UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549



FORM 10-Q/A

Amendment No. 1



|x | Quarterly Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
|- | ---------------------------------------------------------------------------------------
|  |                                                                                        
|  | For the quarterly period ended September 30, 2013                                      
|  |                                                                                        
| ̈ | Transition Report pursuant to 13 or 15(d) of the Securities Exchange Act of 1934       
|  |                                                                                        
|  | For the transition period  to  __________                                              
|  |                                                                                        
|  | Commission File Number:000-54147                                                       



BIOPHARMA MANUFACTURING SOLUTIONS, INC.

(Exact name of Registrant as specified in
its charter)



|Delaware                                                                       | 45-1878223                       
|------------------------------------------------------------------------------ | ---------------------------------
|(State or other jurisdiction of
        incorporation or
        organization) | (IRS Employer Identification No.)



1443 Merion Way, #51G

Seal Beach, California 90740

(Address of principal executive
offices)



(562) 244-9785

(Registrant’s telephone
number)



____________________________

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



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 issuer was required to file such reports), and (2) has been subject to such filing
requirements for the past 90 daysx  Yes    ̈  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 (§ 229.405 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 ̈
  Nox



Indicate by check mark whether the registrant
is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company.



| ̈ Large accelerated filer Accelerated filer |  ̈ Non-accelerated filer
|------------------------------------------- | -----------------------
|x Smaller reporting company                 |                        



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



State the number of shares outstanding of each of the issuer’s
classes of common stock, as of the latest practicable date: 94,300,000 common shares as of November 12, 2013.











TABLE OF CONTENTS



|         |                                                                                       | Page
|-------- | ------------------------------------------------------------------------------------- | ----
|         |                                                                                       |     
|         | PART I - FINANCIAL INFORMATION                                                        |     
|         |                                                                                       |     
|Item 1:  | Financial Statements                                                                  |     
|Item 2:  | Management’s Discussion and Analysis of Financial Condition and Results of Operations | 8   
|Item 3:  | Quantitative and Qualitative Disclosures About Market Risk                            | 12  
|Item 4:  | Controls and Procedures                                                               | 12  
|         |                                                                                       |     
|         | PART II - OTHER INFORMATION                                                           | 13  
|         |                                                                                       |     
|Item 1:  | Legal Proceedings                                                                     | 13  
|Item 1A: | Risk Factors                                                                          | 13  
|Item 2:  | Unregistered Sales of Equity Securities and Use of Proceeds                           | 13  
|Item 3:  | Defaults Upon Senior Securities                                                       | 13  
|Item 4:  | Mine Safety Disclosures                                                               | 13  
|Item 5:  | Other Information                                                                     | 13  
|Item 6:  | Exhibits                                                                              | 13  



EXPLANATORY NOTE



BioPharma Manufacturing Solutions, Inc.
(the “Company”) is filing this amendment (the Form 10-Q/A) to our Quarterly Report on Form 10-Q for the quarter ended
September 30, 2013 (the Form 10-Q), filed with the U.S. Securities and Exchange Commission on November 19, 2013, to include the
financial statements of the Company for the three and nine months ended September 30, 2012 under Item 2. “Management’s
Discussion and Analysis of Financial Condition and Results of Operations.”



This Form 10-Q/A should be read in conjunction
with the original Form 10-Q, which continues to speak as of the date of the Form 10-Q. Except as specifically noted above, this
Form 10-Q/A does not modify or update disclosures in the original Form 10-Q. Accordingly, this Form 10-Q/A does not reflect events
occurring after the filing of the Form 10-Q or modify or update any related or other disclosures.











BIOPHARMA MANUFACTURING SOLUTIONS, INC.

(A DEVELOPMENT STAGE COMPANY)

TABLE OF CONTENTS

SEPTEMBER 30, 2013



|Condensed Balance Sheets as of September 30, 2013 (Unaudited) and December 31, 2012                            | 2  
|-------------------------------------------------------------------------------------------------------------- | ---
|                                                                                                               |    
|Condensed Statements of Operations for the three and nine months ended September 30, 2013 and 2012 (Unaudited) | 3  
|                                                                                                               |    
|Condensed Statements of Cash Flows for the three and nine months ended September 30, 2013 and 2012 (Unaudited) | 4  
|                                                                                                               |    
|Note to Condensed Financial Statements                                                                         | 5-7











|BIOPHARMA MANUFACTURING SOLUTIONS INC.      
|--------------------------------------------
|(Formerly BEACHWOOD ACQUISITION CORPORATION)
|CONDENSED BALANCE SHEETS                    



