stock determined by dividing (i) the total number of Series B Preferred Shares being converted by (ii) the Conversion Price The conversion price for the Series B Preferred Stock (the “Conversion Price”) shall be equal to $1.00 per share, which may be adjusted from time to time. Series B Preferred Stock shall not have the right to vote on any matters, questions, or proceedings of this Corporation. Holders of the Series B Preferred Stock must hold their Preferred shares for a period one (1) year from the Issuance Date prior to converting their Series B Preferred Shares to Common Shares.

 

Following the expiration of the Hold Period, the Corporation shall issue to the Holders bonus shares of the Corporation’s Common Stock in such amount to be the number of Series B Preferred held by each Holder by (ii)”). The Board of Directors shall have the authority, in its discretion, to grant the Bonus Shares to the Holders. Each Bonus Share shall constitute a transfer of a restricted Common Share to the Holder, without other payment therefor, as a bonus to the Holder.

 

On May 6, 2026, the Board of Directors approved, and the Company filed with the Nevada Secretary of State, a Certificate of Designation designating 5,000,000 shares of preferred stock as Series C Voting Preferred Stock.

 

The Series C Preferred Stock ranks senior to all Common Stock and pari passu to the Series A and Series B Preferred Stock. Each share of Series C Preferred Stock is entitled to 20 votes per share and votes together with the Company’s Common Stock as a single class on all matters submitted to stockholders. The Series C Preferred Stock is non-convertible and non-redeemable.

 

On February 17, 2026, a shareholder returned and the Company cancelled 162,100 shares of common stock (post-split) for no consideration.

 

On March 10, 2026, the Company issued 12,000,000 shares of common stock (post-split) valued at $7,824,000 for certain intangible assets.

 

On May 18, 2026, a shareholder returned and the Company cancelled 20,000,000 shares of common stock (post-split) in exchange for the issuance of 5,000,000 shares of Series C Preferred stock.

 

NOTE 10 – SUBSEQUENT EVENTS

 

On July 2, 2026, the Company, filed a Certificate of Change with the Secretary of State of the State of Nevada reflecting the foregoing proportional increases in authorized capital stock. As set forth in the Certificate of Change, the Company’s authorized common stock increased from 700,000,000 shares to 3,500,000,000 shares, par value $0.0001 per share, and its authorized preferred stock increased from 300,000,000 shares to 1,500,000,000 shares, par value $0.0001 per share. In connection with the increase in authorized capital stock described above, the Certificate of Change effected a five-for-one (5:1) forward split of the Company’s issued and outstanding shares of Common Stock , pursuant to which each one (1) issued and outstanding share of Common Stock was reclassified into five (5) shares of Common Stock. The stock split has not yet been approved by FINRA and as such the financial statements have not been retroactively reflected to show the effect of the stock split.

 

On July 10, 2026, the Company has issued various promissory notes amounting to $9,239 for general operating purposes. The notes carry an interest rate of 10% and are due upon demand.

 

 
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Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations.

 

FORWARD-LOOKING STATEMENTS

 

The following discussion may contain forward-looking statements regarding the Company, its business prospects and its results of operations that are subject to certain risks and uncertainties posed by many factors and events that could cause the Company’s actual business, prospects and results of operations to differ materially from those that may be anticipated by such forward-looking statements. These forward-looking statements reflect our view only as of the date of this report. The Company cannot guarantee future results, levels of activity, performance, or achievement. The Company does not undertake any obligation to update or correct any forward-looking statements.

 

Revenues

 

We had no revenue for the three or six months ended June 30, 2026 and 2025

 

Operating Expenses

 

Operating expenses increased to $77,045 for the three months ended June 30, 2026, from $19,854 for the same period ended June 30, 2025. Operating expenses increased to $120,429 for the six months ended June 30, 2026, from $35,821 for the same period ended June 30, 2025. The increase in operating expenses is mainly the result of the increase in professional fees during the three and six month period.

 

Other Expense

 

We had other expense of $10,363 for the three months ended June 30, 2026, as compared with other expenses of $9,328 for the three months ended June 30, 2025. We had other expense of $19,792 for the six months ended June 30, 2026, as compared with other expenses of $17,816 for the six months ended June 30, 2025. Other expenses consisted of accrued interest expense and increased as a result of the Company issuing additional debt during 2026.

