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Item 1. Financial Statements

2022-08-03 compared with 2022-05-06 · 272 added, 216 removed, 186 unchanged (72% of the section changed)

1 unchanged sentence

Sunshine Biopharma, Inc.

Unaudited Consolidated Condensed Balance Sheets

Condensed Consolidated Balance Sheets

Current Assets:

11 unchanged sentences

TOTAL LIABILITIES

COMMITMENTS AND CONTINGENCIES

SHAREHOLDERS' EQUITY

1 unchanged sentence

par value per share;

Authorized 1,000,000

Issued and outstanding 10,000

and 1,000,000 shares as of March 31, 2022 and December 31, 2021, respectively.

shares authorized;

and 1,000,000

shares issued and outstanding as of June 30, 2022 and December 31, 2021, respectively

Common Stock, $ 0.001

Authorized 3,000,000,000 Shares;

and outstanding 7,149,778 and 2,591,240

shares as of March 31, 2022 and December 31, 2021, respectively

par value per share;

3,000,000,000

shares authorized;

and 2,591,240

shares issued and outstanding as of June 30, 2022 and December 31, 2021, respectively

Capital paid in excess of par value

Accumulated comprehensive income (loss)

Accumulated comprehensive (loss)

Accumulated (Deficit)

3 unchanged sentences

TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY

See Accompanying Notes to These Financial Statements.

See Accompanying Notes.

Sunshine Biopharma, Inc.

Unaudited Consolidated Condensed Statement of Operations and Comprehensive Loss

Condensed Consolidated Statements of Operations and Comprehensive Loss (Unaudited)

3 Months Ended

6 Months Ended

Cost of sales

6 unchanged sentences

Other Income (Expense):

Foreign exchange (loss)

Foreign exchange gain (loss)

Interest income

2 unchanged sentences

( 2,295,057 )

Total Other (Expense)

( 7,205,843 )

Total Other Income (Expense)

( 2,490,456 )

( 7,399,936 )

Net (loss) before income taxes

1 unchanged sentence

( 1,775,106 )

( 9,064,180 )

Provision for income taxes

1 unchanged sentence

$ ( 2,879,054 )

Other comprehensive income:

Gain (Loss) from foreign exchange translation

$ ( 1,775,106 )

$ ( 9,064,180 )

(Loss) from foreign exchange translation

Comprehensive (Loss)

1 unchanged sentence

$ ( 2,885,756 )

$ ( 1,786,744 )

$ ( 9,072,945 )

Basic (Loss) per common share

Weighted Average Common Shares Outstanding (Basic)

See Accompanying Notes to These Financial Statements.

See Accompanying Notes.

Sunshine Biopharma, Inc.

Unaudited Consolidated Condensed Statement of Cash Flows

Condensed Consolidated Statements of Cash Flows (Unaudited)

6 Months Ended

Cash Flows From Operating Activities:

7 unchanged sentences

Loss on debt conversion

(Increase) decrease in accounts receivable

Decrease in accounts receivable

(Increase) decrease in inventory

5 unchanged sentences

Cash Flows From Financing Activities:

Proceeds public offering, net of offering costs

Purchase of preferred shares

Proceeds public offering net

Note payable to pay fees

Payments of notes payable

2 unchanged sentences

Cash and Cash Equivalents at Beginning of Period

Net Increase (Decrease) In Cash and cash equivalents

Net increase in cash and cash equivalents

Effect of exchange rate changes on cash

Foreign currency translation adjustment

Cash and Cash Equivalents at End of Period

Supplementary Disclosure of Cash Flow Information:

Supplemental Cash Flow Information:

Stock issued for note conversions including interest

Cash paid for interest

See Accompanying Notes to These Financial Statements.

Cash paid for income taxes

See Accompanying Notes.

Sunshine Biopharma, Inc.