|                                                                                                                                      |  | September 30, 2013 |          |   | December 31, 2012 |  
|------------------------------------------------------------------------------------------------------------------------------------- |  | ------------------ | -------- | - | ----------------- | -
|                                                                                                                                      |  | (Unaudited)        |          |   |                   |  
|                                                                                                                                      |  |                    |          |   |                   |  
|ASSETS                                                                                                                                |  |                    |          |   |                   |  
|                                                                                                                                      |  |                    |          |   |                   |  
|Current assets                                                                                                                        |  |                    |          |   |                   |  
|Cash                                                                                                                                  |  | $                  | 221,411  |   |                   | $
|Prepaid expense                                                                                                                       |  |                    | 375      |   |                   |  
|Current assets                                                                                                                        |  |                    | 221,786  |   |                   |  
|                                                                                                                                      |  |                    |          |   |                   |  
|Equipment                                                                                                                             |  |                    | 3,748    |   |                   |  
|                                                                                                                                      |  |                    |          |   |                   |  
|Total assets                                                                                                                          |  | $                  | 225,534  |   |                   | $
|                                                                                                                                      |  |                    |          |   |                   |  
|LIABILITY AND STOCKHOLDERS' EQUITY                                                                                                    |  |                    |          |   |                   |  
|                                                                                                                                      |  |                    |          |   |                   |  
|Current liability                                                                                                                     |  |                    |          |   |                   |  
|Accrued liability                                                                                                                     |  | $                  | 350      |   |                   | $
|Total liability                                                                                                                       |  |                    | 350      |   |                   |  
|                                                                                                                                      |  |                    |          |   |                   |  
|                                                                                                                                      |  |                    |          |   |                   |  
|Stockholders' equity                                                                                                                  |  |                    |          |   |                   |  
|Preferred stock, $0.0001 par value, 20,000,000 shares authorized; none outstanding                                                    |  |                    | -        |   |                   |  
|Common stock, $0.0001 par value, 150,000,000 shares authorized; 94,300,000 and 94,500,000 shares issued and outstanding, respectively |  |                    | 9,430    |   |                   |  
|Discount on common stock issued to the shareholder                                                                                    |  |                    | (400     | ) |                   |  
|Additional paid-in capital                                                                                                            |  |                    | 447,396  |   |                   |  
|Accumulated deficit                                                                                                                   |  |                    | (231,242 | ) |                   |  
|Total stockholders' equity                                                                                                            |  |                    | 225,184  |   |                   |  
|Total liability and stockholders' equity                                                                                              |  | $                  | 225,534  |   |                   | $



The accompanying notes are an integral
part of these unaudited condensed financial statements



2







|BIOPHARMA MANUFACTURING SOLUTIONS INC.      
|--------------------------------------------
|(Formerly BEACHWOOD ACQUISITION CORPORATION)
|CONDENSED STATEMENTS OF OPERATIONS          
|(Unaudited)                                 



|                                            |  | For the three months ended September 30, 2013 |            |   | For the three months ended September 30, 2012 |   |            | For the nine months ended September 30, 2013 |  |   | For the nine months ended September 30, 2012 |  
|------------------------------------------- |  | --------------------------------------------- | ---------- | - | --------------------------------------------- | - | ---------- | -------------------------------------------- |  | - | -------------------------------------------- | -
|                                            |  |                                               |            |   |                                               |   |            |                                              |  |   |                                              |  
|Revenues                                    |  | $                                             | 53,549     |   |                                               | $ | -          |                                              |  | $ | 53,549                                       |  
|Cost of revenues                            |  |                                               | 33,365     |   |                                               |   | -          |                                              |  |   | 33,365                                       |  
|Gross profit                                |  |                                               | 20,184     |   |                                               |   | -          |                                              |  |   | 20,184                                       |  
|                                            |  |                                               |            |   |                                               |   |            |                                              |  |   |                                              |  
|Operating expenses                          |  |                                               | 28,099     |   |                                               |   | 63,934     |                                              |  |   | 103,091                                      |  
|                                            |  |                                               |            |   |                                               |   |            |                                              |  |   |                                              |  
|Loss before income tax                      |  |                                               | (7,915     | ) |                                               |   | (63,934    | )                                            |  |   | (82,907                                      | )
|                                            |  |                                               |            |   |                                               |   |            |                                              |  |   |                                              |  
|Income tax                                  |  |                                               | -          |   |                                               |   | -          |                                              |  |   | -                                            |  
|                                            |  |                                               |            |   |                                               |   |            |                                              |  |   |                                              |  
|Net Loss                                    |  | $                                             | (7,915     | ) |                                               | $ | (63,934    | )                                            |  | $ | (82,907                                      | )
|                                            |  |                                               |            |   |                                               |   |            |                                              |  |   |                                              |  
|Loss per share - basic and diluted          |  | $                                             | (0.00      | ) |                                               | $ | (0.00      | )                                            |  | $ | (0.00                                        | )
|                                            |  |                                               |            |   |                                               |   |            |                                              |  |   |                                              |  
|Weighted average shares - basic and diluted |  |                                               | 94,300,000 |   |                                               |   | 93,750,000 |                                              |  |   | 94,333,700                                   |  



