UNITED STATES

SECURITIES AND
EXCHANGE COMMISSION

Washington, DC 20549



FORM 10-Q



|x                                            | Quarterly Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
|-------------------------------------------- | ---------------------------------------------------------------------------------------
|                                             |                                                                                        
|For the quarterly period ended June 30, 2014
|                                             |                                                                                        
| ̈                                            | 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.)



8001 Irvine Center
Dr., Suite 400

Irvine, California
92618

(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 August 11, 2014.













TABLE OF CONTENTS



|         |                                                                                           | Page
|-------- | ----------------------------------------------------------------------------------------- | ----
|         |                                                                                           |     
|         | PART I - FINANCIAL INFORMATION                                                            |     
|         |                                                                                           |     
|Item 1:  | Financial Statements (unaudited)                                                          |     
|Item 2:  | Management’s Discussion and Analysis of Financial Condition and Results
    of Operations | 9   
|Item 3:  | Quantitative and Qualitative Disclosures About Market Risk                                | 11  
|Item 4:  | Controls and Procedures                                                                   | 11  
|         |                                                                                           |     
|         | PART II - OTHER INFORMATION                                                               | 12  
|         |                                                                                           |     
|Item 1:  | Legal Proceedings                                                                         | 12  
|Item 1A: | Risk Factors                                                                              | 12  
|Item 2:  | Unregistered Sales of Equity Securities and Use of Proceeds                               | 12  
|Item 3:  | Defaults Upon Senior Securities                                                           | 12  
|Item 4:  | Mine Safety Disclosures                                                                   | 12  
|Item 5:  | Other Information                                                                         | 12  
|Item 6:  | Exhibits                                                                                  | 12  



2







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





|                                                                                                                            |  | June 30, 2014 |          |   | December 31, 2013 |  
|--------------------------------------------------------------------------------------------------------------------------- |  | ------------- | -------- | - | ----------------- | -
|                                                                                                                            |  | (unaudited)   |          |   | (audited)         |  
|ASSETS                                                                                                                      |  |               |          |   |                   |  
|Current assets                                                                                                              |  |               |          |   |                   |  
|Cash                                                                                                                        |  | $             | 78,611   |   |                   | $
|Accounts receivable                                                                                                         |  |               | 35,006   |   |                   |  
|Prepaid expense                                                                                                             |  |               | 2,534    |   |                   |  
|Deposit                                                                                                                     |  |               | 4,094    |   |                   |  
|Inventory                                                                                                                   |  |               | 20,787   |   |                   |  
|Current assets                                                                                                              |  |               | 141,032  |   |                   |  
|                                                                                                                            |  |               |          |   |                   |  
|Equipment, net                                                                                                              |  |               | 3,518    |   |                   |  
|                                                                                                                            |  |               |          |   |                   |  
|Total assets                                                                                                                |  | $             | 144,550  |   |                   | $
|                                                                                                                            |  |               |          |   |                   |  
|LIABILITY AND STOCKHOLDERS' EQUITY                                                                                          |  |               |          |   |                   |  
|                                                                                                                            |  |               |          |   |                   |  
|Current liability                                                                                                           |  |               |          |   |                   |  
|Accrued liability                                                                                                           |  | $             | 10,591   |   |                   | $
|Total liabilities                                                                                                           |  |               | 10,591   |   |                   |  
|                                                                                                                            |  |               |          |   |                   |  
|                                                                                                                            |  |               |          |   |                   |  
|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
    shares  issued and outstanding, respectively |  |               | 9,430    |   |                   |  
|Discount on common stock issued to shareholder                                                                              |  |               | (400     | ) |                   |  
|Additional paid-in capital                                                                                                  |  |               | 491,167  |   |                   |  
|Accumulated deficit                                                                                                         |  |               | (366,239 | ) |                   |  
|Total stockholders' equity                                                                                                  |  |               | 133,958  |   |                   |  
|Total liability and stockholders' equity                                                                                    |  | $             | 144,550  |   |                   | $

















