FINANCIAL STATEMENTS
+Added: PHARMACEUTICALS, INC.
+Added: AND SUBSIDIARY
+Added: CONSOLIDATED BALANCE SHEETS
+Added: receivable, net of allowance for doubtful accounts of $- 0 -, respectively
+Added: expenses and other current assets
current assets
−Removed: Accounts receivable, net of allowance for doubtful accounts of $- 0 -, respectively
−Removed: Prepaid expenses and other current assets
−Removed: Total current assets
−Removed: Property and equipment, net of accumulated depreciation of $ 12,462,783 and $ 12,153,626 , respectively
−Removed: Intangible assets, net of accumulated amortization of $- 0 -, respectively
−Removed: Operating lease - right-of-use asset
−Removed: Other assets:
−Removed: Restricted cash - debt service for NJEDA bonds
−Removed: Security deposits
−Removed: Total other assets
−Removed: LIABILITIES AND SHAREHOLDERS’ EQUITY
+Added: and equipment, net of accumulated depreciation of $ 12,758,274 and $ 12,153,626 , respectively
+Added: assets, net of accumulated amortization of $- 0 -, respectively
+Added: lease - right-of-use asset
+Added: cash - debt service for NJEDA bonds
+Added: AND SHAREHOLDERS’ EQUITY
+Added: revenue, current portion
+Added: payable, current portion, net of bond issuance costs
+Added: payable, current portion
+Added: obligation - operating lease, current portion
current liabilities
−Removed: Accounts payable
−Removed: Accrued expenses
−Removed: Deferred revenue, current portion
−Removed: Bonds payable, current portion, net of bond issuance costs
−Removed: Loans payable, current portion
−Removed: Lease obligation - operating lease, current portion
−Removed: Total current liabilities
+Added: revenue, net of current portion
+Added: payable, net of current portion and bond issuance costs
+Added: payable, net of current portion
+Added: obligation - operating lease, net of current portion
+Added: financial instruments - warrants
long-term liabilities
−Removed: Deferred revenue, net of current portion
−Removed: Bonds payable, net of current portion and bond issuance costs
−Removed: Loans payable, net of current portion
−Removed: Lease obligation - operating lease, net of current portion
−Removed: Derivative financial instruments - warrants
−Removed: Other long-term liabilities
−Removed: Total long-term liabilities
−Removed: Total liabilities
−Removed: Shareholders’ equity:
−Removed: Series J convertible preferred stock;
+Added: long-term liabilities
+Added: Shareholders’
+Added: J convertible preferred stock;
par value of $ 0.01 ;
50 shares authorized;
−Removed: 0 issued and outstanding as of June 30, 2021 and March 31, 2021
−Removed: Common Stock;
+Added: 0 issued and outstanding as of September 30, 2021 and March
par value $ 0.001 ;
1,445,000,000 shares authorized;
−Removed: 1,011,381,988 shares issued and 1,011,281,988 shares outstanding as of June 30, 2021;
+Added: 1,011,381,988 shares issued and 1,011,281,988 shares outstanding as of
+Added: September 30, 2021;
1,009,276,752 shares issued and 1,009,176,752 shares outstanding as of March 31, 2021
−Removed: Additional paid-in capital
−Removed: Treasury stock;
−Removed: 100,000 shares as of June 30, 2021 and March 31, 2021;
−Removed: Accumulated deficit
+Added: paid-in capital
+Added: 100,000 shares as of September 30, 2021 and March 31, 2021;
( 144,771,894 )
( 148,957,989 )
−Removed: Total shareholders’ equity
−Removed: Total liabilities and shareholders’ equity
+Added: shareholders’ equity
+Added: liabilities and shareholders’ equity
accompanying notes are an integral part of these unaudited condensed consolidated financial statements.
2 unchanged sentences
CONSOLIDATED STATEMENTS OF OPERATIONS
−Removed: For the Three Months Ended June 30,
−Removed: Manufacturing fees
−Removed: Licensing fees
−Removed: Total revenue
−Removed: Cost of manufacturing
+Added: the Three Months Ended
+Added: September 30,
+Added: the Six Months Ended
+Added: September 30,
+Added: Manufacturing
+Added: of manufacturing
+Added: and development
+Added: and administrative
+Added: compensation through issuance of stock options
+Added: and amortization
operating expenses
−Removed: Research and development
−Removed: General and administrative
−Removed: Non-cash compensation through issuance of stock options
−Removed: Depreciation and amortization
−Removed: Total operating expenses
−Removed: Income from operations
−Removed: Other income (expense):
−Removed: Change in fair value of derivative instruments
−Removed: Interest expense and amortization of debt issuance costs
−Removed: Gain on sale of fixed assets
−Removed: Interest income
−Removed: Other income (expense), net
−Removed: Income from operations before income taxes
−Removed: Net benefit for sale of state net operating losses and credits
−Removed: Net income attributable to common shareholders
−Removed: Basic net income per share attributable to common shareholders
−Removed: Diluted net income per share attributable to common shareholders
−Removed: Basic weighted average Common Stock outstanding
+Added: from operations
+Added: in fair value of derivative instruments
+Added: expense and amortization of debt issuance costs
+Added: on sale of fixed assets
+Added: from operations before income taxes
+Added: benefit for sale of state net operating losses and credits
+Added: income attributable to common shareholders
+Added: net income per share attributable to common shareholders
+Added: net income per share attributable to common shareholders
+Added: weighted average Common Stock outstanding
1,011,281,988
−Removed: Diluted weighted average Common Stock outstanding
1,010,059,593
+Added: weighted average Common Stock outstanding
1,011,281,988
−Removed: The accompanying notes are an integral part
−Removed: of these unaudited condensed consolidated financial statements.
+Added: 1,010,059,593
+Added: accompanying notes are an integral part of these unaudited condensed consolidated financial statements.
PHARMACEUTICALS, INC.
2 unchanged sentences
J Preferred Stock
−Removed: Additional Paid-In
−Removed: Treasury Stock
−Removed: Total Shareholders’
−Removed: Balance as of March 31, 2021
+Added: Shareholders’
+Added: as of March 31, 2021
1,009,276,752
2 unchanged sentences
$ ( 148,957,989 )
−Removed: Non-cash compensation through the issuance of employee stock options
−Removed: Shares issued in payment of salaries
−Removed: Balance at June 30, 2021
+Added: of Preferred Stock to Common Stock
+Added: of Preferred Stock to Common Stock, shares
+Added: commitment shares issued pursuant to the 2020 Lincoln Park purchase agreement
+Added: Initial commitment shares issued pursuant to the 2020
+Added: Lincoln Park purchase agreement, shares
+Added: Stock sold pursuant to the 2020 Lincoln Park purchase agreement
+Added: Common Stock sold pursuant to the 2020 Lincoln Park
+Added: purchase agreement, shares
+Added: Stock issued as additional commitment shares pursuant to the 2020 Lincoln Park purchase agreement
+Added: Common Stock issued as additional commitment shares
+Added: pursuant to the 2020 Lincoln Park purchase agreement, shares
+Added: associated with raising capital
+Added: issued in payment of Director fees
+Added: issued in payment of Director fees, shares
+Added: issued in payment of consulting expense
+Added: issued in payment of consulting expenses, shares
+Added: compensation through the issuance of employee stock options
+Added: issued in payment of salaries
+Added: at June 30, 2021
1,011,381,988
2 unchanged sentences
$ ( 146,568,871 )
−Removed: Additional Paid-In
−Removed: Treasury Stock
−Removed: Total Shareholders’
−Removed: Balance as of March 31, 2020
+Added: compensation through the issuance of employee stock options
+Added: at September 30, 2021
1,011,381,988
1 unchanged sentence
$ ( 306,841 )
−Removed: Non-cash compensation through the issuance of employee stock options
−Removed: Shares issued in payment of salaries
−Removed: Balance at June 30, 2020
$ ( 144,771,894 )
+Added: accompanying notes are an integral part of these unaudited condensed consolidated financial statements.
+Added: PHARMACEUTICALS, INC.
+Added: AND SUBSIDIARY
+Added: CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY
+Added: Shareholders’
+Added: as of March 31, 2020
$ 150,264,605
$ ( 306,841 )
+Added: $ ( 154,046,410 )
+Added: compensation through the issuance of employee stock options
+Added: issued in payment of salaries
+Added: at June 30, 2020
+Added: $ 150,319,552
+Added: $ ( 306,841 )
+Added: $ ( 152,969,061 )
+Added: at June 30, 2020
+Added: $ 150,319,552
+Added: $ ( 306,841 )
+Added: $ ( 152,969,061 )
+Added: of Preferred Stock to Common Stock
+Added: ( 13,903,960 )
+Added: commitment shares issued pursuant to the 2020 Lincoln Park purchase agreement
+Added: Stock sold pursuant to the 2020 Lincoln Park purchase agreement
+Added: Stock issued as additional commitment shares pursuant to the 2020 Lincoln Park purchase agreement
+Added: associated with raising capital
+Added: compensation through the issuance of employee stock options
+Added: issued in payment of Director fees
+Added: issued in payment of salaries
+Added: issued in payment of consulting expenses
+Added: at September 30, 2020
+Added: 1,009,276,752
+Added: $ 164,401,909
+Added: $ ( 306,841 )
+Added: $ ( 150,487,499 )
+Added: at September 30, 2020
+Added: 1,009,276,752
+Added: $ 164,401,909
+Added: $ ( 306,841 )
+Added: $ ( 150,487,499 )
accompanying notes are an integral part of these unaudited condensed consolidated financial statements.