The accompanying notes are an integral
part of these unaudited condensed financial statements



3







|BIOPHARMA MANUFACTURING SOLUTIONS INC.      
|--------------------------------------------
|(Formerly BEACHWOOD ACQUISITION CORPORATION)
|CONDENSED STATEMENTS OF CASH FLOWS          
|(Unaudited)                                 



|                                                    |  | For the nine months ended September 30, 2013 |         |   | For the nine months ended September 30, 2012 |  
|--------------------------------------------------- |  | -------------------------------------------- | ------- | - | -------------------------------------------- | -
|OPERATING ACTIVITIES                                |  |                                              |         |   |                                              |  
|Net loss                                            |  | $                                            | (82,907 | ) |                                              | $
|Changes in operating assets and liabilities         |  |                                              |         |   |                                              |  
|Prepaid expense                                     |  |                                              | 1,125   |   |                                              |  
|Due from related party                              |  |                                              | -       |   |                                              |  
|Accrued liability                                   |  |                                              | -       |   |                                              |  
|Net cash provided by (used in) operating activities |  |                                              | (81,782 | ) |                                              |  
|                                                    |  |                                              |         |   |                                              |  
|INVESTING ACTIVITIES                                |  |                                              |         |   |                                              |  
|Purchase of equipment                               |  |                                              | (3,748  | ) |                                              |  
|                                                    |  |                                              |         |   |                                              |  
|Net cash provided by (used in) investing activities |  |                                              | (3,748  | ) |                                              |  
|                                                    |  |                                              |         |   |                                              |  
|FINANCING ACTIVITIES                                |  |                                              |         |   |                                              |  
|Proceeds from issuance of common stock              |  |                                              | -       |   |                                              |  
|Shareholder contribution                            |  |                                              | 40,311  |   |                                              |  
|Redemption of common stock                          |  |                                              | (20     | ) |                                              |  
|Net cash provided by financing activities           |  |                                              | 40,291  |   |                                              |  
|Net (decrease) increase in cash                     |  |                                              | (45,239 | ) |                                              |  
|Cash, beginning of period                           |  |                                              | 266,650 |   |                                              |  
|Cash, end of period                                 |  | $                                            | 221,411 |   |                                              | $



The accompanying notes are an integral
part of these unaudited condensed financial statements



4







BIOPHARMA MANUFACTURING SOLUTIONS, INC.

Notes to Condensed Financial Statements

(Unaudited)



1. OVERVIEW



Organization



BioPharma Manufacturing Solutions Inc.
(“BioPharma” or the “Company”), formerly Beachwood Acquisition Corporation, was incorporated on April 20,
2011 under the laws of the State of Delaware, and was originally incorporated to engage in any lawful corporate undertaking, including,
but not limited to, selected mergers and acquisitions. In August 2011, there was a change of control of Beachwood Acquisition Corporation,
and the Company changed its name to BioPharma Manufacturing Solutions Inc.



The Company provides engineering consulting
services to major biotech and pharmaceutical companies in the life sciences industry. The Company intends to take its clients’
manufacturing goals from concept to Food and Drug Administration (“FDA”) approval and market realization. The Company
will assist in the design of the process used to manufacture the client's product, typically pharmaceuticals, will procure and
install the requisite manufacturing equipment, will assist in validation of the process and ready the system for FDA approval.



The Company also provides technology transfer
and scale-up, project management, process design, value engineering, process automation and process validation consulting services
to biotechnology and pharmaceutical manufacturers in the life sciences industry. The Company assists its clients in all phases
of biopharmaceutical project lifecycle from concept, risk assessment and design through installation, validation and FDA approval.



On October 11, 2012, BioPharma and GMR
Engineering, Inc., executed an agreement where GMR Engineering Inc., agreed to transfer its BioPharmaceutical Process Engineering
and Consulting Services (“BPECS”), a component of GMR Engineering Inc., to the Company in exchange for 1,000,000 shares
of the voting common stock of BioPharma.



