What changed in this filing

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Item 9A. Controls and Procedures

2023-03-01 compared with 2022-03-07 · 223 added, 443 removed, 1319 unchanged (34% of the section changed)

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fields of expertise.

Section 16(a) Beneficial Ownership Reporting Compliance

16(a) Beneficial Ownership Reporting Compliance

16(a) of the Securities Exchange Act of 1934 requires the Company’s executive officers, directors and persons who own more than

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The Company’s board of directors during 2022

and 2020 was comprised of two directors, one of whom the Company had determined satisfied the general independence standards of the

NASDAQ listing requirements.

and 2021 was comprised of two directors, one of whom the Company had determined satisfied the general independence standards of the NASDAQ

listing requirements.

Company’s Board of Directors has determined that none of its current members qualifies as an “audit committee financial expert,”

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Attendance at Meetings

Board held two meetings and acted by unanimous written consent two times during the year ended December 31, 2020.

Each director attended

both Board meetings during the year ended December 31, 2020.

In 2021, we conducted no board of director meetings.

We have no formal

policy with respect to the attendance of Board members at annual meetings of shareholders but encourage all incumbent directors and director

nominees to attend each annual meeting of shareholders.

Board held no meetings and acted by unanimous written consent two times during the year ended December 31, 2022.

In 2021, we conducted

no board of director meetings and acted by unanimous written consent two times.

We have no formal policy with respect to the attendance

of Board members at annual meetings of shareholders but encourage all incumbent directors and director nominees to attend each annual

meeting of shareholders.

EXECUTIVE COMPENSATION.

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Name and Principal Position (1)

$ 232,500 (3)

CEO, President and Director

$ 120,086 (3)

Pollack began serving as the Company’s Interim Chief Financial Officer in December 2018 and was paid no compensation directly

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amounts in this column represent the grant date fair value of stock option awards, computed in accordance with FASB ASC Topic 718.

the $120,000 due Mr.

Korenko for 2019, $69,914 is accrued for as of December 31, 2020, and as of December 31, 2021, the Company has

no accrued compensation to Mr.

Disclosure to Summary Compensation Table

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due compensation within three weeks of the date of termination.

The employment agreement automatically renewed for another year through

December 31, 2021.

Company shall pay to Dr.

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following table sets forth, as of March 1, 2023, the number of shares of common stock beneficially owned by the following persons:

(i) all persons the Company knows to be beneficial owners of at least 5% of the Company’s common stock, (ii) the Company’s

current directors, (iii) the Company’s current executive officers, and (iv) all current directors and executive officers as a group.

of March 1, 2022, there were 343,530,678 shares of common stock outstanding and up to 69,287,379 shares issuable upon exercise

of common stock equivalents, assuming exercise and conversion occurred as of that date, for a total of 412,818,057 shares.

all persons the Company knows to be beneficial owners of at least 5% of the Company’s common stock, (ii) the Company’s current

directors, (iii) the Company’s current executive officers, and (iv) all current directors and executive officers as a group.

of March 1, 2023, there were 362,541,528 shares of common stock outstanding and up to 64,762,379 shares issuable upon exercise of common

stock equivalents, assuming exercise and conversion occurred as of that date, for a total of 427,303,907 shares.

Name and Address of Beneficial Owner (1)

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and 2,316,830 shares of common stock issued to AMIC Gift, LLC, an LLC controlled by Carlton and his wife.

75,000 shares issuable upon exercise of warrants.

15,000,000 shares issuable for vested RSUs.

Ownership of the Company’s Series A Convertible Preferred Stock

of March 1, 2022, there were 2,071,007 shares of Series A Preferred issued and outstanding, convertible into 2,588,758 shares

of the Company’s common stock.

following table sets forth, as of March 1, 2022, the number of shares of Series A Preferred beneficially owned by the following

(i) all persons the Company known to be beneficial owners of at least 5% of the Company’s Series A Preferred, (ii) the

Company’s current directors, (iii) the Company’s current executive officers, and (iv) all current directors and executive

officers as a group.

of March 1, 2023, there were 2,071,007 shares of Series A Preferred issued and outstanding, convertible into 2,588,758 shares of the

Company’s common stock.

following table sets forth, as of March 1, 2023, the number of shares of Series A Preferred beneficially owned by the following persons:

(i) all persons the Company known to be beneficial owners of at least 5% of the Company’s Series A Preferred, (ii) the Company’s

current directors, (iii) the Company’s current executive officers, and (iv) all current directors and executive officers as a group.

Name and Address of Beneficial Owner (1)

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Ownership of the Company’s Series B Convertible Preferred Stock

of March 1, 2022, there were 200,363 shares of Series B Preferred issued and outstanding, convertible into 2,504.538 shares of

the Company’s common stock.

following table sets forth, as of March 1, 2022, the number of shares of Series B Preferred beneficially owned by the following

(i) all persons the Company known to be beneficial owners of at least 5% of the Company’s Series B Preferred, (ii) the

Company’s current directors, (iii) the Company’s current executive officers, and (iv) all current directors and executive

officers as a group.

of March 1, 2023, there were 200,363 shares of Series B Preferred issued and outstanding, convertible into 2,504.538 shares of the Company’s

common stock.

following table sets forth, as of March 1, 2023, the number of shares of Series B Preferred beneficially owned by the following persons:

(i) all persons the Company known to be beneficial owners of at least 5% of the Company’s Series B Preferred, (ii) the Company’s

current directors, (iii) the Company’s current executive officers, and (iv) all current directors and executive officers as a group.

Name and Address of Beneficial Owner (1)

of Beneficial Ownership (2)

Nature of Beneficial Ownership (2)

Percent of Class

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Ownership of the Company’s Series C Convertible Preferred Stock

of March 1, 2022, there were 385,302 shares of Series C Preferred issued and outstanding, convertible into 4,816,275 shares of

the Company’s common stock.

following table sets forth, as of March 1, 2022, the number of shares of Series C Preferred beneficially owned by the following

(i) all persons the Company known to be beneficial owners of at least 5% of the Company’s Series C Preferred, (ii) the

Company’s current directors, (iii) the Company’s current executive officers, and (iv) all current directors and executive

officers as a group.

of March 1, 2023, there were 385,302 shares of Series C Preferred issued and outstanding, convertible into 4,816,275 shares of the Company’s

common stock.

following table sets forth, as of March 1, 2023, the number of shares of Series C Preferred beneficially owned by the following persons:

(i) all persons the Company known to be beneficial owners of at least 5% of the Company’s Series C Preferred, (ii) the Company’s

current directors, (iii) the Company’s current executive officers, and (iv) all current directors and executive officers as a group.

