What changed in this filing

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Item 2. Management’s Discussion and Analysis

2022-08-10 compared with 2022-05-09 · 72 added, 52 removed, 117 unchanged (51% of the section changed)

19 unchanged sentences

written and oral forward looking statements attributable to us or to persons acting on our behalf are expressly qualified in their entirety

by the cautionary statements and risk factors set forth in our annual report on Form 10-K filed with the SEC on March 31, 2022, and in

by the cautionary statements and risk factors set forth in our annual report on Form 10-K filed with the SEC on June 30, 2022, and in

other reports filed by us with the SEC.

46 unchanged sentences

Issued Accounting Pronouncements

reviewed currently issued pronouncements during the three months ended March 31, 2022, and does not believe that any other recently issued,

reviewed currently issued pronouncements during the three months ended June 30, 2022, and does not believe that any other recently issued,

but not yet effective, accounting standards if currently adopted would have a material effect on the accompanying condensed unaudited

financial statements.

of Operations – Three Months Ended March 31 2022 Compared to the Three Months Ended March 31, 2021.

of Operations – Three Months Ended June 30, 2022 Compared to the Three Months Ended June 30, 2021.

and Administrative Expenses

and administrative (“G&A”) expenses decreased by $12,218,412 to $2,580,059 for the three months ended March 31, 2022,

compared to $14,798,471 for the prior period ended March 31, 2021.

The primary decrease in G&A expenses was the result of a decrease

in fair value of non-cash stock compensation of $11,983,101, a decrease in professional fees in the amount of $267,583, with an increase

in salaries of $26,229 and overall increase in G&A expenses of $6,043.

and administrative (“G&A”) expenses increased by $407,667 to $3,229,645 for the three months ended June 30, 2022, compared

to $3,637,312 for the prior period ended June 30, 2021.

The primary increase in G&A expenses was the result of an decrease in fair

value of non-cash stock compensation of $407,702, an increase in professional fees in the amount of $4,026, with an overall decrease

in G&A expenses of $3,991.

and Development

and Development (“R&D”) expenses increased by $1,520 to $220,546 for the three months ended March 31, 2022, compared

to $219,026 for the prior period ended March 31, 2021.

This overall increase in R&D expenses was the result of an increase in outside

and Development (“R&D”) expenses decreased by $21,230 to $230,546 for the three months ended June 30, 2022, compared

to $251,776 for the prior period ended June 30, 2021.

This overall decrease in R&D expenses was the result of a decrease in outside

research fees.

expense for the three months ended March 31, 2022 and 2021 was $1,091 and $1,091, respectively.

expense for the three months ended June 30, 2022 and 2021 was $1,070 and $1,091, respectively.

Income/(Expenses)

income and (expenses) decreased by $65,828,317 to $634 for the three months ended March 31, 2022, compared to $65,828,951 for the prior

period ended March 31, 2021.

income and (expenses) decreased by $234,634 to $601 for the three months ended June 30, 2022, compared to $235,235 for the prior period

ended June 30, 2021.

The decrease in other income and (expenses) was the result of a decrease in gain of non-cash accounts associated

with the change in fair value of the derivative instruments of $250,293, a decrease in interest expense of $15,977, which includes non-cash

expense of amortization of debt discount in the amount of $13,338, with a decrease in interest income of $318.

The decrease in other

income and (expenses) was primarily due to the net change in the fair value of the derivative instruments.

Income (Loss)

net loss for the three months ended June 30, 2022 was $(3,460,660), compared to $(3,654,944) for the prior period ended June 30, 2021.

The increase in net loss was due to an increase in non-cash other income associated with the net change in derivative instruments estimated

in the current period.

These estimates were based on multiple inputs, including the market price of our stock, interest rates, our stock

price volatility, variable conversion prices based on market prices as defined in the respective agreements and probabilities of certain

outcomes based on management projections.

These inputs were subject to significant changes from period to period and to management’s

therefore, the estimated fair value of the derivative liabilities fluctuate from period to period, and the fluctuation may

The Company has not generated any revenues.

of Operations – Six Months Ended June 30, 2022 Compared to the Six Months Ended June 30, 2021.

and Administrative Expenses

expenses decreased by $12,629,126 to $5,809,704 for the six months ended June 30, 2022, compared to $18,438,830 for the prior period ended

June 30, 2021.

The primary decrease in G&A expenses was the result of a decrease in fair value of non-cash stock compensation of

$12,390,803, a decrease in professional fees in the amount of $263,558, with an overall increase in G&A expenses of $25,235.

and Development

expenses decreased by $57,348 to $451,092 for the six months ended June 30, 2022, compared to $508,440 for the prior period ended June

This overall decrease in R&D expenses was the result of a decrease in outside research fees.

expense for the six months ended June 30, 2022 and 2021 was $2,161 and $2,182, respectively.

Income/(Expenses)

income and (expenses) decreased by $66,062,950 to $1,235 for the six months ended June 30, 2022, compared to $66,064,185 for the prior

period ended June 30, 2021.

