What changed in this filing

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Item 1. Financial Statements

2024-11-14 compared with 2024-08-14 · 549 added, 467 removed, 507 unchanged (67% of the section changed)

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thousands, except for share and per share amounts)

June 30, 2024 and Audited December 31, 2023)

June 30, 2024

September 30, 2024 and Audited December 31, 2023)

September 30, 2024

December 31, 2023

Current assets:

Cash and cash

Cash and cash equivalents

Marketable securities

Funds receivable from New

Jersey net operating loss

expenses and other current assets

current assets

Funds receivable from New Jersey net operating loss

Prepaid expenses and other current assets

Total current assets

Property and equipment, net

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Patent and trademark rights, net

LIABILITIES AND STOCKHOLDERS’

LIABILITIES AND STOCKHOLDERS’ EQUITY

Current liabilities:

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Accrued expenses

Current portion of operating

lease liability

portion of note payable, net

current liabilities

Current portion of operating lease liability

Current portion of note payable, net

Total current liabilities

Long-term liabilities:

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Note payable, net

Total liabilities

Commitments and contingencies (Notes 13 and 14)

Stockholders’ equity:

Series A Junior Participating Preferred

Stock, $ 0.001

par value, 4,000,000 and 250,000 shares authorized as of June 30, 2024, and December 31, 2023, respectively:

issued and outstanding

Series B Convertible Preferred Stock, stated

value $ 1,000 per share, 10,000 shares authorized;

no issued and outstanding as of June 30, 2024 and 689 issued and outstanding as

December 31, 2023

Common Stock, $ 0.001 par value, authorized

shares - 350,000,000 ;

issued and outstanding shares 57,136,680 and 49,102,484 as of June 30, 2024 and December 31, 2023, respectively

Series A Junior Participating Preferred Stock, $ 0.001 par value, 4,000,000 and 250,000 shares authorized as of September 30, 2024, and December 31, 2023, respectively:

issued and outstanding – none

Series B Convertible Preferred Stock, stated value $ 1,000 per share, 10,000 shares authorized;

no issued and outstanding as of September 30, 2024 and 689 issued and outstanding as December 31, 2023

Convertible preferred stock, value

Common Stock, $ 0.001 par value, authorized shares - 350,000,000 ;

issued and outstanding shares 58,668,647 and 49,102,484 as of September 30, 2024 and December 31, 2023, respectively

Additional paid-in capital

Accumulated deficit

stockholders’ equity

liabilities and stockholders’ equity

Total stockholders’ equity

Total liabilities and stockholders’ equity

accompanying notes to consolidated financial statements.

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thousands, except share and per share data)

months ended June 30,

treatment programs - US

Three months ended September 30,

Nine months ended September 30,

Clinical treatment programs - US

Total Revenues

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Research and development

and administrative

General and administrative

Total Costs and Expenses

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Interest and other income

Interest expense and other

finance costs

(Loss) on sale of fixed

Interest expense and other finance costs

Gain on sale of fixed assets

(Loss) on warrant issuance

from sale of income tax operating losses

Gain from sale of income tax operating losses

Basic and diluted loss per share

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Statements of Changes in Stockholders’ Equity

the Six Months Ended June 30, 2024 and 2023

the Nine Months Ended September 30, 2024 and 2023

thousands except share data)

Preferred Shares

other Comprehensive

Accumulated other

Comprehensive

Income (Loss)

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Common stock issuance, net of costs

Issuance of w arrants

Issuance of warrants

Equity-based compensation

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$ ( 417,161 )

Preferred Shares

Common stock issuance, net of costs

Issuance of warrants

Equity-based compensation

Series B preferred shares expired

Net comprehensive loss

Balance September 30, 2024

$ ( 420,861 )

Accumulated other

Comprehensive

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Equity-based compensation

Series B preferred shares converted to common

Series B preferred shares converted to common shares

Net comprehensive loss

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$ ( 384,207 )

Common stock issuance, net of costs

Equity-based compensation

Series B preferred shares converted to common

Series B preferred shares converted to common shares

Net Comprehensive loss

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$ ( 389,116 )

Common stock issuance, net of costs

Equity-based compensation

Series B preferred shares converted to common shares

Net Comprehensive loss

Balance September 30, 2023

$ ( 396,932 )

accompanying notes to consolidated financial statements.

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Statements of Cash Flows

the Six Months Ended June 30, 2024 and 2023

the Nine Months Ended September 30, 2024 and 2023

Cash flows from operating activities:

Adjustments to reconcile net loss to net cash

used in operating activities:

Depreciation of property

and equipment

Amortization of patent,

trademark rights

Adjustments to reconcile net loss to net cash used in operating activities:

Depreciation of property and equipment

Abandonment of patent and trademark rights

Amortization of patent, trademark rights

Changes in right of use assets

Gain from sale of income

tax operating losses

Gain from sale of income tax operating losses

Equity-based compensation

Loss (gain) on sale of

marketable securities

(Gain) loss on sale of marketable securities

Loss on issuance of warrants

Amortization of financial

Amortization of financial obligation

Change in assets and liabilities:

Funds receivable from New

Jersey net operating loss

Prepaid expenses and other

current assets and other non-current assets

Other receivables

Funds receivable from New Jersey net operating loss

Prepaid expenses and other current assets and other non-current assets

Lease liability

Accounts payable

Net cash used in operating

Accrued expenses

Net cash used in operating activities

Cash flows from investing activities:

Proceeds from sale of marketable

Purchase of marketable

Proceeds from sale of property

and equipment

of patent and trademark rights

Proceeds from sale of marketable securities

Purchase of marketable securities

(Purchase of) property and equipment

Purchase of patent and trademark rights

Net cash provided by (used in) investing activities

Cash flows from financing activities:

Proceeds from sale of stock,

net of issuance costs

from note payable, net of issuance costs

Proceeds from sale of stock, net of issuance costs

Proceeds from note payable, net of issuance costs

Proceeds from issuance of equity warrants

Net cash provided by

financing activities

Net cash provided by financing activities

Net decrease in cash and cash equivalents

Cash and cash equivalents

at beginning of period

Cash and cash equivalents

at end of period

Supplemental disclosures of non-cash investing

and financing cash flow information:

lease-Right of Use Assets

gain on marketable securities

of Series B preferred

Cash and cash equivalents at beginning of period

Cash and cash equivalents at end of period

Supplemental disclosures of non-cash investing and financing cash flow information:

Operating lease-Right of Use Assets

Unrealized gain (loss) on marketable securities

Conversion of Series B preferred

Conversion of note payable interest into shares

accompanying notes to consolidated financial statements.

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and its subsidiaries (collectively, “AIM”, “Company”, “we” or “us”) are

an immuno-pharma company headquartered in Ocala, Florida, and focused on the research and development of therapeutics to treat multiple

an immuno-pharma company headquartered in Ocala, Florida, focused on the research and development of therapeutics to treat multiple

types of cancers, viral diseases and immune-deficiency disorders.

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C12U polynucleotides, respectively.

Additionally, our relationship with Polysciences Inc.

(“Polysciences”) continues and

R&D development of polymer manufacture is ongoing.

the opinion of management, all adjustments necessary for a fair presentation of its consolidated financial statements have been included.

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and trademark valuations, stock-based compensation calculations, fair value of warrants, and contingency accruals.

and Going Concern

accompanying unaudited condensed consolidated financial statements have been prepared assuming the Company will continue as a going concern.

The going concern basis of presentation assumes that the Company will continue in operation one year after the date these financial statements

are issued and will be able to realize its assets and discharge its liabilities and commitments in the normal course of business.

to the requirements of the Financial Accounting Standards Board’s (the “FASB”) Accounting Standards Codification (“ASC”)

Topic 205-40, Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern, management must evaluate whether

there are conditions or events, considered in the aggregate, that raise substantial doubt about the Company’s ability to continue

as a going concern for one year from the date these financial statements are issued.

This evaluation does not take into consideration

the potential mitigating effect of management’s plans that have not been fully implemented or are not within control of the Company

as of the date the financial statements are issued.

