8-K/A - ETST - Equibles

UNITED

STATES

SECURITIES

AND EXCHANGE COMMISSION

Washington,

DC 20549

FORM

8-K/A

CURRENT

REPORT

Pursuant

to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): February 3, 2023

EarthScience Tech Inc.

Florida	000-55000	80-0961484
(State or other jurisdiction<br><br> <br>of incorporation)	(Commission<br><br> <br>File<br> Number)	(IRS<br> Employer<br><br> <br>Identification<br> No.)

(Exact name of registrant as specified in its charter)

8950SW 74^th^ Court

Suite101

Miami,FL 33156

(Address of principal executive offices)

(786)375-7281

Registrant’s

telephone number, including area code

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

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

☐	Written communication pursuant to Rule 425 under the Securities<br>Act (17 CFR 230.425)
☐	Soliciting material pursuant to Rule 14a-12 under the Exchange<br>Act (17 CFR 240.14a-12)
☐	Pre-commencement communications pursuant to Rule 14d-2(b) under<br>the Exchange Act (17 CFR 240.14d-2(b))
☐	Pre-commencement communications pursuant to Rule 13e-4(c) under<br>the Exchange Act (17 CFR 240.13e-4(c))

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

Emerging growth company ☐

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

Item2.01 Completion of Acquisitions

Purposeof this 8-K/A

Weare filing this Amended Current Report on Form 8-K/A to update the Current Report on Form 8-K/A filed with the SEC on December 30, 2022.The purpose of this Amended Current Report on Form 8-K/A is to disclose RxCompoundStore.com, LLC. audited financials.

On December 29, 2022 Earth Science Tech, Inc., a Florida corporation (OTC: ETST) (the “Company”) received Peaks Curative, LLC., a Florida limited liability company (“Sellers”) audited financials pursuant to the previously announced Purchase and Sale Agreement (as amended, the “Purchase and Sale Agreement”) dated November 8, 2022 (the “closing Date), and, for the purposes set forth therein, the Seller entered into a Purchase and Sale Agreement, pursuant to which the Company agreed to acquire the Sellers.

On February 3, 2023 Earth Science Tech, Inc., a Florida corporation (OTC: ETST) (the “Company”) received RxCompoundStore.com, LLC., a Florida limited liability company (“Sellers”) audited financials pursuant to the previously announced Purchase and Sale Agreement (as amended, the “Purchase and Sale Agreement”) dated November 8, 2022 (the “closing Date), and, for the purposes set forth therein, the Seller entered into a Purchase and Sale Agreement, pursuant to which the Company agreed to acquire the Sellers.

The description of the Purchase and Sale Agreement contained herein does not purport to be complete and is qualified in its entirety by reference to the Purchase and Sale Agreement, a copy of which is filed as Exhibit 2.1 hereto, and the terms of which are incorporated by reference herein. This summary is not intended to modify or supplement any factual disclosures about the Company, and should not be relied upon as disclosure about the Company without consideration of the periodic and current reports and statements that the Company files with the SEC. The terms of the Purchase and Sale Agreement govern the contractual rights and relationships between, and allocate risks among, the parties thereto in relation to the transactions contemplated thereby. In particular, the representations and warranties made by the parties to each other in the Purchase and Sale Agreement reflect negotiations between, and are solely for the benefit of, the parties thereto and may be limited or modified by a variety of factors, including subsequent events, information included in public filings, disclosures made during negotiations among the parties, correspondence between the parties and disclosure schedules to the Purchase and Sales Agreement. Accordingly, such representations and warranties may not describe the actual state of affairs at the date they were made or at any other time and should not be relied upon as statements of fact.

Item9.01. Financial Statements and Exhibits.

(a) Financial Statements of Businesses Acquired

The financial statements of Peaks Curative, LLC. required by Item 9.01(a) to this Current Report on Form 8-K are incorporated herein by reference to (i) Peaks Curative, LLC.’s audited consolidated balance sheets as of and for the years ended September 30, 2020, and 2021.

The financial statements of RxCompoundStore.com, LLC. required by Item 9.01(a) to this Current Report on Form 8-K are incorporated herein by reference to (i) RxCompondStore.com, LLC.’s audited consolidated balance sheets as of and for the years ended March 31, 2021, and 2022.

(b) Pro Forma Financial Information

The pro forma financial information required by Item 9.01(b) to this Current Report on Form 8-K is incorporated herein by reference to the unaudited pro forma.

(d) Exhibits

Exhibit No.	Description
2.1	Agreement<br> and Plan of Merger
23.1	Bolko<br> & Company, an independent registered public accounting firm of Peaks Curative, LLC.
99.2	Audited<br> Consolidated Balance Sheets of Peaks Curative, LLC. as of September 30, 2022, and the Audited Consolidated Statements of Operations,<br> Comprehensive Income/(Loss), and Cash Flows of Peaks Curative, LLC. for the period ended September 30, 2022.
99.3	Audited<br> Consolidated Balance Sheets of RxCompoundStore.com, LLC. as of March 31, 2022, and the Audited Consolidated Statements of<br> Operations, Comprehensive Income/(Loss), and Cash Flows of RxCompoundStore.com, LLC. for the period ended September 30, 2022.
99.4	Unaudited<br> Pro Forma
104	Cover<br> Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURE

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

	EARTH SCIENCE TECH, INC.
Dated:<br> February 3, 2023	By:	/s/ Nickolas S. Tabraue
		Nickolas<br> S. Tabraue
	Its:	CEO<br> and Director

Exhibit 2.1

Exhibit23.1

RxCompoundStore.com, LLC. (The “Company” or “RxCompound”), is a Florida entity in the pharmaceutical compounding industry that was founded by physicians practicing functional medicine and longevity. RxCompound is a full-service pharmacy, which that has made strides in providing alternative forms of administrating medications. Currently licensed to dispense in 7 states including Florida, New York, New Jersey, Colorado, Rhode Island, Delaware, and Arizona compounded medications in the forms of creams, capsules, injectable, dissolvable hard tablets, troches, and gummies. The Company’s highly trained staff prepare the patient’s personalized prescription according to their specifications. Patient medications are only compounded after a prescription order has been received and after the patient has approved the cost.