The decrease in other income and (expenses) was the result of a decrease in gain of non-cash accounts associated

with the change in fair value of the derivative instruments of $66,626,814, a decrease in interest expense of $563,914, which includes

non-cash expense of amortization of debt discount in the amount of $435,762, with an increase in interest income of $267.

non-cash expense of amortization of debt discount in the amount of $449,100, with a decrease in interest income of $50.

in other income and (expenses) was primarily due to the net change in the fair value of the derivative instruments.

Income (Loss)

net loss for the three months ended March 31, 2022 was $(2,801,062), compared to net income of $50,810,363 for the prior period ended

March 31, 2021.

The decrease in net income was due to a decrease in non-cash other income associated with the net change in derivative

instruments estimated in the current period.

These estimates were based on multiple inputs, including the market price of our stock,

interest rates, our stock price volatility, variable conversion prices based on market prices as defined in the respective agreements

and probabilities of certain outcomes based on management projections.

These inputs were subject to significant changes from period to

period and to management’s judgment;

therefore, the estimated fair value of the derivative liabilities fluctuate from period to

period, and the fluctuation may be material.

net loss for the six months ended June 30, 2022 was $(6,261,722), compared to net income of $47,114,733 for the prior period ended June

The decrease in net loss was due to a decrease in non-cash other expenses associated with the net change in derivative instruments

estimated in the current period.

These estimates were based on multiple inputs, including the market price of our stock, interest rates,

our stock price volatility, variable conversion prices based on market prices as defined in the respective agreements and probabilities

of certain outcomes based on management projections.

These inputs were subject to significant changes from period to period and to management’s

therefore, the estimated fair value of the derivative liabilities fluctuate from period to period, and the fluctuation may

The Company has not generated any revenues.

8 unchanged sentences

financial statements do not reflect any adjustments that might result if we are unable to continue as a going concern.

During the three

months ended March 31, 2022, we did not generate any revenues, and recognized a net loss of $2,801,062, due to a change in non-cash stock

compensation, and used cash of $458,446 in operations.

As of March 31, 2022, we had working capital of $6,236,308 and a shareholders’

During the six

months ended June 30, 2022, we did not generate any revenues, and recognized a net loss of $(6,261,722), due to a change in non-cash stock

compensation, and cash of $866,147 used in operations.

As of June 30, 2022, we had working capital of $6,035,970 and a shareholders’

equity of $2,364,780.

the three months ended March 31, 2022, we obtained funding through the sale of shares of our common stock.

Management believes that we

will be able to continue to raise funds through the sale of our securities to existing and new investors.

Management believes that funding

from existing and prospective new investors and future revenue will provide the additional cash needed to meet our obligations as they

become due and will allow the development of our core business operations.

No assurance can be given that any future financing will be

available or, if available, that it will be on terms that are satisfactory to the Company.

Even if the Company is able to obtain additional

financing, it may contain undue restrictions on our operations, in the case of debt financing or cause substantial dilution for our stockholders,

in case of equity financing.

of March 31, 2022, we had working capital of $6,236,308 compared to $6,655,953 for the year ended December 31, 2021.

believes that we will be able to continue to raise funds through the sale of our securities to existing and new investors.

believes that funding from existing and prospective new investors and future revenue will provide the additional cash needed to meet

our obligations as they become due and will allow the development of our core business operations.

No assurance can be given that any

future financing will be available or, if available, that it will be on terms that are satisfactory to the Company.

Even if the Company

is able to obtain additional financing, it may contain undue restrictions on our operations, in the case of debt financing or cause substantial

dilution for our stockholders, in case of equity financing.

of June 30, 2022, we had working capital of $5,820,423 compared to $6,655,953 for the year ended December 31, 2021.

This decrease in

working capital was due primarily to a decrease in cash.

the three months ended March 31, 2022, we used $458,446 of cash for operating activities, as compared to $587,294 for the prior period

March 31, 2021.

The decrease in the use of cash for operating activities for the current period was a result of a decrease in professional

cash provided from equity financing activities was $1,000 for the three months ended March 31, 2022, as compared to $4,398,350 for the

prior period ended March 31, 2021.

the six months ended June 30, 2022, we used $866,147 of cash for operating activities, as compared to $1,264,374 for the prior six months

period ended June 30, 2021.

The decrease in the use of cash for operating activities for the current period was a result of a decrease

in professional fees and research and development cost.

cash provided from equity financing activities was $1,000 for the six months ended June 30, 2022, as compared to $8,770,700 for the prior

period ended June 30, 2021.

The decrease was due to less equity financing during the current period.

3 unchanged sentences

doubt about our ability to continue as a going concern.

Our financial statements as of March 31, 2022 have been prepared under the assumption

Our financial statements as of June 30, 2022 have been prepared under the assumption

that we will continue as a going concern.

13 unchanged sentences

2024, based upon its current operating plan and condition.

We do expect increased expenses during the second quarter of 2022.

We do expect increased expenses during the third quarter of 2022.

no assurance that capital in any form would be available to us, and if available, on terms and conditions that are acceptable.

1 unchanged sentence

could have a material adverse impact on, or cause us to curtail and/or cease the development of our products

Sheet Arrangements

of March 31, 2022, we did not have any off- balance sheet arrangements that are reasonably likely to have a current or future effect

on our financial condition, revenues, result of operations, liquidity or capital expenditures.

QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

2 unchanged sentences

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

What changed 10-Q

Item 2. Management’s Discussion and Analysis