−Removed: Management’s Discussion and Analysis of Financial
−Removed: Condition and Results of Operations
+Added: Management’s Discussion and
+Added: Analysis of Financial Condition and Results of Operations
Forward-Looking Statements
8 unchanged sentences
subsidiaries unless the context requires otherwise.
−Removed: AIkido Pharma Inc.
−Removed: was initially formed in 1967
−Removed: and is currently a biotechnology company with a diverse portfolio of small-molecule anti-cancer therapeutics in development.
−Removed: The Company’s
−Removed: platform consists of patented technology from leading universities and researchers and our innovative therapeutic drug platform is currently
−Removed: being advanced through strong collaborations with world-renowned educational institutions, including the University of Texas at Austin,
−Removed: the University of Maryland, Baltimore and Wake Forest University.
−Removed: Our diverse pipeline of therapeutics includes therapies for pancreatic
−Removed: cancer, acute myeloid leukemia (“AML”) and acute lymphoblastic leukemia (“ALL”).
−Removed: The Company is also developing
−Removed: broad-spectrum antiviral compounds with the potential to inhibit replication of multiple viruses including Influenza virus, SARS-CoV (coronavirus),
−Removed: MERS-CoV, Ebolavirus and Marburg virus.
−Removed: The Company previously focused its efforts on
−Removed: owning, developing, acquiring and monetizing intellectual property assets.
−Removed: Since May 2016, the Company has received limited funds from
−Removed: its intellectual property monetization.
−Removed: In addition to its patent monetization efforts, since the fourth quarter of 2017, the Company
−Removed: has been transitioning to focus its efforts as a technology and biotechnology development company.
−Removed: These efforts have focused mainly on
−Removed: biotechnology research and development.
−Removed: Outside of the biotechnology space, the Company has
−Removed: put capital into a series of small investments in private companies that are expected to go public in next 24 months.
−Removed: These investments
−Removed: include, but are not limited to, an investment in Tevva Motors, an electric truck producer, a space with recent Rivian Automotive (NASDAQ:
−Removed: Additionally, the Company has invested in Kerna Health, a growing tele-health business with recurring revenue and large contract
−Removed: backlog, as well an investment in Kaya Holding Corp., a holding company with a portfolio of wholly-owned subsidiaries focused on emerging
−Removed: technologies and social networking for cannabis enthusiasts.
−Removed: The Company’s investments now also include interests in privately-held
−Removed: companies Discord, Inc., a social communications platform provider that is particularly popular
−Removed: Thrasio, LLC, an aggregator of private brands of top Amazon businesses and direct-to-consumer brands;
−Removed: Automation Anywhere,
−Removed: a provider of business automation solutions, and Anduril Industries, Inc., a defense
−Removed: products company.
−Removed: As a result of the Company’s biotechnology
−Removed: research development and associated investments and acquisitions, our business portfolio now focuses on the treatment of three different
−Removed: cancers, including pancreatic cancer, AML and ALL.
−Removed: DHA-dFdC, our pancreatic drug candidate developed at the University of Texas at Austin
−Removed: (“UTA”), is a new compound that we hope will become the next generation of chemotherapy treatment for advanced pancreatic
−Removed: DHA-dFdC is designed to overcome tumor cell resistance to current chemotherapeutic drugs and is well tolerated in preclinical
−Removed: toxicity tests.
−Removed: Preliminary studies have also indicated that DHA-dFdC inhibits pancreatic cancer cell growth in culture (up to 100,000-fold
−Removed: more potent that gemcitabine, a current standard therapy), has documented efficacy against pancreatic tumors in a clinically relevant
−Removed: transgenic mouse model and has demonstrated activities against other cancers, including leukemia, lung and melanoma.
−Removed: Ultimately, we plan
−Removed: to develop DHA-dFdC for oral and intravenous administration in a solid lipid nanoparticle carrier matrix, which has also been licensed
−Removed: from UTA, and is intended to be a second-line treatment for advanced pancreatic cancer.
−Removed: The Company has entered into an agreement with
−Removed: Parimer Scientific, which is working with other third parties, to assist in researching, developing and optimizing the manufacturing process
−Removed: of the active ingredient, formulating the dosage formulation and performing drug stability tests.