The Company’s strategy has been to continue strengthening relationships with its current cliental that include individuals, wellness centers, doctors, OBGYNs, dermatologists, and med spas, while increasing its network of doctor and states to dispense to increase prescriptions. The company also fulfills its sister company, Peaks Curative, LLC., an asynchronous telemedicine company offering branded scripts currently in men’s health, ED. Part of its strategy is to increase its compounded medication offerings with injectables by obtaining a sterile compounding cleanroom. Once obtained, RxCompound will be a one stop shop with the capabilities on compounding all forms of prescribed medication.

Peaks Curative, LLC. (The “Company” or “Peaks”), is a Florida entity in the telemedicine referral website facilitating asynchronous consultations for branded compound medication facilitated through its sister company RxCompound. Customers can discreetly and conveniently order lifestyle medications offered through the secured Peaks developed website.

Currently positioned to prescribe to all 50 states utilizing Smart Doctors consultation services, but only able to fulfill prescriptions within the state of Florida and New York through RxCompound. The Company will be able to fulfill more states as RxCompound obtains dispensing licenses throughout the reaming non dispensing states. Members will be automatically enrolled into the Company’s Peaks Loyalty Program. As a member of the loyalty program, they will receive credit to cover the costs on their Peaks facilitated online doctor consultations. The Peaks membership enrollment will occur automatically once becoming a member and automatically renewed at the time of the prescription renewal order. At the time of the renewal order, credits will be applied to cover the Peaks facilitated online doctor consultation.

The Company’s strategy has been to launch the website within three phases to insure efficiency and compellability. The Company launched its first Phase, Phase I, in the month of June 2022, offering one product, Tadalafil in a gummy form within 3 different dosages and quantity offerings.

After months of feedback, successful orders and refills, the Company commenced Phase II website upgrade. Phase II will enhance customer experience as well as offering Tadalafil in the form of gummies and tablets (generic Cialis), and Sildenafil in the form of capsules and tablets (generic Viagra) all in three different dosages and quantity offerings. Achieving Phase II will position Peaks to compete head-to-head with Blue Chew.

Once Phase II has been completed, the Company plans to execute a marketing campaign within the RxCompound dispensing states to increase brand exposure and sales leading to Phase III. Phase III includes over the counter (“OTC”) (non-prescription) products such as supplements and topicals. The OTC products will be custom manufactured or through partnered companies under Peaks brand, offered worldwide. Achieving Phase III will position the Company to compete head-to-head with current industry leaders such as Hims Health and Get Roman.

Exhibit99.2

PeaksCurative, LLC.

FinancialStatements for the Period fromOctober 1, 2021 to September 30, 2022

PeaksCurative, LLC.

FINANCIALSTATEMENTS

TABLE OF CONTENTS

	Page
Auditor’s Report	F-1
Balance Sheet	F-2
Statement of Operations	F-3
Statement of Changes in Member’s Equity	F-4
Statement of Cash Flow	F-5
Notes to Financial Statements	F-6

REPORTOF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Managing Members of Peaks Curative, LLC.

Opinionon the Financial Statements

We have audited the accompanying balance sheet of Peaks Curative, LLC, (the Company) as of September 30, 2022, and the related statements of income, changes in members’ equity, and cash flows for the period from inception (October 1, 2021) to September 30, 2022, and the related notes (collectively referred to as the financial statements). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of September 30, 2022, and the results of its operations and its cash flows for the period from inception (October 1, 2021) to September 30, 2022, in conformity with accounting principles generally accepted in the United States of America.

TheCompany’s Ability to Continue as a Going Concern

The accompanying consolidated financial statements have been prepared assuming that the Company will continue as a going concern. As discussed in Note x to the consolidated financial statements, the Company has incurred recurring operating losses, has negative cash flows from operating activities, and has stated that substantial doubt exists about the Company’s ability to continue as a going concern. Management’s evaluation of the events and conditions and management’s plans regarding these matters are also described in Note x. The consolidated financial statements do not include any adjustments result from the outcome of this uncertainty. Our opinion has not changed as a result of this matter.

Basisfor Opinion

These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on the Company’s financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

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

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

/s/Bolko & Company

We have served as the Company’s auditor since 2022.

Boca Raton, Florida

December 29, 2022

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PeaksCurative, LLC.Balance Sheet

September30, 2022

ASSETS
Current assets
Cash and cash equivalents	$	‎ 545
Total current assets	$	545
Intangible asset
Telemedicine Platform	$	17,806
TOTAL ASSETS	$	18,351
LIABILITIES
Current liabilities	$	-
TOTAL LIABILITIES	$	-
MEMBERS’ EQUITY
Common units	$	30,217
Retained deficit	$	(11,866	)
TOTAL LIABILITIES AND MEMBERS’ EQUITY	$	18,351

See accompanying notes to these financial statements.