Name and Address of Beneficial Owner (1)

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review of financial statements included in the quarterly reports and other fees that are normally provided by the accountant in connection

with statutory and regulatory filings or engagements for the years ended December 31, 2021 and 2020 were $36,000 and $61,500,

respectively, all of which was paid to Fruci & Associates II, PLLC.

with statutory and regulatory filings or engagements for the years ended December 31, 2022 and 2021 were $42,250 and $36,000, respectively,

all of which was paid to Fruci & Associates II, PLLC.

aggregate fees billed for professional services that are reasonably related to the performance of the audit or review of the Company’s

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and $2,250, respectively.

All services performed by the Company’s Registered Public Accounting Firm, Fruci & Associates

II, PLLC have been pre-approved by the Company’s Board of Directors.

All services performed by the Company’s Registered Public Accounting Firm, Fruci & Associates II,

PLLC have been pre-approved by the Company’s Board of Directors.

aggregate fees billed for professional services rendered by principal accountant for tax compliance, tax advice and tax planning during

the years ended December 31, 2021 and 2020 were $3,250 and $2,750, respectively, all of which was paid to Fruci & Associates

the years ended December 31, 2022 and 2021 were $3,250 and $3,250, respectively, all of which was paid to Fruci & Associates II,

fees billed for products or services provided by the Company’s principal accountant during the years ended December 31, 2022 and

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Section 1350 (4)

Instance Document

Inline XBRL Taxonomy Extension Schema

XBRL Instance Document

XBRL Taxonomy Extension Schema

XBRL Taxonomy Extension Calculation Linkbase

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XBRL Taxonomy Extension Presentation Linkbase

Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)

Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)

Filed herewith.

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to Financial Statements

of Independent Registered Public Accounting Firm Auditor Name:

Fruci & Associates II, PLLC (PCAOB ID No.

Report of Independent Registered Public Accounting Firm (PCAOB ID No.

Balance Sheets as of December 31, 2022 and 2021

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is not sufficient to support operations.

These factors raise substantial doubt about the Company’s ability to continue as a going

These factors, among others, raise substantial doubt about the Company’s ability to continue

as a going concern.

Management’s plans in regard to these matters are also described in Note 1.

The financial statements do not include any

adjustments that might result from the outcome of this uncertainty.

The financial statements do not

include any adjustments that might result from the outcome of this uncertainty.

financial statements are the responsibility of the Company’s management.

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matters below, providing separate opinions on the critical audit matters or on the accounts or disclosures to which they relate.

of common stock warrant transactions (Note 6 to the financial statements)

Transactions (Notes 4 and 5 to the financial statements)

of the Critical Audit Matter

Company’s evaluation of common shares issued in exchange for stock warrants involved complexity and judgement in applying the relevant

accounting standards when auditing management’s conclusions on the classification and recognition of warrants on issuance and on

Company’s evaluation of common shares issuances, including in exchange for stock warrants involved complexity and judgement in

applying the relevant accounting standards when auditing management’s conclusions on the classification and recognition of warrants

on issuance and on exercise and equity transactions upon issuance.

the Critical Audit Matter Was Addressed in the Audit

principal audit procedures to evaluate management’s calculation of common shares issued for exchange of stock warrants included

the following:

evaluated the appropriateness and consistency of management’s methods and assumptions used in the identification, recognition,

measurement, and disclosure of considerations of the underlying warrants, including the classification with respect to the terms

and in considering applicable generally accepted accounting standards.

read the applicable agreements and compared the key terms to management’s analysis of the transaction.

read, evaluated, and tested the reasonableness of management’s calculation utilized in the determination of common shares issued

in exchange for stock warrants.

evaluated whether management had appropriately considered new information that could significantly change the measurement or disclosure

of common shares issued in exchange for stock warrants, and evaluated the disclosures related to the financial statement impacts

of the transactions.

principal audit procedures to evaluate management’s calculation and recording of common share issuances included the following:

evaluated the appropriateness and consistency of management’s methods and assumptions

used in the identification, recognition, measurement, and disclosure of considerations of

the underlying warrants and share issuances during the year, including the classification

with respect to the terms and in considering applicable generally accepted accounting standards.

read the applicable agreements and compared the key terms to management’s analysis

of the transaction.

read, evaluated, and tested the reasonableness of management’s calculation utilized

in the determination of common shares issued, including exchange for stock warrants.

evaluated whether management had appropriately considered new information that could significantly

change the measurement or disclosure of common shares issued including exchange for stock

warrants, and evaluated the disclosures related to the financial statement impacts of the

transactions.

reviewed current and subsequent period accounting records and third-party documentation to

identify unrecorded equity transactions.

& Associates II, PLLC

have served as the Company’s auditor since 2016.

BALANCE SHEETS

31, 2022 AND 2021

Current Assets:

Accounts receivable

Prepaid expenses

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Accounts payable and accrued expenses

Related party accounts payable

Accrued interest payable

Payroll liabilities payable

Convertible notes payable, net

Related party promissory note

Total Current Liabilities

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STOCKHOLDERS’ EQUITY

Preferred stock, par value, $ 0.001 , 20,000,000 shares authorized, Series A

Convertible Preferred, 5,000,000 shares authorized, 2,071,007 and 2,171,007 shares issued and outstanding, respectively

Preferred stock, par value, $ 0.001 , 20,000,000 shares authorized, Series A Convertible Preferred, 5,000,000 shares authorized, 2,071,007 shares issued and outstanding, respectively

Additional paid in capital - Series A Convertible preferred stock

Series B Convertible Preferred, 5,000,000 shares authorized, 200,363 and 436,653

shares issued and outstanding, respectively

Series B Convertible Preferred, 5,000,000 shares authorized, 200,363 shares issued and outstanding, respectively

Additional paid in capital - Series B Convertible preferred stock

Series C Convertible Preferred, 5,000,000 shares authorized, 385,302 and 385,302

shares issued and outstanding, respectively

Additional paid in capital - Series C Convertible preferred stock

Series C Convertible Preferred, 5,000,000 shares authorized, 385,302 shares issued and outstanding, respectively

Preferred stock value

Additional paid in capital

Common stock, par value, $ 0.001 , 950,000,000 shares authorized, 343,530,678 and

292,278,591 issued and outstanding, respectively

Additional paid in capital - Series C Convertible preferred stock

paid in capital - Convertible preferred stock

Common stock, par value, $ 0.001 , 950,000,000 shares authorized, 362,541,528 and 343,530,678 issued and outstanding, respectively

Additional paid in capital - common stock

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TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY

accompanying notes are an integral part of these financial statements.

