UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C.  20549



FORM 10-K/A

Amendment No. 1

(Mark One)

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



For the fiscal year ended:  December 31,
2012



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



For the transition period from ____________
to _____________.



Commission File Number: 333-138251



Medytox Solutions,
Inc.

(Exact name of registrant as specified
in its charter)



|Nevada                                                          | 54-2156042                             
|--------------------------------------------------------------- | ---------------------------------------
|(State or other jurisdiction of  incorporation or organization) | (I.R.S. Employer Identification Number)



400 S. Australian Avenue

Suite 800

West Palm
Beach, Florida  33401

(Address of principal executive offices)








(Former name, former address and
former fiscal year, if changed since last report)



(561) 855-1626

(Registrant's telephone number)



Securities registered pursuant to Section
12(b) of the Act

None

Securities registered pursuant to Section
12(g) of the Act

Common Stock, par value $0.0001 per share

(Title of Class)

Indicate by check mark if the registrant is a well-known seasoned
issuer, as defined in Rule 405 of the Securities Act. Yes £   No
S

Indicate by check mark if the registrant is not required to file
reports pursuant to Section 13 or Section 15(d) of the Act. Yes £   No
S

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 S    No £

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

Indicate by check mark if disclosure of delinquent filers
pursuant to Item 405 of Regulation S-K (§ 229.405 of this chapter) is not contained herein, and will not be contained, to
the best of registrant's knowledge, in definitive proxy or information statements incorporated by reference in Part III of this
Form 10-K or any amendment to this Form 10-K.   S

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





|Large
accelerated filer£ | Accelerated
filer£ | Non-accelerated
filer£(Do not check if a smaller reporting company) | Smaller reporting company S
|------------------------ | ------------------ | ------------------------------------------------------------------- | ---------------------------



Indicate by check mark whether the registrant
is a shell company (as defined in Rule 12b-2 of the Act). Yes £    No
S

State the aggregate market value of the voting and non-voting common
equity held by non-affiliates computed by reference to the price at which the common equity was last sold, or the average bid
and asked price of such common equity, as of the last business day of the registrant's most recently completed second fiscal quarter.

There is currently no market for any of our securities.

Indicate the number of shares outstanding of each of the registrant's
classes of common stock, as of the latest practicable date:

As of March 31, 2013, there were 29,567,153 shares of common
stock, par value $0.0001 per share, of the Registrant issued and outstanding.






















EXPLANATORY NOTE





This Amendment No. 1 to the Annual Report on Form 10-K/A (the “Amendment”)
amends the Annual Report on Form 10-K of Medytox Solutions, Inc. (the “Company”) for the year ended December 31, 2012
(the “Original Filing”), that was originally filed with the Securities and Exchange Commission on April 16, 2013, for
the sole purpose of correcting a printing error on the Consolidated Statement of Operations for the year ended December 31, 2012.
Net income attributable to Medytox Solutions common shareholders has been changed to its correct amount of $2,299,037.



Accordingly, Item 8 to the Original Filing (Financial Statements
and Supplementary Data), including the Report of the Independent Registered Accounting Firms, have been included as part of this
Amendment. As required by Rule 12b-15 under the Securities Exchange Act of 1934, as amended, the Company’s principal executive
officer and principal financial officer are providing currently dated certifications, set forth as Exhibits 31.3, 31.4, 32.3 and
32.4 to this Amendment. Thus, the Company hereby amends Item 15 of the Original Filing to add such currently dated certifications
as Exhibits.



Except as described above, the Amendment does not modify or update
the disclosures presented in, or exhibits to, the Original Filing in any way. Those exhibits of the Original Filing that are unaffected
by the Amendment are not included herein. The Amendment continues to speak as of the date of the Original Filing. Furthermore,
the Amendment does not reflect events occurring after the filing of the Original Filing. Accordingly, the Amendment should be
read in conjunction with the Original Filing, as well as the Company’s other filings made with the Securities and Exchange
Commission subsequent to the filing date of the Original Filing.















Item 8. Financial Statements and Supplementary Data.

MEDYTOX
SOLUTIONS, INC.

INDEX TO CONSOLIDATED FINANCIAL STATEMENTS







|                                                                                                         | Page
|-------------------------------------------------------------------------------------------------------- | ----
|                                                                                                         |     
|Report of Independent Registered Public Accounting Firm – DKM Certified Public Accountants               | 2   
|Report of Independent Registered Public Accounting Firm - Peter Messineo, CPA                            | 3   
|Consolidated Balance Sheets as of December 31, 2012 and 2011                                             | 4   
|Consolidated Statements of Operations for the Years Ended December 31, 2012 and 2011                     | 5   
|Consolidated Statements of Cash Flows for the Years Ended December 31, 2012 and 2011                     | 6   
|Consolidated Statement of Changes in Stockholders' Equity for the Years Ended December 31, 2012 and 2011 | 8   
|Notes to Consolidated Financial Statements                                                               | 9   







1















Report of Independent Registered Public Accounting
Firm



Board of Directors and Stockholders

Medytox Solutions Inc.

West Palm Beach, Florida



We have audited the accompanying consolidated
balance sheet of Medytox Solutions, Inc. (the "Company") as of December 31, 2012 and the related consolidated statement
of operations, consolidated stockholders' deficit and consolidated cash flows for the year then ended. The financial statements
as of December 31, 2011 and for the year then ended were audited by other auditors whose report dated April 9, 2012 included an
unqualified opinion with an explanatory paragraph regarding substantial doubt about the Company's ability to continue as a going
concern.  These consolidated financial statements are the responsibility of the Company's management. Our responsibility
is to express an opinion on these financial statements based on our audit.



We conducted our audit in accordance with standards
of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to
obtain reasonable assurance about whether the financial statements are free of material misstatement. The Company is not required
to have, nor were we engaged to perform an audit of its internal control over financial reporting. Our audit included consideration
of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances,
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. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures
in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable
basis for our opinion.



In our opinion, the consolidated financial
statements referred to above present fairly, in all material respects, the consolidated financial position of the Company as of
December 31, 2012 and the results of its consolidated operations and its consolidated cash flows for the year then ended, in conformity
with accounting principles generally accepted in the United States of America.













DKM Certified Public Accountants

Clearwater, Florida

April 16, 2013 except for the printing error correction mentioned
in the Explanatory Note, as to which the date is September 3, 2013.







|PCAOB Registered
|----------------
|AICPA Member    







2









| | Peter Messineo
        Certified Public Accountant
        1982 Otter Way Palm Harbor FL 34685
        peter@pm-cpa.com
        T   727.421.6268   F   727.674.0511
| | -------------------------------------------------------------------------------------------------------------------------------------------------------------------



Report of Independent Registered Public Accounting Firm

Board of Directors and Stockholders Medytox Solutions Inc.

W Palm Beach,  FL 33402



I have audited the accompanying consolidated balance sheets
of Medytox Solutions, Inc. (the "Company") as of December 31, 2011 and the related consolidated statements of operations,
consolidated stockholders' deficit and consolidated cash flows for the year then ended.  The financial statements as of December
31, 2010 and for the year then ended were audited by other auditors whose report dated April 2, 2011 included an unqualified opinion
with an explanatory paragraph regarding substantial doubt about the Company's ability to continue as a going concern.  These
consolidated financial statements are the responsibility of the Company's management. My responsibility is to express an opinion
on these financial statements based on my audit.

I conducted my audit in accordance with standards of the
Public Company Accounting Oversight Board (United States). Those standards require that I plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material misstatement. The Company is not required to have,
nor was I  engaged to perform, an audit of its internal control over financial reporting. Our audit included consideration
of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances,
but not for the purpose of expressing an opinion on the effectiveness of the Company's internal control over financial reporting.
Accordingly, I express no such opinion. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures
in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation. I believe that my audit provides a reasonable basis
for my opinion.

In my opinion, the consolidated financial statements referred
to above present fairly, in all material respects, the consolidated financial position of the Company as of December 31, 2011 and
the results of its consolidated operations and its consolidated cash flows for the year then ended, in conformity with accounting
principles generally accepted in the United States of America.

The accompanying consolidated financial statements have
been prepared assuming the Company will continue as a going concern.  As discussed in Note 2 to the financial statements,
the Company has an accumulated deficit and negative cash flows from operations.  Additionally, there is certain litigation
involving a consolidated entity which is unresolved, as discussed in Note 10.  The Company is currently reliant on shareholders
funding operations and is requiring traditional financing or equity funding to expand its operating plan. These conditions raise
doubt about the Company's ability to continue as a going concern.  Further information and management's plans in regard to
this uncertainty are also described in Note 2.  The consolidated financial statements do not include any adjustments that
might result from the outcome of this uncertainty.

/s/ Peter Messineo, CPA

Peter Messineo, CPA

Palm Harbor, Florida

April 9, 2012







3











MEDYTOX SOLUTIONS, INC.

Consolidated Balance Sheets



|                                                                                                                                                                        |  | December 31, |           
|----------------------------------------------------------------------------------------------------------------------------------------------------------------------- |  | ------------ | ----------
|                                                                                                                                                                        |  | 2012         |           
|ASSETS                                                                                                                                                                  | 
|Current assets:                                                                                                                                                         |  |              |           
|Cash                                                                                                                                                                    |  | $            | 1,773,785 
|Accounts receivable, net                                                                                                                                                |  |              | 3,269,180 
|Prepaid expenses and other current assets                                                                                                                               |  |              | 109,697   
|Deferred loan costs                                                                                                                                                     |  |              | 77,192    
|Deferred tax assets                                                                                                                                                     |  |              | 1,980,600 
|Assets attributable to disputed activity                                                                                                                                |  |              | 1,367,796 
|Total current assets                                                                                                                                                    |  |              | 8,578,250 
|Property and equipment, net                                                                                                                                             |  |              | 598,741   
|Other assets:                                                                                                                                                           |  |              |           
|Intangible assets                                                                                                                                                       |  |              | 550,000   
|Goodwill                                                                                                                                                                |  |              | 1,050,912 
|Deposits                                                                                                                                                                |  |              | 70,368    
|Total assets                                                                                                                                                            |  | $            | 10,848,271
|                                                                                                                                                                        | 
|LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)                                                                                                                          | 
|Current liabilities:                                                                                                                                                    |  |              |           
|Accounts payable                                                                                                                                                        |  | $            | 1,168,443 
|Accrued expenses                                                                                                                                                        |  |              | 1,026,922 
|Loans and notes payable, related parties                                                                                                                                |  |              | 242,100   
|Income tax liabilities                                                                                                                                                  |  |              | 1,883,900 
|Disputed net income - Trident                                                                                                                                           |  |              | 397,918   
|Current portion of notes payable                                                                                                                                        |  |              | 3,154,389 
|Liabilities attributable to disputed activity                                                                                                                           |  |              | 1,104,063 
|Total current liabilities                                                                                                                                               |  |              | 8,977,735 
|Other liabilities:                                                                                                                                                      |  |              |           
|Repurchase agreements payable                                                                                                                                           |  |              | –         
|Notes payable, net of current portion                                                                                                                                   |  |              | –         
|Deferred tax liabilities                                                                                                                                                |  |              | 36,100    
|Total liabilities                                                                                                                                                       |  |              | 9,013,835 
|Commitments and contingencies                                                                                                                                           |  |              |           
|Stockholders' equity (deficit):                                                                                                                                         |  |              |           
|Preferred stock, 100,000,000 shares authorized:                                                                                                                         |  |              |           
|Series B preferred stock $0.0001 par value, 5,000 shares authorized, 5,000
    and nil shares issued and outstanding at December 31, 2012 and 2011, respectively        |  |              | 1         
|Series C preferred stock $0.001 par value, 1,000,000
    shares authorized, 1,000,000 and nil shares issued and outstanding at December 31, 2012 and 2011, respectively |  |              | 100       
|Common stock $.0001 par value 500,000,000 shares authorized, 29,533,753
    and 30,764,800 shares issued and outstanding, at December 31, 2012 and 2011, respectively   |  |              | 2,953     
|Additional paid-in-capital                                                                                                                                              |  |              | 616,512   
|Treasury stock                                                                                                                                                          |  |              | –         
|Accumulated earnings (deficit)                                                                                                                                          |  |              | 1,093,866 
|Total Medytox Solutions stockholders' equity (deficit)                                                                                                                  |  |              | 1,713,432 
|Noncontrolling interest                                                                                                                                                 |  |              | 121,004   
|Total stockholders' equity (deficit)                                                                                                                                    |  |              | 1,834,436 
|Total liabilities and stockholders' equity (deficit)                                                                                                                    |  | $            | 10,848,271





See accompanying notes to consolidated financial statements.







