Financial Statements.
−Removed: 30, 2020 (UNAUDITED) AND DECEMBER 31, 2019
+Added: BALANCE SHEETS
+Added: SEPTEMBER 30, 2020 (UNAUDITED) AND DECEMBER 31, 2019
+Added: SEPTEMBER 30,
Current Assets:
−Removed: AND STOCKHOLDERS' DEFICIT
−Removed: payable and accrued expenses
−Removed: party accounts payable
−Removed: interest payable
−Removed: liabilities payable
−Removed: notes payable, related party, net
−Removed: notes payable, net
−Removed: notes payable, net of discount
−Removed: party promissory note
+Added: Prepaid expenses
+Added: Total Current Assets
+Added: LIABILITIES AND STOCKHOLDERS’
Current Liabilities:
−Removed: and contingencies
−Removed: STOCKHOLDERS'
−Removed: stock, par value, $0.001, 20,000,000 shares authorized, Series A Convertible Preferred, 5,000,000 shares authorized, 2,552,642
+Added: Accounts payable and accrued expenses
+Added: Related party accounts payable
+Added: Accrued interest payable
+Added: Payroll liabilities payable
+Added: Convertible notes payable, related party, net
+Added: Convertible notes payable, net
+Added: Promissory notes payable, net of discount
+Added: Related party promissory note
+Added: Total Current Liabilities
+Added: Total Liabilities
+Added: Commitments and contingencies
+Added: STOCKHOLDERS’
+Added: Preferred stock, par value, $0.001, 20,000,000 shares authorized, Series A
+Added: Convertible Preferred, 5,000,000 shares authorized, 2,552,642 shares issued and outstanding, respectively
+Added: Additional paid in capital - Series A Convertible preferred stock
+Added: Series B Convertible Preferred, 5,000,000 shares authorized, 1,013,245 and
1,113,245 shares issued and outstanding, respectively
−Removed: paid in capital - Series A Convertible preferred stock
−Removed: B Convertible Preferred, 5,000,000 shares authorized, 1,013,245 and 1,113,245 shares issued and outstanding, respectively
−Removed: paid in capital - Series B Convertible preferred stock
−Removed: C Convertible Preferred, 5,000,000 shares authorized, 385,302 and 821,292 shares issued and outstanding, respectively
−Removed: paid in capital - Series C Convertible preferred stock
−Removed: stock, par value, $0.001, 950,000,000 shares authorized, 232,848,376 and 184,845,821 issued and outstanding, respectively
−Removed: paid in capital - common stock
+Added: Additional paid in capital - Series B Convertible preferred stock
+Added: Series C Convertible Preferred, 5,000,000 shares authorized, 385,302 and
+Added: 821,292 shares issued and outstanding, respectively
+Added: Additional paid in capital - Series C Convertible preferred stock
+Added: Common stock, par value, $0.001, 950,000,000 shares authorized, 234,700,228
+Added: and 184,845,821 issued and outstanding, respectively
+Added: Additional paid in capital - common stock
+Added: Shares to be issued
+Added: Accumulated deficit
(74,256,018 )
(73,601,109 )
−Removed: Stockholders' Deficit
−Removed: LIABILITIES AND STOCKHOLDERS' DEFICIT
−Removed: The accompanying notes are an integral part of these financial statements.
−Removed: STATEMENTS OF OPERATIONS (UNAUDITED)
−Removed: THE SIX AND THREE MONTHS ENDED JUNE 30, 2020 AND 2019
−Removed: revenues, net
−Removed: based compensation
−Removed: and development
−Removed: and administrative expenses
+Added: Total Stockholders’
+Added: TOTAL LIABILITIES AND STOCKHOLDERS’
+Added: accompanying notes are an integral part of these financial statements.
+Added: CONDENSED STATEMENTS OF OPERATIONS (UNAUDITED)
+Added: FOR THE NINE AND THREE MONTHS ENDED SEPTEMBER 30, 2020 AND 2019
+Added: NINE MONTHS ENDED
+Added: THREE MONTHS ENDED
+Added: SEPTEMBER 30,
+Added: SEPTEMBER 30,
+Added: SEPTEMBER 30,
+Added: SEPTEMBER 30,
+Added: Consulting revenues, net
OPERATING EXPENSES
−Removed: NON-OPERATING
−Removed: INCOME (EXPENSE)
−Removed: Non-Operating Income (Expenses)
−Removed: LOSS BEFORE PROVISION FOR INCOME TAXES
−Removed: for income taxes
−Removed: loss per share - basic and diluted
−Removed: average common shares outstanding - basic
−Removed: The accompanying notes are an integral part of these financial statements.
−Removed: OF CHANGES IN STOCKHOLDERS’
−Removed: THE SIX MONTHS ENDED JUNE 30, 2020 (UNAUDITED) AND DECEMBER 31, 2019
+Added: Professional fees
+Added: Stock based compensation
+Added: Payroll expenses
+Added: Research and development
+Added: General and administrative expenses
+Added: Total Operating Expenses
+Added: OPERATING LOSS
+Added: NON-OPERATING INCOME (EXPENSE)
+Added: Interest expense
+Added: Total Non-Operating Income (Expenses)
+Added: NET LOSS BEFORE PROVISION FOR INCOME TAXES
+Added: Provision for income taxes
+Added: $ (1,106,059 )
+Added: Net loss per share - basic and diluted
+Added: Weighted average common shares outstanding - basic
+Added: accompanying notes are an integral part of these financial statements.