Unaudited Consolidated Statement of Shareholders' Equity

Condensed Consolidated Statements of Shareholders' Equity (Unaudited)

Number Of Common

Capital Paid in Excess

Number Of Preferred

Comprehensive

Shares Issued

Three Months Period

Three Month Period

Balance at March 31, 2022

$ ( 33,891,408 )

Common stock and pre-funded warrants issued in an underwritten public offering, net of issuance costs

Exercise of warrants

Balance at June 30, 2022

$ ( 34,430,280 )

Six Month Period

Balance December 31, 2021

$ ( 32,655,174 )

Common stock and pre-funded warrants issued in an underwritten public offering, net of issuance costs

Exercise of warrants

Preferred stock purchased from related party

( 1,775,106 )

Common stock issued for the reduction

of note payable and payment of interest

Common stock issued for services

( 1,786,744 )

Balance at June 30, 2022

$ ( 34,430,280 )

Balance at March 31, 2021

Three Month Period

Balance March 31, 2021

$ ( 26,403,853 )

$ ( 1,084,389 )

Common stock issued for the reduction of notes payable and payment of interest

( 2,879,054 )

( 2,885,756 )

Balance at June 30, 2021

$ ( 29,282,907 )

$ ( 872,710 )

Six Month Period

Balance December 31, 2020

$ ( 20,218,727 )

Common stock and pre-funded warrants

issued in an underwritten public offering, net of issuance costs

Exercise of warrants

Preferred stock purchased from related

$ ( 954,837 )

Common stock issued for the reduction of note payable and payment of interest

Common stock issued for services

( 9,064,180 )

Balance at March 31, 2022

( 9,072,945 )

See Accompanying Notes to These Financial Statements.

Balance at June 30, 2021

$ ( 29,282,907 )

$ ( 872,710 )

See Accompanying Notes.

Sunshine Biopharma, Inc.

Notes to Unaudited Consolidated Condensed Financial

For the Three Month Interim Periods Ended March 31, 2022 and 2021

Note 1 – Nature of Business and Basis

of Presentation

Notes to Unaudited Condensed Consolidated Financial

For the Six Month Interim Periods Ended June 30, 2022 and 2021

Note 1 – Nature of Business

Sunshine Biopharma, Inc.

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Science-Based Nutritional Supplements product, Essential 9 ™ , an over-the-counter

tablet comprised of the nine (9) essential amino acids that the human body cannot make.

Essential 9 ™

has been authorized for marketing by Health Canada under NPN 80089663.

capsule comprised of the nine (9) essential amino acids that the human body cannot make.

Essential 9 ™ has

been authorized for marketing by Health Canada under NPN 80089663.

On May 22, 2020, the Company filed a provisional

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22, 2020 has been maintained in the newly filed PCT application.

The Company’s lead Anti-Coronavirus compound arising from these

patents bears the laboratory name SBFM-PL4.

On January 26, 2021, the Company received a Notice

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This new patent application has a priority date of October 1, 2021.

Effective February 9, 2022, the Company

completed a 200-for-1 reverse split of its common stock.

On February 15, 2022, the Company entered into an underwriting agreement

with Aegis Capital Corp.

as underwriter, for the issuance and sale in an underwritten public offering of 1,882,353 Units, each

consisting of one share of common stock and two warrants (“Tradeable Warrants”) to purchase shares of common stock at a

public offering price of $4.25 per Unit for total gross proceeds of $8,000,000 (“Public Offering”).

On February 17,

2022, the Public Offering closed and the Company received net proceeds of $ 6,833,071 .

Pursuant to the Public Offering, the Company issued and sold an aggregate of 1,882,353

shares of common stock and 4,102,200

Tradeable Warrants (including 337,494 Tradeable Warrants purchased at $0.01 per warrant resulting from partial exercise of the

overallotment option granted to the underwriter).

In connection with these transactions, the Company’s shares of common stock

and Tradeable Warrants began trading on Nasdaq under the symbol “SBFM” for the common stock and “SBFMW” for

the Tradeable Warrants.