2 unchanged sentences
CONSOLIDATED STATEMENTS OF CASH FLOWS
−Removed: For the Three Months Ended
−Removed: CASH FLOWS FROM OPERATING ACTIVITIES:
−Removed: Adjustments to reconcile net income to net cash provided by operating activities:
−Removed: Depreciation and amortization
−Removed: Amortization of operating leases - right-of-use assets
−Removed: Gain on the disposal of property and equipment
−Removed: Change in fair value of derivative financial instruments - warrants
−Removed: Non-cash compensation accrued
−Removed: Non-cash compensation through the issuance of employee stock options
−Removed: Non-cash rent expense and lease accretion
−Removed: Change in operating assets and liabilities:
−Removed: Accounts receivable
+Added: the Six Months Ended September 30,
+Added: FLOWS FROM OPERATING ACTIVITIES:
+Added: to reconcile net income to net cash provided by operating activities:
+Added: and amortization
+Added: of operating leases - right-of-use assets
+Added: on the disposal of property and equipment
+Added: in fair value of derivative financial instruments - warrants
( 1,033,894 )
+Added: compensation accrued
+Added: compensation through the issuance of employee stock options
+Added: rent expense and lease accretion
+Added: in operating assets and liabilities:
( 1,175,982 )
−Removed: Prepaid expenses and other current assets
−Removed: Accounts payable, accrued expenses and other current liabilities
−Removed: Deferred revenue and customer deposits
−Removed: Lease obligations - operating leases
−Removed: Net cash provided by operating activities
−Removed: CASH FLOWS FROM INVESTING ACTIVITIES:
−Removed: Purchase of property and equipment
−Removed: Proceeds from disposal of property and equipment
−Removed: Net cash (used in) provided by investing activities
−Removed: CASH FLOWS FROM FINANCING ACTIVITIES:
−Removed: Proceeds from loans payable
−Removed: Other loan payments
−Removed: Net cash provided by financing activities
−Removed: Net change in cash and restricted cash
−Removed: Cash and restricted cash, beginning of period
−Removed: Cash and restricted cash, end of period
−Removed: Supplemental disclosure of cash and non-cash transactions:
−Removed: Cash paid for interest
−Removed: Financing of equipment purchases and insurance renewal
−Removed: Stock issued in payment of Directors fees, salaries and consulting expenses
−Removed: Supplemental non-cash amounts of lease liabilities arising from obtaining right of use assets
+Added: ( 1,532,756 )
+Added: expenses and other current assets
+Added: payable, accrued expenses and other current liabilities
+Added: ( 1,408,835 )
+Added: revenue and customer deposits
+Added: obligations - operating leases
+Added: cash provided by operating activities
+Added: FLOWS FROM INVESTING ACTIVITIES:
+Added: of property and equipment
+Added: from disposal of property and equipment
+Added: cash used in investing activities
+Added: FLOWS FROM FINANCING ACTIVITIES:
+Added: of bond principal
+Added: loan payments
+Added: from the issuance of Common Stock
+Added: loan proceeds
+Added: cash (used in) provided by financing activities
+Added: change in cash and restricted cash
+Added: and restricted cash, beginning of period
+Added: and restricted cash, end of period
+Added: disclosure of cash and non-cash transactions:
+Added: paid for interest
+Added: of equipment purchases and insurance renewal
+Added: issued in payment of Directors fees, salaries and consulting expenses
+Added: non-cash amounts of lease liabilities arising from obtaining right of use assets
+Added: shares issued to Lincoln Park Capital
+Added: of preferred stock to Common Stock
accompanying notes are an integral part of these unaudited condensed consolidated financial statements.
24 unchanged sentences
which are, in the opinion of management, necessary for a fair presentation of such statements.
−Removed: The results of operations for the three
−Removed: months ended June 30, 2021 are not necessarily indicative of the results that may be expected for the entire year.
+Added: The results of operations for the six
+Added: months ended September 30, 2021 are not necessarily indicative of the results that may be expected for the entire year.
Accounting Standards Board (“FASB”) Accounting Standards Codification 280 (“ASC 280”), Segment Reporting ,
16 unchanged sentences
Please see Note 15 for further details.
−Removed: PHARMACEUTICALS, INC.
−Removed: AND SUBSIDIARY
−Removed: TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
Company generates revenue primarily from manufacturing and licensing fees.
5 unchanged sentences
collaborations.
+Added: PHARMACEUTICALS, INC.
+Added: AND SUBSIDIARY
+Added: TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
ASC 606, Revenue from Contacts with Customers (“ASC 606”), the Company recognizes revenue when the customer obtains
45 unchanged sentences
conditions and internally approved pricing guidelines related to the performance obligations.
−Removed: PHARMACEUTICALS, INC.
−Removed: AND SUBSIDIARY
−Removed: TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
Company recognizes revenue from non-refundable upfront payments at a point in time, typically upon fulfilling the delivery of the associated
7 unchanged sentences
of a reversal of revenue, which typically occurs near or upon achievement of the event.
+Added: PHARMACEUTICALS, INC.
+Added: AND SUBSIDIARY
+Added: TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
management judgment is required to determine the level of effort required under an arrangement and the period over which the Company
10 unchanged sentences
None of the Company’s contracts contained a significant financing
−Removed: component as of June 30, 2021.
+Added: component as of September 30, 2021.
accordance with ASC 606-10-55-65, royalties are recognized when the subsequent sale of the customer’s products occurs.
6 unchanged sentences
April 3, 2020, Elite and SunGen mutually agreed to discontinue any further joint product development activities.
−Removed: PHARMACEUTICALS, INC.
−Removed: AND SUBSIDIARY
−Removed: TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
Disaggregation
3 unchanged sentences
SCHEDULE OF DISAGGREGATION OF REVENUE
−Removed: For the Three Months Ended
−Removed: Licensing fees
−Removed: Total NDA revenue
−Removed: Manufacturing fees
−Removed: Licensing fees
−Removed: Total ANDA revenue
−Removed: Total revenue
+Added: the Three Months Ended September 30,
+Added: the Six Months Ended September 30,
+Added: Manufacturing
Company considers all highly liquid investments with an original maturity of three months or less to be cash equivalents.
4 unchanged sentences
financial institutions and, to date has not experienced losses on any of its balances.
−Removed: of June 30, 2021, and March 31, 2021, the Company had $ 405,013 and $ 405,013 , of restricted cash, respectively, related to debt service
+Added: PHARMACEUTICALS, INC.
+Added: AND SUBSIDIARY
+Added: TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
+Added: of September 30, 2021, and March 31, 2021, the Company had $ 405,019 and $ 405,013 , of restricted cash, respectively, related to debt service
reserve in regard to the New Jersey Economic Development Authority (“NJEDA”) bonds (see Note 5).
13 unchanged sentences
gain or loss, if any, is recognized in income.
−Removed: PHARMACEUTICALS, INC.
−Removed: AND SUBSIDIARY
−Removed: TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
Company capitalizes certain costs to acquire intangible assets;
13 unchanged sentences
and slower growth rates.
−Removed: of June 30, 2021, the Company did not identify any indicators of impairment.
+Added: of September 30, 2021, the Company did not identify any indicators of impairment.
also see Note 4 for further details on intangible assets.
1 unchanged sentence
and development expenditures are charged to expense as incurred.
+Added: PHARMACEUTICALS, INC.
+Added: AND SUBSIDIARY
+Added: TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
Contingencies
21 unchanged sentences
tax jurisdiction until the applicable statutes of limitation expire.
−Removed: As of June 30, 2021, a summary of the tax years that remain subject
−Removed: to examination in our major tax jurisdictions are:
+Added: As of September 30, 2021, a summary of the tax years that remain
+Added: subject to examination in our major tax jurisdictions are:
United States – Federal, 2016 and forward, and State, 2013 and forward.
−Removed: Company did not record unrecognized tax positions for the three months ended June 30, 2021 and 2020.
−Removed: PHARMACEUTICALS, INC.
−Removed: AND SUBSIDIARY
−Removed: TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
+Added: The Company did not record unrecognized tax positions for the six months ended September 30, 2021 and 2020.
and Preferred Shares
16 unchanged sentences
Company’s Common Stock.
+Added: PHARMACEUTICALS, INC.
+Added: AND SUBSIDIARY
+Added: TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
Per Share Attributable to Common Shareholders’
6 unchanged sentences
The computation of diluted net income per share does not include the conversion of securities that would have an antidilutive
−Removed: PHARMACEUTICALS, INC.
−Removed: AND SUBSIDIARY
−Removed: TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
following is the computation of earnings per share applicable to common shareholders for the periods indicated:
SCHEDULE OF EARNINGS (LOSS) PER SHARE APPLICABLE TO COMMON SHAREHOLDERS
−Removed: For the Three Months Ended
−Removed: Net income - basic
−Removed: Effect of dilutive instrument on net income
−Removed: Net income - diluted
−Removed: Weighted average shares of Common Stock outstanding - basic
+Added: the Three Months Ended
+Added: September 30,
+Added: the Six Months Ended
+Added: September 30,
+Added: income - basic
+Added: of dilutive instrument on net income
( 1,220,069 )
−Removed: Dilutive effect of stock options and convertible securities
−Removed: Weighted average shares of Common Stock outstanding - diluted
( 1,033,894 )
+Added: income - diluted
+Added: Weighted average
+Added: shares of Common Stock outstanding - basic
1,011,281,988
+Added: 1,010,059,593
+Added: effect of stock options and convertible securities
+Added: average shares of Common Stock outstanding - diluted
+Added: 1,011,281,988
+Added: 1,010,059,593
Net income per share
+Added: PHARMACEUTICALS, INC.
+Added: AND SUBSIDIARY
+Added: TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
Value of Financial Instruments
10 unchanged sentences
hierarchy under ASC 820 are described as follows:
−Removed: 1 – Unadjusted quoted prices in active markets for identical assets or liabilities that are accessible at the measurement date.
−Removed: 2 – Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly
−Removed: or indirectly.
−Removed: Level 2 inputs include quoted prices for similar assets or liabilities in active markets;
−Removed: quoted prices for identical
−Removed: or similar assets or liabilities in markets that are not active;
−Removed: inputs other than quoted prices that are observable for the asset
−Removed: or liability;
−Removed: and inputs that are derived principally from or corroborated by observable market data by correlation or other means.
+Added: 1 – Unadjusted quoted prices in active markets for identical assets or liabilities
+Added: that are accessible at the measurement date.
+Added: 2 – Inputs other than quoted prices included within Level 1 that are observable for
+Added: the asset or liability, either directly or indirectly.
+Added: Level 2 inputs include quoted prices
+Added: for similar assets or liabilities in active markets;
+Added: quoted prices for identical or similar
+Added: assets or liabilities in markets that are not active;
+Added: inputs other than quoted prices that
+Added: are observable for the asset or liability;
+Added: and inputs that are derived principally from or
+Added: corroborated by observable market data by correlation or other means.
3 – Inputs that are unobservable for the asset or liability.
−Removed: PHARMACEUTICALS, INC.
−Removed: AND SUBSIDIARY
−Removed: TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
−Removed: Measured on a Recurring Basis
−Removed: The following table presents information
−Removed: about our liabilities measured at fair value on a recurring basis, aggregated by the level in the fair value hierarchy within which those
−Removed: measurements fell:
+Added: on a Recurring Basis
+Added: following table presents information about our liabilities measured at fair value on a recurring basis, aggregated by the level in the
+Added: fair value hierarchy within which those measurements fell:
SCHEDULE OF LIABILITIES MEASURED AT FAIR VALUE ON A RECURRING BASIS
−Removed: Fair Value Measurement Using
−Removed: June 30, 2021
−Removed: Derivative financial instruments - warrants
−Removed: March 31, 2021
−Removed: Derivative financial instruments - warrants
−Removed: See Note 11 , for specific
−Removed: inputs used in determining fair value.
−Removed: The carrying amounts of the Company’s
−Removed: financial assets and liabilities, such as cash, accounts receivable, prepaid expenses and other current assets, accounts payable and accrued
−Removed: expenses, approximate their fair values because of the short maturity of these instruments.
−Removed: Based upon current borrowing rates with similar
−Removed: maturities the carrying value of long-term debt approximates fair value.
−Removed: Non-Financial Assets that are
−Removed: Measured at Fair Value on a Non-Recurring Basis
−Removed: Non-financial assets such as intangible
−Removed: assets, and property and equipment are measured at fair value only when an impairment loss is recognized.
−Removed: The Company did not record an
−Removed: impairment charge related to these assets in the periods presented.
−Removed: Treasury Stock
−Removed: The Company records treasury stock
−Removed: at the cost to acquire it and includes treasury stock as a component of shareholders’ equity.
−Removed: Recently Issued Accounting Pronouncements
−Removed: In June 2016, the FASB issued
−Removed: ASU 2016-13, Financial Instruments - Credit Losses (Topic 326):
−Removed: Measurement of Credit Losses on Financial Instruments .
