What changed in this filing

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Item 1. Financial Statements

2023-05-09 compared with 2022-11-09 · 112 added, 169 removed, 251 unchanged (53% of the section changed)

1 unchanged sentence

BALANCE SHEET

September 30, 2022

March 31, 2023

December 31, 2022

18 unchanged sentences

10,000,000 authorized shares

Common stock, $ 0.0001 par value;

3,000,000,000 authorized shares 705,126,846 and

715,496,051 shares issued and outstanding, respectively

Common stock, $ 0.0001 par

3,000,000,000 authorized shares 705,126,846

and 705,126,846 shares issued and

outstanding, respectively

Preferred treasury stock, 0 and 1,000 shares outstanding, respectively

7 unchanged sentences

STATEMENTS OF OPERATIONS

THE THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2022 AND 2021

September 30, 2022

September 30, 2021

September 30, 2022

September 30, 2021

Three Months Ended

Nine Months Ended

September 30, 2022

September 30, 2021

September 30, 2022

September 30, 2021

THE THREE ENDED MARCH 31, 2023 AND 2022

March 31, 2023

March 31, 2022

For the Three Months Ended

March 31, 2023

March 31, 2022

OPERATING EXPENSES

6 unchanged sentences

( 2,801,696 )

( 9,088,877 )

( 21,720,844 )

OTHER INCOME/(EXPENSES)

Interest income

Gain on settlement of debt and derivatives

Gain (Loss) on change in derivative liability

( 29,966,083 )

Interest expense

TOTAL OTHER INCOME (EXPENSES)

2 unchanged sentences

$ ( 2,801,062 )

$ ( 9,086,347 )

BASIC EARNINGS (LOSS) PER SHARE

DILUTED EARNING (LOSS) PER SHARE

BASIC AND DILUTED EARNINGS (LOSS) PER SHARE

WEIGHTED-AVERAGE COMMON SHARES OUTSTANDING

BASIC AND DILUTED

accompanying notes are an integral part of these unaudited condensed financial statements.

STATEMENT OF SHAREHOLDERS’ DEFICIT

THE THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2022 AND 2021

NINE MONTHS ENDED SEPTEMBER 30, 2021

THE THREE MONTHS ENDED MARCH 31, 2023 AND 2022

THREE MONTHS ENDED MARCH 31, 2022

Preferred Stock

Additional Paid-in

Balance at December 31, 2021

1 unchanged sentence

( 160,869,525 )

Issuance of common shares for cash

Issuance of common shares for converted promissory notes and accrued interest

Issuance of common shares for services

Issuance of preferred shares in exchange for fair value of convertible notes

Issuance of common shares for conversion of preferred stock

Issuance of Series C Preferred stock

Stock compensation cost

Issuance of common stock warrants deemed dividends

Issuance of common stock warrants for cash

Stock and warrant compensation cost

( 2,801,062 )

Balance at September 30 2021 (unaudited)

( 2,801,062 )

Balance at March 31, 2022 (unaudited)

$ 166,380,772

NINE MONTHS ENDED SEPTEMBER 30, 2022

$ ( 163,670,587 )

THREE MONTHS ENDED MARCH 31, 2023

Preferred Stock

Additional Paid-in

Balance at December 31, 2022

1 unchanged sentence

$ ( 172,955,053 )

Issuance of common stock warrants for cash

Stock and warrant compensation cost

Common stock returned to the Company by Unregistered dealer

( 1,631,500 )

( 9,086,347 )

Balance at September 30, 2022 (unaudited)

Balance at March 31, 2023 (unaudited)

$ 175,746,256

2 unchanged sentences

STATEMENTS OF CASH FLOWS

THE NINE MONTHS ENDED SEPTEMBER 30, 2022 AND 2021

September 30, 2022

September 30, 2021

Nine Months Ended

September 30, 2022

September 30, 2021

THE THREE MONTHS ENDED MARCH 31, 2023 AND 2022

March 31, 2023

March 31, 2022

Three Months Ended

March 31, 2023

March 31, 2022

CASH FLOWS FROM OPERATING ACTIVITIES:

1 unchanged sentence

$ ( 1,631,500 )

Adjustment to reconcile net income(loss) to net cash (used in) provided by operating

$ ( 2,801,062 )

Adjustment to reconcile net income(loss) to net cash (used in) provided by operating activities