+Added: OF CHANGES IN STOCKHOLDERS' DEFICIT
+Added: THE NINE MONTHS ENDED SEPTEMBER 30, 2020 (UNAUDITED) AND DECEMBER 31, 2019
- December 31, 2018
38 unchanged sentences
(73,961,340 )
+Added: conversions/settlements
purchased for cash
3 unchanged sentences
$ (74,120,427 )
+Added: conversions/settlements
+Added: loss for the period
+Added: - September 30, 2020
+Added: $ (74,256,018 )
accompanying notes are an integral part of these financial statements.
OF CASH FLOWS
−Removed: THE SIX MONTHS ENDED JUNE 30, 2020 AND 2019 (UNAUDITED)
+Added: THE NINE MONTHS ENDED SEPTEMBER 30, 2020 AND 2019 (UNAUDITED)
CASH FLOW FROM OPERTING ACTIVIITES
+Added: $ (1,106,059 )
Adjustments to reconcile net loss to net cash used in operating activities
1 unchanged sentence
Amortization of BCF discount
+Added: Common stock issued for services
Stock options and warrants for services
+Added: Forgiveness of debt
Warrants issued for interest expense
16 unchanged sentences
Proceeds from promnissory notes
−Removed: Proceeds from related party advances, net of repayments
+Added: Payment of notes payable
Net cash provided by financing activities
9 unchanged sentences
Conversion of notes payable and accrued interest into common stock
+Added: Recognition of BCF discount at inception of notes payable
+Added: Common stock issued in settlement of accounts payable
+Added: Stock options issued in settlement of accounts payable
+Added: Reclassification of notes payable and accrued interest into common stock
accompanying notes are an integral part of these financial statements.
87 unchanged sentences
See also Business –
−Removed: Regulatory History in Part I of this Annual Report
+Added: Regulatory History in Part I of the Annual Report
on Form 10-K (“
−Removed: Annual Report ”) for a discussion regarding the Company’s application for FDA approval
−Removed: of RadioGel™.
+Added: Annual Report ”) filed April 28, 2020 for a discussion regarding the Company’s application
+Added: for FDA approval of RadioGel™.
Company’s IsoPet Solutions division was established in May 2016 to focus on the veterinary oncology market, namely engagement
99 unchanged sentences
consisted of finished goods.
−Removed: The Company has no inventory for the six-months ended June 30, 2020 and for the year ended December
+Added: The Company has no inventory for the nine-months ended September 30, 2020 and for the year ended
+Added: December 31, 2019.
Value of Financial Instruments
1 unchanged sentence
where it is practicable to estimate that value.
−Removed: As of June 30, 2020 and December 31, 2019, the balances reported for cash, prepaid
−Removed: expenses, accounts receivable, accounts payable, and accrued expenses, approximate the fair value because of their short maturities.
+Added: As of September 30, 2020 and December 31, 2019, the balances reported for cash,
+Added: prepaid expenses, accounts receivable, accounts payable, and accrued expenses, approximate the fair value because of their short
value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction
105 unchanged sentences
operating results and projected and expected undiscounted future cash flows.
−Removed: have been no such capitalized costs in the three-months ended March 31, 2020 and 2019, respectively.
+Added: have been no such capitalized costs in the nine-months ended June 30, 2020 and 2019, respectively.
However, a patent was filed
29 unchanged sentences
performance obligation.
−Removed: revenue generated during the year ended December 31, 2019 related to sales of product.
+Added: revenue generated during the nine months ended September 30, 2020 and year ended December 31, 2019 related to sales of product.
Company accounts for its loss per common share by replacing primary and fully diluted earnings per share with basic and diluted
7 unchanged sentences
For the given periods of loss,
−Removed: of the periods ended in the six months ended June 30, 2020 and 2019, the basic earnings per share equals the diluted earnings
−Removed: following represent common stock equivalents that could be dilutive in the future as of June 30, 2020 and December 31, 2019, which
−Removed: include the following:
−Removed: June 30, 2020
+Added: of the periods ended in the nine months ended September 30, 2020 and 2019, the basic earnings per share equals the diluted earnings
+Added: following represent common stock equivalents that could be dilutive in the future as of September 30, 2020 and December 31, 2019,
+Added: which include the following:
+Added: September 30, 2020
December 31, 2019
10 unchanged sentences
and development is classified as research and development expense in the year computed.
−Removed: Company incurred $17,425 and $43,702 research and development costs for the six months ended June 30, 2020, and 2019, respectively,
−Removed: all of which were recorded in the Company’s operating expenses noted on the statements of operations for the three months
+Added: Company incurred $31,809 and $62,194 research and development costs for the nine months ended September 30, 2020, and 2019, respectively,
+Added: all of which were recorded in the Company’s operating expenses noted on the statements of operations for the nine months
and Marketing Costs
and marketing costs are expensed as incurred except for the cost of tradeshows which are deferred until the tradeshow occurs.
−Removed: There were no tradeshow expenses incurred and not expensed for the six months ended June 30, 2020, and 2019, respectively.