−Removed: requires immediate recognition of management’s estimates of current expected credit losses (“CECL”).
−Removed: Under the prior
−Removed: model, losses were recognized only as they were incurred.
−Removed: The new model is applicable to all financial instruments that are not accounted
−Removed: for at fair value through net income.
−Removed: The standard is effective for fiscal years beginning after December 15, 2022 for public entities
−Removed: qualifying as smaller reporting companies.
−Removed: Early adoption is permitted.
−Removed: The Company is currently assessing the impact of this update on
−Removed: the consolidated financial statements and does not expect a material impact on the consolidated financial statements.
−Removed: Management has evaluated other
−Removed: recently issued accounting pronouncements and does not believe that any of these pronouncements will have a significant impact on our
−Removed: consolidated financial statements and related disclosures.
+Added: Value Measurement Using
+Added: at Fair Value
+Added: financial instruments - warrants
+Added: financial instruments - warrants
+Added: Note 11 , for specific inputs used in determining fair value.
+Added: carrying amounts of the Company’s financial assets and liabilities, such as cash, accounts receivable, prepaid expenses and other
+Added: current assets, accounts payable and accrued expenses, approximate their fair values because of the short maturity of these instruments.
+Added: Based upon current borrowing rates with similar maturities the carrying value of long-term debt approximates fair value.
PHARMACEUTICALS, INC.
1 unchanged sentence
TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
−Removed: Inventory consisted of the following:
+Added: Non-Financial
+Added: Assets that are Measured at Fair Value on a Non-Recurring Basis
+Added: Non-financial
+Added: assets such as intangible assets, and property and equipment are measured at fair value only when an impairment loss is recognized.
+Added: Company did not record an impairment charge related to these assets in the periods presented.
+Added: Company records treasury stock at the cost to acquire it and includes treasury stock as a component of shareholders’ equity.
+Added: Issued Accounting Pronouncements
+Added: June 2016, the FASB issued ASU 2016-13, Financial Instruments - Credit Losses (Topic 326):
+Added: Measurement of Credit Losses on Financial
+Added: Instruments .
+Added: This update requires immediate recognition of management’s estimates of current expected credit losses (“CECL”).
+Added: Under the prior model, losses were recognized only as they were incurred.
+Added: The new model is applicable to all financial instruments that
+Added: are not accounted for at fair value through net income.
+Added: The standard is effective for fiscal years beginning after December 15, 2022
+Added: for public entities qualifying as smaller reporting companies.
+Added: Early adoption is permitted.
+Added: The Company is currently assessing the impact
+Added: of this update on the consolidated financial statements and does not expect a material impact on the consolidated financial statements.
+Added: has evaluated other recently issued accounting pronouncements and does not believe that any of these pronouncements will have a significant
+Added: impact on our consolidated financial statements and related disclosures.
+Added: consisted of the following:
SCHEDULE OF INVENTORY
−Removed: June 30, 2021
−Removed: March 31, 2021
−Removed: Finished goods
Work-in-progress
−Removed: Raw materials
−Removed: Inventory, net
PROPERTY AND EQUIPMENT, NET
−Removed: Property and equipment consisted
−Removed: of the following:
+Added: and equipment consisted of the following:
SCHEDULE OF PROPERTY AND EQUIPMENT
−Removed: June 30, 2021
−Removed: March 31, 2021
−Removed: Land, building and improvements
−Removed: Laboratory, manufacturing, warehouse and transportation equipment
−Removed: Office equipment and software
−Removed: Furniture and fixtures
−Removed: Property and equipment, gross
+Added: building and improvements
+Added: manufacturing, warehouse and transportation equipment
+Added: equipment and software
Accumulated depreciation
−Removed: Property and equipment, net
−Removed: Depreciation expense was $ 309,157
−Removed: and $ 324,071 for the three months ended June 30, 2021 and 2020, respectively.
+Added: ( 12,758,274 )
+Added: ( 12,153,626 )
+Added: expense was $ 295,491 and $ 255,118 for the three months ended, and $ 604,648 and $ 654,871 for the six months ended September 30, 2021 and
+Added: 2020, respectively.
+Added: PHARMACEUTICALS, INC.
+Added: AND SUBSIDIARY
+Added: TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
INTANGIBLE ASSETS
−Removed: The following table summarizes
−Removed: the Company’s intangible assets:
+Added: following table summarizes the Company’s intangible assets:
SCHEDULE OF INTANGIBLE ASSETS
−Removed: June 30, 2021
−Removed: Patent application costs
−Removed: ANDA acquisition costs
−Removed: March 31, 2021
−Removed: Patent application costs
−Removed: ANDA acquisition costs
−Removed: Patent application costs were incurred in relation to the Company’s abuse deterrent opioid technology.
−Removed: Amortization of the patent costs will begin upon the issuance of marketing authorization by the FDA.
−Removed: Amortization will then be calculated on a straight-line basis through the expiry of the related patent(s).
+Added: Carrying Amount
+Added: application costs
+Added: acquisition costs
+Added: Carrying Amount
+Added: application costs
+Added: acquisition costs
+Added: application costs were incurred in relation to the Company’s abuse deterrent opioid
+Added: Amortization of the patent costs will begin upon the issuance of marketing authorization
+Added: Amortization will then be calculated on a straight-line basis through the expiry
+Added: of the related patent(s).
+Added: August 2005, the Company refinanced a bond issue occurring in 1999 through the issuance of Series A and B Notes tax-exempt bonds (the
+Added: “NJEDA Bonds” and/or “Bonds”).
+Added: During July 2014, the Company retired all outstanding Series B Notes, at par,
+Added: along with all accrued interest due and owed.
+Added: relation to the Series A Notes, the Company is required to maintain a debt service reserve.
+Added: The debt service reserve is classified as
+Added: restricted cash on the accompanying unaudited condensed consolidated balance sheets.
+Added: The NJEDA Bonds require the Company to make an annual
+Added: principal payment on September 1st based on the amount specified in the loan documents and semi-annual interest payments on March 1st
+Added: and September 1st, equal to interest due on the outstanding principal.
+Added: The annual interest rate on the Series A Note is 6.5 %.
+Added: Bonds are collateralized by a first lien on the Company’s facility and equipment acquired with the proceeds of the original and
+Added: refinanced bonds.
PHARMACEUTICALS, INC.
1 unchanged sentence
TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
−Removed: During August 2005, the Company
−Removed: refinanced a bond issue occurring in 1999 through the issuance of Series A and B Notes tax-exempt bonds (the “NJEDA Bonds”
−Removed: and/or “Bonds”).
−Removed: During July 2014, the Company retired all outstanding Series B Notes, at par, along with all accrued interest
−Removed: due and owed.
−Removed: In relation to the Series A Notes,
−Removed: the Company is required to maintain a debt service reserve.
−Removed: The debt service reserve is classified as restricted cash on the accompanying
−Removed: unaudited condensed consolidated balance sheets.
−Removed: The NJEDA Bonds require the Company to make an annual principal payment on September
−Removed: 1st based on the amount specified in the loan documents and semi-annual interest payments on March 1st and September 1st, equal to interest
−Removed: due on the outstanding principal.
−Removed: The annual interest rate on the Series A Note is 6.5 %.
−Removed: The NJEDA Bonds are collateralized by a first
−Removed: lien on the Company’s facility and equipment acquired with the proceeds of the original and refinanced bonds.
−Removed: The following tables summarize
−Removed: the Company’s bonds payable liability:
−Removed: OF BONDS PAYABLE LIABILITY
−Removed: June 30, 2021
−Removed: March 31, 2021
−Removed: Gross bonds payable
−Removed: NJEDA Bonds - Series A Notes
+Added: following tables summarize the Company’s bonds payable liability:
+Added: SCHEDULE OF BONDS PAYABLE LIABILITY
+Added: bonds payable
+Added: Bonds - Series A Notes
Current portion of bonds payable (prior to deduction of bond offering costs)
−Removed: Long-term portion of bonds payable (prior to deduction of bond offering costs)
−Removed: Bond offering costs
+Added: portion of bonds payable (prior to deduction of bond offering costs)
+Added: offering costs
Accumulated amortization
−Removed: Bond offering costs, net
−Removed: Current portion of bonds payable - net of bond offering costs
−Removed: Current portions of bonds payable
+Added: offering costs, net
+Added: portion of bonds payable - net of bond offering costs
+Added: portions of bonds payable
Bonds offering costs to be amortized in the next 12 months
−Removed: Current portion of bonds payable, net of bond offering costs
−Removed: Long term portion of bonds payable - net of bond offering costs
−Removed: Long term portion of bonds payable
+Added: portion of bonds payable, net of bond offering costs
+Added: term portion of bonds payable - net of bond offering costs
+Added: term portion of bonds payable
Bond offering costs to be amortized subsequent to the next 12 months
−Removed: Long term portion of bonds payable, net of bond offering costs
−Removed: Amortization expense was $ 3,545
−Removed: and $ 3,545 for the three months ended June 30, 2021 and 2020, respectively.
−Removed: As of June 30, 2021 and March 31, 2021, interest payable was
−Removed: $ 31,850 and $ 7,963 , respectively.
−Removed: LOANS PAYABLE
−Removed: Loans payable consisted of the
−Removed: OF LOANS PAYABLE
−Removed: June 30, 2021
−Removed: March 31, 2021
−Removed: Equipment and insurance financing loans payable, between 3.5 % and 12.73 % interest and maturing between June 2021 and October 2025
−Removed: Current portion of loans payable
−Removed: Long-term portion of loans payable
−Removed: The interest expense associated
−Removed: with the loans payable was $ 6,109 and $ 17,880 for the three months ended June 30, 2021 and 2020, respectively.
+Added: term portion of bonds payable, net of bond offering costs
+Added: expense was $ 3,545 and $ 3,545 for the three months ended, and $ 7,090 and $ 7,090 for the six months ended September 30, 2021 and 2020,
+Added: respectively.
+Added: As of September 30, 2021 and March 31, 2021, interest payable was $ 7,367 and $ 7,963 , respectively.
PHARMACEUTICALS, INC.
1 unchanged sentence
TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
−Removed: RELATED PARTY SECURED PROMISSORY NOTE WITH
−Removed: MIKAH PHARMA, LLC
−Removed: For consideration of the assets
−Removed: acquired on May 15, 2017, the Company issued a Secured Promissory Note (the “Mikah Note”) to Mikah Pharma, LLC (“Mikah”)
−Removed: for the principal sum of $ 1,200,000 .
−Removed: Mikah was founded in 2009 by Nasrat Hakim (“Hakim”), a related party and the Company’s
−Removed: President, Chief Executive Officer and Chairman of the Board.
−Removed: The Mikah Note matured on December 31, 2020 and was retired at par in March
+Added: LOANS PAYABLE
+Added: payable consisted of the following:
+Added: SCHEDULE OF LOANS PAYABLE
+Added: and insurance financing loans payable, between 3.5% and 12.73% interest and maturing between June 2021 and October 2025
+Added: Current portion of loans payable
+Added: portion of loans payable
+Added: interest expense associated with the loans payable was $ 17,001 and $ 20,760 for the three months ended, and $ 35,598 and $ 38,640 for the
+Added: six months ended September 30, 2021 and 2020, respectively.