OF OPERATIONS

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OPERATING EXPENSES

Professional fees (including stock-based compensation of $ 1,614,000 and $ 2,176 ,

respectively)

Professional fees, including stock-based compensation

Payroll expenses

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( 2,517,749 )

( 2,501,798 )

NON-OPERATING INCOME (EXPENSE)

Interest expense

Other income - SBA

Forgiveness of debt

Loss on debt extinguishment

Gain (loss) on debt extinguishment

Total Non-Operating Income (Expenses)

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( 2,470,161 )

( 2,527,766 )

Provision for income taxes

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Net loss per share - basic and diluted

Weighted average common shares outstanding - basic

accompanying notes are an integral part of these financial statements.

Weighted average common shares outstanding

OF CHANGES IN STOCKHOLDERS’ EQUITY

THE YEARS ENDED DECEMBER 31, 2022 AND 2021

Balance - December 31, 2019

- December 31, 2020

$ ( 74,558,101 )

conversions/settlements

option exercises

of preferred shares to common shares

purchased for cash

granted to consultants that have vested

loss for the year

( 2,527,766 )

Stock issued for:

Note conversions/settlements

Accounts Payable, shares

Services, shares

exercises, shares

Redemption of preferred stock

in convertible note agreement

Redemption of preferred stock

Conversion of preferred stock

into common stock

Warrants issued with notes

payable (discount)

Warrants purchased for cash

Options and warrants issued

Share adjustment

RSUs granted to consultants

that have vested

Net loss for the year

Balance - December 31, 2020

( 2,527,766 )

- December 31, 2021

$ 343,530,678

Stock issued for:

Note conversions/settlements

Conversion of preferred shares

to common shares

Warrants purchased for cash

RSUs granted to consultants

that have vested

Net loss for the year

$ ( 77,085,867 )

- December 31, 2021

$ ( 77,085,867 )

Balance - December 31, 2021

$ ( 77,085,867 )

purchased for cash

granted to consultants that have vested

loss for the year

( 2,470,161 )

$ ( 79,556,028 )

- December 31, 2022

$ ( 79,556,028 )

accompanying notes are an integral part of these financial statements.

OF CASH FLOWS

STATEMENTS OF CASH FLOWS (UNAUDITED)

THE YEARS ENDED DECEMBER 31, 2022 AND 2021

CASH FLOW FROM OPERTING ACTIVIITES

CASH FLOW FROM OPERATING ACTIVITIES

$ ( 2,470,161 )

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Adjustments to reconcile net loss to net cash used in operating activities

Amortization of convertible debt discount

Amortization of BCF discount

Common stock, stock options and warrants for services

RSUs issued for services

Loss on conversion of debt

(Gain) loss on conversion of debt

Forgiveness of debt

Warrants issued for interest expense

Exchange premium in conversion of notes

Changes in assets and liabilities

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Accounts payable and accrued expenses

Accounts payable and accrued expenses from related party

Payroll liabilities

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Net cash used in operating activities

CASH FLOWS FROM FINANCING ACTIVITES

Redemption of preferred stock

( 1,120,058 )

CASH FLOWS FROM FINANCING ACTIVITIES

Payments of convertible debt

Payments of related party notes

Proceeds from sale of common stock and warrants

Proceeds from convertible debt

Proceeds from common stock and warrants

Payment of notes payable

Net cash provided by financing activities

NET INCREASE IN CASH

CASH - BEGINNING OF YEAR

CASH - END OF YEAR

CASH - BEGINNING OF PERIOD

CASH - END OF PERIOD

CASH PAID DURING THE PERIOD FOR:

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SUPPLEMENTAL INFORMATION - NON-CASH INVESTING AND FINANCING ACTIVITIES:

Conversion of preferred stock into common stock

Recognition of debt discount at inception of notes payable

Conversion of preferred stock for common stock

Conversion of notes payable and accrued interest for common and common

Conversion of notes payable and accrued interest into common stock

Conversion of notes payable - related parties and accrued interest into common stock

Common stock issued in cashless exercise of warrants

Common stock issued in settlement of accounts payable

Common stock issued in settlement of accounts payable - related parties

RSUs vested into common stock

Accounts payable converted into shares of common stock

Stock options exercised for recission of common and preferred stock

Common stock issued in settlement of accounts payable - related parties

RSUs vested into common stock

accompanying notes are an integral part of these financial statements.

to Financial Statements

the Years Ended December 31, 2021 and 2020

31, 2022 and 2021

BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES

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Y-90 has a half-life of 2.7 days, the radioactivity drops to 5% of its original value after ten days.

the Company modified its Indication for Use from skin cancel to cancerous tissue or solid tumors pathologically associated with locoregional

Company modified its Indication for Use from skin cancel to cancerous tissue or solid tumors pathologically associated with locoregional

papillary thyroid carcinoma and recurrent papillary thyroid carcinoma having discernable tumors associated with metastatic lymph nodes

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Board felt that demonstrating efficacy in clinical trials was much easier with this new indication.

Company’s lead brachytherapy products, including RadioGel ™ , incorporate patented technology developed for Battelle

Memorial Institute (“ Battelle ”) at Pacific Northwest National Laboratory, a leading research institute for government

and commercial customers.

Battelle has granted the Company an exclusive license to patents covering the manufacturing, processing and

applications of RadioGel ™ (the “ Battelle License ”).

This exclusive license is to terminate upon the

expiration of the last patent included in this agreement (March 2022).

Other intellectual property protection includes proprietary production

processes and trademark protection in 17 countries.

original license with Battelle National Laboratory is reaching its end of life in 2022.

original license with Battelle National Laboratory is reached its end of life in 2022.

During the past several years, in anticipation

of this we have expanded our proprietary knowledge and our trademark and patent protection.

have expanded our trademark protection from RadioGel to now include IsoPet.

We obtained the International Certificate of Registration

for ISOPET, which is the first step to file in several countries .

Company received the Patent Cooperation Treaty (“PCT”) International Search Report

on our patent application (No.1811.191).