4











MEDYTOX SOLUTIONS, INC.

Consolidated Statements of Operations





|                                                                 |  | For the Year Ended December 31, |           
|---------------------------------------------------------------- |  | ------------------------------- | ----------
|                                                                 |  | 2012                            |           
|                                                                 |  |                                 |           
|Revenues                                                         |  | $                               | 21,076,357
|                                                                 |  |                                 |           
|Operating expenses:                                              |  |                                 |           
|Direct costs of revenue                                          |  |                                 | 2,913,169 
|General and administrative                                       |  |                                 | 6,437,778 
|Sales and marketing expenses                                     |  |                                 | 1,106,864 
|Bad debt expense                                                 |  |                                 | 7,021,945 
|Depreciation                                                     |  |                                 | 65,648    
|Total operating expenses                                         |  |                                 | 17,545,404
|                                                                 |  |                                 |           
|Income from Operations                                           |  |                                 | 3,530,953 
|                                                                 |  |                                 |           
|Other income (expense):                                          |  |                                 |           
|Other income (expense)                                           |  |                                 | 129       
|Gain on settlement of debt                                       |  |                                 | 348,315   
|Gain (loss) on settlement of assets                              |  |                                 | 2,546     
|Interest expense                                                 |  |                                 | (653,588  
|Total other income (expense)                                     |  |                                 | (302,598  
|Income before income taxes                                       |  |                                 | 3,228,355 
|Provision (Benefit) for income taxes                             |  |                                 | 481,400   
|Net Income                                                       |  |                                 | 2,746,955 
|Net income attributable to noncontrolling interest               |  |                                 | –         
|Net income from continuing operations                            |  |                                 | 2,746,955 
|Net loss from disputed activity                                  |  |                                 | (397,918  
|Net income attributable to Medytox Solutions                     |  |                                 | 2,349,037 
|Preferred stock dividends                                        |  |                                 | 50,000    
|Net income attributable to Medytox Solutions common shareholders |  | $                               | 2,299,037 
|                                                                 |  |                                 |           
|Net income per share - Basic and diluted                         |  | $                               | 0.07      
|Weighted average number of shares                                |  |                                 |           
|outstanding during the period - Basic and diluted                |  |                                 | 30,795,073





See accompanying notes to consolidated financial statements.



5









MEDYTOX SOLUTIONS, INC.

Consolidated Statements of Cash Flows





|                                                                               |  | For the Year Ended December 31, |            
|------------------------------------------------------------------------------ |  | ------------------------------- | -----------
|                                                                               |  | 2012                            |            
|Cash flows from (used in) operating activities:                                |  |                                 |            
|Net income                                                                     |  | $                               | 2,349,037  
|Adjustments to reconcile net income net cash provided by (used in) operations: |  |                                 |            
|Noncontrolling interests                                                       |  |                                 | –          
|Depreciation and amortization                                                  |  |                                 | 65,648     
|Stock issued in lieu of cash compensation                                      |  |                                 | 235,001    
|Stock issued for services                                                      |  |                                 | 225        
|Stock issued for interest on loan                                              |  |                                 | –          
|Bad debt expense                                                               |  |                                 | 7,021,945  
|Accretion of loan costs as interest                                            |  |                                 | 244,758    
|(Gain) loss on disposal of equipment                                           |  |                                 | (2,546     
|Gain on settlement of debt                                                     |  |                                 | (348,315   
|Disputed net income                                                            |  |                                 | 397,918    
|Assets attributable to disputed activity                                       |  |                                 | 753,830    
|Liabilities attributable to disputed activity                                  |  |                                 | (108,463   
|Changes in operating assets and liabilities:                                   |  |                                 |            
|Accounts receivable                                                            |  |                                 | (10,107,742
|Prepaid expenses and other current assets                                      |  |                                 | (108,697   
|Deferred tax assets                                                            |  |                                 | (1,256,700 
|Security deposits                                                              |  |                                 | (67,225    
|Accounts payable                                                               |  |                                 | 726,831    
|Accrued expenses                                                               |  |                                 | 840,242    
|Income tax liabilities                                                         |  |                                 | 1,332,200  
|Deferred tax liabilities                                                       |  |                                 | 36,100     
|Net cash provided by (used in) operating activities                            |  |                                 | 2,004,047  
|Cash flows used in investing activities:                                       |  |                                 |            
|Purchase of property and equipment                                             |  |                                 | (491,545   
|Cash received in sale of property and equipment                                |  |                                 | 25,373     
|Cash paid for acquisitions                                                     |  |                                 | (101,000   
|Cash received in acquisitions                                                  |  |                                 | 21,203     
|Net cash used in investing activities                                          |  |                                 | (545,969   
|Cash flows from financing activities:                                          |  |                                 |            
|Deferred loan costs                                                            |  |                                 | (121,950   
|Dividends on Series B preferred stock                                          |  |                                 | (50,000    
|Payments made on repurchase agreements                                         |  |                                 | (385,200   
|Proceeds from issuance of notes payable                                        |  |                                 | 1,755,200  
|Payments on notes payable                                                      |  |                                 | (971,536   
|Net proceeds from line of credit                                               |  |                                 | –          
|Proceeds from issuance of related party loans                                  |  |                                 | 413,093    
|Payments on related party loans                                                |  |                                 | (321,003   
|Common stock repurchased from lender                                           |  |                                 | (100,000   
|Contributions to subsidiary                                                    |  |                                 | –          
|Net cash provided by financing activities                                      |  |                                 | 218,604    
|Net increase in cash                                                           |  |                                 | 1,676,682  
|Cash at beginning of year                                                      |  |                                 | 97,103     
|Cash at end of year                                                            |  | $                               | 1,773,785  



See accompanying notes to consolidated financial statements.

Continued



6











MEDYTOX SOLUTIONS, INC.

Consolidated Statements of Cash Flows (continued)



|                                                                                |  | For the Year Ended December 31, |         
|------------------------------------------------------------------------------- |  | ------------------------------- | --------
|                                                                                |  | 2012                            |         
|Supplemental disclosure of cash flow information:                               |  |                                 |         
|Cash paid for interest                                                          |  | $                               | 336,039 
|Cash paid for taxes                                                             |  | $                               | –       
|                                                                                |  |                                 |         
|Non-cash investing and financing activities:                                    |  |                                 |         
|Net assets acquired in acquisitions, net of cash paid                           |  | $                               | (437,329
|Goodwill                                                                        |  | $                               | (248,800
|Notes payable issued                                                            |  | $                               | 565,125 
|Noncontrolling interest                                                         |  | $                               | 121,004 
|                                                                                |  |                                 |         
|Property and equipment acquired with issuance of notes payable                  |  | $                               | (101,032
|Notes payable issued                                                            |  | $                               | 101,032 
|                                                                                |  |                                 |         
|Conversion of note payable to common stock                                      |  |                                 |         
|Notes payable                                                                   |  | $                               | (50,317 
|Common stock                                                                    |  | $                               | 2       
|Additional paid in capital                                                      |  | $                               | 50,315  
|                                                                                |  |                                 |         
|Common stock issued as inducement for loan:                                     |  |                                 |         
|Deferred loan costs                                                             |  | $                               | (200,000
|Common stock                                                                    |  | $                               | 8       
|Additional paid in capital                                                      |  | $                               | 199,992 
|                                                                                |  |                                 |         
|Exchange of repurchase agreements and common stock to Series C preferred stock: |  |                                 |         
|Common stock cancelled                                                          |  | $                               | (1,658  
|Series C preferred stock                                                        |  | $                               | 100     
|Additional paid in capital                                                      |  | $                               | 1,558   
|                                                                                |  |                                 |         
|Repurchase agreements payable                                                   |  | $                               | (926,675
|Treasury stock                                                                  |  | $                               | 926,675 
|Treasury stock retired and cancelled                                            |  |                                 |         
|                                                                                |  |                                 |         
|Common stock cancelled                                                          |  | $                               | (823    
|Additional paid in capital                                                      |  | $                               | (406,877
|Treasury stock                                                                  |  | $                               | 407,700 
|                                                                                |  |                                 |         
|Repurchase agreements payable                                                   |  | $                               | –       
|Treasury stock                                                                  |  | $                               | –       
|                                                                                |  |                                 |         
|Cancellation of 20,000,000 shares of preferred stock:                           |  |                                 |         
|Preferred stock                                                                 |  | $                               | –       
|Additional paid in capital                                                      |  | $                               | –       



See accompanying notes to consolidated financial statements





7









MEDYTOX SOLUTIONS, INC.

Consolidated Statement of Stockholders' Equity (Deficit)

For the years ended December 31, 2012 and 2011





|                                                                                            | Preferred stock |             |          |   | Additional |   |              |       |         |   | Accumulated |  | Totalstockholders’ |          
|------------------------------------------------------------------------------------------- | --------------- | ----------- | -------- | - | ---------- | - | ------------ | ----- | ------- | - | ----------- |  | ------------------ | ---------
|                                                                                            | Non-designated  |             | Series B |   | Series C   |   | Common stock |       | paid-in |   | Treasury    |  | Noncontrolling     |          
|                                                                                            | Shares          |             | Amount   |   | Shares     |   | Amount       |       | Shares  |   | Amount      |  | Shares             |          
|Balance, December 31, 2010                                                                  |                 | –           |          | $ | –          |   |              | –     |         | $ | –           |  |                    | –        
|Preferred stock issued per agreement                                                        |                 | 20,000,000  |          |   | 2,000      |   |              | –     |         |   | –           |  |                    | –        
|Repurchase agreements for purchase of treasury
    stock                                    |                 | –           |          |   | –          |   |              | –     |         |   | –           |  |                    | –        
|Common stock issued for services                                                            |                 | –           |          |   | –          |   |              | –     |         |   | –           |  |                    | –        
|Common stock issued as inducement for loan                                                  |                 | –           |          |   | –          |   |              | –     |         |   | –           |  |                    | –        
|Acquisition of subsidiaries                                                                 |                 | –           |          |   | –          |   |              | –     |         |   | –           |  |                    | –        
|Common stock repurchased                                                                    |                 | –           |          |   | –          |   |              | –     |         |   | –           |  |                    | –        
|Common stock cancelled                                                                      |                 | –           |          |   | –          |   |              | –     |         |   | –           |  |                    | –        
|Preferred stock cancelled                                                                   |                 | (20,000,000 | )        |   | (2,000     | ) |              | –     |         |   | –           |  |                    | –        
|Net income for the year ended
    December 31, 2011                                         |                 | –           |          |   | –          |   |              | –     |         |   | –           |  |                    | –        
|Balance, December 31, 2011                                                                  |                 | –           |          |   | –          |   |              | –     |         |   | –           |  |                    | –        
|Common stock issued as inducement for loan                                                  |                 | –           |          |   | –          |   |              | –     |         |   | –           |  |                    | –        
|Common stock repurchased from lender and cancelled                                          |                 | –           |          |   | –          |   |              | –     |         |   | –           |  |                    | –        
|Common stock repurchased under repurchase agreements
    cancelled                          |                 | –           |          |   | –          |   |              | –     |         |   | –           |  |                    | –        
|Repurchase agreements exchanged for Series C preferred
    stock and common stock cancelled |                 | –           |          |   | –          |   |              | –     |         |   | –           |  |                    | 1,000,000
|Common stock issued in exchange for notes payable                                           |                 | –           |          |   | –          |   |              | –     |         |   | –           |  |                    | –        
|Common stock issued for services                                                            |                 | –           |          |   | –          |   |              | –     |         |   | –           |  |                    | –        
|Common stock issued to executives as compensation                                           |                 | –           |          |   | –          |   |              | –     |         |   | –           |  |                    | –        
|Series B preferred stock issued to executives as
    compensation                           |                 | –           |          |   | –          |   |              | 5,000 |         |   | 1           |  |                    | –        
|Acquisition of subsidiaries                                                                 |                 | –           |          |   | –          |   |              | –     |         |   | –           |  |                    | –        
|Disputed activity                                                                           |                 | –           |          |   | –          |   |              | –     |         |   | –           |  |                    | –        
|Net income for the year ended
    December 31, 2012                                         |                 | –           |          |   | –          |   |              | –     |         |   | –           |  |                    | –        
|Balance, December 31, 2012                                                                  |                 | –           |          | $ | –          |   |              | 5,000 |         | $ | 1           |  |                    | 1,000,000





See accompanying notes to consolidated financial statements.