BioPharma had been in the developmental
stage since inception and its operations limited to issuing shares to various investors until October 11, 2012. Subsequent to the
acquisition, during the fourth quarter of 2012, the Company started recognizing revenue from its engineering and consulting services
and is therefore no longer classified as a development stage enterprise. The Company is currently working on recently acquired
service contracts.



Basis of Presentation



The accompanying unaudited condensed interim
financial statements have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”)
for interim financial information. Accordingly, they do not include all of the information and notes required by U.S. GAAP for
complete financial statements. The accompanying unaudited condensed interim financial statements include all adjustments, composed
of normal recurring adjustments, considered necessary by management to fairly state our results of operations, financial position
and cash flows. The operating results for interim periods are not necessarily indicative of results that may be expected for any
other interim period or for the full year. These unaudited condensed interim financial statements should be read in conjunction
with the financial statements and notes thereto included in our Annual Report on Form 10-K for the year ended December 31, 2012
(2012 Form 10-K) as filed with the SEC.



Going Concern



The Company has sustained losses since
its inception on April 20, 2011. It has an accumulated deficit of $231,242 from inception through September 30, 2013. The Company’s
continuation as a going concern is dependent on its ability to generate sufficient cash flows from operations to meet its obligations,
which it has not been able to accomplish to date, and /or obtain additional financing from its stockholders and/or other third
parties.



These condensed interim financial statements
have been prepared on a going concern basis, which implies the Company will continue to meet its obligations and continue its operations
for the next fiscal year. The continuation of the Company as a going concern is dependent upon financial support from its stockholders
and the ability of the Company to obtain necessary equity financing to continue operations.



Management used their personal funds to
pay certain overhead expenses incurred by the Company in 2013 and 2012. There is no assurance that the Company will ever be profitable.
These condensed interim financial statements do not include any adjustments to reflect the possible future effects on the recoverability
and classification of assets or the amounts and classifications of liabilities that may result should the Company be unable to
continue as a going concern.



5







BIOPHARMA MANUFACTURING SOLUTIONS, INC.

Notes to Condensed Financial Statements

(Unaudited)



Use of Estimates



In preparing these condensed interim financial
statements, management is required to make estimates and assumptions that affect the reported amounts of assets and liabilities
and disclosure of contingent assets and liabilities as of the date of the financial statements and the reported amount of revenues
and expenses during the reporting periods.  Actual results could differ from those estimates.



Fair Value of Financial Instruments



When determining the fair value measurements
for assets and liabilities required or permitted to be recorded at fair value, we consider the principal or most advantageous market
in which it would transact and considers assumptions that market participants would use when pricing the asset or liability, such
as inherent risk, transfer restrictions, and risk of nonperformance.  We use the following three levels of inputs in
determining the fair value of our assets and liabilities, focusing on the most observable inputs when available:



|· | Level 1 - Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities.                                   
|- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|· | Level 2 - Quoted prices in markets that are not active; or other inputs that are observable, either directly or indirectly, for substantially the full term of the asset or liability.
|· | Level 3 - Prices or valuation techniques that require inputs that are both significant to the fair value measurement and unobservable.                                                



To the extent that valuation is based on
models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment.  In
certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy.  In
such cases, for disclosure purposes, the level in the fair value hierarchy within which the fair value measurement is disclosed
is determined based on the lowest level input that is significant to the fair value measurement. The Company’s financial
instruments include cash, prepaid expense and accrued liability. The estimated fair value of these instruments approximates its
carrying amount due to the short maturity of these instruments.



Cash and Cash Equivalents



The Company considers all highly-liquid investments
with original maturities of three months or less when purchased to be cash equivalents. The Company had no cash equivalents
as of September 30, 2013 and December 31, 2012.



Concentration of Credit Risk



Financial instruments that potentially
subject the Company to concentrations of credit risk consist principally of cash and cash equivalents. The Company places its cash
with high quality banking institutions. From time to time, the Company may maintain cash balances at certain institutions in excess
of the Federal Deposit Insurance Corporation limit.



Equipment, net



Equipment is stated at cost and depreciated
using the straight-line method over the estimated service lives of three years. Maintenance and repairs are expensed as incurred
and improvements are capitalized. Gains or losses on the disposition of equipment are recorded upon disposal. On September 24,
2013, the Company purchased $3,748 of equipment and depreciation expense amounted to $0 in the nine month periods ended September
30, 2013 and 2012.