−Removed: The Company’s license with UTA
−Removed: (the “License”) is a royalty-bearing exclusive license that, unless terminated earlier, continues until the last date of expiration
−Removed: or termination of the patent rights granted under the License (the “Patent Rights”).
−Removed: With regard to DHA-dFdC, the Patent Rights
−Removed: include two issued U.S.
−Removed: Patents, several filed U.S.
−Removed: patent applications and an application filed under the Patent Cooperation Treaty (“PCT”)
−Removed: that is currently being prosecuted to secure rights in foreign countries.
−Removed: So far, two patents have issued, U.S.
−Removed: (the “684 Patent”) and U.S.
−Removed: 11,219,633 (the “633 Patent”), which contain claims covering the compound
−Removed: Assuming all maintenance fees are timely paid, the 684 Patent is expected to expire on October 27, 2035 and the 633 Patent is
−Removed: expected to expire on May 28, 2035.
−Removed: The Company’s license with UTA also covers a U.S.
−Removed: provisional patent application relating to
−Removed: the solid lipid nanoparticle carrier matrix for the drug, which was filed on June 6, 2019.
−Removed: In June of 2020, at the request of the Company,
−Removed: UTA filed both a U.S.
−Removed: non-provisional utility patent application as well as a PCT application relating to the lipid nanoparticle carrier
−Removed: matrix claiming the June 6, 2019 priority date of the provisional application.
−Removed: The PCT application has now entered the national phase
−Removed: in Europe, China and India.
−Removed: Patent prosecution on all pending patent applications is currently underway.
−Removed: The Company is currently engaged
−Removed: in research and development activities related to the manufacture of DHA-dFdC, which have thus far confirmed the critical chemical steps
−Removed: required for the manufacturing and scalability of the process.
−Removed: In collaboration with our contract manufacturing organization, Parimer
−Removed: Scientific, we are currently optimizing the manufacturing procedure for DHA-dFdC.
−Removed: Our manufacturing activities were initially delayed
−Removed: several months due to COVID-19 because Parimer was recruited by the U.S.
−Removed: and South Carolina governments to manufacture hand sanitizer
−Removed: for use in hospitals.
−Removed: For that reason, our manufacturing activities did not begin in earnest until the beginning of the third quarter
−Removed: Once manufacturing began, shipping delays due to the pandemic further slowed progress.
−Removed: Further delay resulted from the inherent
−Removed: difficulty in producing scalable quantities of the key intermediate compound in the process.
−Removed: Despite these delays, we now have successfully
−Removed: replicated the synthesis as reported in the literature, have developed a new procedure for the production of the key intermediate on a
−Removed: large scale, and are currently optimizing the procedure to ensure that incorporation of our new procedure into the overall manufacturing
−Removed: process will result in levels of DHA-dFdC on an acceptably large scale.
−Removed: In tandem, the Company will also develop the solid lipid nanoparticle
−Removed: delivery system containing DHA-dFdC to optimize the manufacturing process for size and consistency of the particles.
−Removed: We plan to then develop
−Removed: the drug formulation for oral and intravenous delivery via the solid lipid nanoparticles for use in future animal testing.
−Removed: We do not currently
−Removed: have FDA approval, which will eventually be required to begin administering DHA-dFdC to patients as part of any clinical trials.
−Removed: studies will be a necessary prerequisite to filing an Investigational New Drug Application (“IND”) with the FDA.
−Removed: upon the success of the animal studies, the Company’s development activities will also include preparing the IND for submission
−Removed: The Company’s formulation is a new chemotherapy oral dosage form “repurposing” the chemotherapeutic agent
−Removed: gemcitabine, which we believe enables it to be developed for use in patients following a special regulatory pathway codified in Section
−Removed: 505(b)(2) of the FDA rules.
−Removed: Section 505(b)(2) was enacted to enable sponsors to seek New Drug Application (“NDA”) approval
−Removed: for novel repurposed drugs without the need for such sponsors to undertake certain time consuming and expensive safety studies.
−Removed: under this regulatory pathway, we hope to be able to rely upon all of the publicly available safety and toxicology data with respect to
−Removed: gemcitabine in our FDA submissions.