+Added: RELATED PARTY SECURED PROMISSORY NOTE WITH MIKAH PHARMA, LLC
+Added: consideration of the assets acquired on May 15, 2017, the Company issued a Secured Promissory Note (the “Mikah Note”) to
+Added: Mikah Pharma, LLC (“Mikah”) for the principal sum of $ 1,200,000 .
+Added: Mikah was founded in 2009 by Nasrat Hakim (“Hakim”),
+Added: a related party and, the Company’s President, Chief Executive Officer and Chairman of the Board.
+Added: The Mikah Note matured on December
+Added: 31, 2020 and was retired at par in March 2021.
The principal amount of $ 1,200,000 was repaid by the Company at maturity.
−Removed: Interest expense associated with
−Removed: the Note was $ 30,000 for the three months ended June 30, 2020.
−Removed: A total of $ 435,000 in accrued interest expense, representing interest
−Removed: expense accrued during the life of the Mikah Note, was due and owing as of the maturity date of the Mikah Note.
+Added: expense associated with the Note was $ 30,000
+Added: for the three months ended and $ 60,000
+Added: for the six months ended September 30, 2020.
+Added: A total of $ 435,000 in
+Added: accrued interest expense, representing interest expense accrued during the life of the Mikah Note, was due and owing as of the maturity
+Added: date of the Mikah Note.
Of the $ 435,000
−Removed: accrued interest due at maturity, $ 343,379 of accrued interest was satisfied by offset against amounts due from Mikah pursuant to the
−Removed: development agreement between the Company and Mikah, dated December 3, 2018 (see Note 16).
−Removed: The balance of $ 91,621 of accrued interest
−Removed: expense owing in relation to the Mikah Note was recorded as a non-interest bearing, general liability of the Company.
+Added: accrued interest due at maturity, $ 435,000
+Added: accrued interest was satisfied by offset against amounts due from Mikah pursuant to the development agreement between the Company and
+Added: Mikah, dated December 3, 2018 (see Note 16) .
DEFERRED REVENUE
−Removed: Deferred revenues in the aggregate
−Removed: amount of $ 55,558 as of June 30, 2021, were comprised of a current component of $ 13,333 and a long-term component of $ 42,225 .
−Removed: revenues in the aggregate amount of $ 58,891 as of March 31, 2021, were comprised of a current component of $ 13,333 and a long-term component
−Removed: of $ 45,558 .
−Removed: These line items represent the unamortized amounts of a $ 200,000 advance payment received for a TAGI Pharma (“TAGI”)
−Removed: licensing agreement with a fifteen -year term beginning in September 2010 and ending in August 2025 and the $ 5,000,000 advance payment
−Removed: Epic Collaborative Agreement with a five -year term beginning in June 2015 and ending in May 2020 .
−Removed: These advance payments were recorded
−Removed: as deferred revenue when received and are earned, on a straight-line basis over the life of the licenses.
−Removed: The current component is equal
−Removed: to the amount of revenue to be earned during the 12-month period immediately subsequent to the balance sheet date and the long-term component
−Removed: is equal to the amount of revenue to be earned thereafter.
+Added: revenues in the aggregate amount of $ 52,225 as of September 30, 2021, were comprised of a current component of $ 13,333 and a long-term
+Added: component of $ 38,892 .
+Added: Deferred revenues in the aggregate amount of $ 58,891 as of March 31, 2021, were comprised of a current component
+Added: of $ 13,333 and a long-term component of $ 45,558 .
+Added: These line items represent the unamortized amounts of a $ 200,000 advance payment received
+Added: for a TAGI Pharma (“TAGI”) licensing agreement with a fifteen-year term beginning in September 2010 and ending in August
+Added: 2025 and the $ 5,000,000 advance payment Epic Collaborative Agreement with a five-year term beginning in June 2015 and ending in May 2020 .
+Added: These advance payments were recorded as deferred revenue when received and are earned, on a straight-line basis over the life of the
+Added: The current component is equal to the amount of revenue to be earned during the 12-month period immediately subsequent to the
+Added: balance sheet date and the long-term component is equal to the amount of revenue to be earned thereafter.
COMMITMENTS AND CONTINGENCIES
−Removed: Occasionally, the Company may
−Removed: be involved in claims and legal proceedings arising from the ordinary course of its business.
−Removed: The Company records a provision for a liability
−Removed: when it believes that is both probable that a liability has been incurred, and the amount can be reasonably estimated.
−Removed: If these estimates
−Removed: and assumptions change or prove to be incorrect, it could have a material impact on the Company’s condensed consolidated financial
−Removed: Contingencies are inherently unpredictable, and the assessments of the value can involve a series of complex judgments about
−Removed: future events and can rely heavily on estimates and assumptions.
−Removed: Operating Leases
−Removed: The Company entered into an operating
−Removed: lease for a portion of a one-story warehouse, located at 135 Ludlow Avenue, Northvale, New Jersey (the “135 Ludlow Ave.
−Removed: The 135 Ludlow Ave.
−Removed: lease is for approximately 15,000 square feet of floor space and began on July 1, 2010.
−Removed: During July 2014, the Company
−Removed: modified the 135 Ludlow Ave.
−Removed: lease in which the Company was permitted to occupy the entire 35,000 square feet of floor space in the building
−Removed: (“135 Ludlow Ave.
−Removed: modified lease”).
−Removed: The 135 Ludlow Ave.
−Removed: modified lease
−Removed: includes an initial term, which expired on December 31, 2016 with two tenant renewal options of five years each, at the sole discretion
−Removed: of the Company.
−Removed: On June 22, 2016, the Company exercised the first of these renewal options, with such option including a term that begins
−Removed: on January 1, 2017 and expires on December 31, 2021 .
−Removed: On June 30, 2021, the Company exercised the second of the renewal options, with such
−Removed: option including a term that begins on January 1, 2022 and expires on December 31, 2026.
+Added: Occasionally,
+Added: the Company may be involved in claims and legal proceedings arising from the ordinary course of its business.
+Added: The Company records a provision
+Added: for a liability when it believes that is both probable that a liability has been incurred, and the amount can be reasonably estimated.
+Added: If these estimates and assumptions change or prove to be incorrect, it could have a material impact on the Company’s condensed
+Added: consolidated financial statements.
+Added: Contingencies are inherently unpredictable, and the assessments of the value can involve a series
+Added: of complex judgments about future events and can rely heavily on estimates and assumptions.
PHARMACEUTICALS, INC.
1 unchanged sentence
TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
+Added: Leases – 135 Ludlow Ave.
+Added: Company entered into an operating lease for a portion of a one-story warehouse, located at 135 Ludlow Avenue, Northvale, New Jersey (the
+Added: “135 Ludlow Ave.
The 135 Ludlow Ave.
+Added: lease is for approximately 15,000 square feet of floor space and began on July
+Added: During July 2014, the Company modified the 135 Ludlow Ave.
+Added: lease in which the Company was permitted to occupy the entire 35,000
+Added: square feet of floor space in the building (“135 Ludlow Ave.
modified lease”).
−Removed: property required significant leasehold improvements and qualifications, as a prerequisite, for its intended future use.
−Removed: Manufacturing,
−Removed: packaging, warehousing and regulatory activities are currently conducted at this location.
−Removed: Additional renovations and construction to
−Removed: further expand the Company’s manufacturing resources are in progress.
−Removed: In October 2020, the Company entered
−Removed: into an operating lease for office space in Pompano Beach, Florida (the “Pompano Office Lease”).
−Removed: The Pompano Office Lease
−Removed: is for approximately 1,275 square feet of office space, with Elite taking occupancy on November 1, 2020.
−Removed: The Pompano Office includes a
−Removed: 3 month abatement from November 2020 through February 2021 and has a term of three years, ending on October 31, 2023.
−Removed: The Company assesses whether an
−Removed: arrangement is a lease or contains a lease at inception.
−Removed: For arrangements considered leases or that contain a lease that is accounted
−Removed: for separately, the Company determines the classification and initial measurement of the right-of-use asset and lease liability at the
−Removed: lease commencement date, which is the date that the underlying asset becomes available for use.
−Removed: The Company has elected to account for
−Removed: non-lease components associated with its leases and lease components as a single lease component.
−Removed: The Company recognizes a right-of-use
−Removed: asset, which represents the Company’s right to use the underlying asset for the lease term, and a lease liability, which represents
−Removed: the present value of the Company’s obligation to make payments arising over the lease term.
−Removed: The present value of the lease payments
−Removed: is calculated using either the implicit interest rate in the lease or an incremental borrowing rate.
−Removed: Lease assets and liabilities are
−Removed: classified as follows on the condensed consolidated balance sheet:
+Added: 135 Ludlow Ave.
+Added: modified lease includes an initial term, which expired on December 31, 2016 with two tenant renewal options of five years
+Added: each, at the sole discretion of the Company.
+Added: On June 22, 2016, the Company exercised the first of these renewal options, with such option
+Added: including a term that begins on January 1, 2017 and expires on December 31, 2021 .
+Added: On June 30, 2021, the Company exercised the second
+Added: of the renewal options, with such option including a term that begins on January 1, 2022 and expires on December 31, 2026.
+Added: 135 Ludlow Ave.
+Added: modified lease property required significant leasehold improvements and qualifications, as a prerequisite, for its intended
+Added: Manufacturing, packaging, warehousing and regulatory activities are currently conducted at this location.
+Added: Additional renovations
+Added: and construction to further expand the Company’s manufacturing resources are in progress.
+Added: October 2020, the Company entered into an operating lease for office space in Pompano Beach, Florida (the “Pompano Office Lease”).
+Added: The Pompano Office Lease is for approximately 1,275 square feet of office space, with Elite taking occupancy on November 1, 2020.
+Added: Pompano Office includes a 3 month abatement from November 2020 through February 2021 and has a term of three years, ending on October
+Added: Company assesses whether an arrangement is a lease or contains a lease at inception.
+Added: For arrangements considered leases or that contain
+Added: a lease that is accounted for separately, the Company determines the classification and initial measurement of the right-of-use asset
+Added: and lease liability at the lease commencement date, which is the date that the underlying asset becomes available for use.
+Added: has elected to account for non-lease components associated with its leases and lease components as a single lease component.
+Added: Company recognizes a right-of-use asset, which represents the Company’s right to use the underlying asset for the lease term, and
+Added: a lease liability, which represents the present value of the Company’s obligation to make payments arising over the lease term.
+Added: The present value of the lease payments is calculated using either the implicit interest rate in the lease or an incremental borrowing
+Added: assets and liabilities are classified as follows on the condensed consolidated balance sheet:
SCHEDULE OF LEASE ASSETS AND LIABILITIES
Classification
−Removed: As of June 30, 2021
−Removed: Operating lease – right-of-use asset
−Removed: Total leased assets
−Removed: Lease obligation – operating lease
−Removed: Lease obligation – operating lease, net of current portion
−Removed: Total lease liabilities
−Removed: Rent expense is recorded on the
−Removed: straight-line basis.
+Added: September 30, 2021
+Added: lease – right-of-use asset
+Added: leased assets
+Added: obligation – operating lease
+Added: obligation – operating lease, net of current portion
+Added: lease liabilities
+Added: expense is recorded on the straight-line basis.
Rent expense under the 135 Ludlow Ave.