Depreciation and amortization expense

1 unchanged sentence

Stock compensation expense

(Gain) Loss on net change in derivative liability

Amortization of debt discount recognized as interest expense

Gain on settlement of debt and derivative

( 93,180,986 )

(Increase) Decrease in Changes in Assets

2 unchanged sentences

Accounts payable

Accrued expenses

NET CASH USED IN OPERATING ACTIVITIES

( 1,250,049 )

( 1,720,030 )

CASH FLOWS FROM INVESTING ACTIVITIES:

CASH FLOWS FROM FINANCING ACTIVITIES:

Proceeds for the sale of common stock for cash, net

Principle payments on convertible debt

Net proceeds from convertible promissory notes

Common stock purchase warrants for cash

1 unchanged sentence

NET INCREASE IN CASH

( 1,249,049 )

CASH, BEGINNING OF YEAR

CASH, END OF YEAR

CASH, BEGINNING OF PERIOD

CASH, END OF PERIOD

SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION

Interest paid

SUPPLEMENTAL SCHEDULE OF NON-CASH TRANSACTIONS

Common stock issued for convertible notes and accrued interest

Fair value of initial derivative

Fair value of convertible notes exchanged for preferred stock

Return and cancellation of common shares

accompanying notes are an integral part of these unaudited condensed financial statements.

TO CONDENSED FINANCIAL STATEMENTS – UNAUDITED

THE NINE MONTHS ENDED SEPTEMBER 30, 2022 AND 2021

NOTES TO FINANCIAL STATEMENTS – UNAUDITED

THE THREE MONTHS ENDED MARCH 31, 2023 AND 2022

Basis of Presentation

5 unchanged sentences

been included.

Operating results for the nine months ended September 30, 2022, are not necessarily indicative of the results that may

be expected for the year ending December 31, 2022.

Operating results for the three months ended March 31, 2023, are not necessarily indicative of the results that may be

expected for the year ending December 31, 2023.

For further information refer to the financial statements and footnotes thereto included

1 unchanged sentence

Concern Substantial Doubt Alleviated

of the nine months ended September 30, 2022, the Company had a net loss of $ 9,086,347 .

As of September 30, 2022, its shareholders equity

was $ 1,963,414 .

of the three months ended March 31, 2023, the Company had a loss of $ 1,631,500 , which consisted of a non-cash amount of $ 1,474,225 for

a net cash loss of $ 157,275 .

As of March 31, 2023, its accumulated deficit was $ 174,586,553 .

believes the Company’s present cash flows will enable it to meet its obligations for twenty-four months from the date of these

financial statements.

Management will continue to assess it operational needs and seek additional financing as needed to fund its operations.

Management will continue to assess its operational needs and seek additional financing as needed to fund its operations.

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

summary of significant accounting policies of the Company is presented to assist in understanding the Company’s financial statements.

The financial statements and notes are representations of the Company’s management, which is responsible for their integrity and

These accounting policies conform to accounting principles generally accepted in the United States of America and have been

consistently applied in the preparation of the financial statements.

The condensed unaudited financial statements and notes are representations of the Company’s management, which is responsible for

their integrity and objectivity.

These accounting policies conform to accounting principles generally accepted in the United States of

America and have been consistently applied in the preparation of the financial statements.

Company will recognize revenue when services are performed, and at the time of shipment of products, provided that evidence of an arrangement

12 unchanged sentences

throughout the year, the Company may maintain cash balances in certain bank accounts in excess of FDIC limits.

As of September 30, 2022,

As of March 31, 2023,

the cash balance in excess of the FDIC limits was $ 4,390,377 .

12 unchanged sentences

Machinery and equipment

expense for the nine months ended September 30, 2022 and 2021 was $ 3,188 and $ 3,274 , respectively.

TO CONDENSED FINANCIAL STATEMENTS – UNAUDITED

THE NINE MONTHS ENDED SEPTEMBER 30, 2022 AND 2021

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

expense for the three months ended March 31, 2023 and 2022 were $ 271 and $ 336 , respectively.

NOTES TO FINANCIAL STATEMENTS – UNAUDITED

THE THREE MONTHS ENDED MARCH 31, 2023 AND 2022

OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

Company has patent applications to protect the inventions and processes behind its proprietary bio-based back-sheet, a protective covering

5 unchanged sentences

Intangible assets

expense for the nine months ended September 30, 2022 and the year ended December 31, 2021 was $ 2,266 and $ 3,022 , respectively.

expense for the three months ended March 31, 2023 and 2022 was $ 755 and $ 755 , respectively.