−Removed: We believe that this path will dramatically reduce the required clinical development efforts, costs
−Removed: and risks as compared to what would be required of us if we were required to conduct the entire scope of trials required for new chemical
−Removed: entities that are not eligible to be reviewed pursuant to the Section 505(b)(2) regulatory pathway.
−Removed: We estimate that by using the Section
−Removed: 505(b)(2) regulatory pathway, the clinical development process may be several years shorter than is required for a new chemical entity,
−Removed: and the FDA approval process may be six to nine months shorter than the typical eighteen-month period, which we believe may result in
−Removed: lower development costs and shorter development time.
−Removed: As of the date hereof, we have not submitted an IND or an NDA to the FDA.
−Removed: and ALL compounds, developed at Wake Forest University, are targeted therapeutics designed to overcome multiple resistance mechanisms
−Removed: observed with the current standard of care.
−Removed: In addition, we are constantly seeking to grow our pipeline to treat unmet medical needs in
−Removed: In addition, the Company owns an exclusive world-wide
−Removed: license to patented technology from the University of Maryland Baltimore (“UMB”).
−Removed: Our license is for a broad-spectrum antiviral
−Removed: drug platform.
−Removed: The licensed technology is a broadly acting pan-viral inhibitory compound with efficacy against multiple viral pathogens.
−Removed: The technology works to inhibit replication of multiple viruses including Influenza virus, SARS-CoV (coronavirus), MERS-CoV, Ebolavirus
−Removed: and Marburg virus.
−Removed: The technology is covered by two patent applications already on file with the United States Patent and Trademark Office.
−Removed: The Company’s license covers two U.S.
−Removed: provisional applications, which were consolidated and timely filed as a PCT application on
−Removed: June 5, 2020, commencing patent prosecution.
−Removed: Any patents issued from this application are expected to expire 20 years later, on June 5,
−Removed: 2040, unless the term is extended by the patent office.
−Removed: The PCT application describing the technology to which the Company is licensed
−Removed: was published on December 12, 2020 by the World Intellectual Property Organization under International Publication Number WO 2020/247860
−Removed: The PCT application has now entered the national phase in the USPTO (U.S.
−Removed: Application Serial No.
−Removed: 17/616,586) and is currently under
−Removed: active prosecution.
−Removed: The Company’s license has been amended to cover a second PCT application, which was published on June 9, 2022
−Removed: by the World Intellectual Property Organization under International Publication Number WO 2022/120207 A1.
−Removed: Currently, the Company and UMB
−Removed: are collaborating to identify chemical structures that are as effective as, or more effective than, the lead compounds covered in the
−Removed: PCT application.
−Removed: The UMB inventors are Drs.
−Removed: Matthew Frieman, Alexander MacKerell and Stuart Watson.
−Removed: The Company has also executed a Sponsored
−Removed: Research Agreement with UMB to support the development of the technology.
−Removed: Effective March 23, 2020, and as amended and restated
−Removed: on November 24, 2020, the Company and Continental Stock Transfer & Trust Co.
−Removed: entered into a rights agreement (the “Rights Agreement”)
−Removed: The Rights Agreement provides each stockholder of record a dividend distribution of one “right” for each outstanding share
−Removed: of common stock.
−Removed: Rights become exercisable at the earlier of ten days following:
−Removed: (1) a public announcement that an acquirer has purchased
−Removed: or has the right to acquire 4.99% or more of our common stock, in connection with, (x) the Company consolidating, or merging into any
−Removed: other person, (y) any person consolidates or merges with or into the Company or (z) the Company sells or otherwise transfers to any person
−Removed: or persons, in one or more transactions, assets or earning power aggregating 50% or more of the assets or earning power of the Company,
−Removed: or (2) the commencement of a tender offer which would result in an offer or beneficially owning 10% or more of our outstanding common
−Removed: All rights held by an acquirer or offer or expire on the announced acquisition date, and all rights expire at the close of business
−Removed: on March 23, 2023, subject to further extension.
−Removed: Each right entitles a stockholder to acquire, at a price of $5.00 per one one-thousandth
−Removed: of a share of our Series A preferred stock, subject to adjustments, which carries voting and dividend rights similar to one share of our
−Removed: common stock.