Seven of our claims were immediately ruled as having novelty, inventive step and industrial

applicability.

This gives us the basis to extend for many years the patent protection for our proprietary Yttrium-90 phosphate particles

utilized in Isopet ® and Radiogel™.

Vivos Inc filed its particle patent in several counties and in parallel is pursuing

amendments to increase the number of claims.

addition to the USA the new patent team filed in Canada, the European Union, Japan, Australia, Brazil, China, India, South Korea, and

the Russian Eurasian (Russia, Armenia, Azerbaijan, Belarus, Kazakhstan, Kyrgyzstan, Tajikistan,

and Turkmenistan) .

have just filed a new provisional patent to protect our current and planned developments.

It includes a summary of our improved hydrogel

formulation and production process, the use of other particles incorporating other isotopes beyond Y-90, and the anti-circumvention techniques

we discovered that would make it more difficult for competitors to engineer around our proprietary hydrogel with other hydrogels from

our defensive effort we call our “knock-off red team exercise”.

the provisional patent, we will file for utility patents on our polymer/hydrogel improvements.

These include reducing

the polymer production time and increasing the output by a factor of three.

further reduced the level of trace contaminants to be well below the FDA guidelines.

currently are developing a micro-injection system for

small tumor therapy.

This will provide more precise controls for treating cancerous thyroid lymph nodes.

It will also be valuable if

the company pursues other future indications for use that will require precise micro-injections, e.g.

ocular melanoma, spinal tumors

and brain cancers.

of this we have expanded our proprietary knowledge, our trademark and patent protection.

RadioGel trademark protection is in 17 countries.

We have expanded our trademark protection from RadioGel to now include IsoPet.

the International Certificate of Registration for ISOPET, which is the first step to file in several countries .

Company received the Patent Cooperation Treaty (“PCT”) International Search Report on our patent application (No.1811.191).

Seven of our claims were immediately ruled as having novelty, inventive step and industrial applicability.

This gives us the basis to

extend for many years the patent protection for our proprietary Yttrium-90 phosphate particles utilized in Isopet ® and

patent team filed our particle patent in more than ten patent offices that collectively cover 63 countries throughout the world.

a continuation-in-part applications number 1774054 in the USA to expand the claims on our

particle patent.

T he US Patent office recently gave us the Notice of Allowance for our patent

to produce our yttrium phosphate microparticles, US Patent Application Serial No:

We also filed an amendment to correct the wording on our claims at make them consistent with the

European Patent Application NO.

20 834 229.5;

filed a hydrogel utility patent in the USA (16309:17/943,311) and internationally (16389:PCT/US22/4374) based on the last eighteen months

of development work to optimize our hydrogel component.

These include reducing the polymer production time and increasing the output

by a factor of three.

We have also further reduced the level of trace contaminants to be well below the FDA guidelines.

filed a provisional patent (Serial Number 63436562) to protect our innovative improvements in our shipping container, our vial shield,

our syringe shield, and our Peltier chiller.

Our objectives were to reduce shipping costs, decrease radiation exposure, and enhance sterility.

These devices will be preferentially used at Mayo Clinics for human clinical studies at and our IsoPet regional treatment centers.

anticipate that Precison Radionuclide Therapy will become increasingly important in the future and expand to other isotope and other

indications for use.

Therefore, we filed an alternate particle utility patent (Serial number 18/152,137).

Vivos Inc will focus its near-term

effort on the Yttrium-90 therapy, which we believe is the best beta emitter;

however, we leveraged

our hydrogel utility patent to incorporate other promising isotopes and compounds for a range of future applications.

This includes gamma

and alpha particle emitters.

accompanying financial statements have been prepared on a going concern basis, which contemplates the realization of assets and satisfaction

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for a maximum of $ 5,000,000 .

Company’s initial Regulation A+ raised approximately $ 4,000,000 from the sale of shares under Regulation A+, and intends to use

the proceeds generated as follows:

The Company amended this and was able to raise $ 1,200,000 in July 2022 at $ 0.08 per share ( 15,000,000 shares)

and sold 20,000,000 warrants for $ 20,000 .

An amended Regulation A+ was filed in October 2022 to raise the remaining $ 3,800,000 of the

$ 5,000,000 .

Company’s Regulation A+’s raised approximately $ 5,200,000 from the sale of shares and is using the proceeds generated as

the animal therapy market:

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and development of the Company’s brachytherapy product line has been funded with proceeds from the sale of equity and debt securities.

The Company may require additional funding of approximately $2.5 million annually to maintain current operating activities.

next 12 to 48 months, the Company believes it will cost approximately $9 million to:

(1) fund the FDA approval process to conduct human

clinical trials, (2) conduct Phase I, pilot, clinical trials, (3) activate several regional clinics to administer IsoPet ®

across the county, (4) create an independent production center within the current production site to create a template for future international

manufacturing, and (5) initiate regulatory approval processes outside of the United States.

The proceeds to be raised from the recent

qualified Regulation A+ will be used to continue to fund this development.

The Company may require additional funding of approximately $ 2.5

million annually to maintain current operating

Over the next 12 to 48 months, the Company believes it will

cost approximately $9 million to:

(1) fund the FDA approval process to conduct human clinical trials, (2) conduct Phase I, pilot, clinical

trials, (3) activate several regional clinics to administer IsoPet ® across the county, (4) create an independent production

center within the current production site to create a template for future international manufacturing, and (5) initiate regulatory approval

processes outside of the United States.

to be raised from the recent qualified Regulation A+ will be used to continue to fund this development.

continued deployment of the brachytherapy products and a worldwide regulatory approval effort will require additional resources and personnel.

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The Company’s headquarters are in Northeast Washington however there focus

of the animal therapy market has been the Northwestern sector of the United States, the initial epicenter of the COVID-19 outbreak in

the United States.

The Company has started to in recent weeks to continue their marketing to the animal therapy market and attempt to

increase the exposure to their product and generate revenue accordingly.

of the animal therapy market has been the Northwestern sector of the United States.

The Company continues their marketing to the animal

therapy market and attempt to increase the exposure to their product and generate revenue accordingly.

of December 31, 2022, the Company has $ 1,706,065 cash on hand.

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it is practicable to estimate that value.

As of December 31, 2021 and 2020, the balances reported for cash, prepaid expenses, accounts

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

As of December 31, 2022 and 2021, the balances reported for cash, prepaid expenses,

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

value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between

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Company measures certain financial instruments including options and warrants issued during the period at fair value on a recurring basis.