On February 18, 2022, the Company entered

into an underwriting agreement with Aegis Capital Corp.

as underwriter, for the issuance and sale in an underwritten public offering

of 1,882,353 Units, each consisting of one share of common stock and two warrants (“Tradeable Warrants”) to purchase

shares of common stock at a public offering price of $4.25 per Unit for total gross proceeds of $8,000,000

(“Offering”).

We also granted the underwriter a 45-day option to purchase additional shares of common stock and/or

Tradeable Warrants in an amount equal up to 15% of the number of shares and Tradeable Warrants, respectively, sold in the Offering

solely to cover overallotments, if any.

Also on February 15, 2022, the Company’s

shares of common Stock and Tradeable Warrants began trading on Nasdaq under the ticker symbol “SBFM” for the common stock

and “SBFMW” for the Tradeable Warrants.

On February 17, 2022, the Offering closed

and the Company received net proceeds of $ 6,833,071 .

Pursuant to the Offering, the Company issued and sold an aggregate

of 1,882,353 shares of common stock and 4,102,200 Tradeable Warrants (including 337,494 Tradeable Warrants purchased at $0.01 per warrant

resulting from partial exercise of the overallotment option granted to the underwriter).

On February 18, 2022, the Company entered into

a research agreement with the Arizona Board of Regents on behalf of the University of Arizona (the “University of Arizona”).

Pursuant to the research agreement, the University of Arizona agreed to use reasonable efforts to perform a research project focused on

determining the in vivo safety, pharmacokinetics, and dose selection properties of three University of Arizona owned PLpro inhibitors,

followed by efficacy testing in mice infected with SARS-CoV-2, in consideration for certain milestone payments to be made by the Company.

Under the agreement, the University of Arizona granted the Company a first option to negotiate for a commercial, royalty-bearing license

for all intellectual property invented or authored by University of Arizona personnel under the research project.

into a research agreement (the “SRA”) with the University of Arizona for the purposes of conducting research focused on

determining the in vivo safety, pharmacokinetics, and dose selection properties of three University of Arizona owned PLpro

inhibitors, to be followed by efficacy testing in mice infected with SARS-CoV-2 (the “Research Project”).

Under the SRA,

the University of Arizona granted the Company a first option to negotiate a commercial, royalty-bearing license for all intellectual

property developed by University of Arizona personnel under the Research Project.

In addition, the Company and the University of

Arizona entered into an Option Agreement whereby the Company was granted a first option to negotiate a royalty-bearing commercial

license for the underlying technology of the Research Project.

On February 22, 2022, the Company redeemed 990,000

shares of the Series B Preferred Stock from the CEO of the Company at a redemption price equal to the stated value of $0.10 per share.

On March 14, 2022, the

Company completed a private placement wherein the Company sold (i) 2,301,353

shares of its Common Stock together with Investor Warrants to purchase up to 2,301,353 shares of Common Stock, and (ii) 1,302,251

pre-funded warrants (“Pre-Funded Warrants”) with each Pre-Funded Warrant exercisable for one share of Common Stock,

together with Investor Warrants to purchase up to 1,302,251 shares of Common Stock.

Each share of Common Stock and accompanying Investor

Warrant were sold together at a combined offering price of $2.22, and each Pre-Funded Warrant and accompanying Investor Warrant were

sold together at a combined offering price of $2.219.

The Company received approximately $8 million in gross proceeds, and $ 6,781,199

in net proceeds in this offering.

Impact of Coronavirus (COVID-19) Pandemic

shares of the Series B Preferred Stock from the CEO of the Company at a redemption price equal to the stated value of $0.10 per

On March 14, 2022, the Company completed a private

placement wherein the Company sold (i) 2,301,353 shares

of its common stock together with warrants (the “Investor Warrants”) to purchase up to 2,301,353

shares of common stock, and (ii) 1,302,251 pre-funded

warrants (“Pre-Funded Warrants”) with each Pre-Funded Warrant exercisable for one share of common stock, together with Investor

Warrants to purchase up to 1,302,251 shares of common stock.

Each share of common stock and accompanying Investor Warrant were sold together

at a combined offering price of $2.22, and each Pre-Funded Warrant and accompanying Investor Warrant were sold together at a combined

offering price of $2.219.

