What changed in this filing

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Item 2. Management’s Discussion and Analysis

2026-05-15 compared with 2025-11-12 · 173 added, 206 removed, 349 unchanged (52% of the section changed)

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and Analysis of Financial Condition and Results of Operations ,” contained in our Annual Report on Form 10-K for the year ended

December 31, 2024, filed with the SEC on March 26, 2025 (the “ Annual Report ”).

December 31, 2025, filed with the SEC on March 30, 2026, and amended on April 30, 2026 (the “ Annual Report ”).

capitalized terms used below and otherwise defined below, have the meanings given to such terms in the footnotes to our unaudited consolidated

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the context requires otherwise, references to the “ Company ,” “ we ,” “ us ,”

and “ our ” refer specifically to Scienture Holdings, Inc., formerly TRxADE HEALTH, INC., and its consolidated

and “ our ” refer specifically to Scienture Holdings, Inc., formerly TRxADE HEALTH, INC., and our consolidated

subsidiaries.

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addition, unless the context otherwise requires and for the purposes of this Report only:

Act ” refers to the Securities Exchange Act of 1934, as amended;

“ Exchange Act ”

refers to the Securities Exchange Act of 1934, as amended;

Act ” refers to the Securities Act of 1933, as amended.

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MD&A is organized as follows:

Discussion of our business and overall analysis of financial and other highlights affecting us, to provide context

for the remainder of MD&A.

and Capital Resources .

An analysis of changes in our consolidated balance sheets and cash flows and discussion of our financial

of Operations .

An analysis of our financial results comparing the three and nine months ended September 30, 2025, and 2024.

Accounting Policies .

Company Overview .

Discussion of our business and overall analysis of financial and other highlights affecting us, to provide context for the remainder

Liquidity and Capital

An analysis of changes in our consolidated balance sheets and cash flows and discussion of our financial condition.

Results of Operations .

An analysis of our financial results comparing the three months ended March 31, 2026 and 2025.

Critical Accounting

Accounting estimates that we believe are important to understanding the assumptions and judgments incorporated

in our reported financial results and forecasts.

July 25, 2024, we acquired a wholly-owned subsidiary, Scienture, which is a specialty pharmaceutical company focused on developing and

commercializing products for the treatment of central nervous system and cardiovascular diseases.

Scienture LLC is developing a broad

range of novel product candidates including new potential treatments for hypertension, migraine, pain and thrombosis and other related

Scienture’s assets in development are across therapeutics areas and indications and cater to different market segments.

Scienture’s mission is to identify, develop and bring to market innovative technology-based products to address unmet medical needs.

Its targeted portfolio consists of short term and long-term opportunities with efficient development, regulatory, and go to market strategies.

July 25, 2024, we acquired a wholly-owned subsidiary, Scienture LLC.

Scienture LLC is a specialty pharmaceutical company focused on the

commercialization and development of products for the treatment of Cardiovascular (“ CVS ”) and Central Nervous

System (“ CNS ”) diseases.

Scienture LLC launched its first commercial product for hypertension and is in the process

of commercializing its second product for the treatment of opioid overdose.

Its development pipeline consists of a broad range of novel

product candidates including new potential treatments for migraine, thrombosis, pain and other related disorders.

Scienture LLC’s

mission is to bring to market innovative technology-based products to address unmet medical needs.

Its targeted portfolio consists of

short term and long-term opportunities with efficient development, regulatory, and go to market strategies.

our acquisition of Scienture, we existed as a holding company owning all equity interests of Softell Inc.

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September 20, 2024, the Company fil changed its legal name from “TRxADE HEALTH, Inc.” to “Scienture Holdings, Inc.”

Health, LLC was formed to hold certain telehealth assets acquired in October 2019.

The “Bonum Health Hub” was launched in

February 2020;

Bonum Health, LLC was formed to hold certain telehealth assets acquired in October 2019.

The “Bonum Health Hub” was launched

in February 2020;

however, the Company does not anticipate installations moving forward.

On April 30, 2025, the Company completed the sale

of Bonum Health, Inc.

On April 30, 2025, the Company completed the

sale of Bonum Health, Inc.

and Bonum Health, LLC.

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Health, LLC subsidiary.

since 2019, Scienture, located in Commack, New York, is a specialty pharmaceutical company focused providing enhanced value to patients,

physicians and caregivers by offering novel specialty products to satisfy unmet market needs.