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PeaksCurative, LLC.

Statementof Operations

Forthe Period from October 1, 2021 to September 30, 2022

Revenues	$	‎ 1,134
Cost of goods	$	‎ 398
Gross profit	$	736
Operating expenses
Amortization		8,902
Professional fees		360
General and Administration		2,796
Marketing		544
Total operating expenses	$	12,602
Net income (loss)	$	(11,866	)

See accompanying notes to these financial statements.

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PeaksCurative, LLC.

Statementof Changes in Members’ Equity

Forthe Period from October 1, 2021 to September 30, 2022

	Common Units				Retained Surplus
	Number		Value		(Deficit)			Total
Balance September 1, 2021			$‎	-				$‎	-
Capital contributions		1,000		30,217				$	‎30,217
Net loss						(11,866	)	$	(11,866	)
Balance September 30, 2022		1,000	$‎	30,217		(11,866	)	$	‎ 18,351

See accompanying notes to these financial statements.

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PeaksCurative, LLC.Statement of Cash Flow

Forthe Period from October 1, 2021 to September 30, 2022

CASH FLOWS FROM OPERATING ACTIVITIES
Net loss	$	‎ (11,866)
Adjustments to reconcile net loss to net cash provided by operating activities:
Depreciation and amortization		8,902
Changes in operating assets and liabilities:		‎-
NET CASH USED BY OPERATING ACTIVITIES	$‎	(2,964)
CASH FLOWS FROM INVESTING ACTIVITIES
Purchase) of intangible assets		(26,708	)
NET CASH USED BY INVESTING ACTIVITIES		(26,708	)
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from contributed capital	$	30,217
NET CASH PROVIDED BY FINANCING ACTIVITIES	$	30,217
NET INCREASE IN CASH	$	545
Cash, beginning of period		-0-
Cash, end of period	$	545

See accompanying notes to these financial statements.

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PeaksCurative, LLC.

Notesto Financial Statements

NOTE1. NATURE AND BACKGROUND OF BUSINESS

Peaks Curative, LLC. (the “Company”), was originally incorporated on October 4, 2022 as a Florida limited liability company (“LLC”), formed with the implementation of its telemedicine referral website facilitating asynchronous consultations for branded compound medications prepared by its commonly owned sister company, RxCompoundStore, LLC. (“RxCompound”).

NOTE2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basisof Presentation

The accounting and reporting policies of the Company conform to accounting principles generally accepted in the United States of America (“GAAP”).

Useof Estimates

The preparation of the financial statements in conformity with GAAP requires management to make estimates and assumptions that effect the amounts reported in the financial statements and the footnotes thereto. Actual results could differ from those estimates. It is reasonably possible that changes in estimates will occur in the near term.

FiscalYear

The Company operates on a 52- or 53-week fiscal year ending on September 30. The period presented in these financial statements is the fiscal year for the period October 1, 2021 and ended September 30, 2022 (fiscal 2022).

Cashand Cash Equivalents

The Company considers short-term, highly liquid investment with original maturities of three months or less at the time of purchase to be cash equivalents. Cash consists of funds held in the Company’s checking account. As of September 30, 2022, the Company had cash on hand totaling $545.

Receivablesand Credit Policy

Trade receivables from customers are uncollateralized customer obligations due under normal trade terms, primarily requiring payment before services are rendered. Trade receivables are stated at the amount billed to the customer. Payments of trade receivables are allocated to the specific invoices identified on the customer’s remittance advice or, if unspecified, are applied to the earliest unpaid invoice. The Company, by policy, routinely assesses the financial strength of its customer. As a result, the Company believes that its accounts receivable credit risk exposure is limited and it has not experienced significant write-downs in its accounts receivable balances.

IntangibleAsset

Intangible asset reflects the value of proprietary telemedicine website and portal recorded at cost. The Company determines the appropriate useful life of intangible and is being amortized on a straight-line basis over a three-year life.

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PeaksCurative, LLC.

Notesto Financial Statements

FairValue Measurements

The Company has determined the fair value of certain assets and liabilities in accordance with United States generally accepted accounting principles (“GAAP”), which provides a framework for measuring fair value.

Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Valuation techniques should maximize the use of observable inputs and minimize the use of unobservable inputs.

A fair value hierarchy has been established, which prioritizes the valuation inputs into three broad levels. Level 1 inputs consist of quoted prices in active markets for identical assets or liabilities that the reporting entity has the ability to access at the measurement date. Level 2 inputs are inputs other than quoted prices included within Level 1 that are observable for the related asset or liability. Level 3 inputs are unobservable inputs related to the asset or liability.

IncomeTaxes

The Company is treated as a partnership for income tax purposes; accordingly, income taxes have not been provided for in the accompanying financial statements. All of the Company’s income or losses are passed through to its members.

RevenueRecognition

The Company recognizes revenue when persuasive evidence of an arrangement exists, delivery has occurred or services have been rendered, the fee for the arrangement is fixed or determinable and collectability is reasonably assured.

AdvertisingExpenses

The Company expenses advertising costs as they are incurred.

RecentAccounting Pronouncements

The Company has considered all other recently issued accounting pronouncements during 2022 and do not believe the adoption of such pronouncements will have a material impact on its financial statements.

Note3 — Intangible Asset, Net

Intangible asset, net consist of the following:

	September 30,
	2020
Telemedicine Website and Portal	$	26,708
Less accumulated amortization		(8,902	)
	$	17,806

Amortization expense for the year ended September 30, 2022 was $8,902.