The Company received approximately $8 million in gross proceeds, and $ 6,781,199 in

net proceeds in this offering.

On April 28, 2022, the Company completed

another private placement and received net proceeds of $ 16,752,915 .

In connection with this private placement, the Company issued (i) 2,472,820 shares

of its common stock together with warrants (“April Warrants”) to purchase up to 4,945,640

shares of common stock, and (ii) 2,390,025 pre-funded

warrants (“Pre-Funded Warrants”) with each Pre-Funded Warrant exercisable for one share of common stock, together with

April Warrants to purchase up to 4,780,050 shares of common stock.

Each share of common stock and accompanying two April Warrants

were sold together at a combined offering price of $4.01, and each Pre-Funded Warrant and accompanying two April Warrants were sold

together at a combined offering price of $4.01, and each Pre-Funded Warrant and accompanying two April Warrants were sold together at

a combined offering price of $4.009.

The Pre-Funded Warrants were immediately exercisable, at a nominal exercise price of $0.001,

and may be exercised at any time until all of the Pre-Funded Warrants are exercised in full.

The April Warrants have an exercise

price of $ 3.76

per share (subject to adjustment as set forth in the warrant), are exercisable upon issuance and will expire five years from the

date of issuance.

2 – Basis of Presentation

The unaudited financial statements of the Company

for the six month periods ended June 30, 2022 and 2021 have been prepared in accordance with accounting principles generally accepted

in the United States of America for interim financial information and pursuant to the requirements for reporting on Form 10-Q and Regulation

Accordingly, they do not include all the information and footnotes required by accounting principles generally accepted in the United

States of America for complete financial statements.

However, such information reflects all adjustments (consisting solely of normal recurring

adjustments), which are, in the opinion of management, necessary for the fair presentation of the financial position and the results of

Results shown for interim periods are not necessarily indicative of the results to be obtained for a full fiscal year.

balance sheet information as of December 31, 2021 was derived from the audited financial statements included in the Company's financial

statements as of and for the year ended December 31, 2021 included in the Company’s Annual Report on Form 10-K filed with the Securities

and Exchange Commission (the “SEC”) on March 21, 2022.

These financial statements should be read in conjunction with that

Note 3 – Impact of Coronavirus

(COVID-19) Pandemic

In March 2020, the World Health Organization declared

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been made to the amounts reported in the Company's financial statements as a result of this matter.

Basis of Presentation of Unaudited Financial

The unaudited financial statements of the Company

for the three month periods ended March 31, 2022 and 2021 have been prepared in accordance with accounting principles generally accepted

in the United States of America for interim financial information and pursuant to the requirements for reporting on Form 10-Q and Regulation

Accordingly, they do not include all the information and footnotes required by accounting principles generally accepted in the United

States of America for complete financial statements.

However, such information reflects all adjustments (consisting solely of normal recurring

adjustments), which are, in the opinion of management, necessary for the fair presentation of the financial position and the results of

Results shown for interim periods are not necessarily indicative of the results to be obtained for a full fiscal year.

balance sheet information as of December 31, 2021 was derived from the audited financial statements included in the Company's financial

statements as of and for the year ended December 31, 2021 included in the Company’s Annual Report on Form 10-K filed with the Securities

and Exchange Commission (the “SEC”) on March 21, 2022.

These financial statements should be read in conjunction with that

Reverse Stock Splits

Effective February 1, 2019, the Company completed

a 20 to 1 reverse split of its common stock.

Effective April 6, 2020, the Company completed

another 20 to 1 reverse split of its common stock (the “Second Reverse Stock Split”).

Effective February 9, 2022, the Company completed

a 1 for 200 reverse split of its common stock (the “Third Reverse Stock Split”).

Note 4 – Reverse Stock Splits

Effective February 1, 2019, the Company

completed a 20

to 1 reverse split of its common stock (the “First Reverse Stock Split”).