−Removed: the six months ended June 30, 2020 and 2019, the Company incurred $5,132 and $0, respectively, in advertising and marketing costs.
+Added: During the nine months ended September 30, 2020 and 2019, the Company incurred $6,182 and $0, respectively, in advertising and
+Added: marketing costs.
and Handling Costs
12 unchanged sentences
The Company has entered into various agreements that require them to pay certain fees to consultants and/or employees
−Removed: that have been fully accrued for as of June 30, 2020 and December 31, 2019.
+Added: that have been fully accrued for as of September 30, 2020 and December 31, 2019.
address accounting for uncertainty in tax positions, the Company clarifies the accounting for income taxes by prescribing a minimum
4 unchanged sentences
federal jurisdiction.
−Removed: The Company did not have any tax expense for the six months
−Removed: ended June 30, 2020 and 2019.
−Removed: The Company did not have any deferred tax liability or asset on its balance sheet on June 30, 2020
+Added: The Company did not have any tax expense for the nine months
+Added: ended September 30, 2020 and 2019.
+Added: The Company did not have any deferred tax liability or asset on its balance sheet on September
30, 2020 and December 31, 2019.
1 unchanged sentence
respectively, in the Company’s financial statements.
−Removed: For the six months ended June 30, 2020 and 2019, the Company did not
−Removed: recognize any interest or penalty expense related to income taxes.
−Removed: The Company believes that it is not reasonably possible for
−Removed: the amounts of unrecognized tax benefits to significantly increase or decrease within the next twelve months.
+Added: For the nine months ended September 30, 2020 and 2019, the Company
+Added: did not recognize any interest or penalty expense related to income taxes.
+Added: The Company believes that it is not reasonably possible
+Added: for the amounts of unrecognized tax benefits to significantly increase or decrease within the next twelve months.
Company recognizes compensation costs to employees under FASB ASC Topic 718, Compensation –
41 unchanged sentences
Accounting Pronouncements
−Removed: standards that have been issued or proposed by FASB that do not require adoption until a future date are not expected to have
−Removed: a material impact on the consolidated financial statements upon adoption.
−Removed: The Company does not discuss recent pronouncements that
−Removed: are not anticipated to have an impact on or are unrelated to its financial condition, results of operations, cash flows or disclosures.
+Added: August, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No.
+Added: 2020-06, Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging-Contracts in Entity’s Own
+Added: Equity (Subtopic 815-40), Accounting for Convertible Instruments and Contract’s in an Entity’s Own Equity.
+Added: simplifies accounting for convertible instruments by removing major separation models required under current GAAP.
+Added: Consequently,
+Added: more convertible debt instruments will be reported as a single liability instrument with no separate accounting for embedded conversion
+Added: The ASU removes certain settlement conditions that are required for equity contracts to qualify for the derivative scope
+Added: exception, which will permit more equity contracts to qualify for it.
+Added: The ASU simplifies the diluted net income per share calculation
+Added: in certain areas.
+Added: The ASU is effective for annual and interim periods beginning after December 31, 2021, and early adoption is
+Added: permitted for fiscal years beginning after December 15, 2020, and interim periods within those fiscal years.
+Added: The Company is currently
+Added: evaluating the impact that this new guidance will have on its financial statements.
+Added: Company does not discuss recent pronouncements that are not anticipated to have an impact on or are unrelated to its financial
+Added: condition, results of operations, cash flows or disclosures.
GOING CONCERN
10 unchanged sentences
on June 3, 2020 and have issued the first tranche of shares under the Regulation A+ on June 10, 2020.
−Removed: intent is to raise up to $4,050,000 over the next 12-18 months, which may be completed in separate closings.
+Added: The intent is to raise up
+Added: to $4,050,000 over the next 12-18 months, which may be completed in separate closings.
Company intends to use the proceeds generated from the sale of shares under Regulation A+ as follows:
15 unchanged sentences
exchanged their outstanding convertible notes payable of $525,000, $27,536 in accrued interest and $98,508 in an exchange premium
−Removed: stipulated in the note agreements into shares of common stock through June 30, 2020.
+Added: stipulated in the note agreements into shares of common stock through September 30, 2020.
the next 12 to 24 months, the Company believes it will cost approximately $5.0 million to $10.0 million to:
36 unchanged sentences
The Company is hopeful that by the
−Removed: end of the third quarter of 2020, they will be allowed to continue their marketing to the animal therapy market and attempt to
−Removed: increase the exposure to their product and generate revenue accordingly.
+Added: end of 2020 into the first quarter of 2021, they will be allowed to continue their marketing to the animal therapy market and
+Added: attempt to increase the exposure to their product and generate revenue accordingly.
financial statements do not include any adjustments relating to the recoverability and classification of liabilities that might
10 unchanged sentences
this uncertainty.
−Removed: of June 30, 2020, the Company has $248,855 cash on hand.
+Added: of September 30, 2020, the Company has $14,934 cash on hand.
There are currently commitments to vendors for products and services
26 unchanged sentences
this uncertainty.
−Removed: assets consist of the following at June 30, 2020 (unaudited) and December 31, 2019:
−Removed: June 30, 2020
−Removed: December 31, 2019
−Removed: Production equipment
−Removed: Less accumulated depreciation
−Removed: is no depreciation expense for the above fixed assets for the six months ended June 30, 2020 and 2019, respectively.