8





MEDYTOX
SOLUTIONS, INC.

NOTESTO CONSOLIDATED FINANCIAL STATEMENTS
DECEMBER 31, 2012







Note 1 – Organization, Nature of Business and
Presentation



Organization



Medytox Solutions, Inc. (the “Company” or “Medytox”)
was organized on July 20, 2005 under the laws of the State of Nevada as Casino Players, Inc. The Company had a wholly-owned subsidiary,
Casino Rated Players, Inc. (“CRP”), a Nevada corporation that was a casino representative company offering complimentary
rooms to rated players. CRP’s revenues were a percentage of the amount of income the casino earned from the rated players.
The casino tracked the play of the rated player to determine its gross income, and CRP was then paid its contractual percentage
based on that income, realized at the time of play.



During 2010 and 2011 the casino representative business was minimal.
In the first half of 2011, Company management decided to reorganize the operations of the Company as a holding company to acquire
and manage a number of companies in the medical services sector.



On June 22, 2011, the Company organized Medytox Medical Management
Solutions Corp. ("MMMS"), a Florida corporation, as a wholly-owned subsidiary. MMMS is a marketing company selling laboratory
testing services medical clinics, hospitals and physicians’ offices. MMMS operates from the corporate offices in West Palm
Beach, Florida.



On July 26, 2011, the Company organized Medytox Institute of Laboratory
Medicine, Inc. ("MILM"), a Florida corporation, as a wholly-owned subsidiary. MILM was organized to acquire and manage
medical testing laboratories. MILM operates from the corporate offices in West Palm Beach, Florida.



On August 22, 2011, MILM entered into a purchase agreement to acquire
81% of Trident Laboratories, Inc. ("Trident"), a privately-owned Florida corporation. Trident operates a medical testing
laboratory specializing in urine testing from a facility in Hollywood, Florida. MILM received 49% ownership in Trident upon signing
of the agreement and had the right to acquire an additional 32% for $500,000 to be paid in full by August 22, 2012. The sellers
had an option to sell the remaining 19% ownership in Trident for a certain period. The sellers requested the Purchase Agreement
be rescinded on January 16, 2012. MILM filed an action seeking to enforce the purchase agreement against Trident and its shareholders,
Michelle Streegstra, Christopher Hawley, Donnette Hawley, Michael Falestra and Skylar Lukas (collectively, the “Trident Defendants”)
for (i) civil conspiracy, (ii) specific performance, (iii) anticipatory breach of contract, (iv) constructive trust, (v) accounting,
and (vi) interpleader. In addition, the Trident Defendants filed a counterclaim and third-party complaint stating causes for action
for (i) fraudulent inducement, (ii) civil conspiracy, (iii) tortious interference with business relationships, and (iv) defamation.
The claims and counterclaims of Medytox and Trident Defendants are set for trial beginning June 2013. The Company believes these
claims of the Trident Defendants are devoid of legal and factual merit. The litigation is ongoing and could have a negative effect
on the consolidated balance sheet. The Company has established a disputed net income reserve of $397,918 as of December 31, 2012,
representing all of Trident's net income recognized by the Company since August 22, 2011, the date of acquisition.



Also, on August 22, 2011, the Company acquired 100% of Medical Billing
Choices, Inc. ("MBC"), a privately-owned North Carolina corporation, through a stock purchase agreement for cash and
an installment note. MBC operates a medical billing service for a variety of medical providers throughout the southeastern United
States from offices in Charlotte, North Carolina. Since the acquisition, MBC is the main billing company for the Company's laboratories.



On September 16, 2011, the Board of Directors agreed to change the
name of the Company to Medytox Solutions, Inc. and file for a new trading symbol. On October 27, 2011, FINRA approved the name
change and the new symbol, “MMMS”.



On February 6, 2012, the Company formed Medytox Diagnostics Inc.
(“MDI”), a Florida corporation, as a wholly-owned subsidiary to acquire and build clinical laboratories.



On February 16, 2012, MDI acquired majority interest in Collectaway
LLC, now known as PB Laboratories, LLC ("PB Labs"), a Florida limited liability company. PB Labs has been the Company's
main testing facility. The Company ordered and installed new equipment that has enabled PB Labs to process the increased volume
of urine toxicology and blood testing that the Company anticipates. On October 31, 2012, MDI acquired the remaining noncontrolling
interest in PB Labs. As of October 31, 2012, PB Labs is a wholly-owned subsidiary of MDI. The financial results of PB Labs have
been included in the Company's consolidated financial statements since the date of the acquisition.





9









Note 1 – Organization, Nature of Business and Presentation
(Continued)



Organization (Continued)



On March 9, 2012, the Company formed Medytox Medical Marketing &
Sales, Inc., a Florida corporation, as a wholly-owned subsidiary that provides marketing for clinical laboratories that are owned
by the Company.



On December 7, 2012, MDI acquired majority interest in Biohealth
Medical Laboratory, Inc. (“Biohealth”), a Florida corporation. The Company ordered and installed new equipment that
will enable Biohealth to process the increased volume of urine toxicology and blood testing that the Company anticipates. The financial
results of Biohealth have been included in the Company's consolidated financial statements since the date of the acquisition of
the majority interest.



Nature of Operations



As of December 31, 2012, the Company operates in the medical services
segment.



Basis of Presentation



The accompanying financial statements have been prepared in accordance
with accounting principles generally accepted in the United States of America and the rules and regulations of the Securities and
Exchange Commission (“SEC”).



Note 2 – Summary of Significant Accounting Policies



Use of Estimates



The preparation of financial statements in conformity with generally
accepted accounting principles (“U.S. GAAP”) requires management to make estimates and assumptions that affect the
reported amounts of assets and liabilities, the disclosures of contingent assets and liabilities at the date of the financial statements
and the reported amounts of revenues and expenses during the reporting period. Significant areas of estimate include the impairment
of assets and rates for amortization, accrued liabilities, future income tax obligations and the inputs used in calculating stock-based
compensation and transactions. Actual results could differ from those estimates and would impact future results of operations and
cash flows.



Principles of Consolidation



The consolidated financial statements include the accounts of Medytox
Solutions, Inc. and its wholly-owned subsidiaries, Medytox Medical Management Solutions Corp., Medytox Institute of Laboratory
Medicine, Inc., Medical Billing Choices, Inc., Medytox Diagnostics, Inc., PB Laboratories, LLC, and Medytox Medical Marketing &
Sales, Inc., and its majority-owned subsidiary, Biohealth medical Laboratory, Inc. Due to the dispute with Trident and its selling
shareholders, the accounts of Trident Laboratories, Inc. have been excluded from consolidation. In addition, a disputed net income
reserve of $397,918 has been established as of December 31, 2012 representing all of Trident’s net income recognized by the
Company since August 22, 2011, the date of acquisition. All significant inter-company balances and transactions have been eliminated
in consolidation.



Reclassifications



Certain items on the 2011 consolidated balance sheet, statement
of operations and statement of cash flows have been reclassified to conform to the current period presentation.





10









Note 2 – Summary of Significant Accounting Policies (Continued)



Cash and Cash Equivalents



The Company considers all highly liquid temporary cash investments
with an original maturity of three months or less to be cash equivalents. At December 31, 2012 and 2011, respectively, the Company
had no cash equivalents.



Accounts Receivable



Accounts receivable consists of amounts due primarily from insurance
companies on behalf of customers for laboratory services performed and are shown net of an allowance for doubtful accounts. Receivables
are determined to be past due based on the payment terms of the original contracts or invoices. The Company uses the allowance
method for recognizing bad debts. The allowance for doubtful accounts is the Company’s best estimate of the amount of probable
credit losses in the Company’s existing accounts receivable. The Company determines the allowance based on historical write-off
experience, customer specific facts and economic conditions. When an account is deemed uncollectible, it is written off against
the allowance. The Company generally does not require collateral for its accounts receivable. The Company does not typically charge
interest on past due receivables.



As of December 31, 2012 and 2011, management recorded allowances
for uncollectible accounts in the amount of $5,263,939 and $872,045, respectively. Such increase was due to the growth in receivables.



Long-Lived Assets and Intangible Property



The Company accounts for the impairment or disposal of long-lived
assets according to the Financial Accounting Standards Board’s (“FASB”) Accounting Standards Codification (“ASC”)
360 “Property, Plant and Equipment”. ASC 360 clarifies the accounting for the impairment of long-lived assets and for
long-lived assets to be disposed of, including the disposal of business segments and major lines of business. Long-lived assets
are reviewed when facts and circumstances indicate that the carrying value of the asset may not be recoverable. When necessary,
impaired assets are written down to estimated fair value based on the best information available. Estimated fair value is generally
based on either appraised value or measured by discounting estimated future cash flows. Considerable management judgment is necessary
to estimate discounted future cash flows. Accordingly, actual results could vary significantly from such estimates. The Company
did not recognize any impairment losses for the years ended December 31, 2012 and 2011.



Fair Value of Financial Instruments



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



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





11









Note 2 – Summary of Significant Accounting Policies
(Continued)



Fair Value of Financial Instruments (Continued)



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



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



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



Fair value estimates discussed herein are based upon certain market
assumptions and pertinent information available to management as of December 31, 2012 and 2011. The respective carrying value of
certain on-balance-sheet financial instruments approximated their fair values due to the short-term nature of these instruments.



The Company applied ASC 820 for all non-financial assets and liabilities
measured at fair value on a non-recurring basis. The adoption of ASC 820 for non-financial assets and liabilities did not have
a significant impact on the Company’s financial statements.



As of December 31, 2012 and 2011 the fair values of the Company’s
financial instruments approximate their historical carrying amount.



Revenue Recognition



The Company recognizes revenue when it is realized or realizable
and earned.  The Company considers revenue realized or realizable and earned when all of the following criteria are met:



| | · | persuasive evidence of an arrangement exists,
| | - | ---------------------------------------------

| | · | the product has been shipped or the services have been rendered to the customer,
| | - | --------------------------------------------------------------------------------

| | · | the sales price is fixed or determinable, and
| | - | ---------------------------------------------

| | · | collectability is reasonably assured.
| | - | -------------------------------------



The Company follows the guidance of the Securities and Exchange
Commission's Staff Accounting Bulletin 104 for revenue recognition. In general, the Company records revenue when a urine or blood
specimen is tested and the services are billed to an insurance company, an individual, Medicare or Medicaid.  We record the
invoice as accounts receivable and reserve for bad debt, insurance discounts (self- pay write off 100%) and estimate net revenues
to equal 60% of billed revenues.



Advertising



The costs of advertising are expensed as incurred.  Advertising
expense was $111,691 and $58,598 for the years ended December 31, 2012 and 2011, respectively.  Advertising expenses
are included in the Company’s operating expenses.



12









Note 2 – Summary of Significant Accounting Policies (Continued)



Research and Development



The Company expenses research and development costs when incurred.
Research and development costs include engineering, programmer costs and testing of product and outputs. Indirect costs related
to research and development are allocated based on percentage usage to the research and development. We did not record any research
and development costs for the years ended December 31, 2012 and 2011.



Stock Based Compensation



The Company accounts for Stock-Based Compensation under ASC 718
“Compensation – 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 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.



The Company accounts for stock-based compensation awards to non-employees
in accordance with ASC 505-50, Equity-Based Payments to Non-Employees. Under ASC 505-50, the Company determines the fair value
of the options, warrants or stock-based compensation awards granted as either the fair value of the consideration received or the
fair value of the equity instruments issued, whichever is more reliably measurable. Any stock options or warrants issued to non-employees
are recorded in expense and additional paid-in capital in shareholders' equity/(deficit) over the applicable service periods using
variable accounting through the vesting dates based on the fair value of the options or warrants at the end of each period.