Effective April 6, 2020, the Company

completed another 20

to 1 reverse split of its common stock (the “Second Reverse Stock Split”).

Effective February 9, 2022, the Company

completed a 1

for 200 reverse split of its common stock (the “Third Reverse Stock Split”).

The Company's financial statements reflect the

1 unchanged sentence

unless specifically stated otherwise.

Recently Issued Accounting Pronouncements

In December 2019, the FASB issued ASU 2019-12

“Income Taxes (Topic 740):

Simplifying the Accounting for Income Taxes.” This guidance removes certain exceptions to the general

principles in Topic 740 and provides consistent application of U.S.

GAAP by clarifying and amending existing guidance.

The effective date

of the new guidance for public companies is for fiscal years beginning after December 15, 2020 and interim periods within those fiscal

Early adoption is permitted.

The Company is currently evaluating the timing of adoption and impact of the updated guidance on its

financial statements.

Note 5 – Notes Payable

As of June 30, 2022 and December 31, 2021, the

Company had $- 0 - and $ 1,900,000 , respectively in notes payable outstanding.

At June 30, 2022 and December 31, 2021, total

accrued interest on Notes Payable was $- 0 - and $ 48,287 , respectively.

The Company’s Notes Payable at December

31, 2021 consisted of the following:

On April 20, 2021, the Company received monies

in exchange for a Note Payable having a Face Value of $ 500,000 with interest accruing at 5 % due April 20, 2023 .

The Note was convertible

after 180 days from issuance into common stock at a price equal to $0.30 per share.

On February 17, 2022, the Company paid off the entire

principal balance of this Note, together with accrued interest of $ 20,753 by making a cash payment of $ 520,753 .

On April 20, 2021, the Company received

monies in exchange for a Note Payable having a Face Value of $ 500,000

with interest accruing at 5 %

The Note was convertible after 180 days from issuance into common stock at a price equal to $0.30 per share.

February 17, 2022, the Company paid off the entire principal balance of this Note, together with accrued interest of $ 20,753 by

making a cash payment of $ 520,753 .

On July 6, 2021, the Company received monies in

exchange for a Note Payable having a Face Value of $ 900,000 with interest accruing at 5 %, due July 6, 2023 .

The Note was convertible after

180 days from issuance into common stock at a price equal to $0.30 per share.

On February 17, 2022, the Company paid off the entire principal

balance of this Note, together with accrued interest of $ 27,863 by making a cash payment of $ 927,863 .

convertible after 180 days from issuance into common stock at a price equal to $0.30 per share.

On February 17, 2022, the Company paid

off the entire principal balance of this Note, together with accrued interest of $ 27,863 by making a cash payment of $ 927,863 .

On August 18, 2021, the Company received monies

in exchange for a Note Payable having a Face Value of $ 500,000 with interest accruing at 5 %, due August 18, 2023 .

The Note was convertible

after 180 days from issuance into common stock at a price equal to $0.30 per share.

On February 17, 2022, the Company paid off the entire

principal balance of this Note, together with accrued of $ 12,534 by making a cash payment of $ 512,534 .

As of March 31, 2022, the Company had no outstanding

notes payable.

At March 31, 2022 and December 31, 2021, total

accrued interest on Notes Payable was $- 0 - and $ 48,287 , respectively.

Note 3 – Shareholders’ Equity

was convertible after 180 days from issuance into common stock at a price equal to $0.30 per share.

On February 17, 2022, the Company

paid off the entire principal balance of this Note, together with accrued of $ 12,534 by making a cash payment of $ 512,534 .

Note 6 – Shareholders’

On February 17, 2022, the Company’s Public

Offering closed and the Company received net proceeds of $ 6,833,071 from the offering.

Pursuant to the offering, the Company issued and

sold an aggregate of 1,882,353 shares of common stock and 4,102,200 Tradeable Warrants (including 337,494 Tradeable Warrants resulting

from partial exercise of the overallotment option granted to the underwriter).