Company measures the cost of employee services received in exchange for an equity award based on the grant-date fair value of the award.

5 unchanged sentences

is re-measured each period.

March 24, 2015, the Company granted 2,450,000 stock options and on September 2, 2015 granted 13,500,000 stock options to its employees

and directors for services.

On March 24, 2022, the 2,450,000 options expired and the September 2, 2015 options of 13,500,000 expired

on September 2, 2022 leaving an outstanding balance of zero for these options.

February 18, 2021, the Company granted 450,000,000 stock options to its employees for services at an exercise price of $ 0.091 .

14 unchanged sentences

options per month for a thirty-six ( 36 ) month period during the term of the optionee’s consultancy with the Company.

As of September

31, 2023, the 5,000,000 stock options were outstanding.

7 unchanged sentences

Options is 100 % vested.

As of September 30, 2022, the 450,000,000 stock options were outstanding.

As of March 31, 2023, the 450,000,000 stock options were outstanding.

March 20, 2023, the Company granted 50,000,000 shares of stock options, to purchase the total number of shares of common stock equal

to the number of option shares at the exercise price of $ 0.0137 per share.

The options were granted pursuant to the terms of the Company’s

2022 Equity Incentive Plan.

The 50,000,000 shares subject to the options, have a six-month cliff, whereby 8,333,333 shall become vested

and exercisable on September 19, 2023 and the remaining 41,666,667 shall become exercisable in equal amounts over a thirty ( 30 ) month

period during the term of the participant’s employment until the option is 100 % vested.

The unvested portion of the option will

not be exercisable on or after the termination of continuous service.

the appropriate fair value of the stock-based compensation requires the input of subjective assumptions, including the expected life

5 unchanged sentences

(7) years from the date of grant or upon termination of employment.

As of September 30, 2022, the aggregate total of 455,000,000 stock

options were outstanding.

As of March 31, 2023, the aggregate total of 505,000,000 stock options

were outstanding.

and Development

and development costs are expensed as incurred.

Total research and development costs were $ 681,637 and $ 757,014 for the nine months ended

September 30, 2022 and 2021, respectively.

TO CONDENSED FINANCIAL STATEMENTS – UNAUDITED

THE NINE MONTHS ENDED SEPTEMBER 30, 2022 AND 2021

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

Total research and development costs were $ 15,000 and $ 220,546 for the three months ended

March 31, 2023 and 2022, respectively.

NOTES TO FINANCIAL STATEMENTS – UNAUDITED

THE THREE MONTHS ENDED MARCH 31, 2023 AND 2022

OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

Earnings (Loss) per Share Calculations

5 unchanged sentences

of stock options and stock-based awards (Note 4), plus the assumed conversion of convertible debt (Note 5).

the nine months ended September 30, 2022, the Company has not included shares issuable from 455,000,000 stock options and 228,958,334

warrants, because their impact on the income per share is antidilutive.

the nine months ended September 30, 2021, the Company has included shares issuable from convertible debt of $ 107,000 and 465,950,000

stock options, because their impact on the income per share is dilutive.

the three months ended March 31, 2023, the Company has not included shares issuable from 505,000,000 stock options and 228,958,334 warrants,

because their impact on the income per share is antidilutive.

the three months ended March 31, 2022, the Company has included shares issuable from 468,500,000 stock options and 228,958,334 warrants,

because their impact on the income per share is dilutive.

SCHEDULE OF NET EARNINGS PER SHARE

For the Nine Months Ended

September 30,

For the Three Months Ended

Income (Loss) to common shareholders (Numerator)

$ ( 1,631,500 )

$ ( 2,801,062 )

Basic weighted average number of common shares outstanding (Denominator)

3 unchanged sentences

practicable to estimate that value.

As of September 30, 2022, the amounts reported for cash, inventory, prepaid expenses, accounts payable,

As of March 31, 2023, the amounts reported for cash, inventory, prepaid expenses, accounts payable,

and accrued expenses, approximate the fair value because of their short maturities.

12 unchanged sentences

measure certain financial instruments at fair value on a recurring basis.

As of September 30, 2022, there were no financial instruments

As of March 31, 2023, there were no financial instruments to

Issued Accounting Pronouncements

1 unchanged sentence

on the accompanying condensed financial statements.