The Company issues stock to consultants for various services. The
costs for these transactions are measured at the fair value of the consideration received or the fair value of the equity instruments
issued, whichever is more reliably measurable. The value of the common stock is measured at the earlier of (i) the date at which
a firm commitment for performance by the counterparty to earn the equity instruments is reached or (ii) the date at which the counterparty's
performance is complete. The Company recognized consulting expense and a corresponding increase to additional paid-in-capital related
to stock issued for services.



Income Taxes



Income taxes are accounted for under the liability method of accounting
for income taxes. Under the liability method, future tax liabilities and assets are recognized for the estimated future tax consequences
attributable to differences between the amounts reported in the financial statement carrying amounts of assets and liabilities
and their respective tax bases. Future tax assets and liabilities are measured using enacted or substantially enacted income tax
rates expected to apply when the asset is realized or the liability settled. The effect of a change in income tax rates on future
income tax liabilities and assets is recognized in income in the period that the change occurs. Future income tax assets are recognized
to the extent that they are considered more likely than not to be realized.



The FASB has issued ASC 740 “Income Taxes”. ASC 740
clarifies the accounting for uncertainty in income taxes recognized in an enterprise’s financial statements. This standard
requires a company to determine whether it is more likely than not that a tax position will be sustained upon examination based
upon the technical merits of the position. If the more-likely-than-not threshold is met, a company must measure the tax position
to determine the amount to recognize in the financial statements.



As a result of the implementation of this standard, the Company
performed a review of its material tax positions in accordance with recognition and measurement standards established by ASC 740
and concluded that the tax position of the Company has not met the more-likely-than-not threshold as of December 31, 2012.







13









Note 2 – Summary of Significant Accounting Policies (Continued)



Basic and Diluted Income Per Share



The Company computes income per share in accordance with ASC 260,
"Earnings per Share", which requires presentation of both basic and diluted earnings per share (“EPS”) on
the face of the statement of operations. Basic EPS is computed by dividing income available to common shareholders by the weighted
average number of shares outstanding during the period. Diluted EPS gives effect to all dilutive potential shares of common stock
outstanding during the period using the treasury stock method and convertible preferred stock using the if-converted method. In
computing diluted EPS, the average stock price for the period is used in determining the number of shares assumed to be purchased
from the exercise of stock options or warrants. Diluted EPS excludes all dilutive potential shares if their effect is anti-dilutive.
As of December 31, 2012, there were a total of 21,320,000 stock options to purchase shares of common stock outstanding, $500,000
convertible debenture convertible into 200,000 shares of the Company’s common stock, and 1,000,000 shares of convertible
Series C preferred stock outstanding. However, these potentially dilutive shares are considered to be anti-dilutive and are therefore
not included in the calculation of loss per share.



Accounting Standards Codification



The FASB’s Accounting Standards Codification (“ASC”)
became effective on September 15, 2009. At that date, the ASC became the FASB’s officially recognized source of authoritative
generally accepted accounting principles (“GAAP”) applicable to all public and non-public non-governmental entities,
superseding existing FASB, American Institute of Certified Public Accountants (“AICPA”), Emerging Issues Task Force
(“EITF”) and related literature. All other accounting literature is considered non-authoritative. The switch to the
ASC affects the way companies refer to U.S. GAAP in financial statements and accounting policies. Citing particular content in
the ASC involves specifying the unique numeric path to the content through the Topic, Subtopic, Section and Paragraph structure.



Segment Information



In accordance with the provisions of ASC 280-10, “Disclosures
about Segments of an Enterprise and Related Information”, the Company is required to report financial and descriptive information
about its reportable operating segments. The Company does not consider itself to have any operating segments as of December 31,
2012 and 2011.



Note 3 – Recent Accounting Pronouncements



In October 2012, the FASB issued Accounting Standards Update (“ASU”)
2012-04, “Technical Corrections and Improvements” in Accounting Standards Update No. 2012-04. The amendments in this
update cover a wide range of Topics in the Accounting Standards Codification. These amendments include technical corrections and
improvements to the Accounting Standards Codification and conforming amendments related to fair value measurements. The amendments
in this update will be effective for fiscal periods beginning after December 15, 2012. The adoption of ASU 2012-04 is not expected
to have a material impact on our financial position or results of operations.



In August 2012, the FASB issued ASU 2012-03, “Technical Amendments
and Corrections to SEC Sections: Amendments to SEC Paragraphs Pursuant to SEC Staff Accounting Bulletin (SAB) No. 114, Technical
Amendments Pursuant to SEC Release No. 33-9250, and Corrections Related to FASB Accounting Standards Update 2010-22 (SEC Update)”
in Accounting Standards Update No. 2012-03. This update amends various SEC paragraphs pursuant to the issuance of SAB No. 114.
The adoption of ASU 2012-03 is not expected to have a material impact on our financial position or results of operations.





14









Note 3 – Recent Accounting Pronouncements (Continued)



In July 2012, the FASB issued ASU 2012-02, “Intangibles -
Goodwill and Other (Topic 350): Testing Indefinite-Lived Intangible Assets for Impairment” in Accounting Standards Update
No. 2012-02. This update amends ASU 2011-08, Intangibles - Goodwill and Other (Topic 350): Testing Indefinite-Lived Intangible
Assets for Impairment and permits an entity first to assess qualitative factors to determine whether it is more likely than not
that an indefinite-lived intangible asset is impaired as a basis for determining whether it is necessary to perform the quantitative
impairment test in accordance with Subtopic 350-30, Intangibles - Goodwill and Other - General Intangibles Other than Goodwill
.. The amendments are effective for annual and interim impairment tests performed for fiscal years beginning after September 15,
2012. Early adoption is permitted, including for annual and interim impairment tests performed as of a date before July 27, 2012,
if a public entity’s financial statements for the most recent annual or interim period have not yet been issued or, for nonpublic
entities, have not yet been made available for issuance. The adoption of ASU 2012-02 is not expected to have a material impact
on our financial position or results of operations.



In December 2011, the FASB issued ASU 2011-12, “Deferral of
the Effective Date for Amendments to the Presentation of Reclassifications of Items out of Accumulated Other Comprehensive Income”
in Accounting Standards Update No. 2011-05. This update defers the requirement to present items that are reclassified from accumulated
other comprehensive income to net income in both the statement of income where net income is presented and the statement where
other comprehensive income is presented. The adoption of ASU 2011-12 is not expected to have a material impact on our financial
position or results of operations.



In December 2011, the FASB issued ASU No. 2011-11 “Balance
Sheet: Disclosures about Offsetting Assets and Liabilities” (“ASU 2011-11”). This Update requires an entity to
disclose information about offsetting and related arrangements to enable users of its financial statements to understand the effect
of those arrangements on its financial position. The objective of this disclosure is to facilitate comparison between those entities
that prepare their financial statements on the basis of U.S. GAAP and those entities that prepare their financial statements on
the basis of IFRS. The amended guidance is effective for annual reporting periods beginning on or after January 1, 2013, and interim
periods within those annual periods. The Company is currently evaluating the impact, if any, that the adoption of this pronouncement
may have on its results of operations or financial position.



On September 15, 2011, the FASB issued ASU 2011-08, Intangibles
– Goodwill and Other, which simplifies how an entity is required to test goodwill for impairment. This ASU will allow an
entity to first assess qualitative factors to determine whether it is necessary to perform the two-step quantitative goodwill impairment
test. Under the ASU, an entity would not be required to calculate the fair value of a reporting unit unless the entity determines,
based on a qualitative assessment, that it is more likely than not that its fair value is less than its carrying amount. The ASU
includes a number of factors to consider in conducting the qualitative assessment. The ASU is effective for annual and interim
goodwill impairment tests performed for fiscal years beginning after December 15, 2011. Early adoption is permitted.



In June, 2011, the FASB issued ASU No. 2011-05, which amends ASC
Topic 220, Comprehensive Income. Under the amendment, an entity has the option to present the total of comprehensive income, the
components of net income, and the components of other comprehensive income either in a single continuous statement of comprehensive
income or in two separate but consecutive statements. In both choices, an entity is required to present each component of net income
along with total net income, each component of other comprehensive income along with a total for other comprehensive income, and
a total amount for comprehensive income. This ASU eliminates the option to present the components of other comprehensive income
as part of the statement of changes in stockholders' equity. The amendments in this ASU do not change the items that must be reported
in other comprehensive income or when an item of other comprehensive income must be reclassified to net income. The amendments
in this ASU should be applied retrospectively. Additionally, the FASB issued a second amendment to ASC Topic 220 in December 2011,
ASU No. 2011-12, which allows companies the ability to defer certain aspects of ASU 2011-05. For public entities, these amendments
are effective for fiscal years, and interim periods within those years, beginning after December 15, 2011. The amendments do not
require any transition disclosures.





15









Note 3 – Recent Accounting Pronouncements (Continued)



Management does not believe any other recently issued but not yet
effective accounting pronouncements, if adopted, would have an effect on the Company’s present or future consolidated financial
statements.



Note 4 – Disputed Subsidiary



The Company and MILM are in litigation with Trident Laboratories,
Inc. ("Trident") and the results of the litigation may have a negative effect on the balance sheet of the Company.



On January 16, 2012 Trident requested in writing to rescind the
stock purchase agreement and is currently in a dispute with the Company’s wholly-owned subsidiary MILM arising out of a stock
purchase agreement granting MILM the right to acquire an additional 32% interest in Trident. MILM filed an action seeking to enforce
the purchase agreement against Trident and its shareholders, Michelle Streegstra, Christopher Hawley, Donnette Hawley, Michael
Falestra and Skylar Lukas (collectively, the “Trident Defendants”) for (i) civil conspiracy, (ii) specific performance,
(iii) anticipatory breach of contract, (iv) constructive trust, (v) accounting, and (vi) interpleader. In addition, the Trident
Defendants filed a counterclaim and third-party complaint stating causes for action for (i) fraudulent inducement, (ii) civil conspiracy,
(iii) tortious interference with business relationships, and (iv) defamation. The claims and counterclaims of Medytox and Trident
Defendants are set for trial beginning June 2013. The Company believes these claims of the Trident Defendants are devoid of legal
and factual merit. The litigation is ongoing and could have a negative effect on the consolidated balance sheet.



As of the date of these consolidated financial statements, the suit
has not yet been resolved and MILM may not recover any of its sales proceeds from Trident.



The Company has not received any financial data on the operations
of Trident for the period September 1 through December 31, 2012. These financial statements were prepared without the missing activity.
Management believes that the missing activity is immaterial to the financial statements as a whole. The Company has established
a disputed net income reserve of $397,918 as of December 31, 2012, representing all of Trident's net income recognized by the Company
since August 22, 2011, the date of acquisition. The assets and liabilities of Trident have been condensed and presented as assets,
or liabilities, attributable to disputed activity in the December 31, 2012 balance sheet. A separate $389,135 of commissions payable
on Trident sales is included in liabilities attributable to disputed activity as of December 31, 2012. The assets, liabilities
and operating results of Trident are included in the consolidated balance sheet, statement of operations and statement of cash
flows as of and for the year ended December 31, 2011.



Assets and liabilities of the disputed subsidiary as of December
31, 2012 are as follows:



|Total assets      |  | $ | 1,367,796 | 
|----------------- |  | - | --------- | 
|                  |  |   |           | 
|Total liabilities |  | $ | 1,104,063 | 







16









Note 5 – Long-Lived Assets



Property and equipment at December 31, 2012 and 2011 consisted of
the following:



|                              |  | December 31, |         
|----------------------------- |  | ------------ | --------
|                              |  | 2012         |         
|Medical equipment             |  | $            | 269,931 
|Equipment                     |  |              | 37,140  
|Furniture                     |  |              | 66,606  
|Leasehold improvements        |  |              | 47,197  
|Vehicles                      |  |              | 70,828  
|Computer equipment            |  |              | 85,478  
|Software                      |  |              | 196,711 
|                              |  |              | 773,891 
|Less accumulated depreciation |  |              | (175,150
|Property and equipment, net   |  | $            | 598,741 







Depreciation of property and equipment was $65,648 and $18,445 for
the years ended December 31, 2012 and 2011, respectively.