When substantial doubt about the Company’s ability to continue as a going concern

exists, management evaluates whether the mitigating effect of its plans sufficiently alleviates the substantial doubt.

The mitigating

effect of management’s plans, however, is only considered if both (1) it is probable that the plans will be effectively implemented

within one year after the date that the financial statements are issued, and (2) it is probable that the plans, when implemented, will

mitigate the relevant conditions or events that raise substantial doubt about the Company’s ability to continue as a going concern

within one year after the date that the financial statements are issued.

Company’s principal source of liquidity is its cash and cash equivalents, marketable securities, and proceeds from financing

activities to provide the necessary funding to meet our obligations as they become due.

The Company has suffered losses from

operations and net cash used on operating activities for the nine-month period ended September 30, 2024, and has a working capital

deficit as of September 30, 2024.

Additionally, the Company’s stockholders’ equity was below the minimum requirements

for continued listing on the New York Stock Exchange American (“NYSE American”).

These conditions raise substantial

doubt regarding the Company’s ability to continue as a going concern for a period of at least one year from the date of

issuance of these unaudited condensed consolidated financial statements.

Management evaluated the conditions, and the significance

of these conditions related to the Company’s ability to meet its obligations and determined that the primary cause of the

deficit was related to certain accounts payable which the Company is currently in negotiations with the vendor.

These negotiations

are ongoing and could result in significant amounts which could partially alleviate the negative working capital.

There is no assurance as to the timing or outcome of these efforts.

If the Company is unable to implement

sufficient mitigation efforts, the Company may be forced to limit its business activities or be unable to continue as a going

concern, which would have a material adverse effect on its results of operations and financial condition.

Cash and Cash Equivalents

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maturity of three months or less to be cash equivalents.

At various times throughout the six months ended June 30, 2024, some accounts

At various times throughout the nine months ended September 30, 2024, some accounts

held at financial institutions were in excess of the federally insured limit of $ 250,000 .

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on these accounts and believes credit risk to be minimal.

Net Loss Per Share

and diluted net loss per share is computed using the weighted average number of shares of common stock outstanding during the

Equivalent common shares, consisting of stock options and warrants which amounted to 11,202,957 and 73,524 for the three months

ended June 30, 2024, and 2023, respectively;

and 14,589,746 and 2,595,914

shares for the six months ended June 30, 2024 and 2023, respectively, are excluded from the calculation of diluted net loss per

share since their effect is anti-dilutive.

Marketable Securities

securities consist of mutual funds.

At September 30, 2024 and December

31, 2023, it was determined that none of the marketable securities had an other-than-temporary impairment.

At September 30, 2024 and December

31, 2023, all securities were measured as Level 1 instruments of the fair value measurements standard (See Note 12:

30, 2024, and December 31, 2023 the Company held $ 6,287,000

and $ 7,631,000 respectively, in mutual funds.

Mutual Funds classified as available for sale consisted of $ 6,287,000 at September 30, 2024.

The net gain recognized for the three-month

period ended September 30, 2024 on equity securities was $273,000.

The net losses recognized for the three-month period ended September

30, 2024 on equity securities sold during the period were ($59,000).

The unrealized gains recognized for the three-month period

ended September 30, 2024 on equity securities still held was $332,000.

The net gain recognized for the nine-month period ended September

30, 2024 on equity securities was $96,000.

The net losses recognized for the nine-month period ended September 30, 2024 on equity

securities sold during the period were ($277,000).

The unrealized gains recognized for the nine-month period ended September 30,

2024 on equity securities still held was $373,000.

Mutual Funds classified as available for sale consisted of $ 7,631,000 at December 31, 2023.

The net loss recognized for the three-month

period ended September 30, 2023 on equity securities was ($309,000).

The net losses recognized for the three-month period ended

September 30, 2023 on equity securities sold during the period were ($42,000).

The unrealized losses recognized during the three-month

period ended September 30, 2023 on equity securities still held was ($267,000).

The net losses recognized for the nine-month

period ended September 30, 2023 on equity securities was ($201,000).

The net losses recognized for the nine-month period ended

September 30, 2023 on equity securities sold during the period were ($130,000).

The unrealized losses recognized during the nine-month

period ended September 30, 2023 on equity securities still held was ($71,000).

Property and Equipment, net

of Property and Equipment

(in thousands)

September 30, 2024

December 31, 2023

Furniture, fixtures, and equipment

accumulated depreciation

Property and equipment, net

and equipment are recorded at cost.

Depreciation and amortization are computed using the straight-line method over the estimated useful

lives of the respective assets, ranging from three to ten years .

Depreciation expense for the nine months ending September 30, 2024 and

September 30, 2023 was $ 28,000 and $ 30,000 , respectively.

Patents, and Trademark Rights, Net

and trademark rights consist of the following (in thousands):

of Patent and Trademark Rights

September 30, 2024

December 31, 2023

Gross Carrying Value

Accumulated Amortization

Net Carrying Value

Gross Carrying Value

Accumulated Amortization

Net Carrying Value

Net amortizable patents and trademarks rights

and trademark rights acquisitions, abandonments and amortization:

Schedule of Changes in

Patents, Trademark Rights

December 31, 2023

Abandonments and expirations

September 30, 2024

and trademarks are stated at cost (primarily legal fees) and are amortized using the straight-line method over an estimated useful life

of 17 years for patents and 10 years for trademarks.

The weighted remaining average amortization period is approximately 12 years for

patents and 6 years for trademarks, respectively.

The company expenses annuity costs related to its trademarks and patents.

of patents and trademarks for each of the next five years and thereafter is as follows (in thousands):

of Amortization of Patents and Trademarks

Year Ending December 31,

Accrued Expenses

expenses consist of the following:

of Accrued Expenses

(in thousands)

September 30, 2024

December 31, 2023

Professional fees

Clinical trial expenses

Other expenses

Unsecured Promissory Note

February 16, 2024, the Company (“Borrower”) entered into a Note Purchase Agreement with Streeterville Capital LLC

(“Streeterville” or the “Lender”).

Under the terms of the agreement, Streeterville paid the Company $ 2,500,000

in exchange for an unsecured promissory Note with an Original Issue Discount of $ 781,250 .

The Company will pay $ 3,301,250

consisting of the principal amount of the Note, together with the original issue discount and $ 20,000

of lender transaction fees, no later than February 16, 2026.

The stated interest rate of the note is 10 %.

There was no debt at December 31, 2023.

Schedule of Long Term Debt

Debt schedule at September 30, 2024 (in thousands)

Long-term debt

Unamortized Original issue discount

Unamortized Financing fees

Unamortized discount and debt issuance costs

Less current portion of long-term debt, net

Long-term debt, net

Interest expense related to long-term debt was $ 226,000 at

September 30, 2024.

Amortization expenses related to long-term debt was $ 232,000 at September 30, 2024.

This consisted of $ 226,000 in

original issue discount and $ 6,000 for loan fee amortization.

Future maturities of long-term debt at September 30, 2024 were $ 750,000

for fiscal years ending December 31, 2024 and $ 2,551,000 for fiscal years ending December 31, 2025.

portion of long-term debt of approximately $3,000,000 is net of the current portion of debt

discount of approximately $397,000 and the current portion of debt origination costs of approximately

$10,000 as of September 30, 2024.

(2) Long-term

portion of debt of approximately $301,000 is net of the long-term portion of debt discount

of approximately $159,000 and the unamortized debt origination costs of approximately $3,000

as of September 30, 2024.

Current portion of long-term debt of approximately $ 3,000,000 is net of the current portion of debt discount of approximately $ 397,000 and the current portion of debt origination costs of approximately $ 10,000 as of September 30, 2024.

Long-term portion of debt of approximately $ 301,000 is net of the long-term portion of debt discount of approximately $ 159,000 and the unamortized debt origination costs of approximately $ 3,000 as of September 30, 2024.

agreement allows the Lender to redeem up to $250,000 per calendar month beginning in August 2024, upon providing written notice to Borrower.

The Note further contains triggering events which can be remedied by the Lender requiring the Borrower to correct the triggering event,

increasing the outstanding balance by applying the triggering effect, or making the Note immediately due and payable.