Liabilities and Beneficial Conversion Feature

Company evaluates its convertible debt, options, warrants or other contracts, if any, to determine if those contracts or embedded components

of those contracts qualify as derivatives to be separately accounted for in accordance with ASC Topic 815, Accounting for Derivative

Instruments and Hedging Activities (“ ASC 815 ”) as well as related interpretations of this standard and Accounting

Standards Update 2017-11, which was adopted by the Company effective January 1, 2018.

In accordance with this standard, derivative instruments

are recognized as either assets or liabilities in the balance sheet and are measured at fair values with gains or losses recognized in

derivatives that are not clearly and closely related to the host contract are bifurcated and are recognized at fair value with changes

in fair value recognized as either a gain or loss in earnings.

result of this accounting treatment is that the fair value of the derivative instrument is marked-to-market each balance sheet date and

with the change in fair value recognized in the statement of operations as other income or expense.

conversion, exercise or cancellation of a derivative instrument, the instrument is marked to fair value at the date of conversion, exercise

or cancellation than that the related fair value is removed from the books.

Gains or losses on debt extinguishment are recognized in

the statement of operations upon conversion, exercise or cancellation of a derivative instrument after any shares issued in such a transaction

are recorded at market value.

classification of derivative instruments, including whether such instruments should be recorded as liabilities or as equity, is re-assessed

at the end of each reporting period.

Equity instruments that are initially classified as equity that become subject to reclassification

are reclassified to liability at the fair value of the instrument on the reclassification date.

Instruments that become a derivative

after inception are recognized as a derivative on the date they become a derivative with the offsetting entry recorded in earnings.

Company determines the fair value of derivative instruments and hybrid instruments, considering all of the rights and obligations of

each instrument, based on available market data using a binomial model, adjusted for the effect of dilution, because it embodies all

of the requisite assumptions (including trading volatility, estimated terms, dilution and risk-free rates) necessary to fair value these

For instruments in default with no remaining time to maturity the Company uses a one-year term for their years to maturity

estimate unless a sooner conversion date can be estimated or is known.

Estimating fair values of derivative financial instruments requires

the development of significant and subjective estimates that may, and are likely to, change over the duration of the instrument with

related changes in internal and external market factors.

In addition, option-based techniques (such as Black-Scholes model) are highly

volatile and sensitive to changes in the trading market price of our common stock.

Company accounts for the beneficial conversion feature on its convertible instruments in accordance with ASC 470-20.

The Beneficial Conversion

Feature (“BCF”) is normally characterized as the convertible portion or feature that provides a rate of conversion that is

below market value or in the money when issued.

The Company records a BCF when these criteria exist, when issued.

BCFs that are contingent

upon the occurrence of a future event are recorded when the contingency is resolved.

determine the effective conversion price, the Company first allocates the proceeds received to the convertible instrument, and then use

those allocated proceeds to determine the effective conversion price.

The intrinsic value of the conversion option should be measured

using the effective conversion price for the convertible instrument on the proceeds allocated to that instrument.

accounting for a BCF requires that the BCF be recognized by allocating the intrinsic value of the conversion option to additional paid

in capital, resulting in a discount to the convertible instrument.

This discount should be accreted from the date on which the BCF is

first recognized through the earliest conversion date for instruments that do not have a stated redemption date.

assets are carried at the lower of cost or net realizable value.

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the estimated economic useful life of the assets.

March 2012, the Company entered into an exclusive license agreement with Battelle Memorial Institute regarding the use of its patented

RadioGel ™ technology.

This license agreement originally called for a $ 17,500 nonrefundable license fee and a royalty

based on a percent of gross sales for licensed products sold;

the license agreement also contains a minimum royalty amount to be paid

each year starting with 2013.

The license agreement was most recently amended on December 20, 2018, and pursuant to the amendment the

maintenance fee schedule was updated for minimum royalties, as well as the increase in royalties from one percent (1%) to two percent

(2%), then on October 8, 2019 to reduce the fee back to one percent (1%) .

minimum royalties for the years ending December 31 are noted below:

SCHEDULE OF FUTURE MINIMUM ROYALTIES

Company periodically reviews the carrying values of capitalized license fees and any impairments are recognized when the expected future

operating cash flows to be derived from such assets are less than their carrying value.

The Battelle Memorial Institute licensing contract is completed.

and Intellectual Property

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have been no such capitalized costs in the years ended December 31, 2022 and 2021, respectively.

However, a patent was filed on July

However, a patent was filed on

July 1, 2019 (No.

1811.191) filed by Michael Korenko and David Swanberg and assigned to the Company based on the Company’s proprietary

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to complete the procedures on the animals, the Company recognized revenue as that was considered the performance obligation.

revenue recognized in the years ended December 31, 2021 and 2020 relate to consulting income with respect to the IsoPet ® therapies.

revenue recognized in the years ended December 31, 2022 and 2021 relate to consulting income with respect to the IsoPet ®

Company accounts for its loss per common share by replacing primary and fully diluted earnings per share with basic and diluted earnings

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31, 2022 and 2021, the basic earnings per share equals the diluted earnings per share.

following represent common stock equivalents that could be dilutive in the future as of December 31, 2021 and 2020, which include the

following represent common stock equivalents that could be dilutive in the future as of December 31, 2022 and December 31, 2021, which

include the following:

SCHEDULE OF DILUTIVE EARNINGS PER SHARE

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December 31, 2021

Convertible debt

Preferred stock

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is classified as research and development expense in the year computed.

Company incurred $ 286,848 and $ 84,668 research and development costs for the years ended December 31, 2021 and 2020, respectively, all

of which were recorded in the Company’s operating expenses noted on the statements of operations for the periods then ended.

Company incurred $ 343,802 and $ 286,848 in research and development costs for the years ended December 31, 2022 and 2021, respectively,

all of which were recorded in the Company’s operating expenses noted on the statements of operations for the periods then ended.

and Marketing Costs

and marketing costs are expensed as incurred except for the cost of tradeshows which are deferred until the tradeshow occurs.

the years ended December 31, 2021 and 2020, the Company incurred no advertising and marketing costs.

the years ended December 31, 2022 and 2021, the Company incurred nominal advertising and marketing costs.

Contingencies

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31, 2022 and 2021.