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 OPERATIONS          
|Unaudited                                   



|                                            |  | For the threemonths ended June30, 2014 |            |   | For the threemonths ended June30, 2013 |   |            | For the six
    monthsended June 30,2014 |  |   | For the six
    monthsended June 30,2013 |  
|------------------------------------------- |  | -------------------------------------- | ---------- | - | -------------------------------------- | - | ---------- | ---------------------------------------- |  | - | ---------------------------------------- | -
|                                            |  |                                        |            |   |                                        |   |            |                                          |  |   |                                          |  
|Revenues                                    |  | $                                      | 26,557     |   |                                        | $ | -          |                                          |  | $ | 57,999                                   |  
|Cost of revenues                            |  |                                        | 22,060     |   |                                        |   | -          |                                          |  |   | 36,470                                   |  
|Gross profit                                |  |                                        | 4,497      |   |                                        |   | -          |                                          |  |   | 21,529                                   |  
|                                            |  |                                        |            |   |                                        |   |            |                                          |  |   |                                          |  
|Operating expenses                          |  |                                        | 71,695     |   |                                        |   | 30,832     |                                          |  |   | 135,498                                  |  
|                                            |  |                                        |            |   |                                        |   |            |                                          |  |   |                                          |  
|Loss before income tax                      |  |                                        | (67,198    | ) |                                        |   | (30,832    | )                                        |  |   | (113,969                                 | )
|                                            |  |                                        |            |   |                                        |   |            |                                          |  |   |                                          |  
|Income tax                                  |  |                                        | -          |   |                                        |   | -          |                                          |  |   | -                                        |  
|                                            |  |                                        |            |   |                                        |   |            |                                          |  |   |                                          |  
|Net loss                                    |  | $                                      | (67,198    | ) |                                        | $ | (30,832    | )                                        |  | $ | (113,969                                 | )
|                                            |  |                                        |            |   |                                        |   |            |                                          |  |   |                                          |  
|Loss per share - basic and diluted          |  | $                                      | (0.00      | ) |                                        | $ | (0.00      | )                                        |  | $ | (0.00                                    | )
|                                            |  |                                        |            |   |                                        |   |            |                                          |  |   |                                          |  
|Weighted average shares - basic and diluted |  |                                        | 94,300,000 |   |                                        |   | 94,300,000 |                                          |  |   | 94,300,000                               |  



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



4







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



|                                                                           |  | For the six months
 ended
June 30, 2014 |          |   | For the six months
     ended June 30, 
2013 |  
|-------------------------------------------------------------------------- |  | --------------------------------------- | -------- | - | -------------------------------------------- | -
|OPERATING ACTIVITIES                                                       |  |                                         |          |   |                                              |  
|Net loss                                                                   |  | $                                       | (113,969 | ) |                                              | $
|Adjustments to Reconcile Net Loss to Net Cash Used in Operating Activities |  |                                         |          |   |                                              |  
|Depreciation and Amortization                                              |  |                                         | 689      |   |                                              |  
|Expenses paid by shareholder                                               |  |                                         | 28,757   |   |                                              |  
|Changes in operating assets and liabilities                                |  |                                         |          |   |                                              |  
|Accounts receivable                                                        |  |                                         | (35,006  | ) |                                              |  
|Prepaid expense                                                            |  |                                         | (2,534   | ) |                                              |  
|Inventory                                                                  |  |                                         | (11,051  | ) |                                              |  
|Accrued liability                                                          |  |                                         | 10,241   |   |                                              |  
|Net cash used in operating activities                                      |  |                                         | (122,873 | ) |                                              |  
|                                                                           |  |                                         |          |   |                                              |  
|INVESTING ACTIVITIES                                                       |  |                                         |          |   |                                              |  
|Purchase of equipment                                                      |  |                                         | (770     | ) |                                              |  
|                                                                           |  |                                         |          |   |                                              |  
|Total cash flows used in investing activities                              |  |                                         | (770     | ) |                                              |  
|                                                                           |  |                                         |          |   |                                              |  
|FINANCING ACTIVITIES                                                       |  |                                         |          |   |                                              |  
|Proceeds from stockholders' additional paid-in capital                     |  |                                         | -        |   |                                              |  
|Redemption of common stock                                                 |  |                                         | -        |   |                                              |  
|Net cash provided by financing activities                                  |  |                                         | -        |   |                                              |  
|                                                                           |  |                                         |          |   |                                              |  
|Net decrease in cash                                                       |  |                                         | (123,643 | ) |                                              |  
|                                                                           |  |                                         |          |   |                                              |  
|Cash, beginning of period                                                  |  |                                         | 202,254  |   |                                              |  
|                                                                           |  |                                         |          |   |                                              |  
|Cash, end of period                                                        |  | $                                       | 78,611   |   |                                              | $