The Company has recorded medical licenses acquired from acquisitions
in the amount of $550,000 as intangible property. The medical licenses include licenses for Medicare and Medicade, COLA Laboratory
Accreditation, Clinical Laboratory Improvement Amendments (CLIA), and State of Florida (AHCA) Clinical Laboratory License and have
indefinite lives. As such, there was no amortization of intangible assets for the years ended December 31, 2012 and 2011.



Management periodically reviews the valuation of long-lived assets
for potential impairments. Management has not recognized an impairment of these assets to date, and does not anticipate any negative
impact from known current business developments.





17









Note 6 – Notes Payable



The Company and its subsidiaries are party to a number of loans
with affiliates and unrelated parties. At December 31, 2012 and 2011, notes payable consisted of the following:



|                                                                                                                                                                                                                                                                                                                                                                                |  | December 31, |          
|------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- |  | ------------ | ---------
|                                                                                                                                                                                                                                                                                                                                                                                |  | 2012         |          
|Convertible debenture for working capital, dated September 15, 2011, in the amount of $500,000 and bearing interest at 20%.  Interest only payments are payable monthly.  The note is convertible at $2.50 per share until October 31, 2013 when the note is due. This note is subordinated to the loan from TCA and is secured by the assets of the Company, MMMS and Trident. |  | $            | 500,000  
|                                                                                                                                                                                                                                                                                                                                                                                |  |              |          
|Loan for working capital, dated September 15, 2011, in the amount of $500,000 and bearing interest at 20%.  Interest and principal are payable in 10 equal payments ending August 31, 2013.  This note is subordinated to the loan from TCA and is secured by the assets of the Company, MMMS and Trident.                                                                      |  |              | 150,000  
|                                                                                                                                                                                                                                                                                                                                                                                |  |              |          
|Acquisition note to former shareholders of Medical Billing Choices, in the amount of $750,000, payable from percentage of collections, with interest at 6%, payable by August 22, 2013.                                                                                                                                                                                         |  |              | 449,512  
|                                                                                                                                                                                                                                                                                                                                                                                |  |              |          
|Loan from TCA Global Credit Master Fund, L.P. Principal of $1,725,000, payable by September 4, 2013.  Secured by all assets of the Company and its subsidiaries (other than trident and MBC).                                                                                                                                                                                   |  |              | 1,725,000
|                                                                                                                                                                                                                                                                                                                                                                                |  |              |          
|Acquisition note to former member of PB Laboratories, LLC for 50.5% ownership, in the amount of $200,000 at 6% interest, with payments of $50,000 quarterly starting May 17, 2012                                                                                                                                                                                               |  |              | 50,000   
|                                                                                                                                                                                                                                                                                                                                                                                |  |              |          
|Acquisition note to former member of PB Laboratories, LLC for 49.5% ownership, in the amount of $200,000 at 0% interest, with payments of $50,000 quarterly starting January 31, 2013                                                                                                                                                                                           |  |              | 150,000  
|                                                                                                                                                                                                                                                                                                                                                                                |  |              |          
|Acquisition note to former shareholder of Biohealth Medical Laboratory, Inc. for 50.5% ownership, in the amount of $165,125 at 0% interest, with payments of $75,000 due quarterly starting February 7, 2013 and a final payment of $15,125 due on August 7, 2013.                                                                                                              |  |              | 99,677   







18









Note 6 – Notes Payable (Continued)



|                                                                                                                                                                                                                                                                                                                                                     |  | December 31, |           
|---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- |  | ------------ | ----------
|                                                                                                                                                                                                                                                                                                                                                     |  | 2012         |           
|Short-term notes from various affiliates, bearing interest at 12% to 20%.  Interest and principal are due on demand.                                                                                                                                                                                                                                 |  |              | 30,200    
|                                                                                                                                                                                                                                                                                                                                                     |  |              |           
|Acquisition note to former shareholders of Trident Laboratories, Inc., original amount $500,000, payable from collections on new work, interest at 6%, payable by August 22, 2012.                                                                                                                                                                   |  |              | –         
|                                                                                                                                                                                                                                                                                                                                                     |  |              |           
|Short-term working capital note, noninterest bearing, payable on demand.                                                                                                                                                                                                                                                                             |  |              | –         
|                                                                                                                                                                                                                                                                                                                                                     |  |              |           
|Commercial loan with a finance company, dated November 30, 2011, in the original amount of $29,996 and bearing interest at 6.5%.  Principal and interest payments in the amount of $854.41 are payable for 60 months ending on October 31, 2016.  This note is secured by a lien on a vehicle with a carrying value of $30,000 at December 31, 2011. |  |              | –         
|                                                                                                                                                                                                                                                                                                                                                     |  |              |           
|Commercial loan with a finance company, dated December 10, 2010, in the original amount of $63,700 and bearing interest at 8%.  Principal and interest payments in the amount of $2,000 are payable for 36 months ending on December 10, 2013. This note is secured by a lien on a vehicle with a carrying value of $48,898 at December 31, 2011.    |  |              | –         
|                                                                                                                                                                                                                                                                                                                                                     |  |              |           
|                                                                                                                                                                                                                                                                                                                                                     |  |              |           
|                                                                                                                                                                                                                                                                                                                                                     |  |              | 3,154,389 
|                                                                                                                                                                                                                                                                                                                                                     |  |              |           
|Less current portion                                                                                                                                                                                                                                                                                                                                 |  |              | (3,154,389
|                                                                                                                                                                                                                                                                                                                                                     |  |              |           
|Notes payable, net of current portion                                                                                                                                                                                                                                                                                                                |  | $            | –         



Principal maturities of notes payable for the next five years and
thereafter are as follows:



|                        |  |   |           | 
|----------------------- |  | - | --------- | 
|Year ended December 31, |  |   |           | 
|2013                    |  | $ | 3,154,389 | 
|2014                    |  |   | –         | 
|2015                    |  |   | –         | 
|2016                    |  |   | –         | 
|2017 and thereafter     |  |   | –         | 
|                        |  |   |           | 
|                        |  | $ | 3,154,389 | 







19









Note 6 – Notes Payable (Continued)



TCA Global



On May 14, 2012, the Company borrowed $550,000 from TCA Global Credit
Master Fund, LP (the "Lender") pursuant to the terms of the Senior Secured Revolving Credit Facility Agreement, dated
as of April 30, 2012 (the "Credit Agreement"), among Medytox, MMMS, MDI, PB Labs and the Lender.  The funds are
being used for general corporate purposes.  Under the Credit Agreement, Medytox may borrow up to an amount equal to the lesser
of 80% of its Eligible Accounts (as defined in the Credit Agreement) and the revolving loan commitment, which initially was $550,000.



Medytox may request that the revolving loan commitment be raised
by various specified amounts at specified times, up to a maximum of $4,000,000.  In each case, whether to agree to any such
increase in the revolving loan commitment is in the Lender's sole discretion.



On August 9, 2012, the Company borrowed an additional $525,000 in
a second round of funding.  These additional funds may also be used for general corporate purposes.  In this second round
of funding, certain changes were made to the terms of the Credit Agreement:



| | · | the revolving loan commitment was increased from $550,000 to $1,100,000 and is subject to further increase, up to a maximum
of $4,000,000, in the Lender's sole discretion;
| | - | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------



| | · | the maturity date of the loan was extended to February 8, 2013 from the original maturity date of November 30, 2012
(subject to the Lender's continuing ability to call the loan upon 60 days written notice); and
| | - | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



| | · | a prepayment penalty was added of 5% if substantially all of the loan is prepaid between 91 and 180 days prior to February 8,
2013, or 2.50% if substantially all of the loan is prepaid within 90 days of February 8, 2013.
| | - | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



On December 4, 2012, the Company borrowed an additional $650,000
in a third round of funding.  These additional funds may also be used for general corporate purposes.  In this third
round of funding, certain changes were made to the terms of the Credit Agreement:



| | · | the revolving loan commitment was increased from $1,100,000 to $1,725,000 and is subject to further increase, up to a maximum
of $15,000,000, in the Lender's sole discretion;
| | - | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



| | · | the maturity date of the loan was extended to September 3, 2013 from the previous maturity date of February 8, 2013, (subject
to the Lender's continuing ability to call the loan upon 60 days written notice); and
| | - | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



| | · | a covenant was added to require that any subsidiary that is formed, acquired or otherwise becomes a subsidiary must guarantee
the loan and pledge substantially all of its assets as security for the loan.
| | - | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------





20









Note 6 – Notes Payable (Continued)



Deferred Loan Costs



The Company has incurred certain loan costs as inducement for loans
and had recorded them as deferred loan costs. The loan costs are amortized as interest expense on a straight-line basis over the
life of the loan. Deferred loan costs at December 31, 2012 and 2011 consisted of the following:



|                                       |  |              |          |   |      |  
|-------------------------------------- |  | ------------ | -------- | - | ---- | -
|                                       |  | December 31, |         
|                                       |  | 2012         |          |   | 2011 |  
|                                       |  |              |          |   |      |  
|Deferred loan costs                    |  | $            | 321,950  |   |      | $
|Less accumulated accretion as interest |  |              | (244,758 | ) |      |  
|                                       |  |              |          |   |      |  
|Deferred loan costs, net               |  | $            | 77,192   |   |      | $



Note 7 – Related Party Transactions



William Forhan, the Chief Executive Officer, director and shareholder
of the Company, has advanced loans to the Company for the payment of certain operating expenses. The loans are non-interest bearing
and are due on demand. The amount outstanding to Mr. Forhan was $57,100 and $50,010 at December 31, 2012 and 2011, respectively.



Alcimede, LLC, of which a shareholder of the Company is the managing
member, has advanced loans to the Company for the payment of certain operating expenses. The loans are non-interest bearing and
are due on demand. The amount outstanding to Alcimede was $85,000 and $0 at December 31, 2012 and 2011, respectively.



A selling shareholder of MBC has advanced loans to the Company for
the payment of certain operating expenses. The loans are non-interest bearing and are due on demand. The amount outstanding to
the selling shareholder was $100,000 at December 31, 2012 and 2011, respectively.



At December 31, 2012, senior management had deferred compensation
of $291,766. During the year ended December 31, 2012, $15,000 was paid and the remaining $276,766 was released by senior management.
The $276,766 is included in gain on settlement of debt (see Note 9).



Note 8 – Stockholders’ Equity



Authorized Capital



The Company has 500,000,000 authorized shares of Common Stock at
$0.0001 par value and 100,000,000 authorized shares of Preferred Stock at a par value of $0.0001.



On October 1, 2012, the Company filed a certificate of designation
with the Secretary of State of Nevada to designate 5,000 shares of Series B Non-convertible Preferred Stock, at $0.0001 par value.
The Series B shares do not include any voting rights and allow for monthly dividends as an amount equal to the sum of 1) ten percent
(10%) of the amount of gross sales in excess of $1 million collected in the ordinary course of business, not to exceed $150,000,
and 2) fifteen percent (15%) of the amount of gross sales in excess of $2.5 million collected in the ordinary course of business.





21









Note 8 – Stockholders’ Equity (Continued)



Authorized Capital (Continued)



On October 7, 2012, the Company filed a certificate of designation
with the Secretary of State of Nevada to designate 1,000,000 shares of Series C Convertible Preferred Stock, at $0.0001 par value.
The Series C shares are convertible to Common Shares by the quotient of 1 divided by the product of 0.80 multiplied by the market
price of the Company’s Common Stock at the date of conversion. The Series C shares also include voting rights of twenty-five
(25) votes for every share of Series C Preferred Stock and shall be entitled to dividends at the same time any dividend is paid
or declared on any shares of the Company’s Common Stock.



Preferred Stock



During the year ended December 31, 2011, the Company issued 20,000,000
shares of preferred stock to an investor group for a software program and support valued at par value of the stock or $20,000.
The preferred shares were later cancelled when the investor group could not produce working software or licenses. The Company recorded
an impairment expense against the software tendered in the amount of $20,000 at December 31, 2011. The impairment charge has been
charged as a loss on settlement of assets.



During the year ended December 31, 2012, the Company issued 5,000
shares of Series B Preferred Stock to executives as compensation. The shares were valued at par totaling $1 and charged to operations.