The Company did no t have any deferred tax liability or asset on its balance sheet on December 31, 2021 and 2020.

The Company did no t have any deferred tax liability or asset on its balance sheets on December 31, 2022 and 2021.

costs and penalties related to income taxes, if any, will be classified as interest expense and general and administrative costs, respectively,

in the Company’s financial statements.

For the years ended December 31, 2021 and 2020, the Company did not recognize

any interest or penalty expense related to income taxes.

Company believes that it is not reasonably possible for the amounts of unrecognized tax benefits to significantly increase or decrease

within the next twelve months.

For the years ended December 31, 2022 and 2021, the Company did not recognize any interest

or penalty expense related to income taxes.

The Company believes that it is not reasonably possible for the amounts of unrecognized tax

benefits to significantly increase or decrease within the next twelve months .

Company recognizes compensation costs under FASB ASC Topic 718, Compensation – Stock Compensation and ASU 2018-07.

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15, 2020, and interim periods within those fiscal years.

The Company is currently evaluating the impact that this new guidance will have

on its financial statements.

The Company has determined that this pronouncement does not have a material

impact on its financial statements.

Company does not discuss recent pronouncements that are not anticipated to have an impact on or are unrelated to its financial condition,

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RELATED PARTY TRANSACTIONS

Party Convertible Notes Payable

Company from time to time receives non-interest bearing advancers from its Chief Executive Officer that are due on demand.

year ended December 31, 2019, the Company received $ 20,000 in advances and repaid $ 5,000 of these and had $ 15,000 outstanding at September

On September 24, 2019, these advances were converted into a convertible note at 8 % interest which matures January 15, 2020 .

Interest on this note for the period ended December 31, 2019 amounted to $ 321 , and this amount is accrued at December 31, 2019.

Executive Officer received 150,000 warrants when the advances were converted into this convertible note payable.

The Company recognized

a discount on the convertible note of $ 3,721 as a result of the warrants which are being amortized over the life of the note through

January 15, 2020 .

The Company was in default of this note.

As a result of the default, the interest rate charged was changed to 12.5 %

through conversion of this note in April 2020.

expense for the years ended December 31, 2021 and 2020 on the related party convertible notes payable amounted to $ 0 and $ 298 , respectively.

Party Notes Payable

of December 31, 2021 and 2020, the Company had the following related party notes outstanding:

SCHEDULE OF RELATED PARTY TRANSACTION

December 31, 2021

December 31, 2020

January 2019 $ 60,000 Note, 8 % interest, due January 2020

March 2019 $ 48,000 Note, 8 % interest, due March 2020

April 2019 $ 29,000 Note, 8 % interest, due April 2020

July 2019 $ 50,000 Note 8 % interest, due July 2020

November 2019 $ 50,000 Note 8 % interest, due November 2020

Total Related Party Notes Payable, Net

January 24, 2019 the Company entered into a note payable with a trust related to one of the Company’s directors in the amount of

The note is for a one -year period which was to mature January 24, 2020 and bears interest at an annual rate of 8.00 %.

March 27, 2019 the Company entered into a note payable with a trust related to one of our directors in the amount of $ 48,000 .

is for a one-year period maturing March 27, 2020 and bears interest at an annual rate of 8 %.

On April 29, 2019 the Company entered into

a note payable with a trust related to one of our directors in the amount of $ 29,000 .

On July 5, 2019 the Company entered into a note

payable with a trust related to one of our directors in the amount of $ 50,000 .

The note is for a one-year period maturing July 5, 2020

and bears interest at an annual rate of 8 %.

On November 25, 2019 the Company entered into a note payable with a trust related to one

of our directors in the amount of $ 50,000 .

The note is for a one-year period maturing November 25, 2020 and bears interest at an annual

Interest expense for these notes for the years ended December 31, 2021 and 2020 was $ 18,079 and $ 18,960 , respectively.

December 2021, the Company repaid $ 100,000 of these notes and converted the remaining balance of $ 137,000 plus accrued interest of $ 48,346

into 2,316,830 shares of common stock valued at $ 185,346 .

No balances remain as of December 31, 2021.

Company borrowed $ 15,000 in March 2020 from its CEO and repaid this amount in April 2020.

$ 237,000 in related party notes payable that were outstanding during 2021 were either repaid or converted in December 2021.

no outstanding related party notes payable as of December 31, 2022.

Party Payables

Company periodically receives advances for operating funds from related parties or has related parties make payments on the Company’s

As a result of these activities the Company had related party payables of $ 0 and $ 32,110 as of December 31, 2021 and 2020, respectively.

In December 2021, the Company converted the $ 32,110 into 401,373 shares of common stock.

December 2021, the Company converted the $ 32,110 in related party payables into 401,373 shares of common stock.

There are no remaining

related party payables as of December 31, 2022.

and Common Shares Issued to Officers and Directors

Company’s Chairman converted the Series B Convertible Preferred Shares into Series C Convertible Preferred Shares and as of April

2020, the 385,302 shares that are issued in the Series C Convertible Preferred Stock are all to the Chairman.

April 2020, effective March 31, 2020, the Company converted the $ 15,000 convertible note payable along with $ 619 in accrued interest

and an exchange premium of $ 3,124 into 694,178 shares of common stock.

This was part of the Regulation A+.

These shares were issued on

June 10, 2020 following the qualification of the Regulation A+.

Company’s Chief Executive Officer exercised 2,500,000 stock options for $ 60,000 in December 2020.

In addition, in June 2021, the

Company’s Chief Executive Officer exercised 2,500,000 stock options for a value of $ 60,000 that was paid through the cancelation

of 375,000 common shares and 100,000 Series A Convertible Preferred shares.

June 2021, the Company’s Chief Executive Officer exercised 2,500,000 stock options for a value of $ 60,000 that was paid through

the cancelation of 375,000 common shares and 100,000 Series A Convertible Preferred shares.

The Chief Executive Officer in May 2021 rescinded

8,120,152 stock options and in June 2021 rescinded 16,000,000 stock options.

In September 2021, the Chief Executive Officer exercised 150,000 warrants

in a cashless exercise into 91,304 shares of common stock.

In September 2021, the Chief Executive Officer exercised

150,000 warrants in a cashless exercise into 91,304 shares of common stock.

In March 2022, the Chief Executive Officer exercised 75,000

warrants in a cashless exercise into 22,266 shares of common stock, and was issued 76,250 shares of common stock valued at $ 4,880 for

services rendered.