−Removed: modified lease for the three months ended June 30, 2021 and 2020 was $ 57,105
−Removed: and $ 55,986 , respectively.
−Removed: Rent expense under the Pompano Office Lease for the three months ended June 30, 2021 and 2020 was $ 5,772 and
+Added: modified lease for the three months ended September
+Added: 30, 2021 and 2020 was $ 57,105 and $ 55,986 , respectively, and $ 114,210 and $ 111,972 for the six months ended September 30, 2021 and 2020,
respectively.
−Removed: Rent expense is recorded in general and administrative expense in the unaudited condensed consolidated statements of
+Added: Rent expense under the Pompano Office Lease the three months ended September 30, 2021 was $ 5,772 , and $ 11,544 for the six months ended September 30, 2021.
+Added: Rent expense is recorded in
+Added: general and administrative expense in the unaudited condensed consolidated statements of operations.
PHARMACEUTICALS, INC.
1 unchanged sentence
TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
−Removed: The table below shows
−Removed: the future minimum rental payments, exclusive of taxes, insurance and other costs, under the 135 Ludlow Ave.
−Removed: modified lease and the Pompano
−Removed: Office Lease:
−Removed: OF THE FUTURE MINIMUM RENTAL PAYMENTS
−Removed: Years ending March 31,
−Removed: Total future minimum lease payments
−Removed: Present value of lease payments
−Removed: The weighted-average remaining
−Removed: lease term and the weighted-average discount rate of our lease was as follows:
−Removed: OF WEIGHTED-AVERAGE REMAINING LEASE TERM AND THE WEIGHTED-AVERAGE DISCOUNT RATE
−Removed: Lease Term and Discount Rate
−Removed: June 30, 2021
−Removed: Remaining lease term (years)
−Removed: Operating leases
−Removed: Discount rate
−Removed: Operating leases
−Removed: The Company has an obligation
−Removed: for the restoration of its leased facility and the removal or dismantlement of certain property and equipment as a result of its business
−Removed: operation in accordance with ASC 410, Asset Retirement and Environmental Obligations – Asset Retirement Obligations .
−Removed: Company records the fair value of the asset retirement obligation in the period in which it is incurred.
−Removed: The Company increases, annually,
−Removed: the liability related to this obligation.
−Removed: The liability is accreted to its present value each period and the capitalized cost is depreciated
−Removed: over the useful life of the related asset.
−Removed: Upon settlement of the liability, the Company records either a gain or loss.
−Removed: As of June 30,
−Removed: 2021, and March 31, 2021, the Company had a liability of $ 38,195 and $ 37,628 , respectively, recorded as a component of other long-term
+Added: table below shows the future minimum rental payments, exclusive of taxes, insurance and other costs, under the 135 Ludlow Ave.
+Added: lease and the Pompano Office Lease:
+Added: SCHEDULE OF THE FUTURE MINIMUM RENTAL PAYMENTS
+Added: ending March 31,
+Added: future minimum lease payments
+Added: value of lease payments
+Added: weighted-average remaining lease term and the weighted-average discount rate of our lease was as follows:
+Added: SCHEDULE OF WEIGHTED-AVERAGE REMAINING LEASE TERM AND THE WEIGHTED-AVERAGE DISCOUNT RATE
+Added: Term and Discount Rate
+Added: lease term (years)
+Added: Company has an obligation for the restoration of its leased facility and the removal or dismantlement of certain property and equipment
+Added: as a result of its business operation in accordance with ASC 410, Asset Retirement and Environmental Obligations – Asset Retirement
+Added: Obligations .
+Added: The Company records the fair value of the asset retirement obligation in the period in which it is incurred.
+Added: increases, annually, the liability related to this obligation.
+Added: The liability is accreted to its present value each period and the capitalized
+Added: cost is depreciated over the useful life of the related asset.
+Added: Upon settlement of the liability, the Company records either a gain or
+Added: As of September 30, 2021, and March 31, 2021, the Company had a liability of $ 38,771 and $ 37,628 , respectively, recorded as a component
+Added: of other long-term liabilities.
PREFERRED STOCK
−Removed: Series J convertible preferred stock
−Removed: On April 28, 2017, the Company
−Removed: created the Series J Convertible Preferred Stock (“Series J Preferred”) in conjunction with the Certificate of Designations
−Removed: (“Series J COD”).
−Removed: A total of 50 shares of Series J Preferred were authorized, zero shares are issued and outstanding, with
−Removed: a stated value of $ 1,000,000 per share and a par value of $ 0.01 as of June 30, 2021.
−Removed: On April 27, 2017, a total of
−Removed: 24.0344 shares of Series J Preferred were issued pursuant to an exchange agreement (the “Exchange Agreement”) with Hakim,
−Removed: a related party and the Company’s President, Chief Executive Officer and Chairman of the Board of Directors.
−Removed: The Exchange Agreement
−Removed: provided for Hakim to exchange 158,017,321 shares of Common Stock for 24.0344 shares of Series J Preferred and warrants to purchase 79,008,661
−Removed: shares of Common Stock at $ 0.1521 per share.
−Removed: The aggregate stated value of the Series J Preferred issued was equal to the aggregate value
−Removed: of the shares of Common Stock exchanged, with such value of each share of Common Stock exchanged being equal to the closing price of the
−Removed: Common Stock on April 27, 2017.
−Removed: In connection with the Exchange Agreement, the Company also issued warrants to purchase 79,008,661 shares
−Removed: of Common Stock at $ 0.1521 per share, and such warrants are classified as liabilities on the accompanying unaudited condensed consolidated
−Removed: balance sheet as of June 30, 2021 (See Note 11).
+Added: J convertible preferred stock
+Added: April 28, 2017, the Company created the Series J Convertible Preferred Stock (“Series J Preferred”) in conjunction with the
+Added: Certificate of Designations (“Series J COD”).
+Added: A total of 50 shares of Series J Preferred were authorized, zero shares are
+Added: issued and outstanding, with a stated value of $ 1,000,000 per share and a par value of $ 0.01 as of September 30, 2021.
+Added: April 27, 2017, a total of 24.0344 shares of Series J Preferred were issued pursuant to an exchange agreement (the “Exchange Agreement”)
+Added: with Hakim, a related party and the Company’s President, Chief Executive Officer and Chairman of the Board of Directors.
+Added: Agreement provided for Hakim to exchange 158,017,321 shares of Common Stock for 24.0344 shares of Series J Preferred and warrants to
+Added: purchase 79,008,661 shares of Common Stock at $ 0.1521 per share.
+Added: The aggregate stated value of the Series J Preferred issued was equal
+Added: to the aggregate value of the shares of Common Stock exchanged, with such value of each share of Common Stock exchanged being equal to
+Added: the closing price of the Common Stock on April 27, 2017.
+Added: In connection with the Exchange Agreement, the Company also issued warrants
+Added: to purchase 79,008,661 shares of Common Stock at $ 0.1521 per share, and such warrants are classified as liabilities on the accompanying
+Added: unaudited condensed consolidated balance sheet as of September 30, 2021 (See Note 11).
PHARMACEUTICALS, INC.
1 unchanged sentence
TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
−Removed: An amendment to the Company’s
−Removed: Articles of Incorporation to increase the number of shares of Common Stock the Company is authorized to issue from 995,000,000 shares
−Removed: to 1,445,000,000 shares was approved at the Company’s Annual Meeting of Shareholders held on December 4, 2019.
−Removed: Prior to the approval
−Removed: of the increase in the number of authorized shares, there were insufficient authorized shares if the Series J Preferred Stock were converted.
+Added: amendment to the Company’s Articles of Incorporation to increase the number of shares of Common Stock the Company is authorized
+Added: to issue from 995,000,000 shares to 1,445,000,000 shares was approved at the Company’s Annual Meeting of Shareholders held on December
+Added: Prior to the approval of the increase in the number of authorized shares, there were insufficient authorized shares if the Series
+Added: J Preferred Stock were converted.
As a result, the shares were classified in mezzanine equity.
−Removed: After the approval of the increase in the number of authorized shares, there
−Removed: are now sufficient authorized shares in the event of a full conversion of Series J Preferred Stock.
−Removed: With the approval of the increase
−Removed: in the number of authorized shares, there is no longer the presumption that a cash settlement will be required.
−Removed: Therefore, the Series
−Removed: J Preferred was reclassified from mezzanine equity to permanent equity at its carrying amount of $ 13,903,960 on the consolidated balance
−Removed: sheet as of March 31, 2020.
−Removed: On June 23, 2020, the Company
−Removed: held a Special Meeting of Shareholders, with such including a proposal for shareholders to again vote on the above referenced amendment
−Removed: to the Company’s Articles of Incorporation.
+Added: After the approval of the increase in
+Added: the number of authorized shares, there are now sufficient authorized shares in the event of a full conversion of Series J Preferred Stock.
+Added: With the approval of the increase in the number of authorized shares, there is no longer the presumption that a cash settlement will
+Added: Therefore, the Series J Preferred was reclassified from mezzanine equity to permanent equity at its carrying amount of $ 13,903,960
+Added: on the consolidated balance sheet as of March 31, 2020.
+Added: June 23, 2020, the Company held a Special Meeting of Shareholders, with such including a proposal for shareholders to again vote on the
+Added: above referenced amendment to the Company’s Articles of Incorporation.
This proposal was also passed by shareholder vote.
−Removed: On August 24, 2020, Hakim converted
−Removed: the 24.0344 shares of Series J Preferred into 158,017,321 shares of Common Stock at a conversion price of $ 0.1521 per share.
−Removed: DERIVATIVE FINANCIAL INSTRUMENTS –
−Removed: The Company evaluates and accounts
−Removed: for its freestanding instruments in accordance with ASC 815, Accounting for Derivative Instruments and Hedging Activities .
−Removed: The Company issued warrants, with
−Removed: a term of ten years, to affiliates in connection with an exchange agreement dated April 28, 2017, as further described in this note below.
−Removed: A summary of warrant activity
−Removed: is as follows:
+Added: August 24, 2020, Hakim converted the 24.0344 shares of Series J Preferred into 158,017,321 shares of Common Stock at a conversion price
+Added: of $ 0.1521 per share.
+Added: DERIVATIVE FINANCIAL INSTRUMENTS – WARRANTS
+Added: Company evaluates and accounts for its freestanding instruments in accordance with ASC 815, Accounting for Derivative Instruments
+Added: and Hedging Activities .
+Added: Company issued warrants, with a term of ten years, to affiliates in connection with an exchange agreement dated April 28, 2017, as further
+Added: described in this note below.
+Added: summary of warrant activity is as follows:
SCHEDULE OF WARRANT ACTIVITY
−Removed: June 30, 2021
−Removed: March 31, 2021
−Removed: Warrant Shares
−Removed: Weighted Average Exercise Price
−Removed: Warrant Shares
−Removed: Weighted Average Exercise Price
−Removed: Balance at beginning of period
−Removed: Warrants granted pursuant to the issuance of Series J convertible preferred shares
−Removed: Warrants exercised, forfeited and/or expired, net
−Removed: Balance at end of period
−Removed: On April 28, 2017, the Company
−Removed: entered into an Exchange Agreement with Hakim, the Chairman of the Board, President, and Chief Executive Officer of the Company, pursuant
−Removed: to which the Company issued to Hakim 24.0344 shares of its Series J Preferred and warrants to purchase an aggregate of 79,008,661 shares
−Removed: of its Common Stock (the “Series J Warrants” and, along with the Series J Preferred issued to Hakim, the “Securities”)
−Removed: in exchange for 158,017,321 shares of Common Stock owned by Hakim.