−Removed: In June 2019,
−Removed: the Company sold the one piece of equipment still held for $0.
−Removed: The basis of this piece of equipment was also $0, resulting in
−Removed: no gain or loss on the sale.
+Added: assets consist of the following at September 30, 2020 (unaudited) and December 31, 2019:
+Added: accumulated depreciation
+Added: is no depreciation expense for the above fixed assets for the nine months ended September 30, 2020 and 2019, respectively.
+Added: June 2019, the Company sold the one piece of equipment still held for $0.
+Added: The basis of this piece of equipment was also $0, resulting
+Added: in no gain or loss on the sale.
RELATED PARTY TRANSACTIONS
Party Convertible Notes Payable
−Removed: of June 30, 2020 and December 31, 2019, the Company had the following related party convertible notes outstanding:
−Removed: June 30, 2020
+Added: of September 30, 2020 and December 31, 2019, the Company had the following related party convertible notes outstanding:
+Added: September 30, 2020
December 31, 2019
33 unchanged sentences
the interest rate charged was changed to 12.5% through conversion of this note in April 2020.
−Removed: expense for the six months ended June 30, 2020 and 2019 on the related party convertible notes payable amounted to $298 and $0,
−Removed: respectively.
+Added: expense for the nine months ended September 30, 2020 and 2019 on the related party convertible notes payable amounted to $298
+Added: and $0, respectively.
Party Notes Payable
−Removed: of June 30, 2020 and December 31, 2019, the Company had the following related party notes outstanding:
−Removed: June 30, 2020
+Added: of September 30, 2020 and December 31, 2019, the Company had the following related party notes outstanding:
+Added: September 30, 2020
December 31, 2019
21 unchanged sentences
The note is for a one-year period maturing November 25, 2020 and bears interest at an annual rate of
−Removed: Interest expense for these notes for the six months ended June 30, 2020 and 2019 was $9,429 and $3,658, respectively and accrued
−Removed: interest at June 30, 2020 is $20,736.
−Removed: Company borrowed $87,000 in the six months ended June 30, 2020 from its CEO and repaid these amounts in full.
+Added: Interest expense for these notes for the nine months ended September 30, 2020 and 2019 was $14,194 and $7,155, respectively
+Added: and accrued interest at September 30, 2020 is $25,502.
+Added: Company borrowed $87,000 in the nine months ended September 30, 2020 from its CEO and repaid these amounts in full.
Party Payables
Company periodically receives advances for operating funds from related parties or has related parties make payments on the Company’s
−Removed: As a result of these activities the Company had related party payables of $32,110 and $32,110 as of June 30, 2020 and
−Removed: December 31, 2019, respectively.
+Added: As a result of these activities the Company had related party payables of $32,110 and $32,110 as of September 30, 2020
+Added: and December 31, 2019, respectively.
and Common Shares Issued to Officers and Directors
7 unchanged sentences
CONVERTIBLE NOTES PAYABLE
−Removed: of June 30, 2020 and December 31, 2019, the Company had the following convertible notes outstanding:
−Removed: June 30, 2020
+Added: of September 30, 2020 and December 31, 2019, the Company had the following convertible notes outstanding:
+Added: September 30, 2020
December 31, 2019
−Removed: and August 2012 $1,060,000 Notes convertible into common stock at $4.60 per share, 12% interest, due December 2013 and January
−Removed: through October 2015 $605,000 Notes convertible into preferred stock at $1 per share, 8-10% interest, due September 30, 2015
−Removed: through December 2015 $613,000 Notes convertible into preferred stock at $1 per share, 8% interest, due June 30, 2016, net
−Removed: of debt discount of $0 and $560,913, respectively
−Removed: through March 2016 $345,000 Notes convertible into preferred stock at $1 per share, 8% interest, due June 30, 2016
−Removed: 2019 $60,000 Note convertible into common shares at $0.04 per share, 8% interest, due October 30, 2019
−Removed: 2019 $50,000 Note convertible into common shares at $0.04 per share, 8% interest, due January 15, 2020
−Removed: 2019 $50,000 Note convertible into common shares at $0.04 per share, 8% interest, due January 15, 2020
−Removed: 2019 $38,000 Note convertible into common shares at $0.04 per share, 8% interest, due January 15, 2020
−Removed: 2019 $25,000 Note convertible into common shares at $0.04 per share, 8% interest, due January 15, 2020
−Removed: 2019 $50,000 Note convertible into common shares at $0.04 per share, 8% interest, due January 15, 2020
−Removed: 2019 $50,000 Note convertible into common shares at $0.04 per share, 8% interest, due January 15, 2020
−Removed: 2019 $37,000 Note convertible into common shares at $0.04 per share, 8% interest, due January 15, 2020
−Removed: 2019 $50,000 Note convertible into common shares at $0.04 per share, 8% interest, due March 31, 2020
−Removed: 2020 $100,000 Note convertible into common shares at $0,04 per share, 8% interest, due March 31, 2020
−Removed: on notes in default
−Removed: Convertible Notes Payable, Net
+Added: Accrued Interest
+Added: Accrued Interest
+Added: July and August 2012 $1,060,000 Notes convertible into common stock at $4.60 per share, 12% interest, due December 2013 and January 2014