Reclassification

amounts in the 2021 financial statements have been reclassified to conform to the presentation used in the 2022 financial statements.

There was no material impact on any of the Company’s previously issued financial statements.

TO CONDENSED FINANCIAL STATEMENTS – UNAUDITED

THE NINE MONTHS ENDED SEPTEMBER 30, 2022 AND 2021

NOTES TO FINANCIAL STATEMENTS – UNAUDITED

THE THREE MONTHS ENDED MARCH 31, 2023 AND 2022

CAPITAL STOCK

Stock September 30, 2022

of September 30, 2022, the Company had a total of 34,853 shares of Series C Preferred Stock outstanding with a fair value of $ 3,485,313 ,

Stock March 31, 2023 and 2022

of March 31, 2023, the Company had a total of 34,853 shares of Series C Preferred Stock outstanding with a fair value of $ 3,485,313 ,

and a stated face value of one hundred dollars ($ 100 ) per share which are convertible into shares of fully paid and non-assessable shares

of common stock of the Company.

The holder of the Series C preferred stock are entitled to receive dividends pari passu with the holders

The holder of the Series C preferred stocks are entitled to receive dividends pari passu with the holders

of common stock, except upon liquidation, dissolution and winding up of the Corporation.

2 unchanged sentences

Stock March 31, 2023

January 14, 2021, the Board of Directors adopted a certificate of designation establishing the rights, preferences, privileges and other

terms of 1,000 Series B Preferred Stock, par value $0.0001 per share, providing for supermajority voting rights to holders of Series

B Preferred Stock.

The shares of the Series B Preferred Stock were issued to David Lee, Chief Executive Officer, Chairman of the Board,

President and acting Chief Financial Officer as consideration for his continued employment with the Company.

March 26, 2021, the Company entered into a purchase agreement with an investor for an exchange of convertible debt into equity.

exchanged convertible notes in the amount of $ 2,462,060 , plus interest in the amount of $ 1,023,253 for an aggregate total of $ 3,485,313

in exchange for 34,853 shares of the Company’s Series C Preferred Stock.

The extinguishment of the convertible debt and derivative

was recognized in the Company’s financial statement as a gain on settlement of convertible notes and derivative liability.

was prepared based on a stock price of $ 0.075 , with a volatility of 206.03 %, based on an estimated term of 5 years.

SCHEDULE OF EXTINGUISHMENT OF DEBT

Per Valuation

Preferred shares issued

Stated value of debt and interest

Calculated fair value of preferred shares

Fair value of derivative liability removed

$ ( 178,736,187 )

Company recognized a gain on settlement of $ 93,180,986 for the extinguishment of convertible debt, plus derivative liability for the

nine months ended September 30, 2021.

Stock September 30, 2022

the nine months ended September 30, 2022, the Company issued 5,000,000 common stock purchase warrants for cash in the amount of $ 1,000 .

the nine months ended September 30, 2022, the Company had 10,369,205

shares of common stock returned and cancelled due to the investor being an unregistered dealer.

Stock September 30, 2021

the nine months ended September 30, 2021, the Company issued an aggregate of 52,000,000 shares of common stock and separate pre-funded

warrants to purchase up to 31,333,334 shares of common stock, plus warrants to purchase up to 83,333,334 at an exercise price of $ 0.06

the nine months ended September 30, 2021, the Company issued 65,000,000 shares of common stock and separate pre-funded warrants to purchase

up to 60,000,000 shares of common stock, plus warrants to purchase up to 125,000,000 at an exercise price of $ 0.04 per shares.

the nine months ended September 30, 2021, the Company issued 21,964,188 shares of common stock upon conversion of convertible promissory

notes in the amount of $ 184,124 , plus accrued interest of $ 20,851 , and other fees of $ 1,000 at prices ranging from $ 0.0014 - $ 0.0641 .

the nine months ended September 30, 2021, the Company issued 73,273,212 shares of common stock upon conversion of convertible promissory

notes in the amount of $ 587,628 , plus accrued interest of $ 74,006 , and other fees of $ 500 at prices ranging from $ 0.00495 - $ 0.0172 .

the nine months ended September 30, 2021, the Company issued 1,000,000 shares of common stock for services at fair value.