−Removed: The fair value of the Series J Warrants was determined to be $ 6,474,674
−Removed: upon issuance at April 28, 2017.
−Removed: The Series J Warrants are exercisable
−Removed: for a period of 10 years from the date of issuance, commencing April 28, 2020.
−Removed: The initial exercise price is $ 0.1521 per share and the
−Removed: Series J Warrants can be exercised for cash or on a cashless basis.
−Removed: The exercise price is subject to adjustment for any issuances or deemed
−Removed: issuances of Common Stock or Common Stock equivalents at an effective price below the then exercise price.
−Removed: Such exercise price adjustment
−Removed: feature prohibits the Company from being able to conclude the warrants are indexed to its own stock and thus such warrants are classified
−Removed: as liabilities and measured initially and subsequently at fair value.
−Removed: The Series J Warrants also provide for other standard adjustments
−Removed: upon the happening of certain customary events.
+Added: Average Exercise Price
+Added: Average Exercise Price
+Added: at beginning of period
+Added: granted pursuant to the issuance of Series J convertible preferred shares
+Added: exercised, forfeited and/or expired, net
+Added: at end of period
+Added: April 28, 2017, the Company entered into an Exchange Agreement with Hakim, the Chairman of the Board, President, and Chief Executive
+Added: Officer of the Company, pursuant to which the Company issued to Hakim 24.0344 shares of its Series J Preferred and warrants to purchase
+Added: an aggregate of 79,008,661 shares of its Common Stock (the “Series J Warrants” and, along with the Series J Preferred issued
+Added: to Hakim, the “Securities”) in exchange for 158,017,321 shares of Common Stock owned by Hakim.
+Added: The fair value of the Series
+Added: J Warrants was determined to be $ 6,474,674 upon issuance at April 28, 2017.
+Added: Series J Warrants are exercisable for a period of 10 years from the date of issuance, commencing April 28, 2020.
+Added: The initial exercise
+Added: price is $ 0.1521 per share and the Series J Warrants can be exercised for cash or on a cashless basis.
+Added: The exercise price is subject
+Added: to adjustment for any issuances or deemed issuances of Common Stock or Common Stock equivalents at an effective price below the then
+Added: exercise price.
+Added: Such exercise price adjustment feature prohibits the Company from being able to conclude the warrants are indexed to
+Added: its own stock and thus such warrants are classified as liabilities and measured initially and subsequently at fair value.
+Added: J Warrants also provide for other standard adjustments upon the happening of certain customary events.
PHARMACEUTICALS, INC.
1 unchanged sentence
TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
−Removed: The fair value of the Series J
−Removed: Warrants was calculated using a Black-Scholes model instead of a Monte Carlo Simulation because the probability with the shareholder approval
−Removed: provisions was no longer a factor.
−Removed: The following assumptions were used in the Black-Scholes model to calculate the fair value of the Series
−Removed: OF THE FAIR VALUE OF THE WARRANTS ISSUED
−Removed: June 30, 2021
−Removed: March 31, 2021
−Removed: Fair value of the Company’s Common Stock
−Removed: Initial exercise price
−Removed: Warrant term (in years)
−Removed: Risk free rate
−Removed: The changes in warrants (Level
−Removed: 3 financial instruments) measured at fair value on a recurring basis for the three months ended June 30, 2021 were as follows:
−Removed: OF CHANGES IN WARRANTS MEASURED AT FAIR VALUE ON A RECURRING BASIS
−Removed: Balance at March 31, 2021
−Removed: Change in fair value of derivative financial instruments - warrants
−Removed: Balance at June 30, 2021
+Added: fair value of the Series J Warrants was calculated using a Black-Scholes model instead of a Monte Carlo Simulation because the probability
+Added: with the shareholder approval provisions was no longer a factor.
+Added: The following assumptions were used in the Black-Scholes model to calculate
+Added: the fair value of the Series J Warrants:
+Added: SCHEDULE OF FAIR VALUE OF THE WARRANTS ISSUED
+Added: value of the Company’s Common Stock
+Added: Initial exercise
+Added: term (in years)
+Added: changes in warrants (Level 3 financial instruments) measured at fair value on a recurring basis for the six months ended September 30,
+Added: 2021 were as follows:
+Added: SCHEDULE OF CHANGES IN WARRANTS MEASURED AT FAIR VALUE ON A RECURRING BASIS
+Added: at March 31, 2021
+Added: in fair value of derivative financial instruments - warrants
+Added: ( 1,033,894 )
+Added: at September 30, 2021
SHAREHOLDERS’ EQUITY
−Removed: Lincoln Park Capital – May 1, 2017 Purchase
−Removed: On May 1, 2017, the Company entered
−Removed: into a purchase agreement (the “2017 LPC Purchase Agreement”), together with a registration rights agreement (the “2017
−Removed: LPC Registration Rights Agreement”), with Lincoln Park.
−Removed: Under the terms and subject to
−Removed: the conditions of the 2017 LPC Purchase Agreement, the Company had the right to sell to and Lincoln Park was obligated to purchase up
−Removed: to $ 40 million in shares of Common Stock, subject to certain limitations, from time to time, over the 36-month period that commenced on
−Removed: June 5, 2017.
−Removed: The 2017 LPC Agreement expired
−Removed: on July 1, 2020.
−Removed: During the three months ended
−Removed: June 30, 2020, there were no shares sold to Lincoln Park pursuant to the 2017 LPC Agreement.
−Removed: In addition, there were no shares issued
−Removed: to Lincoln Park as additional commitment shares, pursuant to the 2017 LPC Agreement.
−Removed: Lincoln Park Capital Transaction - July 8, 2020
−Removed: Purchase Agreement
−Removed: On July 8, 2020, the Company entered
−Removed: into a purchase agreement (the “2020 LPC Purchase Agreement”), and a registration rights agreement (the “2020 LPC Registration
−Removed: Rights Agreement”), with Lincoln Park Capital Fund, LLC (“Lincoln Park”), pursuant to which Lincoln Park has committed
−Removed: to purchase up to $ 25.0 million of the Company’s Common Stock, $ 0.001 par value per share, from time to time over the term of the
−Removed: 2020 LPC Purchase Agreement, at the Company’s direction.
−Removed: During the three months ended
−Removed: June 30, 2021, there were no shares sold to Lincoln Park pursuant to the 2020 LPC Purchase Agreement.
−Removed: In addition, there were no shares
−Removed: issued to Lincoln Park as additional commitment shares, pursuant to the 2020 LPC Purchase Agreement.
+Added: Park Capital Transaction - July 8, 2020 Purchase Agreement
+Added: July 8, 2020, the Company entered into a purchase agreement (the “2020 LPC Purchase Agreement”), and a registration rights
+Added: agreement (the “2020 LPC Registration Rights Agreement”), with Lincoln Park Capital Fund, LLC (“Lincoln Park”),
+Added: pursuant to which Lincoln Park has committed to purchase up to $ 25.0 million of the Company’s Common Stock, $ 0.001 par value per
+Added: share, from time to time over the term of the 2020 LPC Purchase Agreement, at the Company’s direction.
+Added: Company did not issue any shares of its Common Stock pursuant to the 2020 LPC Purchase Agreement during the six months ended September
+Added: In addition, there were no shares issued to Lincoln Park as additional commitment shares, pursuant to the 2020 LPC Agreement.
+Added: the six months ended September 30, 2020 the Company issued an aggregate of 5,975,857 shares of Common Stock in the amount of $ 469,105
+Added: to Lincoln Park as initial commitment shares.
+Added: The Company sold 640,543 shares of its Common Stock pursuant to the 2020 LPC Purchase Agreement
+Added: during the six months ended September 30, 2020 for net proceeds totaling $ 42,223 .
+Added: In addition, 10,094 shares were issued to Lincoln Park
+Added: as additional commitment shares, pursuant to the 2020 LPC Agreement.
+Added: STOCK-BASED COMPENSATION
+Added: of the compensation paid by the Company to its Directors and employees consists of the issuance of Common Stock or via the granting of
+Added: options to purchase Common Stock.
+Added: Director Compensation
+Added: Company’s Director compensation policy, instituted in October 2009 and further revised in January 2016, includes provisions that
+Added: a portion of director’s fees are to be paid via the issuance of shares of the Company’s Common Stock, in lieu of cash, with
+Added: the valuation of such shares being calculated on quarterly basis and equal to the average closing price of the Company’s Common
PHARMACEUTICALS, INC.
1 unchanged sentence
TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
−Removed: STOCK-BASED COMPENSATION
−Removed: Part of the compensation paid
−Removed: by the Company to its Directors and employees consists of the issuance of Common Stock or via the granting of options to purchase Common
−Removed: Stock-based Director Compensation
−Removed: The Company’s Director
−Removed: compensation policy, instituted in October 2009 and further revised in January 2016, includes provisions that a portion of director’s
−Removed: fees are to be paid via the issuance of shares of the Company’s Common Stock, in lieu of cash, with the valuation of such shares
−Removed: being calculated on a quarterly basis and equal to the average closing price of the Company’s Common Stock.
−Removed: During the three months ended
−Removed: June 30, 2021, the Company issued 886,710 shares of Common Stock to its Directors in payment of director’s fees totaling an aggregate
−Removed: of $ 60,000 and with such aggregate director’s fees being earned and accrued over the twelve month period beginning on April 1, 2020
−Removed: and ending on March 31, 2021.
−Removed: In addition, the Company made cash payments totaling an aggregate of $ 30,000 in payment of director’s
−Removed: fees earned over the same twelve month period.
−Removed: During the three months ended
−Removed: June 30, 2021, the Company accrued director’s fees totaling $ 22,500 , which will be paid via cash payments totaling $ 7,500 and the
−Removed: issuance of 268,963 shares of Common Stock.
−Removed: As of June 30, 2021, the Company
−Removed: owed its Directors a total of $ 7,500 in cash payments and 268,963 shares of Common Stock in payment of director fees totaling $ 22,500
−Removed: due and owing.
−Removed: The Company anticipates that these shares of Common Stock will be issued prior to the end of the current fiscal year.
−Removed: Stock-based Employee/Consultant Compensation
−Removed: Employment contracts with the
−Removed: Company’s President and Chief Executive Officer and certain other employees and engagement contracts with
−Removed: certain consultants include provisions for a portion of each employee’s salaries or consultant’s fees to be paid via the issuance
+Added: the six months ended September 30, 2021, the Company issued 886,710 shares of Common Stock to its Directors in payment of director’s
+Added: fees totaling an aggregate of $ 60,000 and with such aggregate director’s fees being earned and accrued over the twelve month period
+Added: beginning on April 1, 2020 and ending on March 31, 2021.
+Added: In addition, the Company made cash payments totaling an aggregate of $ 30,000
+Added: in payment of director’s fees earned over the same twelve month period.
+Added: the six months ended September 30, 2021, the Company accrued director’s fees totaling $ 45,000 , which will be paid via cash payments
+Added: totaling $ 15,000 and the issuance of 562,975 shares of Common Stock.