+Added: May through October 2015 $605,000 Notes convertible into preferred stock at $1 per share, 8-10% interest, due September 30, 2015
+Added: October through December 2015 $613,000 Notes convertible into preferred stock at $1 per share, 8% interest, due June 30, 2016, net of debt discount of $0 and $560,913, respectively
+Added: January through March 2016 $345,000 Notes convertible into preferred stock at $1 per share, 8% interest, due June 30, 2016
+Added: May 2019 $60,000 Note convertible into common shares at $0.04 per share, 8% interest, due October 30, 2019
+Added: July 2019 $50,000 Note convertible into common shares at $0.04 per share, 8% interest, due January 15, 2020
+Added: September 2019 $50,000 Note convertible into common shares at $0.04 per share, 8% interest, due January 15, 2020
+Added: September 2019 $38,000 Note convertible into common shares at $0.04 per share, 8% interest, due January 15, 2020
+Added: September 2019 $25,000 Note convertible into common shares at $0.04 per share, 8% interest, due January 15, 2020
+Added: September 2019 $50,000 Note convertible into common shares at $0.04 per share, 8% interest, due January 15, 2020
+Added: September 2019 $50,000 Note convertible into common shares at $0.04 per share, 8% interest, due January 15, 2020
+Added: September 2019 $37,000 Note convertible into common shares at $0.04 per share, 8% interest, due January 15, 2020
+Added: December 2019 $50,000 Note convertible into common shares at $0.04 per share, 8% interest, due March 31, 2020
+Added: January 2020 $100,000 Note convertible into common shares at $0,04 per share, 8% interest, due March 31, 2020
+Added: Penalties on notes in default
+Added: Total Convertible Notes Payable, Net
Debt Discount
−Removed: expense for the six months ended June 30, 2020 and 2019 on the convertible notes payable amounted to $18,425 and $3,064, respectively.
+Added: expense for the nine months ended September 30, 2020 and 2019 on the convertible notes payable amounted to $19,783 and $7,509,
+Added: respectively.
May 2017 notes totaling $3,136,506, $2,419,240 after debt discounts, had a December 2017 due date which was extended to May 2018.
29 unchanged sentences
over the life of the notes.
−Removed: For the six months ended June 30, 2020 and 2019, the Company recognized $6,187 and $0, in amortization
+Added: For the nine months ended September 30, 2020 and 2019, the Company recognized $6,187 and $0, in amortization
of the BCF discount.
1 unchanged sentence
As a result of the default, the interest rate charged
−Removed: was changed to 12.5% up through the conversion of these note effective March 31, 2020.
+Added: was changed to 12.5% up through the conversion of these notes.
Company entered into $50,000 in a convertible promissory note on December 31, 2019, that matures March 31, 2020.
22 unchanged sentences
PROMISSORY NOTES PAYABLE
−Removed: of June 30, 2020 and December 31, 2019, the Company had the following promissory notes outstanding:
−Removed: June 30, 2020
+Added: of September 30, 2020 and December 31, 2019, the Company had the following promissory notes outstanding:
+Added: September 30, 2020
December 31, 2019
15 unchanged sentences
The interest expense on these notes
−Removed: for the six months ended June 30, 2020 and 2019 amounted to $7,460 and $2,842, and $5,370 is accrued for as of June 30, 2020.
+Added: for the nine months ended September 30, 2020 and 2019 amounted to $8,032 and $5,640, and $0 is accrued for as of September 30,
+Added: Company repaid $50,00 of these notes plus $13,442 in accrued interest, and settled the remaining $50,000 into 1,851,852 shares
+Added: of common stock effective July 14, 2020.
STOCKHOLDERS’
−Removed: Company has 950,000,000 shares of common stock authorized, with a par value of $0.001, and as of June 30, 2020 and December 31,
+Added: Company has 950,000,000 shares of common stock authorized, with a par value of $0.001, and as of September 30, 2020 and December
31, 2019, the Company has 234,700,228 and 184,845,821 shares issued and outstanding, respectively.
2 unchanged sentences
The reverse stock split went effective by FINRA on June 28, 2019.
−Removed: of June 30, 2020 and December 31, 2019, the Company has 20,000,000 shares of Preferred stock authorized with a par value of $0.001.
−Removed: The Company’s Board of Directors is authorized to provide for the issuance of shares of preferred stock in one or more series,
−Removed: fix or alter the designations, preferences, rights, qualifications, limitations or restrictions of the shares of each series,
−Removed: including the dividend rights, dividend rates, conversion rights, voting rights, term of redemption including sinking fund provisions,
−Removed: redemption price or prices, liquidation preferences and the number of shares constituting any series or designations of such series
−Removed: without further vote or action by the shareholders.
−Removed: The issuance of preferred stock may have the effect of delaying, deferring
−Removed: or preventing a change in control of management without further action by the shareholders and may adversely affect the voting
−Removed: and other rights of the holders of common stock.
−Removed: The issuance of preferred stock with voting and conversion rights may adversely
−Removed: affect the voting power of the holders of common stock, including the loss of voting control to others.