Equity-Based Compensation

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Performance Cash Awards, and (viii) Other Stock Awards.

Initially, a maximum of 7,000,000

After taking into account the 44:1 reverse stock split which was effected in

June 2019, initially, a maximum of 230,390

shares of common stock were reserved for potential issuance pursuant to awards under the 2018 Equity Incentive Plan.

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stock (the “2018 Plan Evergreen Provision”).

On August 3, 2020 and July 1, 2021, 2022 and 2023, the number of shares of

the Company’s common stock available for grant and issuance under the 2018 Equity Incentive Plan increased by 979,311

On August 3, 2020, and July 1, 2021, 2022, 2023 and 2024, the number of

shares of the Company’s common stock available for grant and issuance under the 2018 Equity Incentive Plan increased by 685,012

shares, 956,660

shares, 960,976

shares and 968,389

shares, 968,389

and 1,142,733

shares, respectively.

As a result of the 2018 Plan Evergreen Provisions, a maximum of 5,167,160

shares of Common Stock is reserved for potential issuance pursuant to awards under the 2018 Equity Incentive Plan as of January 1,

shares of common stock is reserved for potential issuance pursuant to awards under the 2018 Equity Incentive Plan as of September

Unless sooner terminated, the 2018 Equity Incentive Plan will continue in effect for a period of 10

years from its effective date.

During the fiscal year ending December 31, 2018 the Board of Directors (the “Board”)

issued 1,189,284

During the fiscal year ended December 31, 2018, the Board of Directors issued 1,189,284

options to each employee, the officers and directors at the exercise price of $ 9.68

expiring in 10

years (27,028 options post reverse split) .

During the fiscal year ending December 31, 2019, 1,727,756

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for a period of ten

years with a vesting period of one year.

years with a vesting period of one year (39,266 options post reverse split).

During the fiscal year ending December 31, 2020, 1,025,000

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for a period of ten

years with a vesting period of one year During the fiscal year ending December 31, 2021, 613,512

years with a vesting period of one year.

During the fiscal year ending December 31, 2021, 613,512

options were issued to officers, directors and consultants with an exercise price range of $ 1.11

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During the fiscal year ending December 31, 2023, 400,000

options were issued to officers with an exercise price range of $ 0.47

options were issued to officers with an exercise price of $ 0.47

for a period of ten

years with a vesting period of one year.

During the six months ended June 30, 2024 there were no

During the nine months ended September 30, 2024 there were no

options issued.

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data to estimate expected dividend yield, expected life and forfeiture rates.

During the six months ended June 30, 2024 and 2023, there

were no options granted.

options activity during the three months ended June 30, 2024, was as follows:

During the nine months ended September 30, 2024, and 2023,

there were no options granted.

options activity during the three months ended September 30, 2024, was as follows:

option activity for employees:

of Stock Option Activity

Outstanding March 31, 2024

Outstanding June 30, 2024

Vested and expected

to vest June 30, 2024

Exercisable June 30, 2024

Outstanding September 30, 2024

Vested and expected to vest September 30, 2024

Exercisable September 30, 2024

stock option activity for employees:

of Unvested Stock Option Activity

Unvested March 31, 2024

Unvested June 30, 2024

Unvested September 30, 2024

option activity for non-employees:

of Stock Option Activity

Outstanding March 31, 2024

Outstanding June 30, 2024

Vested and expected

to vest June 30, 2024

Exercisable June 30, 2024

Outstanding September 30, 2024

Vested and expected to vest September 30, 2024

Exercisable September 30, 2024

stock option activity for non-employees:

of Unvested Stock Option Activity

Unvested March 31, 2024

Unvested June 30, 2024

compensation expense was approximately $ 80,000 and $ 50,000 for the three months ended June 30, 2024 and 2023, resulting in a decrease

Unvested September 30, 2024

compensation expense was approximately $ 80,000 and $ 50,000 for the three months ended September 30, 2024, and 2023, resulting in an increase

in general and administrative expenses, respectively.

stock option activity during the six months ended June 30, 2024, was as follows:

stock option activity during the nine months ended September 30, 2024, was as follows:

option activity for employees:

Outstanding January 1, 2024

Outstanding June 30, 2024

Vested and expected

to vest June 30, 2024

Exercisable June 30, 2024

Outstanding September 30, 2024

Vested and expected to vest September 30, 2024

Exercisable September 30, 2024

stock option activity for employees:

Unvested January 1, 2024

Unvested June 30, 2024

Unvested September 30, 2024

option activity for non-employees:

Outstanding January 1, 2024

Outstanding June 30, 2024

Vested and expected

to vest June 30, 2024

Exercisable June 30, 2024

Outstanding September 30, 2024

Vested and expected to vest September 30, 2024

Exercisable September 30, 2024

stock option activity for non-employees:

Unvested January 1, 2024

Unvested June 30, 2024

compensation expense was approximately $ 160,000 and $ 132,000 for the six months ended June 30, 2024 and 2023, respectively.

June 30, 2024, and 2023, respectively, there was approximately $ 134,000 and $ 85,000 of unrecognized equity-based compensation cost related

to options granted under the Equity Incentive Plan.

Marketable Securities

securities consist of mutual funds.

At June 30, 2024 and December 31, 2023, it was determined that none of the marketable securities

had an other-than-temporary impairment.

At June 30, 2024 and December 31, 2023, all securities were measured as Level 1 instruments of

the fair value measurements standard (See Note 11:

At June 30, 2024, and December 31, 2023 the Company held $ 6,507,000 and

$ 7,631,000 respectively, in mutual funds.

Funds classified as available for sale consisted of:

of Available of Sale

Schedule of Equity Securities

Net gain recognized during the

period on equity securities

Net gains and

losses recognized during the period on equity securities sold during the period

Unrealized gains and

losses recognized during the reporting period on equity securities still held at the reporting date

Funds classified as available for sale consisted of:

For the six months ended

Net losses recognized during the

period on equity securities

Net gains and

losses recognized during the period on equity securities sold during the period

Unrealized gains and

losses recognized during the reporting period on equity securities still held at the reporting date

Accrued Expenses

expenses consist of the following:

of Accrued Expenses

Professional fees

Clinical trial expenses

Other expenses

Property and Equipment, net

of Property and Equipment

Furniture, fixtures, and equipment

accumulated depreciation

Property and equipment,

and equipment are recorded at cost.

Depreciation and amortization are computed using the straight-line method over the estimated useful

lives of the respective assets, ranging from three to ten years.

Depreciation expense for the six months ending June 30, 2024 and June

30, 2023 was $ 18,000 and $ 21,000 , respectively.

Patents, and Trademark Rights, Net

and trademark rights consist of the following (in thousands):

of Patent and Trademark Rights

Carrying Value

Net amortizable patents

and trademarks rights

and trademark rights acquisitions, abandonments and amortization:

Schedule of Changes in

Patents, Trademark Rights

December 31, 2023

June 30, 2024

and trademarks are stated at cost (primarily legal fees) and are amortized using the straight-line method over an estimated useful life

of 17 years for patents and 10 years for trademarks.

The weighted remaining average amortization period is approximately 12 years for

patents and 7 years for trademarks, respectively.

The company expenses annuity costs related to its trademarks and patents.

of patents and trademarks for each of the next five years and thereafter is as follows:

of Amortization of Patents and Trademarks

Year Ending December 31,

Unvested September 30, 2024

compensation expense was approximately $ 490,000 and $ 182,000 for the nine months ended September 30, 2024, and 2023, respectively.

part of the Company’s cash conservation strategy, the Company issued common stock as a substitute for cash salaries to certain

For the three and nine months ended September 30, 2024, stock issued as payroll totaled $ 250,000 , which is included in the

overall equity-based compensation expense.

There was no stock issued as payroll for the three and nine months ended September 30, 2023.

September 30, 2024, and 2023, respectively, there was approximately $ 53,400

of unrecognized equity-based compensation cost

related to options granted under the Equity Incentive Plan.

Stockholders’ Equity

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A Junior Participating Preferred Stock to 4,000,000 from 250,000 shares.