On February 22, 2022, the Company redeemed 990,000

shares of Series B Preferred Stock from the CEO of the Company at a redemption price equal to the stated value of $ 0.10 per share.

Pursuant to the Public Offering, the Company

issued and sold an aggregate of 1,882,353 shares of common stock and 4,102,200 Tradeable Warrants (including 337,494 Tradeable Warrants

resulting from partial exercise of the overallotment option granted to the underwriter).

On February 22, 2022, the Company

redeemed 990,000

shares of Series B Preferred Stock from the CEO of the Company at a redemption price equal to the stated value of $ 0.10 per

On March 14, 2022, the Company completed a private

placement and received gross proceeds of approximately $8 million before deducting transaction related expenses payable by the Company.

The net proceeds to the Company from this private placement were $ 6,781,199 .

In connection with this private placement, the

Company issued (i) 2,301,353 shares of its common stock together with investor warrants (“Investor Warrants”) to purchase

up to 2,301,353 shares of common stock, and (ii) 1,302,251 pre-funded warrants (“Pre-Funded Warrants”) with each Pre-Funded

Warrant exercisable for one share of common stock, together with Investor Warrants to purchase up to 1,302,251 shares of common stock.

Each share of common stock and accompanying Investor Warrant were sold together at a combined offering price of $2.22, and each Pre-Funded

Warrant and accompanying Investor Warrant were sold together at a combined offering price of $2.219.

The Pre-Funded Warrants were immediately

exercisable, at a nominal exercise price of $0.001, and may be exercised at any time until all of the Pre-Funded Warrants are exercised

The Investor Warrants have an exercise price of $2.22 per share (subject to adjustment as set forth in the warrant), were exercisable

upon issuance and will expire five years from the date of issuance.

The Company declared no dividends through March

placement and received net proceeds of $ 6,781,199 .

In connection with this private placement, the Company issued (i) 2,301,353 shares

of its common stock together with investor warrants (“Investor Warrants”) to purchase up to 2,301,353 shares of common stock,

and (ii) 1,302,251 pre-funded warrants (“Pre-Funded Warrants”) with each Pre-Funded Warrant exercisable for one

share of common stock, together with Investor Warrants to purchase up to 1,302,251 shares of common stock.

Each share of common stock

and accompanying Investor Warrant were sold together at a combined offering price of $2.22, and each Pre-Funded Warrant and accompanying

Investor Warrant were sold together at a combined offering price of $2.219.

The Pre-Funded Warrants were immediately exercisable, at a

nominal exercise price of $0.001, and may be exercised at any time until all of the Pre-Funded Warrants are exercised in full.

Warrants have an exercise price of $2.22 per share (subject to adjustment as set forth in the warrant), are exercisable upon issuance

and will expire five years from the date of issuance.

On April 28, 2022, the Company completed another

private placement and received net proceeds of $ 16,752,915 .

In connection with this private placement, the Company issued (i) 2,472,820 shares

of its common stock together with warrants (“April Warrants”) to purchase up to 4,945,640 shares of common stock, and (ii) 2,390,025 pre-funded

warrants (“Pre-Funded Warrants”) with each Pre-Funded Warrant exercisable for one share of common stock, together with April

Warrants to purchase up to 4,780,050 shares of common stock.

Each share of common stock and

accompanying two April Warrants were sold together at a combined offering price of $4.01 and each Pre-Funded Warrant and accompanying

two April Warrants were sold together at a combined offering price of $4.009.

The Pre-Funded Warrants were immediately exercisable, at

a nominal exercise price of $0.001, and may be exercised at any time until all of the Pre-Funded Warrants are exercised in full.

Warrants have an exercise price of $ 3.76 per share (subject

to adjustment as set forth in the warrant), are exercisable upon issuance and will expire five years from the date of issuance.

The Company declared no dividends through

June 30, 2022.

Note 7 – Warrants

The Company accounts for issued warrants either as a liability or equity

in accordance with ASC 480-10 or ASC 815-40.

Under ASC 480-10, warrants are considered a liability if they are mandatorily redeemable

and they require settlement in cash, other assets, or a variable number of shares.