−Removed: The purchase price of the preferred stock fractional amount is subject to adjustment for certain events as described in
−Removed: the Rights Agreement.
−Removed: At the discretion of a majority of the Board and within a specified time period, we may redeem all of the rights
−Removed: at a price of $0.0001 per right.
−Removed: The Board may also amend any provisions of the Rights Agreement prior to exercise.
+Added: Since 2017, we have operated as a biotechnology
+Added: company with a diverse portfolio of small-molecule anticancer and antiviral therapeutics in development.
+Added: Over the past year, in an effort
+Added: to enhance shareholder value, we have shifted our primary focus away from biotechnology to a new line of business in the fintech and financial
+Added: services industries.
+Added: In furtherance of this new focus, in June of this year we formed a wholly owned financial services subsidiary,
+Added: Dominari Financial Inc.
+Added: (“Dominari”), with the purpose of making strategic acquisitions across the fintech and financial services
+Added: Additionally, AIkido Labs, LLC (“Aikido Labs”), another wholly owned subsidiary, has and will continue to
+Added: explore other opportunities in high growth industries.
+Added: To date, Aikido Labs has acquired equity positions in Anduril Industries,
+Added: Inc, Databricks, Inc., Discord, Inc., Epic Games, Inc., Payward, Inc.
+Added: dba Kraken, Space Exploration Technologies Corp.
+Added: dba SpaceX, Tevva
+Added: Motors Ltd., Thrasio, LLC, and Yanka Industries, Inc.
+Added: dba Masterclass.
+Added: Finally, we will continue to foster and develop our historical
+Added: pipeline of biotechnology assets consisting of patented technology from leading universities and researchers, including prospective treatments
+Added: for pancreatic cancer, acute myeloid leukemia and acute lymphoblastic leukemia.
+Added: We are also developing a broad-spectrum antiviral
+Added: platform, in which the lead compounds have activity in cell-based assays against multiple viruses including Influenza virus, Ebolavirus
+Added: and Marburg virus, SARS-CoV, MERS-CoV, and SARS-CoV-2, the cause of COVID-19.
+Added: On September 9, 2022, Dominari entered into a
+Added: membership interest purchase agreement (the “FPS Purchase Agreement”) with Fieldpoint Private Bank & Trust (“Seller”),
+Added: a Connecticut bank, for the purchase of its wholly owned subsidiary, Fieldpoint Private Securities, LLC, a Connecticut limited liability
+Added: company (“FPS”) and broker-dealer registered with the Financial Industry Regulatory Authority (“FINRA”).
+Added: Pursuant to the terms of the FPS Purchase Agreement, Dominari will purchase from the Seller 100% of the membership interests in of
+Added: FPS (the “Membership Interests”) and, as a result thereof, will, thereafter, operate FPS’s registered broker-dealer
+Added: business as a wholly owned subsidiary.
+Added: The FPS Purchase Agreement provides for Dominari’s acquisition of FPS’s Membership
+Added: Interests in two closings, the first of which occurred on October 4, 2022 (the “Initial Closing”), at which Dominari
+Added: paid to the Seller $2,000,000 in consideration for a transfer by the Seller to Dominari of 20% of the Membership Interests.
+Added: Following the Initial Closing, FPS filed a continuing membership application requesting approval for a change of ownership, control, or
+Added: business operations with FINRA in accordance with FINRA Rule 1017 (the “Rule 1017 Application”).
+Added: approval of the Rule 1017 Application, the second closing will occur (the “Second Closing”), at which Dominari will pay to
+Added: the Seller an additional $1.00 in consideration for a transfer by the Seller to Dominari of the remaining 80% of the Membership Interests.
+Added: The Second Closing is subject to FINRA’s final approval under FINRA Rule 1017 as well as other customary closing conditions, including
+Added: the accuracy of the representations and warranties of the applicable parties under the FPS Purchase Agreement and compliance therewith.
+Added: Additionally, on October 17, 2022, we entered into an Amended and Restated Services Agreement with Kyle Wool, pursuant to which he has
+Added: agreed to serve as Dominari’s Chief Executive Officer, upon the termination of his existing relationship with another registered
+Added: broker-dealer and lead our transition to a fintech and financial services company.