As of June 30, 2024, there were no Series A Junior Participating

As of September 30, 2024, there were no Series A Junior Participating

Preferred Stock outstanding.

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subject to adjustment herein (the “Conversion Price”).

to a registration statement relating to a rights offering (the “Rights Offering”) declared effective by the SEC on

February 14, 2019, AIM distributed to its holders of common stock and to holders of certain options and redeemable warrants as of

February 14, 2019, at no charge, one non-transferable subscription right for each share of common stock held or deemed held on the

Each right entitled the holder to purchase one unit, at a subscription price of $ 1,000

per unit, consisting of one share of Series B Convertible Preferred Stock with a face value of $ 1,000

(and immediately convertible into common stock at an assumed conversion price of $ 8.80 )

to a registration statement relating to a rights offering (the “Rights Offering”) declared effective by the SEC on February

14, 2019, AIM distributed to its holders of common stock and to holders of certain options and redeemable warrants as of February 14,

2019, at no charge, one non-transferable subscription right for each share of common stock held or deemed held on the record date.

right entitled the holder to purchase one unit, at a subscription price of $ 1,000 per unit, consisting of one share of Series B Convertible

Preferred Stock with a face value of $ 1,000 (and immediately convertible into common stock at an assumed conversion price of $ 8.80 ) and

114 warrants with an assumed exercise price of $ 8.80 .

The redeemable warrants are exercisable for five years after the date of issuance.

The net proceeds realized from the rights

offering were approximately $ 4,700,000 .

As of June 30, 2024, 689

shares of Series B Convertible Preferred Stock expired, and none were converted prior to expiration.

The net proceeds realized from the rights offering were approximately $ 4,700,000 .

As of September 30, 2024, 689 shares of Series B Convertible

Preferred Stock had expired, and none were converted prior to expiration.

Common Stock and Equity Finances

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authorized shares.

As of June 30, 2024, and December 31, 2023, there were 57,136,680 and 49,102,484 shares of Common Stock issued and

outstanding, respectively.

As of September 30, 2024, and December 31, 2023, there were 58,668,647 and 49,102,484

shares of common stock issued and outstanding, respectively.

Stock Purchase Plan (Not equity compensation)

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The Company created successive new plans following the expiration of the July 7,

The latest plan was approved by the Board on June 26, 2024 and expires in August 2024.

During the three months ended

June 30, 2024, the Company issued a total of 92,594 shares of its Common Stock at a price of $ 0.41 for total proceeds of approximately

$ 37,500 as part of the employee stock purchase plan.

the six months ended June 30, 2024, the Company issued a total of 335,603 shares of its Common Stock at a price ranging from $ 0.33 to

$ 0.41 for total proceeds of approximately $ 120,000 as part of the employee stock purchase plan.

During the three months ended

June 30, 2023, the Company did no t issue any shares of its Common Stock as part of the employee stock purchase plan.

the six months ended June 30, 2023, the Company issued a total of 322,583 shares of its Common Stock at a price of $ 0.31 for total proceeds

of approximately $ 100,000 as part of the employee stock purchase plan.

The latest plan was approved by the Board on October 21, 2024 and expires in December 2024.

the three months ended September 30, 2024, the Company did no t issue any shares of its common stock as part of the employee stock purchase

the nine months ended September 30, 2024, the Company issued a total of 335,603 shares of its common stock at a price ranging from $ 0.33

to $ 0.41 for total proceeds of approximately $ 120,000 as part of the employee stock purchase plan.

the three months ended September 30, 2023, the Company issued a total of 62,841 shares of its common stock at a price ranging from $ 0.44

to $ 0.67 for total proceeds of approximately $ 35,500 as part of the employee stock purchase plan.

During the nine months ended September

30, 2023, the Company issued a total of 385,424 shares of its common stock at a price ranging from $ 0.31 to $ 0.67 for total proceeds of

approximately $ 135,000 as part of the employee stock purchase plan.

May 12, 2023, the Company amended and restated its November 14, 2017 Rights Plan with American Stock Transfer & Trust Company as

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Warrants”), and (iii) warrants to purchase up to an aggregate of 8,888,860 shares of common stock (the “Warrants”).

In conjunction with the Offering, we issued a Representative’s Warrant to purchase up to an aggregate of 266,665 shares of common

stock (the “Representative’s Warrant”).

The shares of Common Stock and Warrants were sold at a combined Offering price

of $ 0.90 , less underwriting discounts and commissions.

Each Warrant sold with the shares of Common Stock represents the right to purchase

one share of Common Stock at an exercise price of $ 0.99 per share.

The Pre-Funded Warrants and Warrants were sold at a combined Offering

price of $ 0.899 , less underwriting discounts and commissions.

The Pre-Funded Warrants were sold to purchasers whose purchase of shares

of Common Stock in the Offering would otherwise result in the purchaser, together with its affiliates and certain related parties, beneficially

owning more than 4.99 % of the Company’s outstanding Common Stock immediately following the consummation of the Offering, in lieu

of shares of Common Stock.

Each Pre-Funded Warrant represents the right to purchase one share of Common Stock at an exercise price of

In conjunction with the Offering, we issued a Representative’s

Warrant to purchase up to an aggregate of 266,665 shares of common stock (the “Representative’s Warrant”) .

The shares of common stock and Warrants were sold at a combined Offering price of $ 0.90 , less underwriting discounts and commissions.

Each Warrant sold with the shares of common stock represents the right to purchase one share of common stock at an exercise price of

$ 0.99 per share.

The Pre-Funded Warrants are exercisable immediately and may be exercised at any time until the Pre-Funded Warrants

are exercised in full.

A registration statement on Form S-1, relating to the Offering was filed with the SEC and was declared effective

on September 25, 2019, the net proceeds were approximately $ 7,200,000 .

During the year ended December 31, 2020, 1,870,000 of the Pre-funded

Warrants were exercised and 8,873,960 Warrants were exercised.

In addition, on March 25, 2020, the Representative’s Warrant was

amended to permit exercise of such warrant to commence on March 30, 2020.

These warrants were exercised on March 31, 2020, and an aggregate

of 266,665 shares were issued upon exercise of this warrant for gross proceeds of approximately $ 264,000 and a $ 46,000 expense for the

warrant modification.

the three months ended June 30, 2024, there were no warrants exercised.

During the six months ended June 30, 2024, 205,000

The Pre-Funded Warrants and Warrants were sold at a combined Offering price of $ 0.899 , less underwriting discounts and

The Pre-Funded Warrants were sold to purchasers whose purchase of shares of common stock in the Offering would otherwise

result in the purchaser, together with its affiliates and certain related parties, beneficially owning more than 4.99 % of the Company’s

outstanding common stock immediately following the consummation of the Offering, in lieu of shares of common stock.

Each Pre-Funded Warrant

represents the right to purchase one share of common stock at an exercise price of $ 0.001 per share.

The Pre-Funded Warrants are exercisable

immediately and may be exercised at any time until the Pre-Funded Warrants are exercised in full.

A registration statement on Form S-1,

relating to the Offering was filed with the SEC and was declared effective on September 25, 2019, the net proceeds were approximately

$ 7,200,000 .

During the year ended December 31 , 2020, 1,870,000 of the Pre-funded Warrants

were exercised and 8,873,960 Warrants were exercised.

In addition, on March 25, 2020, the Representative’s Warrant was amended

to permit exercise of such warrant to commence on March 30, 2020.

These warrants were exercised on March 31, 2020, and an aggregate of

266,665 shares were issued upon exercise of this warrant for gross proceeds of approximately $ 264,000 and a $ 46,000 expense for the warrant

modification.

the three months ended September 30, 2024, there were no warrants exercised and 15,000 warrants expired unexercised.

During the nine

months ended September 30, 2024, 205,000

warrants were exercised, and 5,830,028

warrants expired unexercised.

As of June 30,

2024 and December 31, 2023 there were 15,000

post-split warrants outstanding, respectively.

As of September

30, 2024 there were no warrants outstanding and December 31, 2023 there were 152,160

warrants outstanding, respectively.