If warrants do not meet liability classification under

ASC 480-10, the Company considers the requirements of ASC 815-40 to determine whether the warrants should be classified as a liability

or as equity.

Under ASC 815-40, contracts that may require settlement for cash are liabilities, regardless of the probability of the occurrence

of the triggering event.

Liability-classified warrants are measured at fair value on the issuance date and at the end of each reporting

Any change in the fair value of the warrants after the issuance date is recorded in the consolidated statements of operations

as a gain or loss.

If warrants do not require liability classification under ASC 815-40, in order to conclude warrants should be classified

as equity, the Company assesses whether the warrants are indexed to its common stock and whether the warrants are classified as equity

under ASC 815-40 or other applicable GAAP standard.

Equity-classified warrants are accounted for at fair value on the issuance date with

no changes in fair value recognized after the issuance date.

During the three months ended March 31, 2022,

the Company completed two financing events, and in connection therewith, it issued warrants as follows:

issued with financing

The Company accounts for issued warrants

either as a liability or equity in accordance with ASC 480-10 or ASC 815-40.

Under ASC 480-10, warrants are considered a liability if

they are mandatorily redeemable and they require settlement in cash, other assets, or a variable number of shares.

If warrants do not

meet liability classification under ASC 480-10, the Company considers the requirements of ASC 815-40 to determine whether the warrants

should be classified as a liability or as equity.

Under ASC 815-40, contracts that may require settlement for cash are liabilities, regardless

of the probability of the occurrence of the triggering event.

Liability-classified warrants are measured at fair value on the issuance

date and at the end of each reporting period.

Any change in the fair value of the warrants after the issuance date is recorded in the

consolidated statements of operations as a gain or loss.

If warrants do not require liability classification under ASC 815-40, in order

to conclude warrants should be classified as equity, the Company assesses whether the warrants are indexed to its common stock and whether

the warrants are classified as equity under ASC 815-40 or other applicable GAAP standard.

Equity-classified warrants are accounted for

at fair value on the issuance date with no changes in fair value recognized after the issuance date.

During the six months ended June 30,

2022, the Company completed three financing events, and in connection therewith, it issued warrants as follows:

Warrants issued with financing

EXERCISE PRICE

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Investor Warrants

*The Tradeable Warrants had an initial exercise

price of $4.25, subject to adjustment.

Upon the closing of the Company’s private placement on March 14, 2022, the exercise price

of the Tradeable Warrants was reduced to $2.22, in accordance with the terms thereof.

During the three months ended March 31, 2022,

a total of 370,452 Tradeable Warrants were exercised resulting in aggregate proceeds of $ 822,403 received by the Company.

The Company’s outstanding warrants at March

31, 2022 consisted of the following:

of outstanding warrants

April Warrants

The Tradeable Warrants had an initial exercise price of $4.25, subject to

Upon the closing of the Company’s private placement on March 14, 2022, the exercise price of the Tradeable

Warrants was reduced to $2.22, in accordance with the terms thereof.

During the six months ended June 30, 2022, all of the Pre-Funded

Warrants and a total of 3,138,507 Tradeable Warrants were exercised resulting in aggregate proceeds of $ 6,971,178 received by the Company.

In addition, during the six months ended June 30, 2022, a total of 2,802,703 Investor Warrants and - 0 - April Warrants were exercised resulting

in aggregate proceeds of $ $ 6,222,001 received by the Company.

The Company’s outstanding warrants at June 30, 2022 consisted

of the following:

Schedule of outstanding warrants

EXERCISE PRICE

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Investor Warrants

April Warrants

Note 8 – Net Loss Per Common

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Diluted net loss per share is calculated by dividing

the net loss by the weighted-average number of shares of common stock outstanding during the period, considering common stock equivalents.

In March 2022, the Company issued and sold Pre-Funded

Warrants to purchase 1,302,251 shares of common stock at a nominal exercise price of $0.001 per share (see Note 3).