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



5





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 and custom
manufactured process equipment to major biotech and pharmaceutical companies in the life sciences industry. The Company intends
to take its clients’ manufacturing goals from concept to 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.



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 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, 2013 (2013 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 $366,239 from inception through June 30, 2014. 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 unaudited 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 generating enough revenues to support
operations, 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 unaudited
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.



Use of Estimates



In preparing these unaudited 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.





6







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



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 June 30, 2014 and December 31, 2013.



Concentration of Credit Risk



Financial instruments that potentially subject the Company
to concentrations of credit risk consist principally of cash. 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.



The Company has a general credit policy of net 60 days. As
of June 30, 2014, the Company has outstanding accounts receivable balance of $8,449 from a related party sales transaction. The
balance has been outstanding for more than 90 days.



Inventory



Inventory is stated at the lower of cost or market. Inventory
consists primarily of purchased equipment which will be sold to clients as part of engineering consulting services.



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 $689 and $0 in the six month periods ended June 30, 2014 and 2013, respectively.



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
resale to customers when providing engineering consulting services.



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 June 30, 2014 and December 31, 2013, 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.

7







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



Adopted



In February 2013, FASB issued ASU  2013-04, Obligations
Resulting from Joint and Several Liability Arrangements for Which the Total Amount of the Obligation is Fixed at the Reporting
Date.The objective of the amendments in this update is to provide guidance for the recognition, measurement, and
disclosure of obligations resulting from joint and several liability arrangements for which the total amount of the obligation
within the scope of this guidance is fixed at the reporting date, except for those obligations addressed within existing guidance
in U.S. GAAP.  The amendment requires an entity to measure obligations resulting from joint and several liability arrangements
for which the total amount of the obligation within the scope of this guidance is fixed at the reporting date as the sum of the
amount the reporting entity agreed to pay on the basis of its arrangement among its co-obligors and an additional amount the reporting
entity expects to pay on behalf of its co-obligors.  The entity is required to disclose the nature and amount of the
obligation as well as other information about those obligations.  The Company adopted this ASU as of January 1, 2014.  This
adoption did not have an effect on our financial statements.



Not Adopted



In April 2014, the FASB issued ASU 2014-08, Reporting
Discontinued Operations and Disclosures of Disposals of Components of an Entity to reduce diversity in practice for reporting
discontinued operations. Under the previous guidance, any component of an entity that was a reportable segment, an operating segment,
a reporting unit, a subsidiary, or an asset group was eligible for discontinued operations presentation. The revised guidance
only allows disposals of components of an entity that represent a strategic shift (e.g., disposal of a major geographical area,
a major line of business, a major equity method investment, or other major parts of an entity) and that have a major effect on
a reporting entity’s operations and financial results to be reported as discontinued operations. The revised guidance also
requires expanded disclosure in the financial statements for discontinued operations as well as for disposals of significant components
of an entity that do not qualify for discontinued operations presentation. The updated guidance is effective for periods beginning
after December 15, 2014. The Company currently has no operations that are reported as discontinued operations and does not
expect the adoption of this guidance to have a material effect on its financial position, results of operations, or cash flows.