+Added: Our anticipated
+Added: diversified financial platform may be affected by a variety of factors including the continuing impact of the COVID-19 pandemic, higher
+Added: inflation, the actions by the Federal Reserve to address inflation, the possibility of recession, Russia’s invasion of Ukraine, and rising
+Added: energy prices.
+Added: These factors create uncertainty about the future economic environment which will continue to evolve and may impact our
+Added: business in future periods.
+Added: These developments and the impact on the financial markets and the overall economy continue to be highly uncertain
+Added: and cannot be predicted.
+Added: If the financial markets and/or the overall economy continue to be impacted, our results of operations, financial
+Added: position, and cash flows may be materially adversely affected.
Critical Accounting Policies
1 unchanged sentence
in our annual report on Form 10K for the year ended December 31, 2021 and there have been no material changes to such policy or estimates
−Removed: during the six months ended June 30, 2022.
+Added: during the nine months ended September 30, 2022.
Critical Accounting Estimates
8 unchanged sentences
estimates and the differences could be material.
−Removed: See Note 2 to our condensed consolidated financial
−Removed: statements for a discussion of our significant accounting policies.
+Added: See Note 2 to our unaudited condensed consolidated
+Added: financial statements for a discussion of our significant accounting policies.
Recently Issued Accounting Pronouncements
−Removed: See Note 3 to the condensed consolidated financial
−Removed: statements for a discussion of recent accounting standards.
+Added: See Note 3 to the unaudited condensed consolidated
+Added: financial statements for a discussion of recent accounting standards.
Results of Operations
−Removed: Three months ended June 30, 2022 compared to
−Removed: three months ended June 30, 2021
−Removed: During the three months ended June 30, 2022, we
−Removed: incurred a loss from operations of approximately $2.3 million, as compared to $2.8 million during the comparable prior year period.
−Removed: decrease in loss was primarily attributed to $81,000 decrease in in general and administrative expenses, $0.3 million decrease research
−Removed: and development expense, and $91,000 decrease in research and development expense related to development of our license technology.
−Removed: During the three months ended June 30, 2022, other
−Removed: expense was approximately $2.8 million as compared to other income of approximately $1.4 million during the comparable prior year period.
−Removed: The increase in other expense was primarily attributed to a $0.3 million decrease in the change in fair value of investment and $4.0 million
−Removed: increase in loss on marketable securities.
−Removed: Six months ended June 30, 2022 compared to
−Removed: six months ended June 30, 2021
−Removed: During the six months ended June 30, 2022, we
−Removed: incurred a loss from operations of approximately $6.1 million, as compared to $5.1 million during the comparable prior year period.
−Removed: increase in loss was primarily attributed to $0.5 million increase in in general and administrative expenses and $1.7 million increase
−Removed: research and development expense, and was partially offset by $1.1 million decrease in research and development expense related with license
−Removed: During the six months ended June 30, 2022, other
−Removed: expense was approximately $2.5 million as compared to other expense of approximately $0.2 million during the comparable prior year period.
−Removed: The increase in other expense was primarily attributed to a $3.2 million decrease in loss on marketable securities, and was partially
−Removed: offset by $0.7 million increase in the change in fair value of investment.
−Removed: The Company experienced very little or no revenue
−Removed: in the last two years and we don’t expect any revenue until a biotechnology product is fully developed which may not occur for many
+Added: We had little or no revenue for the past two years.
+Added: Three months ended September 30, 2022 compared
+Added: to three months ended September 30, 2021
+Added: During the three months ended September 30, 2022,
+Added: we incurred a loss from operations of approximately $5.1 million, as compared to a loss of approximately $1.8 million for the comparable
+Added: period of the prior year.
+Added: The approximate $3.3 million increase in loss year-over-year was primarily attributable to (i) an approximate
+Added: $2.8 million increase in general and administrative expenses from approximately $1.7 million, during the three months ended September
+Added: 2021, to approximately $4.5 million, for the same period in 2022, and (ii) an approximate $0.5 million increase in research and development
+Added: expenses from approximately $0.1 million, during the three months ending September 30, 2021, to approximately $0.6 million, for the same
+Added: period in 2022.