Distribution Agreement

April 19, 2023, the Company entered into an Equity Distribution Agreement (the “EDA”) with Maxim Group LLC

(“Maxim”), pursuant to which the Company may sell, from time to time, shares of its common stock having an aggregate

offering price of up to $ 8,500,000

through Maxim, as agent (the “Offering”).

Sales under the EDA were registered under the S-3 Shelf Registration

Under the terms of the EDA, Maxim will be entitled to a transaction fee at a fixed rate of 3.0 %

of the gross sales price of shares sold under the EDA.

For the three months ended June 30, 2024, the Company sold 730,110 shares

April 19, 2023, the Company entered into an Equity Distribution Agreement (the “EDA”) with Maxim Group LLC (“Maxim”),

pursuant to which the Company may sell, from time to time, shares of its common stock having an aggregate offering price of up to $ 8,500,000 through Maxim, as agent (the “Offering”).

Sales under the EDA were registered under the S-3 Shelf Registration Statement.

Under the terms of the EDA, Maxim will be entitled to a transaction fee at a fixed rate of 3.0 % of the gross sales price of shares sold

under the EDA.

During the year ended December 31, 2023, the Company sold 598,114 shares under the EDA for total gross proceeds of approximately

$ 344,000 , which includes a 3.0 % fee to Maxim of $ 10,326 .

For the three months ended September 30, 2024, the Company sold 10,975 shares

under the EDA for total gross proceeds of approximately $ 4,110 , which includes a 3.0 % fee to Maxim of $ 123 .

For the six months

ended June 30, 2024, the Company sold 1,294,678

shares under the EDA for total gross proceeds of approximately $ 626,094 ,

which includes a 3.0 %

fee to Maxim of $ 18,783 .

During the year ended December 31, 2023, the Company sold 598,114

shares under the EDA for total gross proceeds of approximately $ 344,000 ,

which includes a 3.0 %

fee to Maxim of $ 10,326 .

For the nine months ended

September 30, 2024, the Company sold 1,305,653 shares under the EDA for total gross proceeds of approximately $ 630,204 which includes

a 3.0 % fee to Maxim of $ 18,906 .

Purchase Agreement

March 28, 2024, the Company entered into a purchase agreement and a registration rights agreement with Atlas Sciences, LLC (“Atlas”), pursuant to which Atlas committed to purchase up to $ 15,000,000 of common stock of the

Company for a period of 24 months from the date of the purchase agreement.

March 28, 2024, the Company entered into a purchase agreement and a registration rights agreement with Atlas Sciences, LLC (“Atlas”),

pursuant to which Atlas committed to purchase up to $ 15,000,000 of common stock of the Company for a period of 24 months from the date

of the purchase agreement.

No assurance can be given as to the actual amount that will be raised pursuant to the purchase agreement.

the terms of the purchase agreement, the Company, at its sole discretion, shall have the right to issue Put shares to the Investor

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shares that were issued to Atlas as Commitment Shares.

As of June 30, 2024, a total of 759,685

The registration statement was declared effective on May 1, 2024.

no shares issued for the three months ended September 30, 2024.

As of September 30, 2024, a total of 759,685

shares have been issued pursuant to the purchase agreement for a total of approximately $ 128,000 .

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May 31, 2024, the Company entered into a Securities Purchase Agreement (the “Purchase Agreement”) to complete an offering

(the “Transactions”) with a single accredited investor (the “Purchaser”), pursuant to which the Company will

issue to the Purchaser, (i) in a registered direct offering, 5,640,958 shares of the Company’s common stock (the “Shares”),

par value $ 0.001 per share (“Common Stock”) and (ii) in a concurrent private placement, the Company will issue to the Purchaser

(the “Transactions”) with a single accredited investor (the “Purchaser”), pursuant to which, on June 3, 2024, the Company

issued to the Purchaser, (i) in a registered direct offering, 5,640,958 shares of the Company’s common stock (the “Shares”),

par value $ 0.001 per share (“common stock”) and (ii) in a concurrent private placement, the Company issued to the Purchaser

Class A common warrants to purchase an aggregate of up to 5,640,958 shares of its common stock (the “A Warrants”) at an exercise

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“Warrants” and, along with the A Warrants, the “Common Warrants”) at an exercise price of $ 0.363 per share.

A Warrants and B Warrants will not be exercisable for six months after the issuance date and will expire, respectively, 24 months and

A Warrants and B Warrants are not exercisable for six months after the issuance date and expire, respectively, 24 months and

five years and six months after the issuance date.

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the Securities Act and Rule 506(b) promulgated thereunder.

Shares are being offered by the Company pursuant to a shelf registration statement on Form S-3 (File No.

Shares were offered by the Company pursuant to a shelf registration statement on Form S-3 (File No.

333-262280), which was declared

effective on February 4, 2022 (as amended from time to time, the “Registration Statement”).

to the terms of the Purchase Agreement, subject to certain exceptions, the Company cannot issue any equity securities for 60 days following

the issuance date, provided that the Company will be able to utilize its at-the-market offering program with the Placement Agent

after 30 days.

Additionally, the Company cannot enter into a variable rate transaction (other than the ATM program with the Placement

Agent) for 120 days after the issuance date.

In addition, the Company’s executive officers and each of the Company’s directors

have entered into lock-up agreements with the Company pursuant to which each of them has agreed not to, for a period of 90 days from

the closing of the Transactions, offer, sell, transfer or otherwise dispose of the Company’s securities, subject to certain exceptions.

exercise price of the Common Warrants, and the number of Common Warrant Shares, will be subject to adjustment in the event of any stock

dividend or split, reverse stock split, recapitalization, reorganization or similar transaction, as described in the Common Warrants.

If a Fundamental Transaction (as defined in the Common Warrants) occurs, then the successor entity will succeed to, and be substituted

for the Company, and may exercise every right and power that the Company may exercise and will assume all of its obligations under the

Common Warrants with the same effect as if such successor entity had been named in the warrant itself.

Common Warrant Holders will have

additional rights defined in the Common Warrants.

The Common Warrants will be exercisable on a “cashless” basis only if there

is not a current registration statement permitting public resale.

In this regard, the Company has agreed to file a registration statement

to register the resale of the Common Warrant Shares as soon as practicable (and in any event within 45 calendar days) providing for the

resale of the Shares issued and issuable upon exercise of the Common Warrants.

The Company has agreed to use commercially reasonable

efforts to cause such registration statement to become effective within 181 days following the issuance date and to keep such registration

statement effective at all times until no Purchaser owns any Warrants or Warrant Shares issuable upon exercise thereof.

to the terms of the Purchase Agreement, subject to certain exceptions, the Company could not issue any equity securities for 60 days following

the issuance date, provided that the Company was able to utilize its at-the-market offering program with the Placement Agent after

Additionally, the Company cannot enter into a variable rate transaction (other than the ATM program with the Placement Agent)

for 120 days after the issuance date.

In addition, the Company’s executive officers and each of the Company’s directors have

entered into lock-up agreements with the Company pursuant to which each of them has agreed not to, for a period of 90 days from the closing

of the Transactions, offer, sell, transfer or otherwise dispose of the Company’s securities, subject to certain exceptions.

The exercise price of the Common Warrants, and the number of Common Warrant

Shares, are subject to adjustment in the event of any stock dividend or split, reverse stock split, recapitalization, reorganization or

similar transaction, as described in the Common Warrants.

If a Fundamental Transaction (as defined in the Common Warrants) occurs, then

the successor entity will succeed to, and be substituted for the Company, and may exercise every right and power that the Company may

exercise and will assume all of its obligations under the Common Warrants with the same effect as if such successor entity had been named

in the warrant itself.

Common Warrant Holders will have additional rights defined in the Common Warrants.

The Common Warrants are exercisable

on a “cashless” basis only if there is not a current registration statement permitting public resale.

In this regard, the Company

filed a registration statement to register the resale of the Common Warrant Shares providing for the resale of the Shares issued and issuable

upon exercise of the Common Warrants.

That registration statement was declared effective by the SEC on July 11, 2024.