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PeaksCurative, LLC.

Notesto Financial Statements

Note 4 — Liquidity and Going Concern

The accompanying condensed consolidated financial statements have been prepared assuming that the Company will continue as a going concern. On September 30, 2022, the Company had negative working capital, a retained deficit of $11,866. These factors raise substantial doubt about the Company’s ability to continue as a going concern. During 2022 the Company plans to raise additional capital and/or seek additional financing for its operations.

The ability of the Company to continue as a going concern is dependent upon its ability to successfully raise additional capital and achieve profitable operations. However, management cannot provide any assurances that the Company will be successful in completing this financing or capital raise and accomplishing any of its plans. The accompanying financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern.

Note 5-Subsequent Events

The Company only has one managing member, Mario G. Tabraue, who created the LLC and established the company’s brand and website, who as appointed to Earth Science Tech, Inc. (“ETST”) an OTC-Pink Sheet listed company, as its President and a board of directors’ member on November 3, 2021, as part of a definitive agreement to be acquired by ETST (the “Agreement”). Pursuant to the Agreement the Company set terms for the transaction that was subsequently settled on November 8, 2022, for 53,700,000 of ETST’s restricted common stock along with the Company’s sister company, RxCompound. The shares issued consummated a merger, presently having the Company owned 100% by ETST.

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Exhibit99.3

RxCompoundStore.com,LLC.

FinancialStatements for the Period from

April1, 2020, to March 31, 2022

RxCompoundStore.com,LLC.

FINANCIALSTATEMENTS

TABLE OF CONTENTS

	Page
Auditor’s Report	F-1
Balance<br> Sheet	F-2
Statement<br> of Operations	F-3
Statement<br> of Changes in Member’s Equity	F-4
Statement<br> of Cash Flow	F-5
Notes<br> to Financial Statements	F-6

REPORT OF INDEPENDENTREGISTERED PUBLIC ACCOUNTING FIRM

To the Managing Member of RXcompoundstore.com, LLC.

Opinionon the Financial Statements

We have audited the accompanying balance sheet of RXcompoundstore.com, LLC, (the Company) as of March 31, 2022, and the related statements of operations, Members deficit and cash flows for the six months period then ended, and the related notes (collectively referred to as the financial statements). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of March 31, 2022 and the results of its operations and its cash flows for the six month period then ended in conformity with accounting principles generally accepted in the United States of America.

TheCompany’s Ability to Continue as a Going Concern

The accompanying consolidated financial statements have been prepared assuming that the Company will continue as a going concern. As discussed in Note 10 to the financial statements, the Company has incurred recurring operating losses, has negative cash flows from operating activities, and has stated that substantial doubt exists about the Company’s ability to continue as a going concern. Management’s evaluation of the events and conditions and management’s plans regarding these matters are also described in Note 10. The consolidated financial statements do not include any adjustments result from the outcome of this uncertainty. Our opinion has not changed as a result of this matter.

Basisfor Opinion

/s/Bolko & Company

We have served as the Company’s auditor since 2022.

Boca Raton, Florida

February 3, 2023

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RxCompoundStore.com,LLC.

BalanceSheet

March31, 2022

ASSETS
Current<br> assets
Cash<br> and cash equivalents	$	4,829
Inventory		10,260
Total<br> current assets		‎15,089
Other<br> asset
Goodwill		138,312
Accum<br> Amortization Goodwill		(21,907	)
Total<br> other assets		116,405
TOTAL<br> ASSETS	$	131,494
LIABILITIES<br> AND MEMBERS DEFICIT
Current<br> liabilities		‎
Accounts<br> payable and accrued expenses		17,807
Loan<br> payable		6,360
Advance<br> from parent company		30,000
Total<br> current liabilities		54,167
Long-term<br> liabilities
Loan<br> payable		102,340
Total<br> long-term liability		102,340
TOTAL<br> LIABILITIES		156,507
MEMBERS’<br> DEFECIT
Membership<br> units		67,511
Accumulated<br> Deficit		‎(92,524)
Total<br> Membered Deficit		‎(25,013)
TOTAL<br> LIABILITIES AND MEMBERS’ Deficit	$	131,494

See accompanying notes to these financial statements.

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RxCompoundStore.com,LLC.

Statementof Operations

Forthe 2 Year Periods April 1, 2020, to March 31, 2022

Revenues	$	533,507
Cost of goods	$	167,323
Gross profit	$	366,184
Operating expenses
Amortization		6,918
Professional fees		6,199
Payroll		188,432
Travel		2,350
Rent expense		18,643
General and Administration		218,260
Total operating expenses	$	438,452
Net income (loss)	$	(72,267	)

See accompanying notes to these financial statements.

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RxCompoundStore.com,LLC.

Statementof Changes in Members’ Equity

Forthe Period from April 1, 2020, to March 31, 2022

	Common Units				Retained Surplus
	Number		Value		(Deficit)			Total
Balance April 1, 2020		1,000	$	62,325	$	(49,063	)	$	13,262
Capital contributions		-		5,186		-			‎5,186
Net loss		-		-		(43,461	)		(43,461	)
Balance March 31, 2022		1,000	$	69,511	$	(92,524	)	$	(25,013	)

See accompanying notes to these financial statements

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RxCompoundStore.com,LLC.