TO CONDENSED FINANCIAL STATEMENTS – UNAUDITED

THE NINE MONTHS ENDED SEPTEMBER 30, 2022 AND 2021

CAPITAL STOCK (Continued)

Stock September 30, 2021 (Continued)

the nine months ended September 30, 2021, the Company issued 28,000,000 shares of common stock upon conversion of 392 shares of preferred

the three months ended March 31, 2023, the Company did not issue any common stocks.

Stock March 31, 2022

the three months ended March 31, 2022, the Company issued 5,000,000 common stock purchase warrants for cash in the amount of $ 1,000 .

During the three months ended March 31, 2022, the Company issued 5,000,000 common stock purchase warrants

for cash in the amount of $ 1,000 .

NOTES TO FINANCIAL STATEMENTS – UNAUDITED

THE THREE MONTHS ENDED MARCH 31, 2023 AND 2022

STOCK OPTIONS AND WARRANTS

the nine months ended September 30, 2022, the Company granted stock options in the amount of 5,000,000 .

the three months ended March 31, 2023, the Company granted stock options in the amount of 50,000,000 .

(See Note 2).

2 unchanged sentences

Weighted average exercise price

Number of Options

Weighted average exercise price

Outstanding as of the beginning of the periods

3 unchanged sentences

Exercisable as of the end of the periods

weighted average remaining contractual life of options outstanding as of September 30, 2022 was as follows:

weighted average remaining contractual life of options outstanding as of March 31 2023 and 2022 was as follows:

SCHEDULE OF WEIGHTED AVERAGE REMAINING CONTRACTUAL LIFE OF OPTIONS OUTSTANDING

1 unchanged sentence

Stock Options Outstanding

Stock Options

Stock Options Exercisable

Weighted Average Remaining Contractual Life (years)

stock-based compensation expense recognized in the statement of operations during the nine months ended September 30, 2022 related to

these options was $ 7,731,188 .

of September 30, 2022, there was no intrinsic value with regards to the outstanding options.

the period ended September 30, 2022, the Company issued 5,000,000 common stock purchase warrants through a securities purchase agreement

for a purchase price of $ 1,000 .

Exercisable Price

Stock Options Outstanding

Stock Options Exercisable

Weighted Average Remaining Contractual Life (years)

stock-based compensation expense recognized in the statement of operations during the three months ended March 31, 2023 and 2022, were

$ 1,474,225 and $ 2,379,325 , respectively.

of March 31, 2023, there was no intrinsic value with regards to the outstanding options.

of March 31, 2023, the Company issued 5,000,000 common stock purchase warrants through a securities purchase agreement for a purchase

price of $ 1,000 .

of March 31, 2023 and 2022, the outstanding warrants were as follows:

SCHEDULE OF WARRANTS ACTIVITY

Number of Options

Weighted average exercise price

Number of Options

Weighted average exercise price

Outstanding as of the beginning of the periods

1 unchanged sentence

Exercisable as of the end of the periods

TO CONDENSED FINANCIAL STATEMENTS – UNAUDITED

THE NINE MONTHS ENDED SEPTEMBER 30, 2022 AND 2021

NOTES TO FINANCIAL STATEMENTS – UNAUDITED

THE THREE MONTHS ENDED MARCH 31, 2023 AND 2022

STOCK OPTIONS AND WARRANTS (Continued)

weighted average remaining contractual life of the warrants outstanding as of September 30, 2022 was as follows:

weighted average remaining contractual life of the warrants outstanding as of March 31, 2023 was as follows:

SCHEDULE OF WARRANTS OUTSTANDING

2 unchanged sentences

Stock Warrants Exercisable

Weighted Average Remaining Contractual Life (years)

the period, the Company recognized warrant compensation at fair value in the amount $ 115,102 .

Weighted Average Remaining

Contractual Life (years)

was no warrant compensation recognized as of March 31, 2023.

COMMITMENTS AND CONTINGENCIES

10 unchanged sentences

of $ 5,000 per month for the services provided.

of September 30, 2022, there were no legal proceedings against the Company.

of March 31, 2023, there were no legal proceedings against the Company.

SUBSEQUENT EVENT

has evaluated subsequent events according to the requirements of ASC TOPIC 855 and has reported the following subsequent event.

October 30, 2022, the Company executed an amendment to the Sponsored Research Agreement with UCLA with an expanded scope of research

work, a new expiration date of December 31, 2025 and increased research funding of $ 2,797,368 .

has evaluated subsequent events according to the requirements of ASC TOPIC 855 and has no subsequent events to report.

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

What changed 10-Q

Item 1. Financial Statements