CONVERTIBLE NOTES PAYABLE

of December 31, 2021 and 2020, the Company had the following convertible notes outstanding.

All prior notes that have been converted

into common stock or repaid prior to December 31, 2020 have been excluded from the chart:

SCHEDULE OF CONVERTIBLE NOTES PAYABLE

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

November 2020 $ 50,000 Note convertible into common shares at $ 0.04 , 6 % interest, due May 30, 2021

Penalties on notes in default

Company entered into a $ 50,000 convertible promissory note on November 30, 2020, that matures May 30, 2021 .

The convertible promissory

notes bear interest at a rate of 6 %, The convertible promissory note is convertible into shares of common stock at a price of $ 0.04 per

Upon the closing of an equity financing pursuant to an effective registration statement with gross proceeds to the Company totaling

at least $ 350,000 exclusive of any exchanges (“Qualified Financing”), the outstanding principal amount of this convertible

promissory notes together with all accrued and unpaid interest shall be exchanged into such securities as are issued in the Qualified

Financing at a rate of 1.20 .

Upon an exchange, the Payee shall be granted all rights afforded to an investor in the Qualified Financing.

The Company along with the noteholder agreed to exchange 1,867,500 warrants into 933,750 common shares.

These shares were issued in December

The convertible note was converted into shares of common stock in January 2021.

of the remaining convertible notes were repaid in November 2021 along with the accrued interest.

expense for the years ended December 31, 2021 and 2020 on the convertible notes payable amounted to $ 7,296 and $ 21,394 , respectively.

of December 31, 2021, there remains no outstanding balances in the convertible notes payable.

PROMISSORY NOTES PAYABLE

Company issued two separate promissory notes on February 20, 2019 at $ 50,000 each (total of $ 100,000 ) that were to mature on August 20,

2019 and accrued interest at 8.00 % per annum.

In connection with the promissory notes, the Company issued warrants to purchase 1,250,000

shares of common stock.

The Company recorded the relative fair value of the warrants as a debt discount of $ 28,721 and amortized the

discount over the life of the note (6 months).

August 20, 2019, the two noteholders agreed to extend these notes another six-months to February 20, 2020, then amended again for six-months

and the notes were to mature August 20, 2020 .

In consideration for the extension, the note holders received 750,000 warrants ( 375,000

each) and the interest rate on the notes increased from 8 % to 15 % per annum.

interest expense on these notes for the years ended December 31, 2021 and 2020 amounted to $ 0 and $ 8,032 .

Company repaid $ 50,000 of these notes plus $ 13,442 in accrued interest in July 2020 and settled the remaining $ 50,000 into 1,851,852

shares of common stock effective July 14, 2020.

STOCKHOLDERS’ DEFICIT

Company has 950,000,000 shares of common stock authorized, with a par value of $ 0.001 , and as of December 31, 2021 and December 31, 2020,

the Company has 343,530,678 and 292,278,591 shares issued and outstanding, respectively.

March 28, 2019, the Company’s board of directors approved a reverse 1-for-8 stock split , and a decrease in the authorized shares

from 2,000,000,000 to 950,000,000 .

The reverse stock split went effective by FINRA on June 28, 2019.

of December 31, 2022 and 2021, there remains no outstanding balances in the convertible notes payable.

All prior convertible notes had

been either repaid or converted in 2021.

STOCKHOLDERS’ EQUITY

Company has 950,000,000 shares of common stock authorized, with a par value of $ 0.001 , and as of December 31, 2022 and 2021, the Company

has 362,541,528 and 343,530,678 shares issued and outstanding, respectively.

of December 31, 2022 and 2021, the Company has 20,000,000 shares of Preferred stock authorized with a par value of $ 0.001 .

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and Preferred Stock Issuances - 2022

March 2022, the Company issued 299,577 shares of common stock in the cashless exercise of 825,000 warrants, and issued 76,250 shares

of common stock to its CEO for services rendered valued at $ 4,880 .

In June 2022, there was a fractional adjustment recorded for 90 shares.

July 7, 2022, the Company sold 15,000,000 shares under the Regulation A+ at $ 0.08 for $ 1,200,000 , and 20,000,000 warrants ( 15,000,000

at $ 0.08 expiring June 2025 and 5,000,000 at $ 0.01 expiring December 2022) for $ 20,000 .

September 2022, the Company issued 984,840 shares valued at $ 49,242 in settlement of accounts payable.

December 2022, the Company issued 2,650,273 shares of common stock in the cashless exercise of 3,333,333 warrants.

and Preferred Stock Issuances - 2021

January 2021, the Company issued 384,445 shares of common stock in a settlement of accounts payable valued at $ 50,000 .

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and issued 2,953,625 shares of common stock in conversion of 236,290 Series B Convertible Preferred stock.

and Preferred Stock Issuances - 2020

Company in January 2020 paid $ 50,000 to redeem 100,000 shares of Series B Convertible Preferred Stock.

The redemption price was agreed

to by the investor.

January 2020, the Company converted 435,990 shares of Series C Convertible Preferred stock into 5,449,875 shares of common stock.

March 2020, the Company entered into agreements to issue 4,640,000 shares of common stock conditioned upon the qualification of the offer

and sale of such shares under Regulation A+ for $ 125,280 .

Additionally, the Company agreed to issue 2,320,000 warrants with a term of

two years and an exercise price of $ .045 for a purchase price of $ 1,243 .

These shares were issued on June 10, 2020 following the qualification

of the Regulation A+ and are reflected as shares to be issued as of March 31, 2020.

March 2020, certain holders of convertible promissory notes entered into agreements to exchange certain notes totaling $ 526,113 , including

$ 425,000 in principal amount, $ 23,430 in accrued interest and an exchange premium as provided for in the note agreements of $ 77,683 into

19,485,668 shares of common stock effective upon the qualification of the offer and sale of such shares under Regulation A+.

In connection

with the holder’s agreement to enter into the exchange, the Company intends to issue 2,200,000 warrants with a two-year term and

an exercise price of $ 0.045 per share and amend 4,400,000 previously issued warrants to provide for a $ .045 exercise price and an expiration

date of March 31, 2022 .

These shares were issued on June 10, 2020 following the qualification of the Regulation A+ and are reflected

as shares to be issued as of March 31, 2020.