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.





8







3. RELATED PARTY TRANSACTIONS



During the six months period ended June 30, 2014, the Company’s
President paid certain operating expenses, consisting of salaries and overhead expenses, on behalf of the Company. These expenses
amounted to $28,757 and have been recorded to additional paid-in capital as a shareholder contribution.



As of June 30, 2014, the Company has one related-party customer,
GMR Engineering. Sales to GMR engineering for the three months and six months ended June 30, 2014 was $5,951 and $16,211, respectively.



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.



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.
Gary Riccio, who is the sole director and officer of the Company, resigned as an officer and director of GMR Engineering effective
December 31, 2013.



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 became effective on
June 18, 2014.



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 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 ($366,239) from inception to June 30, 2014. 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.



9







Results of Operations for the Three and Six Months Ended
June 30, 2014 and 2013

BioPharma Manufacturing Solutions, Inc.

Summary of Results of Operations



|                                            |  | For the three
    months ended June
    30, 2014 |            |   | For the three
    months ended June
    30, 2013 |   |            | For the six
    months
    ended June 30, 2014 |  |   | For the six
    months
    ended June 30, 2013 |  
|------------------------------------------- |  | ------------------------------------------------ | ---------- | - | ------------------------------------------------ | - | ---------- | ---------------------------------------------- |  | - | ---------------------------------------------- | -
|                                            |  |                                                  |            |   |                                                  |   |            |                                                |  |   |                                                |  
|Revenues                                    |  | $                                                | 26,557     |   |                                                  | $ | -          |                                                |  | $ | 57,999                                         |  
|Cost of revenues                            |  |                                                  | 22,060     |   |                                                  |   | -          |                                                |  |   | 36,470                                         |  
|Gross profit                                |  |                                                  | 4,497      |   |                                                  |   | -          |                                                |  |   | 21,529                                         |  
|                                            |  |                                                  |            |   |                                                  |   |            |                                                |  |   |                                                |  
|Operating expenses                          |  |                                                  | 71,695     |   |                                                  |   | 30,832     |                                                |  |   | 135,498                                        |  
|                                            |  |                                                  |            |   |                                                  |   |            |                                                |  |   |                                                |  
|Loss before income tax                      |  |                                                  | (67,198    | ) |                                                  |   | (30,832    | )                                              |  |   | (113,969                                       | )
|                                            |  |                                                  |            |   |                                                  |   |            |                                                |  |   |                                                |  
|Income tax                                  |  |                                                  | -          |   |                                                  |   | -          |                                                |  |   | -                                              |  
|                                            |  |                                                  |            |   |                                                  |   |            |                                                |  |   |                                                |  
|Net loss                                    |  | $                                                | (67,198    | ) |                                                  | $ | (30,832    | )                                              |  | $ | (113,969                                       | )
|                                            |  |                                                  |            |   |                                                  |   |            |                                                |  |   |                                                |  
|Loss per share - basic and diluted          |  | $                                                | (0.00      | ) |                                                  | $ | (0.00      | )                                              |  | $ | (0.00                                          | )
|                                            |  |                                                  |            |   |                                                  |   |            |                                                |  |   |                                                |  
|Weighted average shares - basic and diluted |  |                                                  | 94,300,000 |   |                                                  |   | 94,300,000 |                                                |  |   | 94,300,000                                     |  



Operating Loss; Net Loss



Our net loss increased from $30,832 to
$67,198 for the three months ended June 30, 2014 compared to June 30, 2013, and increased from $74,992 to $113,969 for the six
months ended June 30, 2014 compared to June 30, 2013. The increase in net loss compared to the prior year period is primarily
a result of increase in our operating expenses partially offset by an increase in gross profit.