In this regard, Scienture is in the process

of developing and commercializing products for the treatment of central nervous system (“ CNS ”) and cardiovascular

(“ CVS ”) diseases as well as a broad range of novel product candidates including new potential treatments for

hypertension, migraine, pain and thrombosis and other related disorders.

since 2019, Scienture, located in Commack, New York, is a specialty pharmaceutical company focused providing enhanced value to

patients, physicians and caregivers by offering novel specialty products to satisfy unmet market needs.

In this regard, Scienture is

in the process of developing and commercializing products for the treatment of CNS and CVS diseases as well as a broad range of novel product candidates including new potential treatments

for hypertension, migraine, pain and thrombosis and other related disorders.

vision is to be a leader in the industry by developing and commercializing new medicines for the treatment of CNS and CVS diseases and

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have been reached.

Scienture currently has four primary product candidates in its development pipeline,

summarized below, and is engaged in a variety of research and development efforts to develop novel product candidates for the treatment

of various disease conditions.

To date, Scienture has generated limited revenue from product sales and will not generate meaningful revenues

until it fully commercializes its approved product candidates and successfully obtains regulatory approval for, and commercializes, its

other product candidates.

The progress of Scienture products its development pipeline to date is represented by the green bars shown below.

currently has four primary product candidates in its development pipeline, summarized below, and is engaged in a variety of research

and development efforts to develop novel product candidates for the treatment of various disease conditions.

To date, Scienture has

generated limited revenue from product sales and will not generate meaningful revenues until it fully commercializes its

FDA-approved product candidate (SCN-102) and successfully obtains regulatory approval for, and commercializes, its other product

The progress of Scienture products its development pipeline to date is represented by the green bars shown

has devoted and will continue to devote significant resources to research and development activities, and expects to incur significant

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2024, titled “LOSARTAN LIQUID FORMULATIONS AND METHODS OF USE”.

SCN-102 also has a third patent titled “LOSARTAN LIQUID FORMULATION AND METHODS OF USE” that was issued

on April 21, 2026, and expires on October 7, 2041.

SCN-110 (REZENOPY TM – Naloxone HCl Nasal Spray)

LLC entered into an Exclusive Commercial and Supply Agreement (the “Kindeva Agreement”) with Summit Biosciences Inc.,

a wholly-owned subsidiary of Kindeva, on March 4, 2025, pursuant to which Kindeva granted Scienture LLC an exclusive, non-transferrable,

non-sublicensable right and license to commercialize REZENOPY TM (Nalaxone HCI nasal spray 10mg/0.11mL) within the United States

and its territories.

Scienture LLC intends to use the exclusive right and license to price, launch, promote, market, distribute, and educate

the public on REZENOPY TM .

Approved by the FDA in 1971, naloxone

is considered the standard of care and has been shown to be effective in opioid overdose reversals.

The opioid overdose reversal market

(specifically for naloxone-based products) includes several branded and generic products across nasal spray, auto-injector, and injectable

formulations.

Most growth in recent years has been in intranasal products, such as Narcan 4mg, RiVive 3mg and Kloxxado 8mg, which are

needle free and easier for bystanders and community responders to use.

Real world studies suggest the need for multiple naloxone administrations

(“MNA”) using these products among bystanders and EMS providers continues to increase.

With the increase of synthetic opioids

and the rapid onset of effect, evidence is emerging suggesting the need for increased doses of naloxone to reverse opioid toxicity.

(Naloxone HCl Nasal Spray, 10mg) is the highest FDA-approved nasal spray dose available in the U.S.

The product provides maximum

naloxone protection in a single easy-to-use device and caters to the segment of patients who need multiple doses of lower strength for

stabilization in emergency situations.

REZENOPY TM provides potential longer duration of opioid receptor block, improves chances

of quicker reversal and possible coverage against multiple abuse agents inclusive of synthetic opioids and combinations, through a single

dose administration of 10mg naloxone hydrochloride.