Revenue Recognition



The Company recognizes revenue in accordance
with Financial Accounting Standards Board Accounting Standards Codification (“ASC”) No. 605, “Revenue Recognition.”  
Revenue is recognized only when the price is fixed and determinable, persuasive evidence of an arrangement exists, the service
is performed and collectability of the resulting receivable is reasonably assured.



Costs of Goods Sold

Cost of goods sold includes cost of equipment
purchased for resell to the customers when providing engineering consulting services.



6







BIOPHARMA MANUFACTURING SOLUTIONS, INC.

Notes to Condensed Financial Statements

(Unaudited)



Income Taxes



Under ASC 740, "Income Taxes,"
deferred tax assets and liabilities are recognized for the future tax consequences attributable to temporary differences between
the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets
and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary
differences are expected to be recovered or settled. Valuation allowances are established when it is more likely than not that
some or all of the deferred tax assets will not be realized. As of September 30, 2013 and December 31, 2012, there were no deferred
taxes as the deferred tax asset arising from net operation loss carry forwards was fully offset by a valuation allowance due to
the uncertainty of its realization.



Share Based Compensation



The Company applies ASC 718, “Share-Based
Compensation” to account for its service providers’ share-based payments.  Common stock of the Company was
issued to service providers to retain their assistance in becoming a U.S. public company, assistance with public company regulations,
investors’ communications and public relations with broker-dealers, market makers and other professional services.



In accordance with ASC 718, the Company
determines whether a share payment should be classified and accounted for as a liability award or equity award.  All
grants of share-based payments to service providers classified as equity awards are recognized in the financial statements based
on their grant date fair values which are calculated using historical pricing.  The Company has elected to recognize
compensation expense based on the criteria that the stock awards vest immediately on the issuance date.  ASC 718 requires
forfeitures to be estimated at the time of grant and revised, if necessary, in a subsequent period if actual forfeitures differ
from initial estimates.  There were no forfeitures of share based compensation.



Net Loss per Common Share



The Company computes net loss per share
in accordance with ASC 260, "Earnings per Share". ASC 260 requires presentation of both basic and diluted earnings per
share (EPS) on the face of the income statement. Basic EPS is computed by dividing net income (loss) available to common shareholders
by the weighted average number of common shares outstanding during the period. Diluted EPS gives effect to all dilutive potential
common shares outstanding during the period including stock options, 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
common shares if their effect is anti-dilutive.



Recent Accounting Pronouncements



Not Adopted



In April 2013, the FASB issued ASU No.
2013-07, Presentation of Financial Statements (Top 205): Liquidation Basis of Accounting. The objective of ASU No. 2013-07 is to
clarify when an entity should apply the liquidation basis of accounting and to provide principles for the measurement of assets
and liabilities under the liquidation basis of accounting, as well as any required disclosures. The amendments in this standard
are effective prospectively for entities that determine liquidation is imminent during annual reporting periods beginning after
December 15, 2013, and interim reporting periods therein. We are evaluating the effect, if any, adoption of ASU No. 2013-07 will
have on our financial statements.



Other recent accounting pronouncements
issued by the FASB (including its Emerging Issues Task Force), the American Institute of Certified Public Accountants, and the
United States Securities and Exchange Commission did not or are not believed by management to have a material impact on the Company’s
present or future financial statements.



3. RELATED PARTY TRANSACTIONS



During the nine months period ended September
30, 2013, the Company’s President paid certain operating expenses, consisting of salaries and overhead expenses, on behalf
of the Company. These expenses amounted to $40,491 and have been recorded to Additional paid-in capital as a shareholder contribution.



4. COMMON STOCK



On February 15, 2013, the Company redeemed
200,000 shares of common stock owned by 2 shareholders for aggregate consideration paid of $200.



7







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



Forward-Looking Statements



Certain statements contained in this report
on Form 10-Q, other than purely historical information, including estimates, projections, statements relating to our business plans,
objectives, and expected operating results, and the assumptions upon which those statements are based, are “forward-looking
statements” within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities
Act of 1933 and Section 21E of the Securities Exchange Act of 1934. These forward-looking statements generally are identified
by the words “believes,” “project,” “expects,” “anticipates,” “estimates,”
“intends,” “strategy,” “plan,” “may,” “will,” “would,”
“will be,” “will continue,” “will likely result,” and similar expressions. We intend such forward-looking
statements to be covered by the safe-harbor provisions for forward-looking statements contained in the Private Securities Litigation
Reform Act of 1995, and are including this statement for purposes of complying with those safe-harbor provisions. Forward-looking
statements are based on current expectations and assumptions that are subject to risks and uncertainties which may cause actual
results to differ materially from the forward-looking statements. Our ability to predict results or the actual effect of future
plans or strategies is inherently uncertain. Factors which could have a material adverse effect on our operations and future prospects
on a consolidated basis include, but are not limited to: changes in economic conditions, legislative/regulatory changes, availability
of capital, interest rates, competition, and generally accepted accounting principles. These risks and uncertainties should also
be considered in evaluating forward-looking statements and undue reliance should not be placed on such statements. We undertake
no obligation to update or revise publicly any forward-looking statements, whether as a result of new information, future events
or otherwise. Further information concerning our business, including additional factors that could materially affect our financial
results, is included herein and in our other filings with the Securities and Exchange Commission.