+Added: of September 30, 2020 and December 31, 2019, the Company has 20,000,000 shares of Preferred stock authorized with a par value
+Added: The Company’s Board of Directors is authorized to provide for the issuance of shares of preferred stock in one
+Added: or more series, fix or alter the designations, preferences, rights, qualifications, limitations or restrictions of the shares
+Added: of each series, including the dividend rights, dividend rates, conversion rights, voting rights, term of redemption including
+Added: sinking fund provisions, redemption price or prices, liquidation preferences and the number of shares constituting any series
+Added: or designations of such series without further vote or action by the shareholders.
+Added: The issuance of preferred stock may have the
+Added: effect of delaying, deferring or preventing a change in control of management without further action by the shareholders and may
+Added: adversely affect the voting and other rights of the holders of common stock.
+Added: The issuance of preferred stock with voting and conversion
+Added: rights may adversely affect the voting power of the holders of common stock, including the loss of voting control to others.
October 8, 2018 the Company created out of the shares of Preferred Stock, par value $0.001 per share, of the Company, as authorized
185 unchanged sentences
the qualification of the Regulation A+.
+Added: the three months ended September 30, 2020, the Company issued 1,851,852 shares of common stock to settle $50,000 in promissory
and Preferred Stock Issuances - 2019
19 unchanged sentences
Options expired
−Removed: Balance at June 30, 2020
+Added: Balance at September 30, 2020
$ 0.024-120.00
−Removed: Exercisable at June 30, 2020
+Added: Exercisable at September 30, 2020
$ 0.024-120.00
30 unchanged sentences
These options were valued at $14,812.
−Removed: the six months ended June 30, 2020 and 2019, the Company recognized $2,176 and $2,176, respectively, worth of stock based compensation
−Removed: related to the vesting of it stock options.
+Added: the nine months ended September 30, 2020 and 2019, the Company recognized $2,176 and $460,125, respectively, worth of stock based
+Added: compensation related to the vesting of it stock options.
Stock Warrants
following schedule summarizes the changes in the Company’s stock warrants:
−Removed: Average Remaining
−Removed: Average Exercise
−Removed: at December 31, 2019
−Removed: expired/cancelled
−Removed: at June 30, 2020
−Removed: at June 30, 2020
+Added: Warrants Outstanding
+Added: Weighted Average
+Added: Weighted Average
+Added: Remaining Contractual
+Added: Aggregate Intrinsic
+Added: Balance at December 31, 2019
+Added: Warrants granted
+Added: Warrants exercised
+Added: Warrants expired/cancelled
+Added: Balance at September 30, 2020
+Added: Exercisable at September 30, 2020
the year ended December 31, 2019, the Company granted 1,250,000 warrants in the issuance of common and preferred shares issued
28 unchanged sentences
RSU’s forfeited
−Removed: Balance at June 30, 2020
−Removed: the six months ended June 30.
−Removed: 2020 and 2019, the Company recognized $0 and $0 worth of expense related to the vesting of its RSU’s.
−Removed: As of June 30, 2020, the Company had $155,400 worth of expense yet to be recognized for RSU’s not yet vested.
+Added: Balance at September 30, 2020
+Added: the nine months ended September 30.
+Added: 2020 and 2019, the Company recognized $0 and $0 worth of expense related to the vesting of
+Added: its RSU’s.
+Added: As of September 30, 2020, the Company had $155,400 worth of expense yet to be recognized for RSU’s not
LEGAL MATTERS
18 unchanged sentences
into on July 21, 2017.
+Added: The Company has paid this liability in full as of September 11, 2020.
June 4, 2019, the Company entered into an Executive Employment Agreement (“Employment Agreement”) with Dr.
9 unchanged sentences
will record the deferred compensation at that time.
+Added: SUBSEQUENT EVENTS
+Added: has evaluated subsequent events, in accordance with FASB ASC Topic 855, “Subsequent Events”, through the date which
+Added: the financial statements were available to be issued and there are no material subsequent events to report.
Management’s Discussion and Analysis of Financial Condition and Results of Operations.
228 unchanged sentences
Two other cases were also very
−Removed: advanced with multiple tumor and they recurred since they had already spread before therapy.
+Added: advanced with multiple tumors and they recurred since they had already spread before therapy.
Company’s efforts are now to obtain more early stage cancer patients.
69 unchanged sentences
of Operations
−Removed: of the Six Months Ended June 30, 2020 and 2019
−Removed: following table sets forth information from our statements of operations for the six months ended June 30, 2020 and 2019:
−Removed: Six Months Ended
−Removed: June 30, 2020
−Removed: Six Months Ended
−Removed: June 30, 2019
+Added: of the Nine Months Ended September 30, 2020 and 2019
+Added: following table sets forth information from our statements of operations for the nine months ended September 30, 2020 and 2019:
+Added: Nine Months Ended
+Added: September 30, 2020
+Added: Nine Months Ended
+Added: September 30, 2019
Operating expenses
2 unchanged sentences
Interest expense
−Removed: was $0 for the six months ended June 30, 2020 and 2019, respectively.
−Removed: expenses for the six months ended June 30, 2020 and 2019, respectively consists of the following:
−Removed: Six months ended
−Removed: June 30, 2020
−Removed: Six months ended
−Removed: June 30, 2019
+Added: $ (1,106,059 )
+Added: was $7,000 and $8,000 for the nine months ended September 30, 2020 and 2019, respectively.