High dose REZENOPY™ improves the chances of reversing potent opioids quickly

and reducing the requirement of MNA.

has one issued formulation composition and method of use patents listed in the FDA’s Approved Drug Products with Therapeutic Equivalence

Evaluations, commonly referred to as the “orange book”:

(i) Patent #:

12,514,854 B2, Issue Date:

January 6, 2026, an Orange

Book-listable patent, titled “DRUG PRODUCTS FOR INTRANASAL ADMINISTRATION AND USES THEREOF”, Expiration Date:

(Multi-dose Dihydroergotamine Mesylate (“ DHE ”) injection pen)

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and Capital Resources

was $355,692 as of September 30, 2025, compared to $308,096 as of December 31, 2024.

was $3,542,754 as of March 31, 2026, compared to $6,662,008 as of December 31, 2025.

We expect that our future available capital resources

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current assets, current liabilities, short term debt and working capital at the end of each period were as follows:

September 30,

Current assets (excluding cash)

$ (3,119,254 )

Current assets (excluding cash)

Current liabilities

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$ (3,210,681 )

$ (1,601,416 )

$ (4,328,956 )

principal sources of liquidity have historically been cash provided by operations, sales of business assets and operations from time

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within one year after the date that the financial statements are issued.

of September 30, 2025, the Company had an accumulated deficit of $52,430,904.

As of September 30, 2025, the Company had $355,692 in cash.

of March 31, 2026, the Company had an accumulated deficit of $83,953,501.

As of March 31, 2026, the Company had $3,542,754 in cash.

will need to raise additional capital or secure debt funding to support on-going operations, and to fund the assets and operations of

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following table summarizes our Consolidated Statements of Cash Flows for the following periods:

Nine Months Ended

September 30,

Net cash used in operating activities from continuing operations

(10,585,173 )

Net cash provided by (used in) operating activities from discontinued operations

Operating Activities

(11,355,826 )

Net cash used in investing activities from continuing operations

Net cash provided by investing activities from discontinued operations

(29,931,815 )

Investing Activities

(27,552,791 )

Net cash provided by (used in) financing activities from continuing operations

(15,764,770 )

Net cash used in financing activities from discontinued operations

Financing Activities

(15,769,770 )

Three Months Ended

Net cash used in operating activities

Net cash used in investing activities

Net cash (used in) provided by financing activities

Net change in cash

used in operating activities for the nine months ended September 30, 2025, was $8,204,389, compared to cash used in operations for the

nine months ended September 30, 2024, of $11,355,826.

The decrease in cash used in operations for the nine months ended September 30,

2025 compared to 2024 was primarily due to decreases in various expenses, charges and liabilities during the 2025 period.

provided by (used in) investing activities for the nine months ended September 30, 2025, was $0 and cash provided by investing activities

was $27,552,791 for the nine months ended September 30, 2024.

The cash provided by investing activities in the 2024 period was primarily

due to the disposition of various assets to Micro Merchant Systems, Inc.

in the first quarter of 2024 related to our former web-based

market platform, partially offset by the investment in securities of $2,500,000.

provided by financing activities for the nine months ended September 30, 2025, was $8,251,985 compared to $15,769,770 of cash used in

financing activities for the nine months ended September 30, 2024.

Cash provided by financing activities in the 2025 period was due to

proceeds from issuance of common stock pursuant to ELOC Agreement.

The change was primarily due to the payment of dividends of $12,671,072

and repayment of contingent liability of $1,246,346 in 2024.

used in operating activities for the three months ended March 31, 2026 was $2,919,255, compared to cash used in operating activities

of $2,956,457 for the three months ended March 31, 2025.

The slight decrease was primarily due to changes in working capital, partially

offset by higher operating expenses during the 2026 period.

was no cash provided by or used in investing activities for the three months ended March 31, 2026 or 2025.

used in financing activities for the three months ended March 31, 2026 was $200,000, compared to cash provided by financing activities

of $4,697,999 for the three months ended March 31, 2025.

Cash used in financing activities for the three months ended March 31, 2026

reflected the $200,000 repayment of the development agreement liability.

Cash provided by financing activities for the three months ended

March 31, 2025 was primarily attributable to gross proceeds of approximately $4,598,000 from the issuance of common stock pursuant to

the equity line commitment, partially offset by other financing activity.

of Operations

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the notes to these statements included above.

Month Period Ended September 30, 2025, compared to Three Month Period Ended September 30, 2024

Three Months Ended

September 30,

Cost of goods sold

Operating expenses:

Wage and salary expense

Professional fees

Accounting and legal expense

Technology expense

General and administrative (including stock-based compensation expense)

Research and development

Total operating expenses

Change in fair value of warrant liability

Change in fair value of derivative liability

Loss on conversion of note payable

Loss on disposition of subsidiaries

Interest income

Interest expense

Net loss from operations

Income (loss) on discontinued operations

$ (3,607,361 )

$ (3,183,601 )

are $590,050 in revenues for the three months ended September 30, 2025.