 

Net Loss

 

We recorded a net loss of $87,408 for the three months ended June 30, 2026, as compared with a net loss of $29,182 for the three months ended June 30, 2025. We recorded a net loss of $140,221 for the six months ended June 30, 2026, as compared with a net loss of $33,783 for the six months ended June 30, 2025.The change in net income was the result of the factors described above.

 

Liquidity and Capital Resources

 

Going concern – The accompanying financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. The Company has incurred cumulative net losses of $29,741,007 since its inception and requires capital for its contemplated operational and marketing activities to take place. The Company’s ability to generate the necessary funds through licensing of its core products or the ability to raise additional capital through the future issuances of common stock or debt is unknown. The obtainment of additional financing, the successful development of the Company’s contemplated plan of operations, and its transition, ultimately, to the attainment of profitable operations are necessary for the Company to continue operations. These factors, among others, raises substantial doubt about the Company’s ability to continue as a going concern. The condensed consolidated financial statements of the Company do not include any adjustments that may result from the outcome of these aforementioned uncertainties.

 

 
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As of June 30, 2026, we had total current assets in the amount of $0. Our total current liabilities as of June 30, 2026 were $771,081. We had a working capital deficit of $771,081 as of June 30, 2026, compared with a working capital deficit of $630,860 as of December 31, 2025.

 

Operating activities used $83,418 in cash for the six months ended June 30, 2026, as compared with $33,869 used for the six months ended June 30, 2025. Our negative operating cash flows for 2026 and 2025 were largely the result of our net loss for those quarters, mainly offset by changes in operating assets and liabilities and the amortization of debt discount and amortization.

 

Cash flow provided from financing activities was $83,418 for the six months ended June 30, 2026, as compared with $33,869 provided by cash flows for financing activities during the six months ended June 30, 2025. Our debt from financing activities consist of the issuance of notes payable.

 

Based upon our current financial condition, we do not have sufficient cash to operate our business at the current level for the next twelve months. We intend to fund operations through increased sales and debt and/or equity financing arrangements, which may be insufficient to fund expenditures or other cash requirements. We plan to seek additional financing in a private equity offering to secure funding for operations. There can be no assurance that we will be successful in raising additional capital.

 

Business Update 

 

During the six months ended June 30, 2026, the Company continued executing its strategy of developing an artificial intelligence-enabled digital healthcare platform focused on Latin America. Management continued the integration and evaluation of the intellectual property acquired during the first quarter of 2026 and advanced the Company's organizational and operational infrastructure to support future commercialization.

 

The Company continued development of its planned healthcare technology ecosystem, including artificial intelligence-powered clinical decision support applications, telehealth infrastructure, patient engagement technologies, healthcare analytics solutions, and related digital healthcare services intended for deployment throughout Latin America. In addition, the Company continued regulatory planning, strategic partnership discussions, and business development initiatives designed to support future commercial operations.

 

The Company's wholly owned Venezuelan subsidiary, Inversiones Long 33, C.A., continues to serve as the Company's primary operating platform in Venezuela. During the quarter, management continued organizational development, technology integration activities, regulatory planning, and preparations for the future commercialization of the Company's healthcare solutions.

 

During the quarter, the Company completed its corporate rebranding to LataMed AI Corp. and continued expanding its healthcare technology strategy through business development initiatives, strategic planning, and industry engagement activities intended to increase the Company's visibility and support future commercial growth throughout Latin America. The Company also continued evaluating opportunities to expand its presence into additional international healthcare markets.

 

Although the Company has not yet generated revenue from these initiatives, management believes meaningful progress has been made toward establishing the operational and regulatory foundation necessary for commercialization. The Company intends to continue expanding its technology platform, pursuing strategic relationships, and advancing regulatory initiatives as it works toward the commercial deployment of its digital healthcare ecosystem.

 

 
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Item 3. Quantitative and Qualitative Disclosures about Market Risk

 

As a smaller reporting company, we are not required to provide the information required by this Item.