+Added: expenses for the nine months ended September 30, 2020 and 2019, respectively consists of the following:
+Added: Nine months ended
+Added: September 30, 2020
+Added: Nine months ended
+Added: September 30, 2019
Professional fees
4 unchanged sentences
Total operating expenses
−Removed: expenses for the six months ended June 30, 2020 and 2019 was $248,827 and $398,219, respectively.
−Removed: The decrease in operating expenses
−Removed: from 2019 to 2020 can be attributed to the decrease in professional fees ($269,173 for the six months ended June 30, 2020 versus
−Removed: $111,269 for the six months ended June 30, 2020) as the Company utilized less services due to cash flow constraints;
−Removed: and the increase
−Removed: in general and administrative expense ($19,376 for the six months ended June 30, 2019 versus $57,957 for the six months ended
−Removed: June 30, 2020) as the Company continued to incur reasonable administrative costs to run the Company.
+Added: expenses for the nine months ended September 30, 2020 and 2019 was $384,267 and $1,013,426, respectively.
+Added: The decrease in operating
+Added: expenses from 2019 to 2020 can be attributed to the decrease in professional fees ($170,771 for the nine months ended September
+Added: 30, 2020 versus $356,248 for the nine months ended September 30, 2020) as the Company utilized less services due to cash flow
+Added: the decrease in stock based compensation ($2,176 for the nine months ended September 30, 2020 versus $463,917 for
+Added: the nine months ended September 30, 2019) and the increase in general and administrative expense ($41,067 for the nine months
+Added: ended September 30, 2019 versus $85,482 for the nine months ended September 30, 2020) as the Company continued to incur reasonable
+Added: administrative costs to run the Company.
Non-Operating
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Non-operating
−Removed: income (expense) for the six months ended June 30, 2020 and 2019 consists of the following:
−Removed: Six months ended
−Removed: June 30, 2020
−Removed: Six months ended
−Removed: June 30, 2019
+Added: income (expense) for the nine months ended September 30, 2020 and 2019 consists of the following:
+Added: Nine months ended
+Added: September 30, 2020
+Added: Nine months ended
+Added: September 30, 2019
Interest expense
1 unchanged sentence
Non-operating
−Removed: income (expense) for the six months ended June 30, 2020 varied from the six months ended June 30, 2019 primarily due to an increase
−Removed: in interest expense from as a result of the debt increase from 2019 to 2020 prior to conversion of this debt.
−Removed: The majority of
−Removed: the interest recorded by the Company consists of amortization of debt discount, BCF discount and the exchange premium resulting
−Removed: in additional shares to the noteholders on conversion.
−Removed: net loss for the six months ended June 30, 2020 and 2019 was $(519,318) and $(436,687), respectively.
−Removed: of the Three Months Ended June 30, 2020 and 2019
−Removed: following table sets forth information from our statements of operations for the three months ended June 30, 2020 and 2019:
+Added: income (expense) for the nine months ended September 30, 2020 varied from the nine months ended September 30, 2019 primarily due
+Added: to an increase in interest expense from as a result of the debt increase from 2019 to 2020 prior to conversion of this debt.
+Added: majority of the interest recorded by the Company consists of amortization of debt discount, BCF discount and the exchange premium
+Added: resulting in additional shares to the noteholders on conversion.
+Added: net loss for the nine months ended September 30, 2020 and 2019 was $(654,909) and $(1,106,059), respectively.
+Added: of the Three Months Ended September 30, 2020 and 2019
+Added: following table sets forth information from our statements of operations for the three months ended September 30, 2020 and 2019:
Three Months Ended
−Removed: June 30, 2020
+Added: September 30, 2020
Three Months Ended
−Removed: June 30, 2019
+Added: September 30, 2019
Operating expenses
2 unchanged sentences
Interest expense
−Removed: was $0 for the three months ended June 30, 2020 and 2019, respectively.
−Removed: expenses for the three months ended June 30, 2020 and 2019, respectively consists of the following:
+Added: was $7,000 and $8,000 for the three months ended September 30, 2020 and 2019, respectively.
+Added: expenses for the three months ended September 30, 2020 and 2019, respectively consists of the following:
Three months ended
−Removed: June 30, 2020
+Added: September 30, 2020
Three months ended
−Removed: June 30, 2019
+Added: September 30, 2019
Professional fees
4 unchanged sentences
Total operating expenses
−Removed: expenses for the three months ended June 30, 2020 and 2019 was $128,453 and $173,016, respectively.
+Added: expenses for the three months ended September 30, 2020 and 2019 was $135,440 and $615,207, respectively.
The decrease in operating
−Removed: expenses from 2019 to 2020 can be attributed to the decrease in professional fees ($102,638 for the three months ended June 30,
−Removed: 2020 versus $57,277 for the three months ended June 30, 2020) as the Company utilized less services due to cash flow constraints;
−Removed: and the increase in general and administrative expense ($18,136 for the three months ended June 30, 2019 versus $22,603 for the
−Removed: three months ended June 30, 2020) as the Company continued to incur reasonable administrative costs to run the Company.