Statementof Cash Flow

Forthe Period from April 1, 2020, to March 31, 2022

CASH FLOWS FROM OPERATING ACTIVITIES
Net income	$	(72,268	)
Adjustments to reconcile net loss to net cash provided by operating activities:
Increase in inventory		(10,260	)
Depreciation and amortization		21,907
Accrued expenses		45,227
Changes in operating assets and liabilities:		‎-
NET CASH USED BY OPERATING ACTIVITIES	$	(15,394	)
NET CASH PROVIDED BY OPERATING ACTIVITIES
Goodwill		(138,312	)
NET CASH PROVIDED BY INVESTING ACTIVITIES		(138,312	)
CASH FLOWS FROM FINANCING ACTIVITIES
Loans	$	155,460
NET CASH PROVIDED BY FINANCING ACTIVITIES	$	155,460
NET INCREASE IN CASH	$	1,754
Cash, beginning of period		3,075
Cash, end of period	$	4,829

See accompanying notes to these financial statements.

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RxCompoundStore.com,LLC.

Notesto Financial Statements

NOTE1. NATURE AND BACKGROUND OF BUSINESS

RxCompoundStore.com, LLC. (the “Company”), was formed in May 2016 as a Florida limited liability company (“LLC”), formed with the implementation of compounding medications headquartered in Miami, FL. The Company is a compounding pharmacy that mixes pharmaceutical products to meet the needs of its consumers. The Company’s compounding process allows it to deliver a drug in an exact dose (for a particular ingredient) or to change a pill to a gel or liquid. The Company is presently licensed to dispense in the state of Florida, New York, New Jersey, Delaware, Colorado, Rhode Island, and Arizona.

NOTE2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basisof Presentation

The accounting and reporting policies of the Company conform to accounting principles generally accepted in the United States of America (“GAAP”).

Useof Estimates

FiscalYear

The Company operates on a 52-week fiscal year ending on March 31. The period presented in these financial statements is the fiscal year for the period April 1, 2020 and ended March 31, 2022 (fiscal 2022).

Cashand Cash Equivalents

The Company considers short-term, highly liquid investment with original maturities of three months or less at the time of purchase to be cash equivalents. Cash consists of funds held in the Company’s checking account. As of March 31, 2022, the Company had cash on hand totaling $4,829.

Receivablesand Credit Policy

Trade receivables from customers are uncollateralized customer obligations due under normal trade terms, primarily requiring payment before services are rendered. Trade receivables are stated at the amount billed to the customer. Payments of trade receivables are allocated to the specific invoices identified on the customer’s remittance advice or, if unspecified, are applied to the earliest unpaid invoice. The Company, by policy, routinely assesses the financial strength of its customer. As a result, the Company believes that its accounts receivable credit risk exposure is limited, and it has not experienced significant write-downs in its accounts receivable balances.

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RxCompoundStore.com,LLC.

Notesto Financial Statements

IntangibleAsset

Intangible asset reflects the value of proprietary telemedicine website recorded at cost. The Company determines the appropriate useful life of intangible and is being amortized on a straight-line basis over a three-year life.

Inventories

Inventories stated at the lower of cost or market using the first in, first out (FIFO) method. A reserve will be established if necessary to reduce excess or obsolete inventories to their net realizable value.

Costof Sales

Product costs and shipping costs to customers and any inventory adjustments.

FairValue Measurements

Propertyand Equipment

Property and equipment are recorded at cost net of accumulated depreciation. Depreciation is computed using the straight-line method based upon the estimated useful lives of the respective assets as follows:

Leasehold<br> improvements	Shorter<br> of useful life or term of lease
Signage	5<br> years
Furniture<br> and equipment	5<br> years
Computer<br> equipment	5<br> years

The cost of repairs and maintenance is expensed as incurred; major replacements and improvements are capitalized. When assets are retired or disposed of, the cost and accumulated depreciation are removed from accounts and any resulting gains or losses are included in operations.

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RxCompoundStore.com,LLC.

Notesto Financial Statements

LeasingAgreement

The Company was leasing a 300 sq ft space located at 111 SW 3^rd^ Street suite 302, Miami, FL 33130 for $1,751.50 a month up to June 2022.

IncomeTaxes

RevenueRecognition

AdvertisingExpenses

The Company expenses advertising costs as they are incurred.

RecentAccounting Pronouncements

Note3 — Goodwill Asset, Net

Goodwill for the year ended March 31, 2022, was $138,312 with an amortization expense of was $21,907.

Note4 — Concentrations

Cash—Rx places its cash and cash equivalents on deposit with financial institutions in the United States. The Federal Deposit Insurance Corporation covers $250,000 for substantially all depository accounts. Rx from time to time may have amounts on deposit in excess of these insured limits.

Purchases—Two vendors accounted for 45% and 11%, respectively of inventory purchases for the six months ended March 31, 2022.

| F-8 |

| --- |

RxCompoundStore.com,LLC.

Notesto Financial Statements

Note 5 — Notes Payable

On April 1, 2021, Rx received a $108,700 loan from the Small Business Administration (SBA). Installment payments of $530, including principal and interest of 3.75% annually, will begin on April 1, 2022, after a deferment of 12 months from the date of the note. The balance of principal and interest will be payable on April 1, 2052. The total principal balance and accrued interest as of March 31, 2022 is $108,700 and $4,147, respectively. The loan is secured by a lien on all of Rx’s assets.

The minimum principal payments of the loan payable at March 31, 2022 are as follows:

FY 2023	$	6,360
FY 2024		6,360
FY 2025		6,360
FY 2026		6,360
FY 2027 and thereafter		83,260
Total	$	108,700

Note 6 — Related Party

As of March 31, 2022 the Company received $30,000 as an advance from its parent company. The advances are unsecured and due on demand.