During the year ended December 31, 2012, the Company issued 1,000,000
shares of Series C Preferred Stock in exchange for $926,675 of repurchase agreements and cancelled 16,580,575 shares of treasury
stock.



During the year ended December 31, 2012, the Series B Preferred
shareholders agreed to limit their dividend for 2012 to a total of $50,000. The dividend was paid on December 6, 2012. If the dividend
had not been limited, the Series B shareholders would have received $281,430.



Common Stock



On June 20, 2011 the Company issued 1,300,000 shares of its restricted
Common Stock for consulting fees totaling $13,000.



On October 1, 2011 the Company issued 1,500,000 shares of its restricted
Common Stock valued at $15,000 as inducement to accept a $500,000 Debenture.



During the year ended December 31, 2011, the Company offered promissory
notes in the total amount of $1,484,475 to a number of shareholders in exchange for retiring a total of 27,114,175 shares of common
shares. Some of these shares have been returned and are listed as treasury stock at December 31, 2011. The promissory notes are
recorded as other liabilities on the balance sheet. As the notes are paid off, the associated treasury stock is cancelled.



During the year ended December 31, 2011, the Company paid a total
of $172,600 on the promissory notes and cancelled 2,300,500 shares of the treasury stock at a value of $150,100.



During the year ended December 31, 2011, the Company also cancelled
2,200,000 shares of common stock, issued for services never performed.





22









Note 8 – Stockholders’ Equity (Continued)



Common Stock (Continued)



During the year ended December 31, 2012, the Company paid a total
of $385,200 on the promissory notes and cancelled 8,233,100 shares of the treasury stock at a value of $407,700. Also during the
year ended December 31, 2012, The Company exchanged the remaining $926,675 of the promissory notes for 1,000,000 shares of Series
C Preferred Stock and cancelled 16,580,575 shares of the treasury stock at a value of $926,675.



During the year ended December 31, 2012, the Company issued 80,000
shares of its restricted Common Stock for corporate advisory and investment banking services in connection with an additional funding
at a value of the services received of $200,000. Also during the same period, the Company repurchased and cancelled 40,000 shares
of the restricted Common Stock from the lender for a total of $100,000.



During the year ended December 31, 2012, the Company issued 20,128
shares of its restricted Common Stock in conversion of a note payable of $50,317.



During the year ended December 31, 2012, the Company issued 22,500
shares of its restricted Common Stock for consulting services at a value of $225.



During the year ended December 31, 2012, the Company issued 23,500,000
shares of its restricted Common Stock for compensation to executives at a value of $235,000.



Stock Options



During the year ended December 31, 2012, the Company’s Board
of Directors granted stock options to purchase 21,320,000 shares of the Company’s restricted Common Stock to employees and
non-employees. The Company does not have a stock option plan approved by shareholders.



The following summarizes option activity for the year ended December
31, 2012 and 2011:



|                                 |  |                                  |            |   |              |  |           |       |  |  |                |  
|-------------------------------- |  | -------------------------------- | ---------- | - | ------------ |  | --------- | ----- |  |  | -------------- | -
|                                 |  |                                  |            |   |              |  |           |       |  |  | Weighted       |  
|                                 |  | Common Stock Options Outstanding |            |   | average      | 
|                                 |  | Employee                         |            |   | Non-employee |  |           | Total |  |  | exercise price |  
|Outstanding at December 31, 2010 |  |                                  | –          |   |              |  | –         |       |  |  | –              |  
|                                 |  |                                  |            |   |              |  |           |       |  |  |                |  
|Options granted                  |  |                                  | –          |   |              |  | 400,000   |       |  |  | 400,000        |  
|Options exercised                |  |                                  | –          |   |              |  | –         |       |  |  | –              |  
|Options cancelled or expired     |  |                                  | –          |   |              |  | –         |       |  |  | –              |  
|                                 |  |                                  |            |   |              |  |           |       |  |  |                |  
|Outstanding at December 31, 2011 |  |                                  | –          |   |              |  | 400,000   |       |  |  | 400,000        |  
|Options granted                  |  |                                  | 19,300,000 |   |              |  | 3,020,000 |       |  |  | 22,320,000     |  
|Options exercised                |  |                                  | –          |   |              |  | –         |       |  |  | –              |  
|Options cancelled or expired     |  |                                  | (1,000,000 | ) |              |  | (400,000  | )     |  |  | (1,400,000     | )
|                                 |  |                                  |            |   |              |  |           |       |  |  |                |  
|Balance at December 31, 2012     |  |                                  | 18,300,000 |   |              |  | 3,020,000 |       |  |  | 21,320,000     |  







23









Note 8 – Stockholders’ Equity (Continued)



Stock Options (Continued)



The following table summarizes information with respect to stock
options outstanding and exercisable by employees at December 31, 2012:



|         |  | Options outstanding |             |  |  | Options vested and exercisable |                                                                                                        
|-------- |  | ------------------- | ----------- |  |  | ------------------------------ | -------------------------------------------------------------------------------------------------------
|         |  |                     |             |  |  |                                | Weighted                                                                                               
|         |  |                     |             |  |  |                                | average                                                                                                
|         |  |                     |             |  |  |                                | remaining                                                                                              
|Exercise |  |                     | Number      |  |  |                                | contractual                                                                                            
|price    |  |                     | outstanding |  |  |                                | life
                                                                                           (years)
|         |  |                     |             |  |  |                                |                                                                                                        
|$2.50    |  |                     | 6,250,000   |  |  |                                | 4.85                                                                                                   
|$5.00    |  |                     | 6,050,000   |  |  |                                | 4.98                                                                                                   
|$10.00   |  |                     | 6,000,000   |  |  |                                | 10.00                                                                                                  
|         |  |                     | 18,300,000  |  |  |                                |                                                                                                        





During the year ended December 31, 2012, the Company issued 19,300,000
options to employees with a grant date fair value of $0.00 as there is no market value for the stock. 1,000,000 options were cancelled
during the year ended December 31, 2012. All of the options granted were fully vested upon their grant. Stock option expense for
employees was $0 and $0 for the years ended December 31, 2012 and 2011.



The Company estimated the fair value of employee stock options using
the Black-Scholes Option Pricing Model. The fair value of employee stock options is expensed upon vesting of the awards. The fair
value of employee stock options was estimated using the following assumptions:



|Stock Price             | $0.00        
|----------------------- | -------------
|Expected term           | 1 to 5 years 
|Expected volatility     | 29 to 30%    
|Risk-free interest rate | 0.25 to 0.72%
|Dividend yield          | 0            







24







Note 8 – Stockholders’ Equity (Continued)



The following table summarizes
information with respect to stock options outstanding and exercisable by non-employees at December 31, 2012:





|         |  | Options outstanding |             |  |  | Options vested and exercisable |                                                                                                        
|-------- |  | ------------------- | ----------- |  |  | ------------------------------ | -------------------------------------------------------------------------------------------------------
|         |  |                     |             |  |  |                                | Weighted                                                                                               
|         |  |                     |             |  |  |                                | average                                                                                                
|         |  |                     |             |  |  |                                | remaining                                                                                              
|Exercise |  |                     | Number      |  |  |                                | contractual                                                                                            
|price    |  |                     | outstanding |  |  |                                | life
                                                                                           (years)
|         |  |                     |             |  |  |                                |                                                                                                        
|$2.50    |  |                     | 1,020,000   |  |  |                                | 4.94                                                                                                   
|$5.00    |  |                     | 1,000,000   |  |  |                                | 5.00                                                                                                   
|$10.00   |  |                     | 1,000,000   |  |  |                                | 10.00                                                                                                  
|         |  |                     | 3,020,000   |  |  |                                |                                                                                                        



During the years ended December 31, 2012 and 2011, the Company issued
3,020,000 and 400,000 options to non-employees with a grant date fair value of $0.00 as there is no market value for the stock.
400,000 options were cancelled during the year ended December 31, 2012. All of the options granted were fully vested upon their
grant. Stock option expense for non-employees was $0 and $0 for the years ended December 31, 2012 and 2011.



The Company estimated the fair value of non-employee stock options
using the Black-Scholes Option Pricing Model. The fair value of employee stock options is expensed upon vesting of the awards.
The fair value of employee stock options was estimated using the following assumptions:



|                        |              
|----------------------- | -------------
|Stock Price             | $0.00        
|Expected term           | 2 to 10 years
|Expected volatility     | 29 - 30%     
|Risk-free interest rate | 0.25 – 1.78%%
|Dividend yield          | 0            



Note 9 – Settlement of Debt



During the year ended December 31, 2012, two parties, our Chief
Executive Officer and a former officer and director of the Company, released the Company of remaining contractual deferred compensation
amounts due to them totaling $276,766 which were recorded in accrued liabilities at December 31, 2011.



During the year ended December 31, 2012, three parties, former vendors
of Casino Players, Inc., released the Company of remaining contractual amounts due to them totaling $59,000 which were recorded
in accounts payable at December 31, 2011.



During the year ended December 31, 2012, three parties, former employees
of MMMS, released the Company of remaining contractual amounts due to them totaling $12,549 which were recorded in accounts payable
at December 31, 2011.





25









Note 10 – Income Taxes



Significant components of the income tax provision (benefit) are
summarized as follows:



|                   |  | Year Ended December 31, |           
|------------------ |  | ----------------------- | ----------
|                   |  | 2012                    |           
|                   |  |                         |           
|Current provision  |  | $                       | 1,883,900 
|Deferred provision |  |                         | (1,402,500
|                   |  |                         |           
|                   |  | $                       | 481,400   



A reconciliation of the statutory federal income tax rate to the
Company’s effective income tax rate on income before taxes for the years ended December 31, 2012 and 2011 is as follows:



|                                                  |  | Year Ended December 31, |       
|------------------------------------------------- |  | ----------------------- | ------
|                                                  |  | 2012                    |       
|                                                  |  |                         |       
|Expected federal income tax at 34% statutory rate |  |                         | 34.0% 
|State income taxes                                |  |                         | 3.6%  
|Permanent differences                             |  |                         | 3.4%  
|Change in valuation allowance                     |  |                         | -26.0%
|                                                  |  |                         |       
|Actual tax expense (benefit)                      |  |                         | 15.1% 



The Company provides for income taxes using the liability method
in accordance with FASB ASC Topic 740 “Income Taxes”. Deferred income taxes arise from the difference in the recognition
of income and expenses for tax purposes. Deferred tax assets and liabilities are comprised of the following at December 31, 2012
and 2011:



|                                                    |  | December 31, |          
|--------------------------------------------------- |  | ------------ | ---------
|                                                    |  | 2012         |          
|Deferred income tax asset (liability), current:     |  |              |          
|Allowance for doubtful accounts                     |  | $            | 1,980,600
|Accrued officer salaries                            |  |              | –        
|                                                    |  |              | 1,980,600
|Deferred income tax asset (liability), non-current: |  |              |          
|Net operating loss                                  |  |              | –        
|Intangible amortization                             |  |              | (36,100  
|Valuation allowance                                 |  |              | –        
|                                                    |  |              | (36,100  
|Net deferred income tax assets                      |  | $            | 1,944,500





26







Note 10 – Income Taxes (continued)



Management has reviewed the provisions regarding assessment of their
valuation allowance on deferred tax assets and based on that criteria determined that it will have sufficient taxable income to
realize those assets. Therefore, management has assessed the realization of the deferred tax assets and has determined that it
is more likely than not that they will be realized. The change in the valuation allowance was $825,300 and $448,900 for the years
ended December 31, 2012 and 2011, respectively.



The Company recognizes the consolidated financial statement impact
of a tax position only after determining that the relevant tax authority would more likely than not sustain the position following
an audit. For tax positions meeting the more-likely-than–not threshold, the amount recognized in the consolidated financial
statements is the largest benefit that has a greater than 50 percent likelihood of being realized upon ultimate settlement with
the relevant tax authority.



The Company is subject to income taxes in the U.S. federal jurisdiction
and the states of Florida and North Carolina. The tax regulations within each jurisdiction are subject to interpretation of related
tax laws and regulations and require significant judgment to apply. As of December 31, 2012, tax years 2011, 2010, 2009, 2008,
2007, 2006 and 2005 remain open for IRS audit. The Company has received no notice of audit from the IRS for any of the open tax
years.