+Added: expenses from 2019 to 2020 can be attributed to the decrease in professional fees ($59,502 for the three months ended September
+Added: 30, 2020 versus $87,075 for the three months ended September 30, 2019) as the Company utilized less services due to cash flow
+Added: the decrease in stock based compensation ($0 in the three months ended September 30, 2020 versus $457,949 for the
+Added: three months ended September 30, 2020) and the increase in general and administrative expense ($21,691 for the three months ended
+Added: September 30, 2019 versus $27,526 for the three months ended September 30, 2020) as the Company continued to incur reasonable
+Added: administrative costs to run the Company.
Non-Operating
1 unchanged sentence
Non-operating
−Removed: income (expense) for the three months ended June 30, 2020 and 2019 consists of the following:
+Added: income (expense) for the three months ended September 30, 2020 and 2019 consists of the following:
Three months ended
−Removed: June 30, 2020
+Added: September 30, 2020
Three months ended
−Removed: June 30, 2019
+Added: September 30, 2019
Interest expense
1 unchanged sentence
Non-operating
−Removed: income (expense) for the three months ended June 30, 2020 varied from the three months ended June 30, 2019 primarily due to an
−Removed: increase in interest expense from as a result of the debt increase from 2019 to 2020 prior to conversion of this debt.
−Removed: of the interest recorded by the Company consists of amortization of debt discount, BCF discount and the exchange premium resulting
−Removed: in additional shares to the noteholders on conversion.
−Removed: net loss for the three months ended June 30, 2020 and 2019 was $(159,087) and $(200,305), respectively.
+Added: income (expense) for the three months ended September 30, 2020 varied from the three months ended September 30, 2019 primarily
+Added: due to an increase in interest expense from as a result of the debt increase from 2019 to 2020 prior to conversion of this debt.
+Added: The majority of the interest recorded by the Company consists of amortization of debt discount, BCF discount and the exchange
+Added: premium resulting in additional shares to the noteholders on conversion.
+Added: net loss for the three months ended September 30, 2020 and 2019 was $(135,591) and $(669,372), respectively.
and Capital Resources
−Removed: June 30, 2020, the Company had a working capital deficit of $784,642 as compared to $1,479,689 at December 31, 2019.
−Removed: six months ended June 30, 2020 the Company experienced negative cash flow from operations of $326,306 and it received $0 for investing
−Removed: activities while adding $554,780 of cash flows from financing activities.
−Removed: As of June 30, 2020, the Company had no commitments
−Removed: for capital expenditures.
+Added: September 30, 2020, the Company had a working capital deficit of $870,233 as compared to $1,479,689 at December 31, 2019.
+Added: the nine months ended September 30, 2020 the Company experienced negative cash flow from operations of $510,227 and it received
+Added: $0 for investing activities while adding $504,780 of cash flows from financing activities.
+Added: As of September 30, 2020, the Company
+Added: had no commitments for capital expenditures.
used in operating activities was primarily a result of the Company’s net loss, and the adjustments to reconcile the net
2 unchanged sentences
Additionally there were increases in accrued payroll and accrued
−Removed: The Company had no investing activities for the six-month periods ended June 30, 2020 and 2019, respectively.
−Removed: six months ended June 30, 2020 and 2019, the Company had cash provided by financing activities of $554,780 and $402,000, respectively.
−Removed: These activities were the result of proceeds received from notes payable (both related and unrelated parties) as well as from
−Removed: sales of common stock and preferred stock.
+Added: The Company had no investing activities for the nine-month periods ended September 30, 2020 and 2019, respectively.
+Added: In the nine months ended September 30, 2020 and 2019, the Company had cash provided by financing activities of $504,780 and $737,000,
+Added: respectively.
+Added: These activities were the result of proceeds received from notes payable (both related and unrelated parties) as
+Added: well as from sales of common stock and preferred stock.
Company has generated material operating losses since inception.
−Removed: The Company had a net loss of $519,318 for the six months ended
−Removed: June 30, 2020, and a net loss of $436,687 for the six months ended June 30, 2019.
−Removed: The Company expects to continue to experience
−Removed: net operating losses.
−Removed: Historically, the Company has relied upon investor funds to maintain its operations and develop the Company’s
+Added: The Company had a net loss of $654,909 for the nine months ended
+Added: September 30, 2020, and a net loss of $1,106,059 for the nine months ended September 30, 2019.
+Added: The Company expects to continue
+Added: to experience net operating losses.
+Added: Historically, the Company has relied upon investor funds to maintain its operations and develop
+Added: the Company’s business.
Company received $497,880 which were deposited into the Company’s accounts between April and June 2020.
3 unchanged sentences
exchanged their outstanding convertible notes payable of $525,000, $27,536 in accrued interest and $98,508 in an exchange premium
−Removed: stipulated in the note agreements into shares of common stock through June 30, 2020.
+Added: stipulated in the note agreements into shares of common stock through September 30, 2020, and repaid $50,000 in promissory notes
the next 12 to 24 months, the Company believes it will cost approximately $5.0 million to $10.0 million to:
58 unchanged sentences
estimates under different assumptions or conditions.
−Removed: During the period ended March 31, 2020, we believe there have been no significant
−Removed: changes to the items disclosed as significant accounting policies in management’s notes to the consolidated financial statements
+Added: During the period ended September 30, 2020, we believe there have been no
+Added: significant changes to the items disclosed as significant accounting policies in management’s notes to the financial statements
in our annual report on Form 10-K for the year ended December 31, 2019, filed on April 28, 2020.
5 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.