During the three months

ended March 31, 2022, none of these warrants were exercised.

As of March 31, 2021, there are 1,302,251 Pre-Funded Warrants outstanding.

The shares of common stock into which the Pre-Funded Warrants may be exercised are considered outstanding for the purposes of computing

earnings per share, because the shares may be issued for little or no consideration, they are fully vested and they are immediately exercisable

upon their issuance date.

In February 2022, the Company issued 4,102,200

Tradeable Warrants pursuant to the Company’s public offering (see Note 3).

In March 2022, the Company issued 3,603,604 Investor Warrants

in a private placement (see Note 3).

370,452 Tradeable Warrants were exercised as of March 31, 2022, leaving 3,731,748 Tradeable Warrants

These warrants are dilutive and included in the diluted earnings per share.

Note 6 – Management Compensation

the net loss by the weighted-average number of shares of common stock outstanding during the period, taking into consideration common

stock equivalents.

In February 2022, the Company

issued 4,102,200 Tradeable

Warrants pursuant to the Company’s Public Offering.

In March and April 2022, the Company issued 3,603,604

Investor Warrants and 9,725,690

April Warrants pursuant to two private placements.

As of June 30, 2022, 3,138,507

Tradeable Warrants, 2,802,703

Investor Warrants, and - 0 -

April Warrants were exercised, leaving 963,693

Tradeable Warrants, 800,901

Investor Warrants and 9,725,690

April Warrants outstanding.

These warrants are dilutive and were included in the diluted earnings per share.

In March and April 2022, the Company issued and

sold Pre-Funded Warrants to purchase an aggregate of 3,692,276 shares of common stock at a nominal exercise price of $0.001 per share

(see Note 3).

During the six months ended June 30, 2022, all of these warrants were exercised and therefore had no remaining dilutive

9 – Management and Director Compensation

The Company paid its officers cash

compensation totaling $ 320,000 and

$ 109,927 for

the three months ended March 31, 2022 and 2021, respectively.

Of these amounts attributable to

the Company’s CEO, $ 60,000 and

paid to Advanomics Corporation (now known as TRT Pharma Inc.), a company controlled by the CEO of the Company .

the Company issued 300,000 shares

of common stock valued at $ 918,000 to

its Officers during the three months ended March 31, 2021.

compensation totaling $ 240,000

and $ 510,000

and $ 125,927

for the three and six month periods ended June 30, 2022 and 2021, respectively.

Of these amounts attributable to the Company’s

CEO, $ 110,000

was paid to Advanomics Corporation (now known as TRT Pharma Inc.), a company controlled by the CEO of the Company.

In addition, the

Company issued 300,000

shares of common stock valued at $ 918,000

to its officers during the three months ended June 30, 2021.

The value of these shares was based upon the closing price of the

Company’s common stock of $3.06 on the issuance date.

Note 7 – Subsequent Events

On April 28, 2022, the Company completed a private

placement with certain accredited institutional investors for aggregate gross proceeds of approximately $19.5 million.

The Company received

net proceeds of $16,752,917 from this private placement.

In connection with the private placement, the Company issued and sold (i) 2,472,820

shares of its common stock, (ii) non-tradeable warrants to purchase up to 9,725,690 shares of common stock, and (iii) 2,390,025 pre-funded

warrants with each pre-funded warrant exercisable for one share of common stock.

Each share of common stock and accompanying two warrants

were sold together at a combined offering price of $4.01, and each pre-funded warrant and accompanying two warrants were sold together

at a combined offering price of $4.009.

The warrants have an exercise price of $3.76 and a term equal to five years from the issuance

During April 2022, a total of 1,302,251 Pre-Funded

Warrants, 2,768,055 Tradeable Warrants, and 2,802,703 Investor Warrants were exercised resulting in aggregate net proceeds of $12,368,385

received by the Company.

The Company paid its directors cash

compensation totaling $ 50,000

and $- 0 - for the three and six

month periods ended June 30, 2022 and 2021, respectively.

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

What changed 10-Q

Item 1. Financial Statements