Revenues increased by $525,189 compared to the same period ended

September 30, 2024 primarily because of the initial batch of pharmaceutical products (SCN – 102)

sold via wholesale distribution channels during the quarter ended September 30, 2025 as compared to lower such revenue in same period

of 2024 because of a) the disposition of the assets and operations of Softell completed in February 2024 and b) the IPS disposition in

The assets and operations of IPS that we retained generated limited revenues in the 2024 period but did not generate revenues

between April 1, 2025 and the time our disposition of IPS later in April.

the three-month period ended September 30, 2025, cost of goods sold and gross profit were $15,429 and $574,621, and $60,978 and $3,883, all respectively for the same period in 2024.

was a 97.39% gross profit as a percentage of sales for the three months ended September 30, 2025, compared to 5.99% for the three months

ended September 30, 2024.

and salary expense decreased by $457,230 for the three months ended September 30, 2025 to $251,747 compared to $708,977 for the comparable

period in 2024.

The decrease is primarily due to a decrease in salaries for existing executives and personnel as compared to the same

period of 2024 due to the addition of personnel as part of the Scienture Merger in July 2024, which increased the headcount of the Company’s

fees increased by $727,481 to $1,320,845 compared to $593,364 for the comparable period in 2024.

The increase was primarily due to increase

in external consulting fees expense in 2025.

and legal expenses increased by $399,510 for the three months ended September 30, 2025 to $1,018,737 compared to $619,227 for the comparable

period in 2024.

The increase is primarily due to more SEC filings and corporate actions and contemplated transactions requiring additional

accounting and legal services.

and administrative expenses (including stock-based compensation expense) increased by $1,996,749 for the three months ended

September 30, 2025, to $2,165,398 compared to $168,649 for the comparable period in 2024.

The increase from 2024 was mainly due to

shares issued in the third quarter of 2025 and stock-based compensation expense due to options modifications.

expense decreased by $147,718 for the three months ended September 30, 2025 to $9,756 compared to $157,474 for the comparable period

The decrease was mainly due to a less of software expense and software support expense after the disposition of IPS.

and development expense pertain to Scienture LLC’s operations after its acquisition in July 2024.

Research and development expenses

was mainly due to contract research organization costs of Scienture LLC.

Total expenses by program were as follows:

Month Period Ended March 31, 2026 compared to Three Month Period Ended March 31, 2025

Three Months Ended

September 30,

Project Codes

Total research and development expense

had interest expense of $1,803,430 for the three months ended September 30, 2025, compared to interest expense of $217,433 for the three

months ended September 30, 2024.

The increase is due to the interest expense on Scienture LLC’s convertible debt, the convertible

notes issued in November 2024, and related debt discount amortization on these notes.

recognized a gain on the change in the fair value of the warrant liability of $59,203 for the three months ended September 30, 2025,

compared to a gain of $502,178 during the three months ended September 30, 2024, based on the underlying valuation inputs.

recognized a gain on the change in the fair value of the derivative liability of $2,356,428 for the three months ended September 30,

2025, based on the underlying valuation inputs and the conversion features and derecognition of derivative liability on full repayment

of the Debenture issued to Arena.

the three months ended September 30, 2025, the Company incurred a net loss from continuing operations of $3,607,361 compared to a net

loss from continuing operations of $3,183,601 for the three months ended September 30, 2024.

The change was due to the increase in operating

expense and other income (expense).

Month Period Ended September 30, 2025, compared to Nine Month Period Ended September 30, 2024

Nine Months Ended

September 30,

Cost of goods sold

Cost of sales

Operating expenses:

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Loss on conversion of note payable

Loss on disposition of subsidiaries

Interest income

Loss on disposal of asset

Interest expense

Net loss from operations

(13,391,931 )

(11,441,764 )

Income from discontinued operations, net of tax

(27,670,294 )

Net (loss) income

$ (13,391,931 )

$ (29,620,461 )

are $600,308 in revenues for the nine months ended September 30, 2025.