 

Item 4. Controls and Procedures

 

Evaluation of Disclosure Controls and Procedures

 

Under the supervision and with the participation of our Chief Executive Officer and Chief Financial Officer, the Company conducted an evaluation of the effectiveness of the design and operation of its disclosure controls and procedures, as such term is defined under Rule 13a-15(e) promulgated under the Exchange Act, as of June 30, 2026. Based on this evaluation, management concluded that our financial disclosure controls and procedures were not effective so as to timely record, process, summarize and report financial information required to be included on our SEC reports due to the Company’s limited internal resources and lack of ability to have multiple levels of transaction review. However, as a result of our evaluation and review process, management believes that the financial statements and other information presented herewith are materially correct.

 

Change in Internal Control Over Financial Reporting

 

The Company has not made any change in our internal control over financial reporting during the period ended June 30, 2026.

 

 
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PART II. OTHER INFORMATION

 

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.

 

During the quarter ended June 30, 2026, the Company issued 5,000,000 shares of Series C Voting Preferred Stock to a shareholder in exchange for the return and cancellation of 20,000,000 shares of common stock. During the six months ended June 30, 2026, the Company also issued 12,000,000 shares of common stock valued at $7,824,000 in connection with an asset purchase agreement and issued promissory notes in the aggregate principal amount of $83,418. The foregoing securities were issued in reliance upon the exemption from registration provided by Section 4(a)(2) of the Securities Act of 1933, as amended. 

 

Item 5. Other Information.

 

During the quarter ended June 30, 2026, no director or officer of the Company adopted, modified, or terminated any Rule 10b5-1 trading arrangement or any non-Rule 10b5-1 trading arrangement, as each term is defined in Item 408(a) of Regulation S-K.

 

 
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Table of Contents

 

ITEM 6 - EXHIBITS

Number Description of Exhibit

 

3.1

 

Articles of Incorporation, as amended (1)

3.2

 

Certificate of Amendment to the Articles of Incorporation of LataMed AI Corp.(2)

3.3

 

Certificate of Change Reflecting Forward Stock Split(3)

3.4

 

Bylaws(1)

31.1

 

Certification of Principal Executive Officer Pursuant to Rule 13A-14(A) Under the Securities Exchange Act of 1934, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.**

31.2

 

Certification of Principal Financial and Accounting Officer Pursuant to Rule 13A-14(A) Under the Securities Exchange Act of 1934, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.**

32.1

 

Certification pursuant to Securities Exchange Act of 1934 Rule 13a-14(b) or 15d-14(b) and 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes- Oxley Act of 2002. **

32.2

 

Certification pursuant to Securities Exchange Act of 1934 Rule 13a-14(b) or 15d-14(b) and 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes- Oxley Act of 2002. **

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 Inline XBRL Taxonomy Extension Definition Linkbase

101.LAB

 

Inline XBRL Inline XBRL Taxonomy Extension Labels Linkbase

101.PRE

 

Inline XBRL Taxonomy Extension Presentation Linkbase

104

 

Cover Page Interactive Data File (Embedded within the Inline XBRL document)

 

 

(1)

Filed with the SEC on February 5, 2024 as an exhibit to our Registration Statement on Form 10-12G

 

(2)

Filed with the SEC on August 16, 2024 as an exhibit to Current Report on Form 8-K

 

(3)

Filed with the SEC on July 10, 2026 as an exhibit to Current Report on Form 8-K

 

**

Filed herewith

 

# The XBRL related information in Exhibit 101 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to liability of that section and shall not be incorporated by reference into any filing or other document pursuant to the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing or document.

 

 
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Table of Contents

 

SIGNATURES

 

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

 

 

LataMed AI Corp.

 

 

 

 

 

Date: August 11, 2026

By:

/s/ Kevin Rodan Levy

 

 

Name:

Kevin Rodan Levy

 

 

Title:

Chief Executive Officer (Principal Executive Officer)

 

 

Date: August 11, 2026

By:

/s/ Carlos Pena

 

 

Name:

Carlos Pena

 

 

Title:

Chief Financial Officer (Principal Financial and Accounting Officer)

 

 

 
20

 

  

Source: View Original Filing on SEC EDGAR