Revenue



Our revenues for the three months ended
June 30, 2014 were $26,557 compared to $0 for the three months ended June 30, 2013, and were $57,999 for the six months ended
June 30, 2014 compared to $0 for the six months ended June 30, 2013.



Cost of Goods Sold



Our cost of goods sold for the three months
ended June 30, 2014 were $22,060 compared to $0 for the three months ended June 30, 2013.  Our cost of goods sold for the
six months ended June 30, 2014 were $36,470 compared to $0 for the six months ended June 30, 2013.  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.



Operating Expenses



Operating expenses increased by $40,863
to $71,695 for the three months ended June 30, 2014, from $30,832 for the three months ended June 30, 2013. The main components
of operating expenses during the three months ended June 30, 2014 were $27,310 in accounting and legal fees, $12,000 in salaries,
$8,219 in corporate and SEC filing fees and $14,093 in sales and marketing expenses. The main components of operating expenses
during the three months ended June 30, 2013 were $12,980 in accounting and legal fees, $12,000 in salaries, $744 in corporate
and SEC filing fees and $2,095 in sales and marketing expenses.



Operating expenses increased by $60,506
to $135,498 for the six months ended June 30, 2014, from $74,992 for the six months ended June 30, 2013. The main components of
operating expenses during the six months ended June 30, 2014 were $56,810 in accounting and legal fees, $24,000 in salaries, $9,251
in corporate and SEC filing fees and $16,201 in sales and marketing expenses. The main components of operating expenses during
the six months ended June 30, 2013 were $32,542 in accounting and legal fees, $24,000 in salaries, $3,342 in corporate and SEC
filing fees and $2,095 in sales and marketing expenses.





10







Liquidity and Capital Resources



As of June 30, 2014, we had total current
assets of $141,032 and we had total current liabilities of $10,591.



Operating activities used $122,873 in
cash for the six months ended June 30, 2014, as compared to using $93,856 in cash for the six months ended June 30, 2013.



Our net loss was ($113,969) for the six
months ended June 30, 2014 compared to a net loss of ($74,992) for the six months ended June 30, 2013. Our increase in net loss
was primarily the result of an increase in operating expenses.



Investing activities during the six months
ended June 30, 2014 used $770 in cash due to purchase of equipment compared to $0 for the six months ended June 30, 2013.



Financing activities during the six months
ended June 30, 2014 was $0 compared to $26,962 generated during the six months ended June 30, 2013 from proceeds from stockholder’s
additional paid in capital.



As of June 30, 2014 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 June 30, 2014, there were no off
balance sheet arrangements.



Going Concern



We have an accumulated deficit, negative
cash flow from operations 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



Evaluation of Disclosure Controls
and Procedures



Under the supervision and with the participation
of our principal executive officer and principal financial officer (who is the same person), we conducted an evaluation of our
disclosure controls and procedures, as such term is defined under Rule 13a-15(e) promulgated under the Securities Exchange
Act of 1934, as amended. Based on this evaluation, our principal executive officer and our principal financial officer (who is
the same person) concluded that our disclosure controls and procedures were effective as of the end of the period covered by this
Quarterly Report.



This Quarterly Report does not include
an attestation report of the Company's registered public accounting firm regarding internal control over financial reporting.
As a smaller reporting company, management's report was not subject to attestation by the Company's registered public accounting
firm.



Changes in Internal Control over
Financial Reporting



There have been no changes in our internal
control over financial reporting during the first quarter of fiscal 2014 that have materially affected, or are reasonably likely
to materially affect, our internal control over financial reporting.





11







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 Annual Report on Form 10-K filed with the SEC on March 31, 2014 are hereby incorporated by reference herein. Readers are
encouraged to read the Form 10-K 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



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: | August 14, 2014                             |                
|      |                                             |                
|      | By:                                         | /s/ Gary Riccio
|      | Gary Riccio                                 |                
|      | Title:President and Chief Executive Officer |                





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