+Added: of September 30, 2021, the Company owed its Directors a total of $15,000 in cash payments and 562,975 shares of Common Stock in payment
+Added: of director fees totaling $45,000 due and owing.
+Added: The Company anticipates that these shares of Common Stock will be issued prior to the
+Added: end of the current fiscal year.
+Added: Employee/Consultant Compensation
+Added: contracts with the Company’s President and Chief Executive Officer and certain other employees and engagement contracts with certain
+Added: consultants include provisions for a portion of each employee’s salaries or consultant’s fees to be paid via the issuance
of shares of the Company’s Common Stock, in lieu of cash, with the valuation of such shares being calculated on a quarterly basis
and equal to the average closing price of the Company’s Common Stock.
−Removed: During the three months ended
−Removed: June 30, 2021, the Company issued 1,218,526 shares of Common Stock in payment of salaries totaling $ 97,500 pursuant to the employment
−Removed: contract of the Company’s former Chief Financial Officer, with such salaries being earned and accrued over the thirty-month
−Removed: period beginning on October 1, 2018 and ending on March 31, 2021.
−Removed: During the three months ended
−Removed: June 30, 2021, the Company accrued salaries totaling $ 193,750 owed to the Company’s President and Chief Executive Officer and certain
−Removed: other employees which will be paid via the issuance of 3,506,847 shares of Common Stock.
−Removed: As of June 30, 2021, the Company
−Removed: owed its President and Chief Executive Officer and certain other employees’ salaries totaling $ 3,156,250 , which will be
−Removed: paid via the issuance of 38,373,435 shares of Common Stock.
+Added: the six months ended September 30, 2021, the Company issued 2,105,236 shares of Common Stock in payment of salaries totaling $ 157,500
+Added: pursuant to the employment contract of the Company’s former Chief Financial Officer, with such salaries being earned and accrued
+Added: over the thirty-month period beginning on October 1, 2018 and ending on March 31, 2021.
+Added: the six months ended September 30, 2021, the Company accrued salaries totaling $ 387,500
+Added: owed to the Company’s President and Chief
+Added: Executive Officer and certain other employees which will be paid via the issuance of 7,544,112
+Added: shares of Common Stock.
+Added: of September 30, 2021, the Company owed its President and Chief Executive Officer and certain other employees’ salaries totaling
+Added: $ 3,350,000 which will be paid via the issuance of 42,410,700 shares of Common Stock.
+Added: its 2014 Stock Option Plan and prior options plans, the Company may grant stock options to officers, selected employees, as well as members
+Added: of the Board of Directors and advisory board members.
+Added: All options have generally been granted at a price equal to or greater than the
+Added: fair market value of the Company’s Common Stock at the date of the grant.
+Added: Generally, options are granted with a vesting period
+Added: of up to three years and expire ten years from the date of grant.
+Added: A summary of the activity of Company’s 2014 Stock Option Plan
+Added: for the six months ended September 30, 2021 is as follows:
+Added: SCHEDULE OF STOCK OPTION PLAN
+Added: Underlying Options
+Added: Average Exercise Price
+Added: Average Remaining Contractual Term (in years)
+Added: Intrinsic Value
+Added: at March 31, 2021
+Added: at September 30, 2021
+Added: at September 30, 2021
+Added: aggregate intrinsic value for outstanding options is calculated as the difference between the exercise price of the underlying awards
+Added: and the quoted price of the Company’s Common Stock as of September 30, 2021 and March 31, 2021 of $ 0.09 and $ 0.07 , respectively.
PHARMACEUTICALS, INC.
1 unchanged sentence
TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
−Removed: Under its 2014 Stock Option Plan
−Removed: and prior options plans, the Company may grant stock options to officers, selected employees, as well as members of the Board of Directors
−Removed: and advisory board members.
−Removed: All options have generally been granted at a price equal to or greater than the fair market value of the Company’s
−Removed: Common Stock at the date of the grant.
−Removed: Generally, options are granted with a vesting period of up to three years and expire ten years
−Removed: from the date of grant.
−Removed: A summary of the activity of Company’s 2014 Stock Option Plan for the three months ended June 30, 2021 is
−Removed: OF STOCK OPTION PLAN
−Removed: Remaining Contractual
−Removed: Term (in years)
−Removed: Outstanding at March 31, 2021
−Removed: Outstanding at June 30, 2021
−Removed: Exercisable at June 30, 2021
−Removed: The aggregate intrinsic value
−Removed: for outstanding options is calculated as the difference between the exercise price of the underlying awards and the quoted price of the
−Removed: Company’s Common Stock as of June 30, 2021 and March 31, 2021 of $ 0.08 and $ 0.07 , respectively.
CONCENTRATIONS AND CREDIT RISK
−Removed: Two customers accounted for approximately
−Removed: 92 % of the Company’s revenues for the three months ended June 30, 2021.
−Removed: These two customers accounted for approximately 83 % and
−Removed: 9 % of revenues each, respectively.
−Removed: Two customers accounted for approximately
−Removed: 92 % of the Company’s revenues for the three months ended June 30, 2020.
−Removed: These two customers accounted for approximately 73 % and
−Removed: 19 % of revenues each, respectively.
−Removed: Accounts Receivable
−Removed: Two customers accounted for approximately
−Removed: 93 % of the Company’s accounts receivable as of June 30, 2021.
−Removed: These two customers accounted for approximately 84 % and 9 % of accounts
−Removed: receivable each, respectively.
−Removed: Three customers accounted for
−Removed: substantially all the Company’s accounts receivable as of March 31, 2021.
−Removed: These three customers accounted for approximately 73 %,
−Removed: 15 % and 11 % of accounts receivable each, respectively.
−Removed: Four suppliers accounted for more
−Removed: than 64 % of the Company’s purchases of raw materials for the three months ended June 30, 2021.
−Removed: These four suppliers accounted for
−Removed: approximately 38 %, 14 %, 7 % and 5 % of purchases each, respectively.
−Removed: Three suppliers accounted for
−Removed: more than 81 % of the Company’s purchases of raw materials for the three months ended June 30, 2020.
−Removed: These three suppliers accounted
−Removed: for approximately 63 %, 14 %, and 4 % of purchases each, respectively.
+Added: customers accounted for approximately 95 % of the Company’s revenues for the six months ended September 30, 2021.
+Added: These two customers
+Added: accounted for approximately 85 % and 9 % of revenues each, respectively.
+Added: The same two customers accounted for 88 % and 9 % of revenues each,
+Added: respectively, for the three months ended September 30, 2021.
+Added: customers accounted for approximately 93 % of the Company’s revenues for the six months ended September 30, 2020.
+Added: These two customers
+Added: accounted for approximately 78 % and 15 % of revenues each, respectively.
+Added: The same two customers accounted for 83 % and 11 % of revenues
+Added: each, respectively, for the three months ended September 30, 2020.
+Added: customers accounted for approximately 99 % of the Company’s accounts receivable as of September 30, 2021.
+Added: These two customers accounted
+Added: for approximately 94 % and 5 % of accounts receivable each, respectively.
+Added: customers accounted for substantially all the Company’s accounts receivable as of March 31, 2021.
+Added: These three customers accounted
+Added: for approximately 73 %, 15 % and 11 % of accounts receivable each, respectively.
+Added: suppliers accounted for more than 74 % of the Company’s purchases of raw materials for the six months ended September 30, 2021.
+Added: These four suppliers accounted for approximately 61 %, 5 %, 5 % and 4 % of purchases each, respectively.
+Added: suppliers accounted for more than 83 % of the Company’s purchases of raw materials for the six months ended September 30, 2020.
+Added: These four suppliers accounted for approximately 63 %, 11 %, 5 % and 4 % of purchases each, respectively.
SEGMENT RESULTS
−Removed: FASB ASC 280-10-50 requires use
−Removed: of the “management approach” model for segment reporting.
−Removed: The management approach is based on the way a company’s management
−Removed: organized segments within the company for making operating decisions and assessing performance.
−Removed: Reportable segments are based on products
−Removed: and services, geography, legal structure, management structure, or any other manner in which management disaggregates a company.
+Added: ASC 280-10-50 requires use of the “management approach” model for segment reporting.
+Added: The management approach is based on
+Added: the way a company’s management organized segments within the company for making operating decisions and assessing performance.
+Added: Reportable segments are based on products and services, geography, legal structure, management structure, or any other manner in which
+Added: management disaggregates a company.
+Added: Company has determined that its reportable segments are ANDAs for generic products and NDAs for branded products.
+Added: The Company identified
+Added: its reporting segments based on the marketing authorization relating to each and the financial information used by its chief operating
+Added: decision maker to make decisions regarding the allocation of resources to and the financial performance of the reporting segments.
+Added: information by operating segment is not presented below since the chief operating decision maker does not review this information by
+Added: The reporting segments follow the same accounting policies used in the preparation of the Company’s unaudited condensed
+Added: consolidated financial statements.
+Added: following represents selected information for the Company’s reportable segments:
+Added: SCHEDULE OF SELECTED INFORMATION FOR REPORTABLE SEGMENTS
+Added: the Three Months Ended September 30,
+Added: the Six Months Ended September 30,
+Added: Income by Segment
PHARMACEUTICALS, INC.
1 unchanged sentence
TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
−Removed: The Company has determined that
−Removed: its reportable segments are ANDAs for generic products and NDAs for branded products.
−Removed: The Company identified its reporting segments based
−Removed: on the marketing authorization relating to each and the financial information used by its chief operating decision maker to make decisions
−Removed: regarding the allocation of resources to and the financial performance of the reporting segments.
−Removed: Asset information by operating
−Removed: segment is not presented below since the chief operating decision maker does not review this information by segment.
−Removed: The reporting segments
−Removed: follow the same accounting policies used in the preparation of the Company’s unaudited condensed consolidated financial statements.
−Removed: The following represents selected
−Removed: information for the Company’s reportable segments:
−Removed: OF SELECTED INFORMATION FOR REPORTABLE SEGMENTS
−Removed: For the three Months Ended June 30,
−Removed: Operating Income by Segment
−Removed: The table below reconciles the
−Removed: Company’s operating income by segment to income from operations before provision for income taxes as reported in the Company’s
−Removed: unaudited condensed consolidated statements of operations.
−Removed: OF OPERATING LOSS BY SEGMENT TO (LOSS) INCOME FROM OPERATIONS
−Removed: For the Three Months Ended June 30,
−Removed: Operating income by segment
−Removed: Corporate unallocated costs
−Removed: Interest income
−Removed: Interest expense and amortization of debt issuance costs
−Removed: Depreciation and amortization expense
−Removed: Significant non-cash items
−Removed: Change in fair value of derivative instruments
−Removed: Income from operations before income taxes
−Removed: RELATED PARTY AGREEMENTS WITH MIKAH PHARMA,
−Removed: On December 3, 2018, the Company
−Removed: executed a development agreement with Mikah, pursuant to which Mikah and the Company will collaborate to develop and commercialize
−Removed: generic products including formulation development, analytical method development, bioequivalence studies and manufacture of development
−Removed: batches of generic products.
−Removed: As of March 31, 2021, the Company has incurred costs which are $ 238,451 in excess of advanced payments received
−Removed: to date from Mikah.