Revenues increased by $516,748 compared to the same period ended

September 30, 2024 primarily because of the initial batch of pharmaceutical products (SCN – 102)

sold via wholesale distribution channels during quarter ended September 30, 2025 as compared to lower such revenue in same period of 2024

because of a) the disposition of the assets and operations of Softell completed in February 2024 and b) the IPS disposition in April 2025.

The assets and operations of IPS that we retained generated limited revenues in the 2024 period but did not generate revenues between

April 1, 2025 and the time our disposition of IPS later in April.

the nine-month period ended September 30, 2025, cost of goods sold and gross profit were $25,014 and $575,294, and $80,380 and $3,180,

all respectively for the same period in 2024.

Gross profit as a percentage of sales was 95.83% for the nine months ended September 30,

2025, compared to 3.81% for the nine months ended September 30, 2024.

and salary expense increased by $477,933 for the nine months ended September 30, 2025 to $1,721,554 compared to $1,243,621 for the comparable

Benefit / (provision) for income taxes

for the three months ended March 31, 2026 were $56,325, compared to $10,258 for the three months ended March 31, 2025, an increase of

The increase was primarily attributable to the continued ramp of wholesale distribution sales of SCN-102 (ARBLI™) following

its commercial launch.

of goods sold for the three months ended March 31, 2026 was $2,475, compared to $9,585 for the three months ended March 31, 2025, resulting

in gross profit of $53,850 for the three months ended March 31, 2026 compared to gross profit of $673 for the three months ended March

and salary expense decreased by $276,060 for the three months ended March 31, 2026 to $420,008 compared to $696,068 for the comparable

period in 2025.

The increase is primarily due to an increase in salaries for executives during the first and second quarters of 2025,

as well as the Scienture Merger in July 2024, as compared to the same period in 2024, which increased the headcount of the Company’s

fees increased by $661,405 to $1,943,458 compared to $1,282,053 for the comparable period in 2024.

The increase was primarily due to

increase in external consulting fees expense in 2025.

and legal expenses increased by $741,263 for the nine months ended September 30, 2025 to $1,871,245 compared to $1,129,982 for the comparable

The decrease was primarily due to lower headcount following the disposition of legacy subsidiaries in April 2025.

fees increased by $519,702 to $932,552 for the three months ended March 31, 2026, compared to $412,850 for the comparable period in 2025.

The increase was primarily attributable to higher external consulting fees during the 2026 period.

and legal expense decreased by $144,647 for the three months ended March 31, 2026 to $326,178, compared to $470,825 for the comparable

period in 2025.

The increase is primarily due to more SEC filings and corporate actions requiring additional accounting and legal services.

and administrative expenses (including stock-based compensation expense) increased by $1,164,879 for the nine months ended September

The decrease was primarily due to lower SEC filing and corporate transaction-related professional services activity during

the 2026 period.

and administrative expenses (including stock-based compensation expense) decreased by $281,084 for the three months ended March 31, 2026

to $1,074,864, compared to $1,355,948 for the comparable period in 2025.

The increase from 2024 was mainly due to shares

issued in 2025 and stock-based compensation expense due to options modifications.

expense decreased by $202,979 for the nine months ended September 30, 2025 to $92,784 compared to $295,763 for the comparable period

The decrease was mainly due to decreased software expense and software support expense.

and development expense pertain to Scienture LLC’s operations post-acquisition.

Research and development expenses was mainly due

to contract research organization costs of Scienture LLC.

The decrease was primarily due to lower stock-based compensation

expense during the 2026 period.

expense decreased by $45,857 for the three months ended March 31, 2026 to $15,763, compared to $61,620 for the comparable period in 2025.

The decrease was primarily due to lower software-related expenses following the disposition of IPS in April 2025.

and development expense for the three months ended March 31, 2026 was $793,984, compared to $574,679 for the comparable period in 2025,

an increase of $219,305.

The increase was primarily due to higher contract research organization costs related to advancement of pipeline

product candidates.

Total expenses by program were as follows:

Nine Months Ended

September 30,

Three Months Ended

Project Codes

March 31, 2026

Total research and development expense

had interest expense of $3,127,707 for the nine months ended September 30, 2025, compared to interest expense of $320,897 for the nine

months ended September 30, 2024.