Note 11 – Acquisitions



The Company completed two acquisitions each during the years ended
December 31, 2012 and 2011. The Company accounted for the assets, liabilities and ownership interests in accordance with the provisions
of FASB ASC Topic 805 “Business Combinations“. As such, the recorded assets and liabilities acquired have been recorded
at fair value and any difference in the net asset values and the consideration given has been recorded as a gain on acquisition
or as goodwill.



Goodwill was attributable to the following subsidiaries as of December
31, 2012 and 2011:



|          |  | December 31, |          
|--------- |  | ------------ | ---------
|          |  | 2012         |          
|Trident   |  | $            | –        
|MBC       |  |              | 802,112  
|PB Labs   |  |              | 107,124  
|Biohealth |  |              | 141,676  
|          |  | $            | 1,050,912





The Trident goodwill of $500,000 is included in the assets attributable
to disputed activity at December 31, 2012.



Biohelath Laboratory, Inc.



On December 7, 2012, the Company, through its subsidiary, MDI, agreed
to purchase 50.5% of Biohealth Medical Laboratory, Inc. ("Biohealth") from two unrelated parties for cash of $100,000
and an installment note in a total amount of $165,125. The note is being paid in $75,000 payments due on February 7 and May 7,
2013 and a final installment of $15,125 on August 7, 2013. The Company made an early payment of $65,448 during the year ended December
31, 2012 and the note has a balance due of $99,677.





27







Note 11 – Acquisitions (Continued)



Biohelath Laboratory, Inc. (Continued)



The following table summarizes the consideration given for Biohealth
and the fair values of the assets acquired and liabilities assumed recognized at the acquisition date, as well as the fair value
at the acquisition date of the noncontrolling - interest in Biohealth.



|Consideration Given:                                                |  |   |          |  
|------------------------------------------------------------------- |  | - | -------- | -
|Cash                                                                |  | $ | 100,000  |  
|Acquisition Note                                                    |  |   | 165,125  |  
|Total Consideration                                                 |  | $ | 265,125  |  
|                                                                    |  |   |         
|Fair value of identifiable assets acquired and liabilities assumed: |  |   |         
|Cash                                                                |  | $ | 19,327   |  
|Accounts receivable                                                 |  |   | 64,206   |  
|Property and equipment, net                                         |  |   | 9,477    |  
|Deposits                                                            |  |   | 3,143    |  
|Accounts payable                                                    |  |   | (120,590 | )
|Accrued expenses                                                    |  |   | (6,110   | )
|Identifiable intangible assets                                      |  |   | 275,000  |  
|Total identifiable net assets                                       |  |   | 244,453  |  
|                                                                    |  |   |          |  
|Noncontrolling interest in Biohealth                                |  |   | (121,004 | )
|Goodwill                                                            |  |   | 141,676  |  
|                                                                    |  | $ | 265,125  |  



Intangible assets consisting of certain medical licenses were valued
by management based on the fair value of obtaining such licenses. As the licenses have indefinite lives, the intangible assets
are non-amortizable (See Note 5 – Long-Lived Assets).



PB Laboratories, LLC



On February 16, 2012, the Company, through its subsidiary, MDI,
agreed to purchase 50.5% of PB Laboratories, LLC ("PB Labs") from an unrelated party for cash of $1,000 and an installment
note in a total amount of $200,000. The note is being paid in $50,000 quarterly payments over 12 months. The Company made payments
of $150,000 during the year ended December 31, 2012 and the note has a balance due of $50,000.



On October 31, 2012, MDI agreed to purchase the remaining 49.5%
of PB Labs from the noncontrolling member for an installment note in a total amount of $200,000. The note is being paid in $50,000
quarterly payments over 12 months. The Company made payments of $50,000 during the year ended December 31, 2012 and the note has
a balance due of $150,000.



PB Labs was organized in October 2005. The Company was not required
to file audited consolidated financial statements for the years ended December 31, 2011 and 2010 on a Form 8-K in connection with
the acquisition.





28









Note 11 – Acquisitions (Continued)



PB Laboratories, LLC (Continued)



The following table summarizes the consideration given for PB Labs
and the fair values of the assets acquired and liabilities assumed recognized at the acquisition date of PB Labs.



|Consideration Given:                                                |  |   |         | 
|------------------------------------------------------------------- |  | - | ------- | 
|Cash                                                                |  | $ | 1,000   | 
|Acquisition Note                                                    |  |   | 400,000 | 
|Total Consideration                                                 |  | $ | 401,000 | 
|                                                                    |  |   |        
|Fair value of identifiable assets acquired and liabilities assumed: |  |   |        
|Cash                                                                |  | $ | 1,876   | 
|Property and equipment, net                                         |  |   | 17,000  | 
|Identifiable intangible assets                                      |  |   | 275,000 | 
|Total identifiable net assets                                       |  |   | 293,876 | 
|Goodwill                                                            |  |   | 107,124 | 
|                                                                    |  | $ | 401,000 | 



Intangible assets consisting of certain medical licenses were valued
by management based on the fair value of obtaining such licenses. As the licenses have indefinite lives, the intangible assets
are non-amortizable (See Note 5 – Long-Lived Assets).



Trident Laboratories, Inc.



On August 22, 2011 the Company, through its subsidiary, MILM, entered
into a purchase agreement to acquire 81% of Trident Laboratories, Inc. ("Trident"), a privately-owned Florida corporation.
Trident operates a medical testing laboratory specializing in urine testing from a facility in Hollywood, Florida. MILM received
49% ownership in Trident upon signing of the agreement and had the right to acquire an additional 32% for $500,000 to be paid in
full by August 22, 2012. The sellers had an option to sell the remaining 19% ownership in Trident for a certain period.



The sellers requested the Purchase Agreement be rescinded on January
16, 2012. MILM filed an action seeking to enforce the purchase agreement against Trident and its shareholders, Michelle Streegstra,
Christopher Hawley, Donnette Hawley, Michael Falestra and Skylar Lukas (collectively, the “Trident Defendants”) for
(i) civil conspiracy, (ii) specific performance, (iii) anticipatory breach of contract, (iv) constructive trust, (v) accounting,
and (vi) interpleader. In addition, the Trident Defendants filed a counterclaim and third-party complaint stating causes for action
for (i) fraudulent inducement, (ii) civil conspiracy, (iii) tortious interference with business relationships, and (iv) defamation.
The claims and counterclaims of Medytox and Trident Defendants are set for trial beginning June 2013.





29









Note 11 – Acquisitions (Continued)



Trident Laboratories, Inc. (Continued)



The following table summarizes the consideration given for Trident
and the fair values of the assets acquired and liabilities assumed recognized at the acquisition date, as well as the fair value
at the acquisition date of the noncontrolling - interest in Trident.



|Consideration Given:                                                |  |   |         |  
|------------------------------------------------------------------- |  | - | ------- | -
|Acquisition Note                                                    |  | $ | 500,000 |  
|                                                                    |  |   |         |  
|Fair value of identifiable assets acquired and liabilities assumed: |  |   |         |  
|Cash                                                                |  | $ | 848     |  
|Accounts receivable                                                 |  |   | 119,477 |  
|Other current assets                                                |  |   | 24,596  |  
|Property and equipment, net                                         |  |   | 131,714 |  
|Accounts payable                                                    |  |   | (44,861 | )
|Accrued liabilities                                                 |  |   | (11,287 | )
|Related party loans                                                 |  |   | (72,091 | )
|Long-term liabilities                                               |  |   | (50,799 | )
|Total identifiable net assets                                       |  |   | 97,597  |  
|Noncontrolling interests in Trident                                 |  |   | (97,597 | )
|Goodwill                                                            |  |   | 500,000 |  
|                                                                    |  | $ | 500,000 |  



Medical Billing Choices, Inc.



On August 22, 2011 the Company agreed to purchase 100% of Medical
Billing Choices, Inc. (“MBC”) from unrelated parties for cash and a note for a total amount of $850,000. Medytox paid
$100,000 down in cash and will pay the $750,000 note in monthly payments from the collections in MBC on Medytox billings. The note
balance must be paid off within 24 months or the shareholders of MBC have the right to rescind the agreement.



As of the signing of the agreement, MBC assigned 49% of the stock
to escrow for the benefit of Medytox and assumed the duties of billing the medical services provided by any subsidiary of Medytox.
Upon payment of the $750,000 note, The Company will receive the 49% of the stock in escrow and the remaining 51% from the shareholders
of MBC, at which time, Medytox will own 100% of the MBC. Until the note is paid in full the former shareholders of MBC will be
allowed to keep 100% of the profits of their existing and future non-Medytox billings.





30









Note 11 – Acquisitions (Continued)



Medical Billing Choices, Inc. (Continued)



The following table summarizes the consideration given for MBC and
the fair values of the assets acquired and liabilities assumed recognized at the acquisition date of MBC.



|Consideration Given:                                                |  |   |         |  
|------------------------------------------------------------------- |  | - | ------- | -
|Cash                                                                |  | $ | 100,000 |  
|Acquisition Note                                                    |  |   | 750,000 |  
|Total Consideration                                                 |  | $ | 850,000 |  
|                                                                    |  |   |         |  
|Fair value of identifiable assets acquired and liabilities assumed: |  |   |         |  
|Cash                                                                |  | $ | 80,073  |  
|Accounts receivable                                                 |  |   | 15,550  |  
|Property and equipment, net                                         |  |   | 51,897  |  
|Accrued liabilities                                                 |  |   | (47,584 | )
|Long-term liabilities                                               |  |   | (52,048 | )
|Total identifiable net assets                                       |  |   | 47,888  |  
|Goodwill                                                            |  |   | 802,112 |  
|                                                                    |  | $ | 850,000 |  





Note 12 – Commitments and Contingencies



Operating Lease Commitments



The Company leases office space and business equipment for its corporate
office and subsidiaries under multiple year non-cancelable operating leases that expire through 2016. The office lease agreements
have certain escalation clauses and renewal options. Additionally, the Company has lease agreements for computer equipment, office
copiers and fax machines.



The office space lease agreements include escalating rents over
the lease term. The Company expenses rent on a straight-line basis over the lease term which commences on the date the Company
has the right to control the property. The cumulative expense recognized on a straight-line basis in excess of the cumulative payments
is included in Accrued Expenses in the accompanying Consolidated Balance Sheets.





31









Note 12 – Commitments and Contingencies (Continued)



Operating Lease Commitments (Continued)



At December 31, 2012, future minimum lease payments under these
leases are as follows:



|Year ending December 31,            |  |   |        
|----------------------------------- |  | - | -------
|2013                                |  | $ | 170,467
|2014                                |  |   | 150,671
|2015                                |  |   | 128,505
|2016                                |  |   | 22,457 
|Total minimum future lease payments |  | $ | 472,100





Rent expense for the years ended December 31, 2012 and 2011 was
$134,733 and $57,623, respectively.



Legal Matters



During the course of business, litigation commonly occurs. From
time to time the Company may be a party to litigation matters involving claims against the Company. The Company operates in a highly
regulated industry and employs personnel which may inherently lend itself to legal matters. Management is aware that litigation
has associated costs and that results of adverse litigation verdicts could have a material effect on the Company’s financial
position or results of operations. Management, in consultation with legal counsel, has addressed known assertions and predicted
unasserted claims below.



Legal Matters – Trident Labs



As described in Note 4, Disputed Subsidiary, one subsidiary, Trident
Laboratories, Inc. ("Trident") is currently in a contract dispute with the Company. The selling shareholders requested
the Purchase Agreement be rescinded on January 16, 2012. MILM filed an action seeking to enforce the purchase agreement against
Trident and its shareholders, Michelle Streegstra, Christopher Hawley, Donnette Hawley, Michael Falestra and Skylar Lukas (collectively,
the “Trident Defendants”) for (i) civil conspiracy, (ii) specific performance, (iii) anticipatory breach of contract,
(iv) constructive trust, (v) accounting, and (vi) interpleader. In addition, the Trident Defendants filed a counterclaim and third-party
complaint stating causes for action for (i) fraudulent inducement, (ii) civil conspiracy, (iii) tortious interference with business
relationships, and (iv) defamation. The claims and counterclaims of Medytox and Trident Defendants are set for trial beginning
June 2013. The Company believes these claims of the Trident Defendants are devoid of legal and factual merit. The litigation is
ongoing and could have a negative effect on the consolidated balance sheet. The Company has established a disputed net income reserve
of $397,918 as of December 31, 2012, representing all of Trident's net income recognized by the Company since August 22, 2011,
the date of acquisition.