The Company has

agreed to use commercially reasonable efforts to cause such registration statement to keep such registration statement effective at all

times until no Purchaser owns any Warrants or Warrant Shares issuable upon exercise thereof.

Group LLC acted as the placement agent (the “Placement Agent”) on a “commercially reasonable best efforts” basis,

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by and between the Company and the Placement Agent.

Pursuant to the Placement Agency Agreement, the Placement Agent will be entitled

to a cash fee of 8 % of the aggregate gross proceeds paid to the Company for the securities sold in the Transactions and reimbursement

Pursuant to the Placement Agency Agreement, the Placement Agent was paid a cash fee of 8 % of the aggregate gross proceeds paid to the Company for the securities sold in the Transactions and reimbursement

of certain out-of-pocket expenses.

The Company evaluated

the Common Warrants under the guidance of ASC 480 – Distinguishing Liabilities from Equity and determined that they were in

scope under the guidance as freestanding financial instruments but did not meet the criteria for liability classification and are

classified as equity within the condensed consolidated financial statements.

Proceeds allocated to such warrants totaled approximately $ 2.5 million .

For the six months ended June 30,2024, no Common Warrants were exercised, and all remain outstanding on June 30,

Company evaluated the Common Warrants under the guidance of ASC 480 – Distinguishing Liabilities from Equity and determined that

they were in scope under the guidance as freestanding financial instruments but did not meet the criteria for liability classification

and are classified as equity within the condensed consolidated financial statements.

Proceeds allocated to such warrants totaled approximately

$ 2.5 million.

For the nine months ended September 30,2024, no Common Warrants were exercised, and all remain outstanding on September

30, 2024 related to this agreement.

September 30, 2024, the Company entered into a Securities Purchase Agreement to complete an offering with a single accredited investor.

For more information see Note 15:

Subsequent Events.

Net Loss Per Share

and diluted net loss per share is computed using the weighted average number of shares of common stock outstanding during the period.

Equivalent common shares, consisting of stock options and warrants which amounted to 14,574,557 and 2,763,020 shares for the nine months

ended September 30, 2024 and 2023, respectively, are excluded from the calculation of diluted net loss per share since their effect is

anti-dilutive.

Recent Accounting Pronouncements

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Accounting pronouncements

issued by the FASB since filing the Annual Report on Form 10-K for the year ended December 31, 2023

did not or are not believed by management to have a material impact on the Company’s present or future financial statements.

issued by the FASB since filing the Annual Report on Form 10-K for the year ended December 31, 2023 did not or are not believed

by management to have a material impact on the Company’s present or future financial statements.

Company complies with the provisions of FASB ASC 820 “Fair Value Measurements” for its financial and non-financial assets

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Estimate the Fair Value

September 30,

Underlying price per share

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Company utilized the following assumptions to estimate the fair value of the Class B Warrants:

September 30,

Underlying price per share

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the determination of fair value requires significant management judgment or estimation.

of June 30, 2024, the Company has classified the warrants with cash settlement features as

of September 30, 2024, the Company has classified the warrants with cash settlement features as

Management evaluates a variety of inputs and then estimates fair value based on

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Schedule of Assets and Liabilities Measured at Fair Value on a Recurring Basis

of June 30, 2024

of December 31, 2023

Unsecured Promissory Note

February 16, 2024, the Company (“Borrower”) entered into a Note Purchase Agreement with Streeterville Capital LLC

(“Streeterville” or the “Lender”).

Under the terms of the agreement, Streeterville paid the Company $ 2,500,000

in exchange for an unsecured promissory Note with an Original Issue Discount of $ 781,250 .

The Company will pay $ 3,301,250

consisting of the principal amount of the Note, together with the original issue discount and $ 20,000

of lender transaction fees, no later than February 16, 2026.

The stated interest rate of the note is 10 %.

Debt schedule at June 30, 2024 and December 31, 2023

Schedule of Long Term Debt

Long-term debt

Unamortized Original issue discount

Unamortized Financing

Unamortized discount and debt issuance costs

Less current portion

of long-term debt, net (1)

Long-term debt,

costs expensed and capitalized related to long-term debt were as follows:

Schedule of Long Term Debt Interest Costs Expense and Capital

Interest expense

Interest capitalized

expenses related to long-term debt were as follows:

Schedule of Long Term Debt Amortization Expenses

Original issue discount

Loan fee amortization

maturities of long-term debt as of June 30, 2024 were as follows:

Schedule of Future Maturities of Long Term Debt

years ending December 31:

portion of long-term debt of approximately $ 2,750,000 is net of the current portion of debt

discount of approximately $ 386,000 and the current portion of debt origination costs of approximately

$ 10,000 as of June 30, 2024.

(2) Long-term

portion of debt of approximately $ 551,000 is net of the long-term portion of debt discount

of approximately $ 262,000 and the unamortized debt origination costs of approximately $ 6,000

as of June 30, 2024.

agreement allows the Lender to redeem up to $250,000 per calendar month beginning in August 2024, upon providing written notice to Borrower.

The Note further contains triggering events which can be remedied by the Lender requiring the Borrower to correct the triggering event,

increasing the outstanding balance by applying the triggering effect, or making the Note immediately due and payable.

As of September 30, 2024

Cash equivalents

Marketable securities

As of December 31, 2023

Cash equivalents

Marketable securities

Company leases office and lab facilities and other equipment under non-cancellable operating leases with initial terms typically ranging

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AIM has classified all of its leases as operating

of June 30, 2024 and December 31, 2023, the balance of the right of use assets was $ 700,000 and $ 697,000 , respectively, and the corresponding

September 30, 2024 and December 31, 2023, the balance of the right of use assets was $ 653,000 and $ 697,000 , respectively, and the corresponding

operating lease liability balance was $ 669,000 and $ 718,000 , respectively.

Right of use assets are recorded net of accumulated amortization

of $ 352,000 and $ 363,000 as of June 30, 2024 and December 31, 2023, respectively.

of $ 404,000 and $ 363,000 as of September 30, 2024 and December 31, 2023, respectively.

recognized rent expense associated with these leases are follows:

Schedule of AIM Recognized Rent Expense Associated with Operating Lease

Operating lease

and variable lease costs

September 30, 2024

September 30, 2023

(in thousands)

September 30, 2024

September 30, 2023

Operating lease costs

Short-term and variable lease costs

Total lease costs

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Company’s leases have remaining lease terms between 6 and 35 months.

As of June 30, 2024, the weighted-average remaining term was

As of December 31, 2023, the weighted-average remaining term was 41 months.

At September 30, 2024, the weighted-average remaining term

was 32 months.

At December 31, 2023, the weighted-average remaining term was 41 months.

The Company’s weighted average incremental

borrowing rate for its leases was 10 % at June 30, 2024 and December 31, 2023.

minimum payments as of June 30, 2024, are as follows:

borrowing rate for its leases was 10.2 % at September 30, 2024 and 10 % at December 31, 2023.

minimum payments as of September 30, 2024, are as follows:

Schedule of Operating Lease Future Payments

Ending December 31,

Year Ending December 31,

(in thousands)

Less imputed interest

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The Company expenses these research and development costs when incurred.

During the three months ended

June 30, 2024, research and development expenses were comprised of:

clinical studies ($ 350,000 ),

manufacturing and engineering ($ 330,000 ), quality control ($ 284,000 )

and regulatory ($ 180,000 ).

During the three months ended

June 30, 2023 , research and development expenses were comprised of:

clinical studies ($ 777,000 ),

manufacturing and engineering ($ 321,000 ), quality control ($ 253,000 ) and regulatory ($ 1,601,000 ).

During the six months ended June 30, 2024, research and development expenses were comprised of:

the three months ended September 30, 2024, research and development expenses were comprised of:

clinical studies ($ 582,000 ), manufacturing

and engineering ($ 306,000 ), quality control ($ 398,000 ) and regulatory ($ 151,000 ).