Note 7 — Members Deficit

As of March 31, 2022 the Company’s principle member contributed capital of $5,186.

Note 8 — Liquidity and Going Concern

The accompanying condensed consolidated financial statements have been prepared assuming that the Company will continue as a going concern. On March 31, 2022, the Company had negative working capital, a retained deficit of $72,267. These factors raise substantial doubt about the Company’s ability to continue as a going concern. During 2022 the Company plans to raise additional capital and/or seek additional financing for its operations.

| F-9 |

| --- |

RxCompoundStore.com,LLC.

Notesto Financial Statements

Note 9-Subsequent Events

On April 1, 2022, The Company received advances of $100,000 from the Parent Company. The advances are unsecured and canceled upon consummation of the merger on November 8, 2022.

On June 2022 the Company relocated to a 1,900 sq ft space located Miami, FL. The lease requires monthly payments of $7,057 for a term of 36-months plus the single lump sum payment of $40,000 upon execution.

The Company only has one managing member, Mario G. Tabraue, who purchased the LLC was appointed to Earth Science Tech, Inc. (“ETST”) an OTC-Pink Sheet listed company, as its President and a board of directors’ member on November 3, 2021, as part of a definitive agreement to be acquired by ETST (the “Agreement”). Pursuant to the Agreement the Company set terms for the transaction that was subsequently settled on November 8, 2022, for 53,700,000 of ETST’s restricted common stock along with the Company’s sister company, RxCompound. The shares issued consummated a merger, presently having the Company owned 100% by ETST.

| F-10 |

| --- |

Exhibit99.4

UNAUDITEDPRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION

Definedterms included below have the same meaning as terms defined and included elsewhere in this Current Report on Form 8-K (this “Form8-K”) and, if not defined in this Form 8-K, the Original Report.

Introduction

The unaudited pro forma condensed combined balance sheet as of September 30, 2022, and year ended March 31, 2022, gives pro forma effect to the Business Combination as if it had been consummated as of that date. The unaudited pro forma condensed combined statements of operations for the nine months ended September 30, 2022, and year ended March 31, 2022, give pro forma effect to the Business Combination as if it had occurred as of April 1, 2021. This information should be read together with Earth Science Tech, Inc. (“ETST”) audited financial statements for the year ended March 31, 2022 and related notes and “Management’s Discussion and Analysis of Financial Condition and Results of Operations of ETST for the year ended March 31, 2022 included incorporated by reference into this Form 8-K, and PEAK S CURATIVE, LLC’S (“PEAKS”) audited financial statements for the year ended September 30, 2022 and related notes and RXCOMPOUNDSTORE.COM, LLC (“RXCOMPOUND”) , included in this Form 8-K.

The unaudited pro forma condensed combined balance sheet as of September 30, 2022, has been prepared using the following:

●	ETST’s<br> audited historical balance sheet as of March 31, 2022, incorporated by reference into this Form 8-K.
●	PEAK’s<br> audited historical balance sheet as of September 30, 2022, included in this Form 8-K.
●	RXCOMPOUND’s<br> audited historical balance sheet as of September 30, 2022, included in this Form 8-K.

The unaudited pro forma condensed combined statement of operations for the nine months ended September 30, 2022, and year ended March 31, 2022, has been prepared using the following:

●	ETST’s<br> audited historical consolidated statement of operations for the year ended March 31, 2022, incorporated by reference into this Form<br> 8-K.; and
●	PEAK’s<br> audited historical statement of operations for the year ended September 30, 2022 (1^st^ year of operations), included in<br> this Form 8-K.
●	RXCOMPOUND’s<br> audited historical statement of operations for the year ended September 30, 2022, and March 31, 2022, included in this Form 8-K.

Descriptionof the Transactions

On November 8, 2022, Earth Science Tech, Inc. (“the Company”) acquired Peaks Curative, LLC. (“LLC”) a Florida limited liability company (“PEAKS”), and RxCompoundStore.com, LLC. (“RXCOMPOUND”). for 53,700,000 restricted shares of the Company’s common stock, and the assumption of certain indebtedness of PEAKS and RXCOMPOUND. PEAKS had one managing member, Mario G. Tabraue, who created the LLC and established the company’s brand and website, who was appointed to the Company as its President and a board of directors’ member on November 3, 2021, as part of a definitive agreement to be acquired by the Company. Pursuant to the definitive agreement the Company set terms for the transaction that was subsequently settled on November 8, 2022, for 53,700,000 of the Company’s restricted common stock along with the PEAKS sister company, RxCompoundStore.com, LLC. (“RXCOMPOUND”). The shares issued consummated a merger, presently having the Company’s owned 100% by ETST

Accountingfor the Merger

The Merger will be accounted for as a reverse recapitalization in accordance with U.S. GAAP. Under this method of accounting, PEAKS AND RXCOMPOUND, who are the legal acquirers, will be treated as the “acquired” companies for financial reporting purposes and ETST will be treated as the accounting acquirer. This determination was primarily based on PEAKS and RXCOMPOUND having a majority of the voting power of the post-combination company, PEAKS and RXCOMPOUND’s senior management comprising substantially all of the senior management of the post-combination company, the relative size of PEAKS and RXCOMPOUND combined compared to ETST, and PEAKS and RXCOMPOUND operations comprising the ongoing operations of the post-combination company. Accordingly, for accounting purposes, the Merger will be treated as the equivalent of a capital transaction in which ETST is issuing stock for the net assets of PEAKS and RXCOMPOUND. The net assets of PEAKS and RXCOMPOUND will be stated at historical cost, with no goodwill or other intangible assets recorded. Operations prior to the Merger will be those of ETST.