−Removed: This balance due from Mikah was offset, in full, against accrued interest due and owing to Mikah pursuant to the
−Removed: Mikah Note (see Note 7).
−Removed: In May 2020, SunGen Pharma LLC
−Removed: (“SunGen”), pursuant to an asset purchase agreement, assigned its rights and obligations under the SunGen Agreement
−Removed: for Amphetamine IR and Amphetamine ER to Mikah Pharmaceuticals.
−Removed: The ANDAs for Amphetamine IR and Amphetamine ER are now registered under
−Removed: Elite’s name.
−Removed: Mikah will now be Elite’s partner with respect to Amphetamine IR and ER and will assume all the rights and
−Removed: obligations for these products from SunGen.
−Removed: Mikah Pharmaceuticals was founded in 2009 by Nasrat Hakim, a related party and the Company’s
−Removed: President, Chief Executive Officer and Chairman of the Board.
−Removed: In June 2021, the Company entered
−Removed: into a development and license agreement with Mikah Pharma LLC, pursuant to which Mikah Pharma LLC will engage in the research,
−Removed: development, sales and licensing of generic pharmaceutical products.
−Removed: In addition, Mikah Pharma LLC will collaborate to develop
−Removed: and commercialize generic products including formulation development, analytical method development, manufacturing, sales and marketing
−Removed: of generic products.
+Added: table below reconciles the Company’s operating income by segment to income from operations before provision for income taxes as
+Added: reported in the Company’s unaudited condensed consolidated statements of operations:
+Added: SCHEDULE OF OPERATING LOSS BY SEGMENT TO (LOSS) INCOME FROM OPERATIONS
+Added: the Three Months Ended September 30,
+Added: the Six Months Ended September 30,
+Added: income by segment
+Added: unallocated costs
+Added: ( 1,570,128 )
+Added: expense and amortization of debt issuance costs
+Added: and amortization expense
+Added: non-cash items
+Added: in fair value of derivative instruments
+Added: from operations before income taxes
+Added: RELATED PARTY AGREEMENTS WITH MIKAH PHARMA, LLC
+Added: December 3, 2018, the Company executed a development agreement with Mikah, pursuant to which Mikah and the Company will collaborate to
+Added: develop and commercialize generic products including formulation development, analytical method development, bioequivalence studies and
+Added: manufacture of development batches of generic products.
+Added: As of March 31, 2021, the Company has incurred costs which are $ 238,451 in excess
+Added: of advanced payments received to date from Mikah.
+Added: This balance due from Mikah was offset, in full, against accrued interest due and owing
+Added: to Mikah pursuant to the Mikah Note (see Note 7).
+Added: May 2020, SunGen Pharma LLC (“SunGen”), pursuant to an asset purchase agreement, assigned its rights and obligations under
+Added: the SunGen Agreement for Amphetamine IR and Amphetamine ER to Mikah Pharmaceuticals.
+Added: The ANDAs for Amphetamine IR and Amphetamine ER
+Added: are now registered under Elite’s name.
+Added: Mikah will now be Elite’s partner with respect to Amphetamine IR and ER and will assume
+Added: all the rights and obligations for these products from SunGen.
+Added: Mikah Pharmaceuticals was founded in 2009 by Nasrat Hakim, a related party
+Added: and the Company’s President, Chief Executive Officer and Chairman of the Board.
+Added: June 2021, the Company entered into a development and license agreement with Mikah Pharma LLC, pursuant to which Mikah Pharma LLC will
+Added: engage in the research, development, sales and licensing of generic pharmaceutical products.
+Added: In addition, Mikah Pharma LLC will collaborate
+Added: to develop and commercialize generic products including formulation development, analytical method development, manufacturing, sales
+Added: and marketing of generic products.
Initially two generic products were identified for the parties to develop.
2 unchanged sentences
TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
−Removed: Sale of New Jersey Net Operating Loss
−Removed: In April 2020, Elite Labs
−Removed: received final approval from the New Jersey Economic Development Authority for the sale of net tax benefits of $ 607,635 relating
−Removed: to New Jersey net operating losses and net tax benefits of $ 338,772 , relating to R&D tax credits.
−Removed: The Company sold the net tax benefits
−Removed: approved for sale for total proceeds of $ 946,407 , during the three months ended June 30, 2020.
−Removed: Sale of New Jersey Net Operating Loss and Research
−Removed: and Development Tax Credit
−Removed: In April 2021, Elite Labs
−Removed: received final approval from the New Jersey Economic Development Authority for the sale of net tax benefits of $ 796,860 relating
−Removed: to New Jersey net operating losses and net tax benefits of $ 58,490 , relating to research and development tax credits.
+Added: of New Jersey Net Operating Loss
+Added: April 2020, Elite Labs received final approval from the New Jersey Economic Development Authority for the sale of net tax benefits of
+Added: $ 607,635 relating to New Jersey net operating losses and net tax benefits of $ 338,772 , relating to R&D tax credits.
The Company sold
−Removed: the net tax benefits approved for sale at a transfer price equal to ninety three and one half cents for every benefit dollar and incurred
−Removed: transaction fees of $ 12,861 , resulting in net proceeds to the Company of $ 855,350 , during the three months ended June 30, 2021.
+Added: the net tax benefits approved for sale for total proceeds of $ 946,407 during the six months ended September 30, 2020.
+Added: of New Jersey Net Operating Loss and Research and Development Tax Credit
+Added: April 2021, Elite Labs received final approval from the New Jersey Economic Development Authority for the sale of net tax benefits of
+Added: $ 796,860 relating to New Jersey net operating losses and net tax benefits of $ 58,490 , relating to research and development tax credits.
+Added: The Company sold the net tax benefits approved for sale at a transfer price equal to ninety three and one half cents for every benefit
+Added: dollar and incurred transaction fees of $ 12,861 , resulting in net proceeds to the Company of $ 857,379 , during the six months ended September
COVID-19 UPDATE
−Removed: In December 2019, the Novel Corona
−Removed: Virus, COVID-19 was reported to have emerged in Wuhan, China.
−Removed: In March 2020, the World Health Organization (“WHO”) declared
−Removed: the COVID-19 outbreak a global pandemic.
−Removed: Governments at the national, state and local level in the United States, and globally, have implemented
−Removed: aggressive actions to reduce the spread of the virus, with such actions including, without limitation, lockdown and shelter in place orders,
−Removed: limitations on non-essential gatherings of people, suspension of all non-essential travel, and ordering certain businesses and governmental
−Removed: agencies to cease non-essential operations at physical locations.
−Removed: Under current and applicable laws and regulations, the Company’s
−Removed: business is deemed essential and it has continued to operate in all aspects of its pharmaceutical manufacturing, distribution, product
−Removed: development, regulatory compliance and other activities.
−Removed: The Company’s management has developed and implemented a range of measures
−Removed: to address the risks, uncertainties, and operational challenges associated with operating in a COVID-19 environment.
−Removed: The Company is closely
−Removed: monitoring the rapidly evolving and changing situation and are implementing plans intended to limit the impact of COVID-19 on our business
−Removed: so that the Company can continue to manufacture those medicines used by end user patients.
−Removed: Actions the Company has taken to date are,
−Removed: without limitation, further described below.
−Removed: The Company has taken and will
−Removed: continue to take, proactive measures to provide for the well-being of its workforce while continuing to safely produce pharmaceutical
−Removed: The Company has implemented alternative working practices, which include, without limitation, modified schedules, shift rotation
−Removed: and work at home abilities for appropriate employees to best ensure adequate social distancing.
−Removed: In addition, the Company increased its
−Removed: already thorough cleaning protocols throughout its facilities and has prohibited visits from non-essential visitors.
−Removed: Certain of these
−Removed: measures have resulted in increased costs.
−Removed: Manufacturing and Supply Chain
−Removed: During the three months ended
−Removed: June 30, 2021, and as of the date of this Quarterly Report on Form 10-Q, the Company has not experienced material, detrimental issues
−Removed: related to COVID-19 in its manufacturing, supply chain, quality assurance and regulatory compliance activities, and has been able to operate
−Removed: without interruption.
−Removed: The Company has taken, and plans to continue to take, commercially practical measures to keep its facilities open.
−Removed: The Company’s supply chains remain intact and operational, and the Company is in regular communications with its suppliers and third-party
−Removed: A prolonging of the current situation relating to COVID-19 may result in an increased risk of interruption in the Company supply
−Removed: chain in the future, with no assurances given as the materiality of such future interruption on the Company’s business, financial
−Removed: condition, results of operations and cash flows.
+Added: December 2019, the Novel Corona Virus, COVID-19 was reported to have emerged in Wuhan, China.
+Added: In March 2020, the World Health Organization
+Added: (“WHO”) declared the COVID-19 outbreak a global pandemic.
+Added: Governments at the national, state and local level in the United
+Added: States, and globally, have implemented aggressive actions to reduce the spread of the virus, with such actions including, without limitation,
+Added: lockdown and shelter in place orders, limitations on non-essential gatherings of people, suspension of all non-essential travel, and
+Added: ordering certain businesses and governmental agencies to cease non-essential operations at physical locations.
+Added: Under current and applicable
+Added: laws and regulations, the Company’s business is deemed essential and it has continued to operate in all aspects of its pharmaceutical
+Added: manufacturing, distribution, product development, regulatory compliance and other activities.
+Added: The Company’s management has developed
+Added: and implemented a range of measures to address the risks, uncertainties, and operational challenges associated with operating in a COVID-19
+Added: The Company is closely monitoring the rapidly evolving and changing situation and are implementing plans intended to limit
+Added: the impact of COVID-19 on our business so that the Company can continue to manufacture those medicines used by end user patients.
+Added: the Company has taken to date are, without limitation, further described below.
+Added: PHARMACEUTICALS, INC.
+Added: AND SUBSIDIARY
+Added: TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
+Added: Company has taken and will continue to take, proactive measures to provide for the well-being of its workforce while continuing to safely
+Added: produce pharmaceutical products.
+Added: The Company has implemented alternative working practices, which include, without limitation, modified
+Added: schedules, shift rotation and work at home abilities for appropriate employees to best ensure adequate social distancing.
+Added: the Company increased its already thorough cleaning protocols throughout its facilities and has prohibited visits from non-essential
+Added: Certain of these measures have resulted in increased costs.
+Added: Manufacturing
+Added: and Supply Chain
+Added: the three months ended September 30, 2021, and as of the date of this Quarterly Report on Form 10-Q, the Company has not experienced
+Added: material, detrimental issues related to COVID-19 in its manufacturing, supply chain, quality assurance and regulatory compliance activities,
+Added: and has been able to operate without interruption.
+Added: The Company has taken, and plans to continue to take, commercially practical measures
+Added: to keep its facilities open.
+Added: The Company’s supply chains remain intact and operational, and the Company is in regular communications
+Added: with its suppliers and third-party partners.
+Added: A prolonging of the current situation relating to COVID-19 may result in an increased risk
+Added: of interruption in the Company supply chain in the future, with no assurances given as the materiality of such future interruption on
+Added: the Company’s business, financial condition, results of operations and cash flows.
SUBSEQUENT EVENTS
+Added: The Company has evaluated
+Added: subsequent events from the balance sheet date through November 15, 2021 and noted no material subsequent events.
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.