During the six months ended June

30, 2023, research and development expenses were comprised of:

clinical studies ($ 1,929,000 ),

manufacturing and engineering ($ 955,000 ), quality control ($ 501,000 )

and regulatory ($ 1,621,000 ).

the three months ended September 30, 2023, research and development expenses were comprised of:

clinical studies ($ 1,916,000 ), manufacturing

and engineering ($ 396,000 ), quality control ($ 251,000 ) and regulatory ($ 170,000 ).

the nine months ended September 30, 2024, research and development expenses were comprised of:

clinical studies ($ 1,880,000 ), manufacturing

and engineering ($ 882,000 ), quality control ($ 1,232,000 ) and regulatory ($ 540,000 ).

the nine months ended September 30, 2023, research and development expenses were comprised of:

clinical studies ($ 3,845,000 ), manufacturing

and engineering ($ 2,783,000 ), quality control ($ 752,000 ) and regulatory ($ 359,000 ).

following summarizes the most substantial of our contracts relating to research, consulting, and supply costs for AIM as they related

to research and development costs for the six months ended June 30, 2024.

to research and development costs for the nine months ended September 30, 2024.

Clinical Research LLC

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LLC (“Amarex”).

During the three months

ended June 30, 2024 and 2023, the Company incurred approximately $ 125,200 and $ 377,300 , respectively, related to these ongoing agreements.

During the six months ended June 30, 2024 and 2023, the Company incurred approximately $ 607,000

and $ 849,400 ,

During the three months ended September 30, 2024 and 2023, the Company incurred approximately $ 275,400 and

$ 516,284 , respectively, related to these ongoing agreements.

During the nine months ended September 30, 2024 and 2023, the Company

incurred approximately $ 881,987 and $ 1,294,265 , respectively, related to these ongoing agreements:

Cancer - In April 2022, AIM executed a work order with Amarex pursuant to which Amarex is

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AIM anticipates that the study will take approximately 4.6 years to

○ During the three months ended June 30, 2024, the Company

incurred approximately $ 66,500 related to this agreement.

○ During the three months

ended June 30, 2023, the Company incurred approximately $ 198,900 related to

this agreement.

the six months ended June 30, 2024, the Company incurred approximately $ 153,700 related to

this agreement.

the six months ended June 30, 2023, the Company incurred approximately $ 233,400 related to

this agreement.

the three months ended September 30, 2024, the Company incurred approximately $ 129,000 related

to this agreement.

the three months ended September 30, 2023, the Company incurred approximately $ 82,600 related

to this agreement.

the nine months ended September 30, 2024, the Company incurred approximately $ 141,100 related

to this agreement.

the nine months ended September 30, 2023, the Company incurred approximately $ 350,600 related

to this agreement.

Conditions - In September 2022, AIM executed a work order with Amarex, pursuant to which

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This study was completed in 2023, although certain activities are still ongoing.

the three months ended June 30, 2024, the Company incurred approximately $ 59,000 related

the three months ended September 30, 2024, the Company incurred approximately $ 27,500 related

to this agreement.

the three months ended June 30, 2023, the Company incurred approximately $ 61,000 related to this agreement.

the six months ended June 30, 2024, the Company incurred approximately $ 352,000 related to

this agreement.

the six months ended June 30, 2023, the Company incurred approximately $ 341,500 related to

this agreement.

HollisterStier

HollisterStier (“Jubilant”) is AIM’s authorized CMO for Ampligen for the approval in Argentina.

In 2017, the Company

entered into an agreement with Jubilant pursuant to which Jubilant will manufacture batches of Ampligen® for the Company.

2017 engagement of Jubilant, two lots of Ampligen consisting of more than 16,000 units were manufactured and released in the year 2018.

The first lot was designated for human use in the United States in the cost recovery CFS program and for expanded oncology clinical trials.

The second lot has been designated for these programs in addition to commercial distribution in Argentina for the treatment of CFS.

manufactured additional two lots of Ampligen in December 2019 and January 2020.

In December 2023, Jubilant completed manufacturing of

9,042 vials of Ampligen for clinical use.

○ During the three months ended June 30, 2024,

the Company incurred approximately $ 1,000 related to this agreement.

the three months ended June 30, 2023, the Company incurred approximately $ 1,432,000 related to this agreement.

the six months ended June 30, 2024, the Company incurred approximately $ 1,000 related to

this agreement.

the six months ended June 30, 2023, the Company incurred approximately $ 1,432,000 related to this agreement.

the three months ended September 30, 2023, the Company incurred approximately $ 447,600 related

to this agreement.

the nine months ended September 30, 2024, the Company incurred approximately $ 195,800 related

to this agreement.

the nine months ended September 30, 2023, the Company incurred approximately $ 783,400 related

to this agreement.

Jubilant HollisterStier

Jubilant HollisterStier (“Jubilant”)

is AIM’s authorized CMO for Ampligen for the approval in Argentina.

In 2017, the Company entered into an agreement with Jubilant

pursuant to which Jubilant will manufacture batches of Ampligen® for the Company.

Since the 2017 engagement of Jubilant, two lots

of Ampligen consisting of more than 16,000 units were manufactured and released in the year 2018.

The first lot was designated for human

use in the United States in the cost recovery CFS program and for expanded oncology clinical trials.

The second lot has been designated

for these programs in addition to commercial distribution in Argentina for the treatment of CFS.

Jubilant manufactured additional two

lots of Ampligen in December 2019 and January 2020.

In December 2023, Jubilant completed manufacturing of 9,042 vials of Ampligen for

clinical use.

the three months ended September 30, 2024, the Company did no t incur any expense related

to this agreement.

the three months ended September 30, 2023, the Company did no t incur any expense related

to this agreement.

the nine months ended September 30, 2024, the Company incurred approximately $ 1,200 related

to this agreement.

the nine months ended September 30, 2023, the Company incurred approximately $ 1,432,000 related

to this agreement.

Pharma Solutions

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Dudley, UK location to produce the polymer precursors to manufacture the drug Ampligen.

○ During the three months ended June 30, 2024,

the Company did not incur any expense r elated

the three months ended September 30, 2024, the Company incurred approximately $ 133,000 related

to this agreement.

○ During the three months ended June 30, 2023, the Company

incurred approximately $ 357,000 related to this agreement.

the six months ended June 30, 2024, the Company incurred approximately $ 129,000 related to

this agreement.

the six months ended June 30, 2023, the Company incurred approximately $ 357,000 related to

this agreement.

the three months ended September 30, 2023, the Company did no t incur any expense related

to this agreement.

the nine months ended September 30, 2024, the Company incurred approximately $ 261,600 related

to this agreement.

the nine months ended September 30, 2023, the Company incurred approximately $ 357,000 related

to this agreement.

December 2022, the Company entered into a joint clinical study agreement with Erasmus University Medical Center Rotterdam to conduct

7 unchanged sentences

for immune monitoring in pancreatic cancer patients.

○ During the three

months ended June 30, 2024, the Company incurred approximately $ 75,000 related to this agreement.

○ During the three months ended June 30, 2023, the Company incurred approximately $ 100,000 related to this agreement.

the six months ended June 30, 2024, the Company incurred approximately $ 79,000 related to

this agreement.

the six months ended June 30, 2023, the Company incurred approximately $ 100,000 related to this

the three months ended September 30, 2024, the Company did no t incur any expense related

to this agreement.

the three months ended September 30, 2023, the Company did no t incur any expense related

to this agreement.

the nine months ended September 30, 2024, the Company incurred approximately $ 79,000 related

to this agreement.

the nine months ended September 30, 2023, the Company incurred approximately $ 100,000 related

to this agreement.

Sales International

October 2023, the Company entered into a consulting agreement with Azenova, LLC whereas Azenova will provide business development services

for AIM’s Ampligen product for solid tumors for a 12-month term that is extendable upon the agreement of the parties.

for its services, Azenova will receive a fixed monthly retainer of $ 30,000 per month in addition to 360,000 stock options that vest monthly.

○ During the three

months ended June 30, 2024, the Company incurred approximately $ 90,000 related to this agreement.

○ During the three months ended June 30, 2023, the Company did not incur

any expense related to this agreement.

the six months ended June 30, 2024, the Company incurred approximately $ 180,000 related to

October 2023, the Company entered into a consulting agreement with Azenova, LLC whereas Azenova will provide business development

services for AIM’s Ampligen product for solid tumors for a 12-month term that is extendable upon the agreement of the parties.