Basisof Pro Forma Presentation

The historical financial information has been adjusted to give pro forma effect to events that are related and/or directly attributable to the Business Combination. The adjustments presented on the unaudited pro forma combined financial statements have been identified and presented to provide relevant information necessary for an accurate understanding of the post-combination company upon consummation of the Business Combination. The unaudited pro forma condensed combined financial information is for illustrative purposes only. The financial results may have been different had the companies always been combined. You should not rely on the unaudited pro forma combined financial information as being indicative of the historical financial position and results that would have been achieved had the companies always been combined or the future financial position and results that the post-combination company will experience. ETST, PEAKS and RXCOMPOUND did not have any historical relationship prior to the Business Combination. Accordingly, no pro forma adjustments were required to eliminate activities between the companies.

EARTH SCIENCES TECH, INC. & SUBSIDIARIES

PRO FORMA CONDENSED COMBINED BALANCE SHEETS (Unaudited)

	SEPTEMBER<br> 30, 2022																MARCH<br> 31. 2022
	EARTH<br><br> <br>SCIENCES<br><br> <br>TECH<br> INC.			PEAKS<br><br> <br>CURATIVE<br><br> <br>LLC			RX<br><br> <br>COMPOUND<br><br> <br>STORE.COM<br> LLC				Merger<br><br> <br>Adjustments			Pro<br> Forma<br><br> <br>Combined			EARTH<br><br> <br>SCIENCES<br><br> <br>TECH<br> INC.			PEAKS<br><br> <br>CURATIVE<br> LLC			RX<br><br> <br>COMPOUND<br><br> <br>STORE.COM<br> LLC				Merger<br><br> <br>Adjustments			Pro<br> Forma<br><br> <br>Combined
	(Public<br> Co.)<br><br> <br>Accounting<br><br> <br>Acquiror			(Private Co.)<br><br> <br>Accounting<br><br> <br>Acquiree			(Private<br> Co.)<br><br> <br>Accounting<br><br> <br>Acquiree										(Public<br> Co.)<br><br> <br>Accounting<br><br> <br>Acquiror			(Private Co.)<br><br> <br>Accounting<br><br> <br>Acquiree			(Private<br> Co.)<br><br> <br>Accounting<br><br> <br>Acquiree
ASSETS
CURRENT<br> ASSETS:
Cash	$	1,205		$	545			5,663							7,413		$	26,942		$	545			4,829							32,316
Inventory		-						10,259							10,259			-						10259							10,259
Other<br> current assets		-						224,873							224,873			-						116405							116,405
TOTAL<br> CURRENT ASSETS		1,205			545			240,795							242,545			26,942			545			131493							158,980
OTHER<br> ASSETS
Due<br> from RxCompound		303,057			-0			-0		bb		(303,057	)		303,057			25,000			-			-		bb		(25,000	)		25,000
Prepaid<br> acquisition costs		51,500			-0			-0							51,500			25,000			-			-							25,000
TOTAL<br> OTHER ASSETS		354,557			-0			-0							354,557			50,000			-0			-0							50,000
PROPERTY<br> AND EQUIPMENT, net		-			-			-							-			-			-			-							-
INTANGIBLE<br> ASSET, NET		-0			17,806										87,806			-0			19,209										19,209
Total<br> assets	$	355,762		$	18,351			240,795				(303,057	)	$	614,908		$	76,942		$	19,754			131493				(25,000	)		228,189
LIABILITIES<br> AND STOCKHOLDERS’ EQUITY (DEFICIT)
CURRENT<br> LIABILITIES
Accounts<br> payable and accrued expenses	$	357,397			-			25532							382929		$	611,784			-			17,806							629,590
Current<br> portion of Notes payable		820,000			-			-0							820,000			406,838			-			-							406,838
Government<br> Loans		111,752			-			-0							111,752			138,550			-			-							138,550
Loan<br> payable		50,000			-			-0				-0			50,000			50,000			-			-							50,000
Notes<br> Payable - Related Parties		88,505			-			-0							88,505			87,402			-			-							87,402
Due<br> to ETST		-			-			286,000		bb		(192,694	)		286,000			-			-			30,000		bb		(23,105	)		30,000
Due<br> to RX		110,363			-					bb		(110,363	)		110363			1,895			-					bb		(1,895	)		1,895
Other<br> current liabilities		845,318			-			-0							845,318			585,886			-0			-							585,886
TOTAL<br> CURRENT LIABILITIES		2,383,335			-0			311,532							2,694,867			1,882,355			-0			47,806							193,0161
NON-CURRENT<br> LIABILITIES
Notes<br> payable		-			-			108,700							108,700			-			-			108,700							108,700
TOTAL<br> NON-CURRENT LIABILITIES		-			-			108,700							108,700			-0			-0			108,700							108,700
TOTAL<br> LIABILITIES		2,383,335			-0			420,232							2,803,567			1,882,355			-			156,506							2,038,861
STOCKHOLDERS’/MEMBERS’<br> EQUITY (DEFICIT):
Preferred<br> stock		1,000			-0			-0							1,000			-						-							-
Common<br> stock		59,053			-0			-0		aa		53,700			59053			53,853						-		aa		53,700			53,853
Common<br> Units					30,217					aa		(44,252	)		(30,217	)					21,867					aa		(36,401	)		21,867
Opening<br> balance equity								73,190							73,190									73,190							73,190
Shareholders<br> distribution								(6,180	)						(6,180	)								(5,680	)						(5,680	)
Additional<br> paid-in capital		28,264,452			0			-0		aa		(241,378	)		28,264,452			28,264,452			-0					aa		(41,499	)		28,264,452
Accumulated<br> earnings (deficit)		(30,352,078	)		(11,866	)		(24644	)	aa		231,930			(30,610,391	)		(30,123,718	)		(2,113	)		(92,523	)	aa		74,201			(30,219,354	)
TOTAL<br> STOCKHOLDERS’ EQUITY (DEFICIT)		(2,027,573	)		18,351			(179,437	)						(2,188,659	)		(1,805,413	)		19,754			(25,013	)						(1,810,672	)
Total<br> liabilities and Equity	$	355,762		$	18,351		$	240795				(303,057	)		614,908		$	76,942		$	19,754			131,493				25,000			228,189