+Added: The increase in (i) was a result of approximately $1.4 million in expenses related to fully-vested restricted stock grants
+Added: issued to the members of the board of directors and executive officers and additional contractual and discretionary bonus expense of approximately
+Added: $0.6 million.
+Added: We also incurred approximately $1.0 million in legal and accounting advisory fees related to our transition into a financial
+Added: services business.
+Added: The increase in (ii) was primarily due to an additional payment under our license agreement with the University of
+Added: Maryland (“UM”) pursuant to which the UM granted us an exclusive, worldwide, royalty bearing license to certain intellectual
+Added: property to, among other things, discover, develop, make, have made, use and sell certain licensed products and sell, use and practice
+Added: certain licensed services with respect to the treatment of cancer.
+Added: During the three months ended September 30,
+Added: 2022, other expense was approximately $1.1 million as compared to other income of approximately $1.7 million for the comparable prior
+Added: The activity for the three months ended September 30, 2022, as compared to the same period in the prior year, is a result
+Added: of an overall volatility in equity valuations due to macroeconomic uncertainty (i.e.
+Added: inflation, global tensions in the Ukraine, etc.)
+Added: impacting the change in fair value of investments and unrealized losses on marketable securities.
+Added: Specifically, we recognized $0.3 million
+Added: in change of fair value of investments for the three months ended September 30, 2022, which is reflective of volatility in equity valuations,
+Added: as stated above.
+Added: For the three months ended September 30, 2021, change in fair value of investments increased to $4.4 million primarily
+Added: as a result of our investment in DatChat, Inc.
+Added: (“DatChat”) which increased to $4.4 million following DatChat’s initial
+Added: public offering during July 2021.
+Added: Unrealized losses on marketable securities for the three months ended September 30, 2022, were $1.6
+Added: million, as compared to $3.0 million for the same period during the prior year, which was a result of continued volatility in equity-based
+Added: exchange traded funds.
+Added: Nine months ended September 30, 2022 compared
+Added: to nine months ended September 30, 2021
+Added: During the nine months ended September 30, 2022,
+Added: we incurred a loss from operations of approximately $11.2 million, as compared to approximately $6.9 million during the comparable prior
+Added: The approximate $4.3 million increase in loss was primarily attributable to (i) an approximate $3.3 million increase in general
+Added: and administrative expenses from approximately $5.2 million, during the nine months ended September 30, 2021, to approximately $8.5 million,
+Added: during the same period in 2022, (ii) an approximate $1.6 million increase in research and development expenses from approximately $0.5
+Added: million, during the nine months ended September 30, 2021, to approximately $2.1 million, during the same period in 2022, and (iii) an
+Added: approximate decrease of $0.6 million in research and development – license acquired from approximately $1.1 million, during the
+Added: nine months ended September 30, 2021, to approximately $0.5 million, during the same period in 2022, The increase in (i) was a result
+Added: of approximately $1.4 million in expenses related to fully-vested restricted stock grants issued to the members of the board of directors
+Added: and executive officers and additional contractual and discretionary bonus expense of approximately $0.6 million.
+Added: We also incurred approximately
+Added: $1.0 million in legal and accounting advisory fees related to our transition into a financial services business.
+Added: The increase in (ii)
+Added: was primarily due to an approximate $1.6 million increase in expense related to our continued development of a broad-spectrum antiviral
+Added: platform, in which the lead compounds have activity in cell-based assays against multiple viruses including the Influenza virus, Ebolavirus
+Added: and Marburg virus, SARS-CoV, MERS-CoV, and SARS-CoV-2, the cause of COVID-19.
+Added: The decrease in (iii) was primarily attributable to an approximate
+Added: $0.6 million decrease related to a one-time expense for restricted stock units issued in the prior year in relation to use of the license.
+Added: During the nine months ended September 30,
+Added: 2022, other expense was approximately $3.6 million as compared to other income of approximately $1.5 million for the comparable prior
+Added: The activity for the nine months ended September 30, 2022, as compared to the same period in the prior year, is a result
+Added: of overall volatility in equity valuations due to macroeconomic uncertainty (i.e.