COMMON STOCK OPTIONS, WARRANTS AND RESTRICTED STOCK UNITS

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following schedule summarizes the changes in the Company’s stock options:

SCHEDULE OF CHANGES IN STOCK OPTION

OF CHANGES IN STOCK OPTION

Options Outstanding

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Options exercised

( 2,500,000 )

Options expired/canceled

( 24,132,652 )

Balance at December 31, 2022

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In addition, 12,500 options expired.

the year ended December 31, 2021 and 2020, the Company recognized $ 0 and $ 2,176 , respectively, worth of stock based compensation related

to the vesting of it stock options.

the years ended December 31, 2022 and 2021, the Company recognized no stock based compensation related to the vesting of its stock options.

Stock Warrants

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Warrants Outstanding

Number Of Shares

Exercise Price Per Share

Average Remaining Contractual Life

Aggregate Intrinsic Value

Average Exercise Price Per Share

Remaining Contractual

Balance at December 31, 2020

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Warrants granted

$ 0.045 - 0.06

Warrants exercised

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Warrants expired/cancelled

( 22,364,972 )

Balance at December 31, 2021

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Warrants granted

$ 0.01 – 0.08

Warrants exercised

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Warrants expired/cancelled

( 20,966,667 )

Balance at December 31, 2022

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SCHEDULE OF ASSUMPTIONS USED IN FAIR VALUE MEASUREMENT

December 31, 2021

December 31, 2020

Expected term

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0.20 - 0.58 %

Company issued a convertible note in the amount of $ 100,000 to an accredited investor.

The note bears interest at 8 % per annum and matures

June 30, 2020 .

The Company granted 1,250,000 warrants with an exercise price of $ 0.06 per share and a term of two years with this note

and amended 1,312,500 previously issued warrants held by the investor to provide for a $ .06 exercise price and an expiration date of

March 31, 2022 .

This issuance resulted in a debt discount of $ 28,482 .

March through June 2020, the Company entered into agreements to issue 18,440,000 shares of common stock conditioned upon the qualification

of the offer and sale of such shares under Regulation A+ for $ 497,880 .

Additionally, the Company agreed to issue 9,220,000 warrants with

a term of two years and an exercise price of $ .045 for a purchase price of $ 8,143 .

These shares were issued in June 2020 and July 2020

following the qualification of the Regulation A+.

March through June 2020, certain holders of convertible promissory notes entered into agreements to exchange certain notes totaling $ 651,044 ,

including $ 525,000 in principal amount, $ 27,536 in accrued interest and an exchange premium as provided for in the note agreements of

$ 98,508 into 21,770,668 shares of common stock effective upon the qualification of the offer and sale of such shares under Regulation

In connection with the holder’s agreement to enter into the exchange, the Company issued 2,200,000 warrants with a two-year

term and an exercise price of $ 0.045 per share and amend 4,400,000 previously issued warrants to provide for a $ .045 exercise price and

an expiration date of March 31, 2022 .

These shares were issued on June 10, 2020 following the qualification of the Regulation A+.

issuance of the warrants resulted in $ 77,883 in additional warrant expense.

November 30, 2020 and December 2, 2020 the Company sold 19,200,000 warrants for $ 19,200 .

These warrants have a two-year term and have

an exercise price of $ 0.06 per share.

November 30, 2020, the Company exchanged 1,867,500 warrants into 933,750 shares of common stock, and between December 14, 2020 and December

28, 2020, there were cashless exercises of 6,860,000 warrants into 4,759,435 shares of common stock.

the Company’s quarter ended December 31, 2020, 22,364,972 warrants expired.

January 8, 2021 and January 29, 2021, the Company issued 3,870,428 shares of common stock in the cashless exercise of 5,430,000 warrants.

3 unchanged sentences

October 2021, the Company issued 2,005,693 shares of common stock in the cashless exercise of 3,500,000 warrants.

March 2022 the Company issued 299,577 shares of common stock in the cashless exercise of 825,000 warrants.

In June 2022, 1,000,000 warrants

July 7, 2022, the Company sold 15,000,000 shares under the Regulation A+ at $ 0.08 for $ 1,200,000 , and 20,000,000 warrants ( 15,000,000

at $ 0.08 expiring June 2025 and 5,000,000 at $ 0.01 expiring December 2022) for $ 20,000 .

In December 2022, the Company issued 2,650,273 shares of common stock in

the cashless exercise of 3,333,333 warrants.

following schedule summarizes the changes in the Company’s restricted stock units:

SCHEDULE OF CHANGES IN RESTRICTED STOCK UNITS

SCHEDULE OF CHANGES IN RESTRICTED STOCK

Balance at December 31, 2020 and 2019

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Balance at December 31, 2021

the year ended December 31, 2021 and 2020, the Company recognized $ 1,614,000 and $ 0 worth of expense related to the vesting of its RSU’s.

As of December 31, 2021, the Company had $ 2,405,400 worth of expense yet to be recognized for RSU’s not yet vested.

( 15,600,000 )

Balance at December 31, 2022

the years ended December 31, 2022 and 2021, the Company recognized $ 1,389,700 and $ 1,614,000 worth of expense related to the vesting

of its RSU’s.

As of December 31, 2022, the Company had $ 1,055,400 worth of expense yet to be recognized for RSU’s not yet

May 3, 2021, the Company has granted 12,000,000 RSUs to a consultant that vest on the grant date, and 700,000 RSUs to consultants that

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90 days from May 3, 2021 to determine the performance criteria.

February 3, 2022, 5,000,000 of the RSUs valued at $ 450,000 to the CEO vested.

May 3, 2022, 5,000,000 of the RSUs valued at $ 450,000 to the CEO vested.

June 1, 2022, 100,000 RSUs were granted to a consultant valued at $ 8,200 , and on November 1, 2022, 500,000 RSUs were granted to a consultant

valued at $ 31,500 , each that were vested immediately.

June 4, 2019, the Company entered into an Executive Employment Agreement (“Employment Agreement”) with Dr.

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Net operating loss carryover

Interest expense

Related party accrual

Capital Loss Carryover

Deferred tax liabilities

Valuation allowance

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Forgiveness of debt

Interest expense

Related party accrual

Stock for services

Options expense

Other non-deductible expenses

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income tax examinations by tax authorities for years before 2017.

SUBSEQUENT EVENTS

Company in January 2022 settled $ 60,961 of accounts payable and recognized forgiveness of debt of $ 43,961 on these settlements.

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-K

Item 9A. Controls and Procedures