Company Overview



BioPharma Manufacturing Solutions, Inc. (formerly Beachwood
Acquisition Corporation) (the "Company") was incorporated in the State of Delaware in April 2011.



The Company was a developmental stage since
inception until October 11, 2012, at which time BioPharma and GMR Engineering, Inc., executed an agreement whereby GMR Engineering
Inc., agreed to transfer its BioPharmaceutical Process Engineering and Consulting Services (“BPECS”), a component of
GMR Engineering Inc., to the Company in exchange for 1,000,000 shares of the Company's common stock. As a result of this acquisition,
the Company started recognizing revenue from its principal operations and is therefore no longer classified as a development stage
enterprise.



On October 18, 2012, the Company filed
with the Securities and Exchange Commission a registration statement on Form S-1 for the offer and sale of 72,000,000 shares of
common stock of BioPharma Manufacturing Solutions, Inc. at $.08 per share offered by the holders thereof. That registration statement
is not yet effective and no sales have been made pursuant to it.



The Company provides engineering consulting
services to major biotech and pharmaceutical companies in the life sciences industry. The Company intends to take its clients’
manufacturing goals from concept to Food and Drug Administration (“FDA”) approval and market realization. The Company
will assist in the design of the process used to manufacture the client's product, typically pharmaceuticals, will procure and
install the requisite manufacturing equipment, will assist in validation of the process and ready the system for FDA approval.



The Company also provides technology transfer
and scale-up, project management, process design, value engineering, process automation and process validation consulting services
to biotechnology and pharmaceutical manufacturers in the life sciences industry. The Company assists its clients in all phases
of biopharmaceutical project lifecycle from concept, risk assessment and design through installation, validation and FDA approval.



The Company's independent auditors have
issued a report raising a substantial doubt about the Company's ability to continue as a going concern. The Company has sustained
losses since its inception on April 20, 2011. It has an accumulated deficit of ($231,242) from inception to September 30, 2013.
The Company acquired BPECS on October 11, 2012 and did not generate sufficient revenue to meet its obligation requirements. The
Company's sufficient contribution as a going concern is dependent on its ability to generate sufficient cash flows from operations
to meet its obligation and/or obtaining financing from its shareholders or other sources, as it may be required.



8







Results of Operations for the Nine Months Ended September
30, 2013 and 2012

BioPharma Manufacturing Solutions, Inc.

Summary of Results of Operations



|                              |  | Nine Months Ended September 30, |        
|----------------------------- |  | ------------------------------- | -------
|                              |  | 2013                            |        
|Revenue                       |  | $                               | 53,549 
|Cost of goods sold            |  |                                 | 33,365 
|Gross profit                  |  |                                 | 20,184 
|                              |  |                                 |        
|Operating expenses:           |  |                                 |        
|General and administrative    |  |                                 | 98,557 
|Research and development      |  |                                 | 4,534  
|Amortization and depreciation |  |                                 | -      
|Total operating expenses      |  |                                 | 103,091
|                              |  |                                 |        
|Operating loss                |  |                                 | (82,907
|                              |  |                                 |        
|Income tax                    |  |                                 | -      
|                              |  |                                 |        
|Net loss                      |  | $                               | (82,907



Operating Loss; Net Loss



Our net loss decreased by $39,617 to $82,907
from $122,524, for the nine months ended September 30, 2013 compared to September 30, 2012. The decrease in net loss compared to
the prior year period is primarily a result of increase of gross profit due to the acquisition of BPECS in October 2012 and the
revenue generated from BPECS business and a decrease in professional fees which was higher in 2012 due to the acquisition of BPECS.
These changes are detailed below.



Revenue



Our revenue from the nine months ended September
30, 2013 was $53,549 compared to $0 for the nine months ended September 30, 2012.  All of our revenues were derived from the
operations of BPECS engineering contracts. Acquisition of BPECS took place in October 2012 and therefore we didn’t recognize
any revenue in the first nine month of 2012.