+Added: inflation, global tensions in the Ukraine, etc.) impacting
+Added: the change in fair value of investments and unrealized losses on marketable securities.
+Added: Specifically, we recognized $0.1 million in change
+Added: of fair value of investments for the nine months ended September 30, 2022, which is reflective of volatility in equity valuations, as
+Added: stated above.
+Added: For the nine months ended September 30, 2021, change in fair value of investments increased to $3.8 million primarily as
+Added: a result of our investment in DatChat which increased to $4.4 million following DatChat’s initial public offering during July 2021.
+Added: Unrealized losses on marketable securities for the nine months ended September 30, 2022, were $4.3 million, as compared to $2.6 million
+Added: for the same period during the prior year, which was a result of continued volatility in equity-based exchange traded funds.
Liquidity and Capital Resources
4 unchanged sentences
managing current cash and cash equivalents on hand from our past debt and equity offerings;
+Added: monetizing current and future strategic long-term investments;
seeking additional funds raised through the sale of additional securities in the future;
2 unchanged sentences
Our ultimate success is dependent on our ability
−Removed: to obtain additional financing and generate sufficient cash flow to meet our obligations on a timely basis.
−Removed: Our business will require
−Removed: significant amounts of capital to sustain operations and make the investments it needs to execute its longer-term business plan to support
−Removed: new technologies and help advance innovation.
−Removed: Our working capital amounted to approximately $60.7 million at June 30, 2022.
−Removed: to obtain additional debt or equity financing, especially if we experience downturns in our business that are more severe or longer than
−Removed: anticipated, or if we experience significant increases in expense levels resulting from being a publicly-traded company or operations.
−Removed: If we attempt to obtain additional debt or equity financing, we cannot assume that such financing will be available to the Company on
−Removed: favorable terms, or at all.
−Removed: The Company plans to pursue its plans regarding
−Removed: research and development of our two pre-clinical products which will require resources beyond those currently, ultimately requiring third
−Removed: party capital.
−Removed: During this time, the Company does not expect to generate revenue and there is substantial doubt about the Company’s
−Removed: ability to continue as a going concern within one year from the date of this filing.
−Removed: The consolidated financial statements have been prepared
−Removed: assuming that the Company will continue as a going concern, and do not include any adjustments to reflect the possible future effects
−Removed: on the recoverability and classification of assets, or the amounts and classification of liabilities that may result from the outcome
−Removed: of this uncertainty.
+Added: to obtain additional financing, monetize our long-term investments, and generate sufficient cash flow to meet our obligations on a timely
+Added: Our business will require significant amounts of capital to sustain operations and make the investments it needs to execute its
+Added: longer-term business plan to transition to a fintech and financial services business .
+Added: Our working was approximately $54.2 million at
+Added: September 30, 2022.
+Added: We may need to obtain additional debt or equity financing, especially if we experience downturns in our business that
+Added: are more severe or longer than anticipated, or if we experience significant increases in expense levels resulting from being a publicly-traded
+Added: company or operations.
+Added: If we attempt to obtain additional debt or equity financing, we cannot assume that such financing will be available
+Added: to the Company on favorable terms, or at all.
+Added: As a result of recent volatility and weakness in the public markets, due to, among other
+Added: factors, uncertainty in the global economy and financial markets, it may be much more difficult to raise additional capital, if and when,
+Added: it is needed, unless the public markets become less volatile and stronger at such time that we seek to raise additional capital.
+Added: are no known trends, demands, commitments, or events that will result in or that are reasonably likely to result in our
+Added: liquidity increasing or decreasing in any material way.
Cash Flows from Operating Activities -
−Removed: For the six months ended June 30, 2022 and 2021, net cash used in operations was approximately $5.9 million and $2.7 million, respectively.
−Removed: The cash used in operating activities for the three months ended June 30, 2022 primarily resulted from a net loss of $8.6 million and
−Removed: change in fair value of long-term investment of $1.4 million and is partially offset by change in fair value of short-term investment
+Added: For the nine months ended September 30, 2022 and 2021, net cash used in operations was approximately $8.7 million and $4.6 million, respectively.