32









Note 12 – Commitments and Contingencies (Continued)



Legal Matters (Continued)



Legal Matters – Bradley T. Ray



On July 26, 2011, the Company organized Medytox Institute of Laboratory
Medicine, Inc. ("MILM"), a Florida corporation, as a wholly-owned subsidiary. MILM was organized to acquire and manage
medical testing laboratories. MILM operates from the corporate offices in West Palm Beach, Florida.



In February 2012, Bradley Ray filed a claim asserting that he owned
the shares of MILM. On January 29, 2013, the parties reached an agreement resolving and settling their dispute. As a result of
the settlement, all cases in which Mr. Ray alleged an ownership interest in MILM were dismissed with prejudice.



Legal Matters – Richard McCullough



The Company fileda two count complaint against Richard McCullough
in Broward County, Florida on June 1, 2012, bringing claims against him for defamation and tortious interference with business
relationships. The Company intends to vigorously pursue this action and protect its reputation and business relationships.





33









Note 13 – Pro Forma Financial Information



The following unaudited pro forma data summarizes the results of
operations for the year ended December 31, 2012 as if the acquisitions of PB Labs and Biohealth had been completed January 1, 2012.
The pro forma financial information is presented for informational purposes only and is not indicative of the results of operations
that would have been achieved if the acquisitions had taken place on January 1, 2012.



UNAUDITED PRO FORMA CONDENSED COMBINED
STATEMENT OF OPERATIONS

FOR
THE YEAR ENDED DECEMBER 31, 2012 (UNAUDITED)



|                                                      |  |                 |            |   |               |     |   | Biohealth   |     |   |             |   |  |     |         |   |          |    
|----------------------------------------------------- |  | --------------- | ---------- | - | ------------- | --- | - | ----------- | --- | - | ----------- | - |  | --- | ------- | - | -------- | ---
|                                                      |  |                 |            |   | PB            |     |   | Medical     |     |   |             |   |  |     |         |   |          |    
|                                                      |  | Medytox         |            |   | Laboratories, |     |   | Laboratory, |     |   |             |   |  |     |         |   |          |    
|                                                      |  | Solutions, Inc. |            |   | LLC           |     |   | Inc.        |     |   | Pro Forma   |   |  |     |         |   |          |    
|                                                      |  | Historical      |            |   | Historical    |     |   | Historical  |     |   | Adjustments |   |  | Ref |         |   | Combined |    
|                                                      |  |                 |            |   |               | (1) |   |             | (2) |   |             |   |  |     |         |   |          |    
|                                                      |  |                 |            |   |               |     |   |             |     |   |             |   |  |     |         |   |          |    
|Revenues                                              |  | $               | 21,076,357 |   |               | $   | – |             |     | $ | 1,149,455   |   |  | $   | –       |   |          |    
|                                                      |  |                 |            |   |               |     |   |             |     |   |             |   |  |     |         |   |          |    
|Operating expenses                                    |  |                 | 17,545,404 |   |               |     | – |             |     |   | 1,012,670   |   |  |     | –       |   |          |    
|                                                      |  |                 |            |   |               |     |   |             |     |   |             |   |  |     |         |   |          |    
|Income income from operations                         |  |                 | 3,530,953  |   |               |     | – |             |     |   | 136,785     |   |  |     | –       |   |          |    
|                                                      |  |                 |            |   |               |     |   |             |     |   |             |   |  |     |         |   |          |    
|Other income (expense)                                |  |                 | (302,598   | ) |               |     | – |             |     |   | (1,197      | ) |  |     | –       |   |          |    
|                                                      |  |                 |            |   |               |     |   |             |     |   |             |   |  |     |         |   |          |    
|Income before income taxes                            |  |                 | 3,228,355  |   |               |     | – |             |     |   | 135,588     |   |  |     | –       |   |          |    
|                                                      |  |                 |            |   |               |     |   |             |     |   |             |   |  |     |         |   |          |    
|Provision for income taxes                            |  |                 | 481,400    |   |               |     | – |             |     |   | –           |   |  |     | 51,000  |   |          | (3)
|                                                      |  |                 |            |   |               |     |   |             |     |   |             |   |  |     |         |   |          |    
|Income (loss) before noncontrolling interest          |  |                 | 2,746,955  |   |               |     | – |             |     |   | 135,588     |   |  |     | (51,000 | ) |          |    
|                                                      |  |                 |            |   |               |     |   |             |     |   |             |   |  |     |         |   |          |    
|Income attributable to noncontrolling interest        |  |                 | –          |   |               |     | – |             |     |   | –           |   |  |     | –       |   |          |    
|                                                      |  |                 |            |   |               |     |   |             |     |   |             |   |  |     |         |   |          |    
|Net income (loss)                                     |  |                 | 2,746,955  |   |               |     | – |             |     |   | 135,588     |   |  |     | (51,000 | ) |          |    
|                                                      |  |                 |            |   |               |     |   |             |     |   |             |   |  |     |         |   |          |    
|Net loss from disputed activity                       |  |                 | (397,918   | ) |               |     |   |             |     |   |             |   |  |     |         |   |          |    
|Preferred stock dividends                             |  |                 | (50,000    | ) |               |     | – |             |     |   | –           |   |  |     | –       |   |          |    
|                                                      |  |                 |            |   |               |     |   |             |     |   |             |   |  |     |         |   |          |    
|Net income (loss) available for common shareholders   |  | $               | 2,299,037  |   |               | $   | – |             |     | $ | 135,588     |   |  | $   | (51,000 | ) |          |    
|                                                      |  |                 |            |   |               |     |   |             |     |   |             |   |  |     |         |   |          |    
|Net income per share;                                 |  |                 |            |   |               |     |   |             |     |   |             |   |  |     |         |   |          |    
|Basic and diluted                                     |  | $               | 0.07       |   |               |     |   |             |     |   |             |   |  |     |         |   |          |    
|                                                      |  |                 |            |   |               |     |   |             |     |   |             |   |  |     |         |   |          |    
|Weighted average number of shares, basic and diluted: |  |                 |            |   |               |     |   |             |     |   |             |   |  |     |         |   |          |    
|Basic and diluted                                     |  |                 | 30,795,073 |   |               |     |   |             |     |   |             |   |  |     |         |   |          |    





|(1) |  | Represents unaudited results of operations of PB Laboratories,
LLC from January 1, 2011 to February 16, 2012. PB Laboratories' results of operations from
February 17, 2012 to December 31, 2012 are consolidated with Medytox Solutions, Inc. Financial data prior to February 17, 2012
is unavailable and is deemed minor.
|--- |  | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



|(2) |  | Represents unaudited results of operations of Biohealth
Medical Laboratory, Inc. from January 1, 2012 to December 7, 2012. Biohealth's results of operations from December 8, 2012 to
December 31, 2012 are consolidated with Medytox Solutions, Inc.
|--- |  | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



|(3) |  | Additional income tax expense on the income related
to Biohealth Medical Laboratory for the period January 1 to December 7, 2012.
|--- |  | ---------------------------------------------------------------------------------------------------------------------------------





34









Note 14 – Subsequent Events



On January 1, 2013, the Company, through its subsidiary, Medytox
Diagnostics, Inc., (“MDI”) purchased 100% of Alethea Laboratories, Inc. (“Alethea”) from unrelated parties
for $700,000. $100,000 was paid at closing and the remaining $600,000 is payable under two promissory notes over 6 quarterly installments.
Alethea is located in Las Cruces, New Mexico. In addition, the Company and MDI guaranteed a note payable totaling $344,650.



On January 7, 2013, the Company issued 33,400 shares of its Common
Stock to eight unrelated parties for $83,500 in cash.



Effective January 22, 2013, Biohealth Medical Laboratory, Inc.,
a recently acquired majority-owned subsidiary of Medytox ("Biohealth"), entered into a Guaranty Agreement to guaranty
the TCA loan and a Security Agreement to pledge substantially all its assets to secure its guaranty.



On January 25, 2013 MDI entered into a ten year, automatically renewable,
License Agreement with Dry Spot Diagnostics AG (Dry Spot”), a German based Laboratory for the right to use a proprietary
specialty in-vitro diagnostic test system for plasma, urine and other biological fluids in its US based laboratories. Medytox will
pay to Dry Spot a Royalty equal to 10% of the collected revenue generated from providing the Licensed Laboratory diagnostic tests
to Medytox customers. The Licensor must receive a minimum of $100,000 in 2014 and $200,000 each year thereafter for the license
to remain intact.



In February 2012 Bradley Ray filed an action claiming the ownership
of Medytox Institute of Laboratory Medicine, Inc., a subsidiary of Medytox ("MILM"). On January 29, 2013, the parties
reached an agreement resolving and settling all their disputes. As a result of the settlement, all cases in which Mr. Ray alleged
an ownership interest in MILM have been dismissed with prejudice.



On March 4, 2013, Medytox borrowed an additional $800,000 from TCA
pursuant to the terms of Amendment No, 3 to Senior Secured Revolving Credit Facility Agreement, dated as of February 28, 2013 ("Amendment
No. 3"). These additional funds shall be used in accordance with management's discretion. In connection with Amendment No.
3, Advantage Reference Labs, Inc., a newly-formed wholly-owned subsidiary of Medytox ("Advantage"), entered into a Guaranty
Agreement to guaranty the TCA loan and a Security Agreement to pledge substantially all its assets to secure its guaranty.



In connection with Amendment No. 3, Medytox executed an Amended
and Restated Revolving Promissory Note, due September 4, 2013, in the amount of $2,525,000. Except as provided in Amendment No.
3, the terms of the Credit Agreement remain in full force and effect.



On March 27, 2013, the Company formed a new subsidiary, Advantage
Reference Labs, Inc. (“Advantage”). The Company entered into a long term lease in a 12,000 square foot facility located
in Riviera Beach, Florida, where Advantage’s laboratory activities will be performed.



On March 27, 2013, the Company paid in full its related party obligation
to Alcemede, LLC totaling $85,000.



On March 27, 2013, the Company paid $10,000 to William Forhan and
received a full waiver of its obligation of $57,100.



On April 4, 2013, the Company, through its subsidiary, MDI, purchased
100% of International Technologies, Inc. (“Intech”) from unrelated parties for $627,000. $127,000 was paid at closing
and the remaining $500,000 is payable under two $250,000 convertible debentures that may be converted to Medytox common stock at
a 10% discount. Intech is located in North Bergen County, New Jersey.



The Company has evaluated subsequent events through the date the
financial statements were issued and filed with SEC. The Company has determined that there are no other events that warrant disclosure
or recognition in the financial statements.





35









PART IV



Item 15.  Exhibits and Financial Statement Schedules



|Exhibit No. | Description                                                                                                             
|----------- | ------------------------------------------------------------------------------------------------------------------------
|            |                                                                                                                         
|31.3        | Rule 13a-14(a) Certification in accordance with Section 302 of the Sarbanes-Oxley Act of 2002 *                         
|31.4        | Rule 13a-14(a) Certification in accordance with Section 302 of the Sarbanes-Oxley Act of 2002 *                         
|32.3        | Certification pursuant to 18. U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002*
|32.4        | Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002* 





|* | Filed herewith
|- | --------------





36









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.





| | Medytox Solutions, Inc.
| | -----------------------
| |                        
| | By:                    
| |                        
| |                        
| |                        
| | By:                    
| |                        



Date:  September 3,
2013









Pursuant to the requirements of the Securities Exchange Act of 1934,
this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.





|Signature                    |  | Title    |  | Date             
|---------------------------- |  | -------- |  | -----------------
|                             |  |          |  |                  
|/s/ William G. Forhan        |  | Director |  | September 3, 2013
|William G. Forhan            |  |          |  |                  
|                             |  |          |  |                  
|/s/ Christopher E. Diamantis |  | Director |  | September 3, 2013
|Christopher E. Diamantis     |  |          |  |                  
|                             |  |          |  |                  
|/s/ Benjamin Frank           |  | Director |  | September 3, 2013
|Benjamin Frank               |  |          |  |                  

















37