Item 2.01. Completion of Acquisition or Disposition of Assets.

On June 15, 2021, (the "Effective Date"), a majority owned subsidiary of Balance Labs, Inc. (the "Company"), Krypto Ventures Inc. (formerly KryptoBank Co.), a Delaware corporation ("Krypto Ventures"), entered into a share exchange agreement (the "Share Exchange Agreement") with (i) W Technologies, Inc., a Delaware corporation ("W Tech"), (ii) each of the stockholders of Krypto Ventures (the "Krypto Ventures Stockholders") and (iii) Aleksandr Rubin as the representative of the Krypto Ventures Stockholders (the "Stockholders' Representative"). As a result of the Exchange, the Company now owns 46.1% of the issued and outstanding common stock of W Tech and the Company no longer owns any portion of Krypto Ventures Inc. outstanding common stock.

The Closing of the Share Exchange Agreement occurred on July 29, 2021. Pursuant to the terms of the Share Exchange Agreement, W Tech acquired 102,500,000 shares of Krypto Ventures' common stock, representing 100% of the issued and outstanding capital stock of Krypto Ventures, in exchange for the issuance to the Krypto Ventures Stockholders of 233,474,958 shares of the W Tech's common stock (the "Exchange"). Immediately prior to the closing of the Share Exchange Agreement, the Company owned 52,500,000 shares of common stock of Krypto Ventures which it exchanged for 119,584,736 shares of common stock of W Tech.

In connection with the transaction, the Company entered into a lockup agreement pursuant to which the Company agreed, among other things, that they will not sell or transfer (subject to certain customary exceptions) any shares of the W Tech's Common Stock for a period of 12 months following the Closing, and also agreed not to (i) offer for sale, sell, pledge or otherwise dispose of (or enter into any transaction or device that is designed to, or could be expected to, result in the disposition by any person at any time in the future of) any shares of the W Tech's Common Stock; (ii) enter into any swap or other derivatives transaction that transfers to another, in whole or in part, any of the economic benefits or risks of ownership of shares of the W Tech's Common Stock, whether any such transaction is to be settled by delivery of shares of the W Tech's Common Stock or other securities, in case or otherwise; or (iii) publicly disclose the intention to do any of the foregoing actions.

Item 9.01.Financial Statements and Exhibits.





  (a) Financial statements of business acquired.

The financial statements that may be required in connection with the closing of the Exchange Agreement are not included in this Current Report on Form 8-K. The Company will file any required financial statements within 71 calendar days after the date this Current Report on Form 8-K was required to be filed with the Securities and Exchange Commission.





  (b) Pro forma financial information.

The financial statements that may be required in connection with the closing of the Exchange Agreement are not included in this Current Report on Form 8-K. The Company will file any required financial statements within 71 calendar days after the date this Current Report on Form 8-K was required to be filed with the Securities and Exchange Commission.

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