In exchange for its services, Azenova will receive a fixed monthly retainer of $ 30,000

per month in addition to 360,000

stock options that vest monthly.

In August 2024, an agreement was made to reduce the fixed monthly retainer fee to $ 10,000 .

the three months ended September 30, 2024, the Company incurred approximately $ 50,000 related

to this agreement.

the three months ended September 30, 2023, the Company did no t incur any expense related

to this agreement.

the nine months ended September 30, 2024, the Company incurred approximately $ 230,000 related

to this agreement.

the nine months ended September 30, 2023, the Company did no t incur any expense related to

this agreement.

the six months ended June 30, 2023, the Company did no t incur any expense related to this

September 2023, the Company entered into an agreement with Alcami Corporation to perform an extractables study for a primary packaging

3 unchanged sentences

in December 2023.

○ During the three

months ended June 30, 2024, the Company incurred approximately $ 3,500 of lab services from Alcami.

○ During the three months ended June 30, 2023, the Company incurred

approximately $ 8,300

of lab services from Alcami.

the six months ended June 30, 2024, the Company incurred approximately $ 14,000 of lab services

the six months ended June 30, 2023, the Company incurred approximately $ 16,000 of lab services

the three months ended September 30, 2024, the Company did no t

incur any expense for lab services from Alcami.

the three months ended September 30, 2023, the Company incurred approximately $ 8,800 of lab

services from Alcami.

the nine months ended September 30, 2024, the Company incurred approximately $ 14,000 of lab

services from Alcami.

the nine months ended September 30, 2023, the Company incurred approximately $ 25,000 of lab

services from Alcami.

Subsequent Events

Amended and Restated 2018 Equity Incentive Plan

July 1, 2024, the Company filed a Registration Statement registering additional shares of common stock under the Company’s Amended

and Restated 2018 Equity Incentive Plan.

The number of shares of the Company’s common stock available for grant and issuance under

the Plan is subject to an annual increase on July 1 of each calendar year, by an amount equal to two percent ( 2 %) of the then outstanding

shares of the Company’s common stock.

On July 1, 2024, the number of shares of the Company’s common stock available for grant

and issuance under the 2018 Plan increased by 1,142,733 shares.

adopted Restated and Amended Bylaws

July 31, 2024, the Company adopted Restated and Amended Bylaws.

The Restated and Amended Bylaws revise the prior Bylaws by (i) removing

or revising provisions in Section 1.4 of the prior Bylaws (the advance notice portion of the Bylaws) deemed unenforceable or invalid

by the Delaware Supreme Court, (ii) revising other portions of Section 1.4 to ensure that the advance notice bylaws are otherwise appropriately

tailored to further the intended procedural and informational functions of the advance notice bylaws, including in view of guidance from

the Delaware Court of Chancery and Delaware Supreme Court in their opinions in the Kellner litigation, and (iii) making other conforming

and clarifying changes to the prior Bylaws.

addition, the Restated and Amended Bylaws add that, in the case of the Company’s 2024 annual meeting of stockholders, a Noticing

Stockholder’s notice of nominations or proposed business shall also be considered timely if it is delivered to the Company’s

Secretary at the principal executive offices of the Company not later than the Close of Business on September 13, 2024.

Amendment to Employment Agreements:

Equels’ employment agreement was amended

by adding the following to the end of Section 3(a):

(a)(i) Notwithstanding the provisions

of Section 3(a), during the one year period ending November 9, 2024, the Employee’s Short term compensation shall be revised and

shall consist of a base salary of $ 750,000 and shares of the Company’s common stock, $ .001 par value, valued at $ 100,000 , such value

equal to 100% of the closing price of the Company’s common stock on the NYSE American on the trading date immediately preceding

the date of this Agreement.

Rodino’s employment agreement was amended

by adding the following to the end of Section 3(a):

(a)(i) Notwithstanding the provisions

of Section 3(a), during the one year period ending March 23, 2025, the Employee’s Short term compensation shall be revised and shall

consist of a base salary of $ 375,000 and shares of the Company’s common stock, $ .001 par value, valued at $ 50,000 , such value equal

to 100% of the closing price of the Company’s common stock on the NYSE American on the trading date immediately preceding the date

of this Agreement.

September 30, 2024, the Company entered into a Securities Purchase Agreement (the “ Purchase Agreement ”) to complete

an offering (the “ Transactions ”) with a single accredited investor (the “ Purchaser ”).

The Transactions

closed on October 1, 2024.

Pursuant to the Purchase Agreement, at closing, the Company issued to the Purchaser, (i) in a registered

direct offering, 4,653,036 shares of the Company’s common stock (the “ Shares ”), par value $ 0.001 per share (“ Common

and (ii) in a concurrent private placement, the Company issued to the Purchaser Class C common warrants to purchase

an aggregate of up to 4,653,036 shares of its Common Stock (the “ C Warrants ”) at an exercise price of $ 0.28 per share

and Class D common warrants to purchase an aggregate of up to 4,653,036 shares of its Common Stock (the “ D Warrants ”

and, along with the C Warrants, the “ Common Warrants ”) at an exercise price of $ 0.28 per share.

The C Warrants and

D Warrants will not be exercisable for six months after the issuance date and will expire, respectively, 24 months and five years and

six months after the issuance date.

The Common Warrants and the shares of Common Stock issuable upon the exercise of such warrants were

offered pursuant to an exemption from the registration requirements of the Securities Act of 1933, as amended (the “ Securities

Act ”), provided in Section 4(a)(2) of the Securities Act and Rule 506(b) promulgated thereunder.

Company received aggregate gross proceeds from the Transactions of approximately $ 1.26 million, before deducting fees to the Placement

Agent and other estimated offering expenses payable by the Company.

The shares underlying the Common Warrants are being offered by the

Company pursuant to a shelf registration statement on Form S-3 (File No.

333-262280), which was declared effective on February 4, 2022

(as amended from time to time, the “ Registration Statement ”).

to the terms of the Purchase Agreement, subject to certain exceptions, the Company cannot issue any equity securities for 60 days following

the closing of the Transactions (the “ Closing Date ”), provided that the Company will be able to utilize it’s

at-the-market offering (the “ ATM ”) program with the Placement Agent after 30 days.

Additionally, the Company cannot

enter into a variable rate transaction (other than the ATM program with the Placement Agent) for 120 days after the Closing Date.

addition, the Company’s executive officers and each of the Company’s directors have entered into lock-up agreements with

the Company pursuant to which each of them has agreed not to, for a period of 90 days from the Closing Date, offer, sell, transfer or

otherwise dispose of the Company’s securities, subject to certain exceptions.

exercise price of the Common Warrants, and the number of shares of Common Stock underling the Common Warrant (the “ Common Warrant

Shares ”) will be subject to adjustment in the event of any stock dividend or split, reverse stock split, recapitalization,

reorganization or similar transaction, as described in the Common Warrants.

If a Fundamental Transaction (as defined in the Common Warrants)

occurs, then the successor entity will succeed to, and be substituted for the Company, and may exercise every right and power that the

Company may exercise and will assume all of its obligations under the Common Warrants with the same effect as if such successor entity

had been named in the warrant itself.

Common Warrant Holders will have additional rights defined in the Common Warrants.

The Common Warrants

will be exercisable on a “cashless” basis only if there is not a current registration statement permitting public resale.

In this regard, the Company has agreed to file a registration statement to register the resale of the Common Warrant Shares as soon as

practicable (and in any event within 45 calendar days of the date of the Purchase Agreement) providing for the resale of the Shares issued

and issuable upon exercise of the Common Warrants.

The Company has agreed to use commercially reasonable efforts to cause such registration statement to become effective within 181 days

following the Closing Date and to keep such registration statement effective at all times

until no Purchaser owns any Common Warrants or Common Warrant Shares issuable upon exercise thereof.

Company is currently evaluating the Common Warrants under the guidance of ASC 480 – Distinguishing Liabilities from Equity

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 1. Financial Statements