See accompanying notes to the Unaudited Pro Forma Comdensed Combined Financial Information

EARTH SCIENCES TECH, INC. & SUBSIDIARIES

PRO FORMA CONDENSED COMBINED STATEMENTS OF OPERATIONS (Unaudited)

	SIX<br> MONTHS ENDED SEPTEMBER 30, 2022															YEAR<br> ENDED MARCH 31, 2022
	EARTH<br><br> <br>SCIENCES<br><br> <br>TECH<br> INC.			PEAKS<br><br> <br>CURATIVE<br> LLC			RX<br><br> <br>COMPOUND<br><br> <br>STORE.COM			Merger<br><br> <br>Adjustments			Pro<br> Forma<br><br> <br>Combined			EARTH<br><br> <br>SCIENCES<br><br> <br>TECH<br> INC.			PEAKS<br><br> <br>CURATIVE<br> LLC			RX<br><br> <br>COMPOUND<br><br> <br>STORE.COM			Merger<br><br> <br>Adjustments			Pro<br> Forma<br><br> <br>Combined
	(Public Co.)<br><br> <br>Accounting<br><br> <br>Acquiror			(Private Co.)<br><br> <br>Accounting<br><br> <br>Acquiree			(Private Co.)<br><br> <br>Accounting<br><br> <br>Acquiree									(Public Co.)<br><br> <br>Accounting<br><br> <br>Acquiror			(Private Co.)<br><br> <br>Accounting<br><br> <br>Acquiree			(Private Co.)<br><br> <br>Accounting<br><br> <br>Acquiree
REVENUES
Net<br> Sales		-		$	1,134			101,378						102,512		$	14,123			-			255,176						269,299
TOTAL<br> REVENUES
COST<br> OF REVENUES		-			398			50,128						50,526			22,639			-			38,720						61,359
GROSS<br> PROFIT		-			736			51,250						51,986			(8,516	)		-			216,456						207,940
OPERATING<br> EXPENSES
Sales<br> and Marketing					544			444-						988			3,655			381			-						4,036
General<br> and administrative		246,160			12,058			204,728						462,946			207,035			1,173			296,582						504,790
Litigation<br> expense		522,925			-			-						522,925			7,500			-			-						7,500
Total<br> expenses		769,085			12,602			205,172						986,859			218,190			1,554			(80,126	)					516,326
INCOME<br> (LOSS) FROM OPERATIONS		(769,085	)		(11,866	)		(153,922	)					(934,873	)		(226,706	)		(1,554	)		(80,126	)					(308,386	)
OTHER<br> INCOME (EXPENSE)
Interest<br> expense		(17,300	)		-			(1	)					(17,301	)		(50,043	)		-									(50,043	)
Other<br> income (expense)		558,025			-									585,025			3,450,009			-									3,450,009
TOTAL<br> OTHER INCOME (EXPENSE)		540,725			-			(1	)					540,724			3,399,966			-									3,399,966
NET<br> INCOME (LOSS)	$	(228,360	)	$	(11,866	)		(153,923	)					(394,149	)	$	3,173,260		$	(1,554	)		(80,126	)					3,091,580
Common<br> stock/units outstanding		59,051,966			1,000			-	aa		(1,000	)		59,051,966			53,851,966			1,000			-	aa		(1,000	)		53,851,966
Common<br> stock issued in merger		-							aa		53,700,000			53,700,000			-							aa		53,700,000			53,700,000
Total<br> common stock /units outstanding		59,051,966			1,000			-						112,751,966			53,851,966			1,000			-						107,551,966
NET<br> LOSS PER SHARE	$	(0.0039	)										$	(0.0038	)		0.0589											$	0.0287

See accompanying notes to the Unaudited Pro Forma Comdensed Combined Financial Information

NOTESTO UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION

1.Unaudited Pro Forma Condensed Combined Balance Sheet Adjustments

aa	Reflects<br> the recapitalization of PEAKS and RXCOMPOUND through (i) the exchange of 100% of the common units of PEAKS and RXCOMPOUND for 53,700,000<br> shares of common stock of ETST public stock on a 1:1 exchange basis, (ii) the elimination of the historical retained earnings of<br> PEAKS and RXCOMPOUND.
bb	Reflects<br> the settlement of the outstanding loans receivable/loans payable between ETST, PEAKS and RXCOMPOUND upon the closing of the Merger.