Cost of Goods Sold



Our cost of goods sold for the nine months
ended September 30, 2013 were $33,365, compared to $0 for 2012.  Cost of goods sold represents the cost of equipment we purchase
for resale to our clients and when delivered and installed we transfer the related cost from inventory to cost of sales.



9









General and Administrative Expenses



General and administrative expenses decreased
by $23,967, to $98,557 for the nine months ended September 30, 2013, from $122,524 for the nine months ended September 30, 2012.
The main components of general and administrative expenses in 2013 were $44,152 in accounting fees, $36,000 in salaries, $3,796
in corporate and SEC filing fees and $14,610 in other office related expenses. The main components of general and administrative
expenses in 2012 were $32,390 in accounting fees, $87,272 in legal fees, $826 in corporate and SEC filing fees and $2,035 in other
office related expenses. Although our operations started after we acquired BPECS in October 2012, the reason why general and administrative
expenses decreased was mainly due to the high legal fees we incurred in 2012 compared to 2013 in connection with the BPECS acquisition.



Research and Development



Our research and development cost were $4,534
for the nine months ended September 30, 2013, compared to $0 for the nine months ended September 30, 2012.  The increase was
attributable to cost incurred in 2013 on parts and software to build BioPharma’s prototype (GexPro) while we didn’t
have any research and development cost in 2012 prior to acquiring BPECS.



10







Results of Operations for the Three Months Ended September
30, 2013 and 2012

BioPharma Manufacturing Solutions, Inc.

Summary of Results of Operations



|                           |  | Three Months Ended September 30, |       
|-------------------------- |  | -------------------------------- | ------
|                           |  | 2013                             |       
|Revenue                    |  | $                                | 53,549
|Cost of goods sold         |  |                                  | 33,365
|Gross profit               |  |                                  | 20,184
|                           |  |                                  |       
|Operating expenses:        |  |                                  |       
|General and administrative |  |                                  | 28,099
|Total operating expenses   |  |                                  | 28,099
|                           |  |                                  |       
|Operating loss             |  |                                  | (7,915
|                           |  |                                  |       
|Income tax                 |  |                                  | -     
|                           |  |                                  |       
|Net loss                   |  | $                                | (7,915



Operating Loss; Net Loss



Our net loss decreased by $56,019 to $7,915
from $63,934, for the three months ended September 30, 2013 compared to September 30, 2012. The decrease in net loss compared to
the prior year period is primarily a result of increase of gross profit due to the acquisition of BPECS in October 2012 and the
revenue generated from BPECS business and a decrease in professional fees which was higher in 2012 due to the acquisition of BPECS.
These changes are detailed below.



Revenue



Our revenue from the three months ended
September 30, 2013 was $53,549 compared to $0 for the three months ended September 30, 2012.  All of our revenues were derived
from the operations of BPECS engineering contracts. Acquisition of BPECS took place in October 2012 and therefore we didn’t
recognize any revenue in the three months ended September 30, 2012.



Cost of Goods Sold



Our cost of goods sold for the three months
ended September 30, 2013 were $33,365, compared to $0 for 2012.  Cost of goods sold represents the cost of equipment we purchase
for resale to our clients and when delivered and installed we transfer the related cost from inventory to cost of sales.



11









General and Administrative Expenses



General and administrative expenses decreased
by $35,835, to $28,099 for the three months ended September 30, 2013, from $63,934 for the three months ended September 30, 2012.
The main components of general and administrative expenses in 2013 were $11,610 in accounting fees, $12,000 in salaries, $454 in
corporate and SEC filing fees and $4,035 in other office related expenses. The main components of general and administrative expenses
in 2012 were $14,390 in accounting fees, $45,000 in legal fees and $4,544 in other office related expenses. Although our operations
started after we acquired BPECS in October 2012, the reason why general and administrative expenses decreased was mainly due to
the high legal fees we incurred in 2012 compared to 2013 in connection with the BPECS acquisition.



Liquidity and Capital Resources



As of September 30, 2013, we had total
current assets of $221,786. We had total current liabilities of $350 as of September 30, 2013.



Operating activities used $81,782 in cash
for the nine months ended September 30, 2013, as compared to providing $5,597 in cash for the nine months ended September 30, 2012.
Our net loss of ($82,907) for the nine months ended September 30, 2013 primarily accounted for our negative operating cash flow.
Financing activities during the nine months ended September 30, 2013 generated $40,291 in cash during the period resulting primarily
from a shareholder contribution.