+Added: The cash used in operating activities for the nine months ended September 30, 2022 primarily resulted from a net loss of $14.9 million
+Added: and change in fair value of long-term investment of $1.6 million and is partially offset by change in fair value of short-term investment
of $1.5 million and unrealized loss on marketable securities of $3.9 million.
−Removed: The cash used in operating activities for the six months
−Removed: ended June 30, 2021 primarily resulted from a net loss of $5.3 million and $1.1 million realized gain on marketable securities, and partially
−Removed: offset by $1.4 million unrealized loss on marketable securities and $1.1 million research and development expense related with license
+Added: The cash used in operating activities for the nine months
+Added: ended September 30, 2021 primarily resulted from a net loss of $5.4 million and change in fair value of investment of $3.8 million, and
+Added: partially offset by $4.3 million unrealized loss on marketable securities and $1.1 million research and development expense related with
+Added: license acquired.
Cash Flows from Investing Activities - For the
−Removed: six months ended June 30, 2022 and 2021, net cash used in investing activities was approximately $15.3 million and $70.4 million, respectively.
−Removed: The cash used in investing activities for the six months ended June 30, 2022 primarily resulted from our purchase of marketable securities
−Removed: of $27.5 million, purchase of promissory notes of $1.6 million and purchase of investments of $14.6 million, partially offset by our sale
−Removed: of marketable securities of $28.3 million since we invest excess cash into marketable securities until additional cash is needed.
−Removed: cash used in investing activities for the six months ended June 30, 2021 primarily resulted from our purchase of marketable securities
−Removed: of $86.5 million, funds to deposit accounts of $4.5 million (net of fee) and purchase of convertible note of $2.0 million, partially offset
−Removed: by our sale of marketable securities of $23.2 million since we invest excess cash into marketable securities until additional cash is
+Added: nine months ended September 30, 2022 and 2021, net cash used in investing activities was approximately $16.0 million and $70.3 million,
+Added: respectively.
+Added: The cash used in investing activities for the nine months ended September 30, 2022 primarily resulted from our purchase
+Added: of marketable securities of $27.5 million, purchase of promissory notes of $1.6 million and purchase of investments of $15.0 million,
+Added: partially offset by our sale of marketable securities of $28.5 million since we invest excess cash into marketable securities until additional
+Added: cash is needed.
+Added: The cash used in investing activities for the nine months ended September 30, 2021 primarily resulted from our purchase
+Added: of marketable securities of $90.5 million, funds to deposit accounts of $4.4 million (net of fee), purchase of investments at fair value
+Added: of $4.1 million and purchase of convertible note of $2.0 million, partially offset by our sale of marketable securities of $30.4 million
+Added: since we invest excess cash into marketable securities until additional cash is needed.
Cash Flows from Financing Activities - Cash
−Removed: used in financing activities for the six months ended June 30, 2022 was $15.3 million, which reflects the cost for redemption of Series
−Removed: O and Series P Redeemable Convertible Preferred Stock of $23.1 million and cost for purchase of treasury stock of $1.5 million, partially
−Removed: offset by net proceeds of $19.0 million from investors in exchange of issuance of issuance of Series O and Series P Redeemable Convertible
−Removed: Preferred Stock.
−Removed: Cash provided by financing activities for the six months ended June 30, 2021 was $78.1 million, which reflects the net
−Removed: proceeds of $78.0 million from investors in exchange of issuance of common stock and warrants and net proceeds of $84,000 from the exercise
−Removed: of common warrants.
+Added: used in financing activities for the nine months ended September 30, 2022 was $6.4 million, which reflects the cost for redemption of
+Added: Series O and Series P Redeemable Convertible Preferred Stock of $22.0 million and cost for purchase of treasury stock of $2.2 million,
+Added: partially offset by net proceeds of $17.9 million from investors in exchange of issuance of issuance of Series O and Series P Redeemable
+Added: Convertible Preferred Stock.
+Added: Cash provided by financing activities for the nine months ended September 30, 2021 was $78.1 million, which
+Added: reflects the net proceeds of $78.0 million from investors in exchange of issuance of common stock and warrants and net proceeds of $84,000
+Added: from the exercise of common warrants.
Off-balance sheet arrangements.
2 unchanged sentences
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.