As of September 30, 2013 and the date of
this report, we have insufficient cash to operate our business at the current level for the next twelve months and insufficient
cash to achieve our business goals. The success of our business plan is contingent upon us obtaining additional financing. We intend
to fund operations through debt and/or equity financing arrangements, which may be insufficient to fund our capital expenditures,
working capital, or other cash requirements. We do not have any formal commitments or arrangements for the sales of stock or the
advancement or loan of funds at this time. There can be no assurance that such additional financing will be available to us on
acceptable terms, or at all. Our failure to obtain financing would have a material adverse effect on our business.



Off Balance Sheet Arrangements



As of September 30, 2013, there were no
off balance sheet arrangements.



Going Concern



We have negative working capital and have
not yet received significant revenues. These factors create substantial doubt about our ability to continue as a going concern.
The financial statements do not include any adjustment that might be necessary if we are unable to continue as a going concern.
Our ability to continue as a going concern is dependent on generating cash from operations or through the sale of our common stock
and/or obtaining debt financing and attaining future profitable operations. Management’s plans include selling our equity
securities and obtaining debt financing to fund our capital requirement and ongoing operations; however, there can be no assurance
we will be successful in these efforts.



Item 3. Quantitative and Qualitative
Disclosures About Market Risk



A smaller reporting company is not required
to provide the information required by this Item.



Item 4.     Controls and Procedures



Disclosure Controls and Procedures



We carried out an evaluation of the effectiveness
of the design and operation of our disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e))
as of September 30, 2013. This evaluation was carried out under the supervision and with the participation of our Chief Executive
Officer and our Chief Financial Officer. Based upon that evaluation, our Chief Executive Officer and Chief Financial Officer concluded
that, as of September 30, 2013, our disclosure controls and procedures were not effective due to the presence of material weaknesses
in internal control over financial reporting.



A material weakness is a deficiency, or
a combination of deficiencies, in internal control over financial reporting, such that there is a reasonable possibility that a
material misstatement of the company’s annual or interim financial statements will not be prevented or detected on a timely
basis. Management has identified the following material weaknesses which have caused management to conclude that, as of September
30, 2013, our disclosure controls and procedures were not effective: (i) inadequate segregation of duties and effective risk assessment;
and (ii) insufficient written policies and procedures for accounting and financial reporting with respect to the requirements and
application of both US GAAP and SEC guidelines.



12







Remediation Plan to Address the Material Weaknesses in
Internal Control over Financial Reporting



Our company plans to take steps to enhance
and improve the design of our internal controls over financial reporting. During the period covered by this quarterly report on
Form 10-Q, we were not been able to remediate the material weaknesses identified above. To remediate such weaknesses, we plan to
implement the following changes: (i) appoint additional qualified personnel to address inadequate segregation of duties and ineffective
risk management; and (ii) adopt sufficient written policies and procedures for accounting and financial reporting. The remediation
efforts set out are largely dependent upon our securing additional financing to cover the costs of implementing the changes required.
If we are unsuccessful in securing such funds, remediation efforts may be adversely affected in a material manner.



Changes in Internal Control over Financial Reporting



No changes were made in our internal control
over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) of the Exchange Act) during our most recent fiscal
quarter that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.



PART II - OTHER INFORMATION



Item 1. Legal Proceedings



We are not a party to any pending legal proceeding. We are not
aware of any pending legal proceeding to which any of our officers, directors, or any beneficial holders of 5% or more of our voting
securities are adverse to us or have a material interest adverse to us.



Item 1A: Risk Factors



The “Risk Factors” contained
in our Current Report on Form 8-K/A filed with the SEC on November 13, 2013 are hereby incorporated by reference herein. Readers
are encouraged to read the Form 8-K/A including those risk factors.



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



None



Item 3. Defaults upon Senior Securities



None



Item 4. Mine Safety Disclosures



Not applicable.



Item 5. Other Information



None



Item 6. Exhibits



|Exhibit
        Number |  | Description of Exhibit                                                                                                                                                       
|---------------------- |  | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|31.1                   |  | Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002                            
|31.2                   |  | Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002                            
|32.1                   |  | Certification of Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002



13







SIGNATURES



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



|      | BioPharma Manufacturing Solutions, Inc.     |                
|----- | ------------------------------------------- | ---------------
|      |                                             |                
|Date: | April 9, 2014                               |                
|      |                                             |                
|      | By:                                         | /s/ Gary Riccio
|      | Gary Riccio                                 |                
|      | Title:President and Chief Executive Officer |                



14