The increase is due to the interest expense on Scienture LLC’s convertible debt, the convertible

notes issued in November 2024, and related debt discount amortization on these notes.

recognized a gain on the change in the fair value of the warrant liability of $781,311 for the nine months ended September 30, 2025,

compared to a loss of $392,843 during the nine months ended September 30, 2024, based on the underlying valuation inputs.

recognized a gain on the change in the fair value of the derivative liability of $2,296,834 for the nine months ended September 30, 2025,

based on the underlying valuation inputs and the conversion features and derecognition of derivative liability on full repayment of the

Debenture issued to Arena.

the nine months ended September 30, 2025, the Company incurred a net loss from continuing operations of $13,391,931 compared to a net

loss from continuing operations of $11,441,764 for the nine months ended September 30, 2024.

The change was due to change in operating

expense, other income (expense).

income from discontinued operations was $27,670,294 for the nine months ended September 30, 2024.

The income was primarily due to the

disposal of Softell assets, partially offset by loss on disposal of Superlatus Inc.

during the nine months ended September 30, 2024.

expense was $37,019 for the three months ended March 31, 2026, compared to $670,784 for the three months ended March 31, 2025.

was primarily due to the repayment in full of the Arena convertible debentures during 2025 and the related cessation of debt discount

amortization.

recognized a gain on the change in the fair value of the warrant liability of $10,910 for the three months ended March 31, 2026, compared

to a gain of $645,986 for the three months ended March 31, 2025, in each case based on the underlying valuation inputs.

was no gain or loss on the change in the fair value of the derivative liability for the three months ended March 31, 2026, as the derivative

liability was fully derecognized in connection with the repayment of the Arena debentures during 2025.

We recognized a gain on the change

in the fair value of the derivative liability of $603,322 for the three months ended March 31, 2025.

the three months ended March 31, 2026, the Company incurred a net loss of $3,402,264, compared to a net loss of $3,063,997 for the three

months ended March 31, 2025.

The increase in net loss of $338,267 was primarily attributable to the changes in operating expenses and

non-operating income/(expense) discussed above.

Accounting Policies

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to non-employees for goods and services.

Financial Measures

addition to our financial results determined in accordance with the generally accepted accounting principles in the United States (“GAAP”),

our management uses earnings before interest, taxes, depreciation, and amortization expenses to net income (“EBITDA”), a

non-GAAP measure, as a key measure in operating our business.

We use EBITDA to make strategic decisions, establish business plans and

forecasts, identify trends affecting our business, and evaluate performance.

For example, we use adjusted EBITDA as a measure of our

operating performance.

Adjusted EBITDA is presented for supplemental informational purposes only, should not be considered a substitute

for, or a more meaningful measure than, financial information presented in accordance with GAAP, and may be different from similarly

titled non-GAAP measures used by other companies.

A reconciliation is provided below for adjusted EBITDA to the most directly comparable

financial measure presented in accordance with GAAP.

Investors are encouraged to review the related GAAP financial measure and the reconciliation

of adjusted EBITDA to its most directly comparable GAAP financial measure.

the three months ended March 31, 2026, adjusted EBITDA was $(2,939,166), compared to adjusted EBITDA of $(2,475,856) for the three months

ended March 31, 2025.

The increase in the adjusted EBITDA loss of $463,310 was primarily attributable to a higher net loss of $(3,402,264)

for the three months ended March 31, 2026 compared to $(3,063,997) for the prior-year period, driven by increased operating expenses

including higher professional fees and research and development costs associated with pipeline advancement, partially offset by higher

gross profit from the continued ramp of SCN-102 (ARBLI™) wholesale distribution revenues.

The decrease was further moderated by

lower non-cash stock-based compensation expense of $102,320 in the current period compared to $1,080,437 in the prior-year period, a

significant reduction in interest expense to $37,019 from $670,784 following the repayment of the Arena convertible debentures during

2025, and higher depreciation and amortization of $468,013 compared to $15,024 in the prior-year period.

The following table reconciles

net loss to adjusted EBITDA for the three months ended March 31, 2026 and 2025:

Three Months Ended

$ (3,402,264 )

$ (3,063,997 )

Depreciation and amortization

Interest expense

Other non-operating expenses (income)

Stock based compensation (non-cash)

Adjusted EBITDA

$ (2,939,166 )

$ (2,475,856 )

Issued Accounting Standards

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QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

to Item 305(e) of Regulation S-K (§ 229.305(e)), the Company is not required to provide the information required by this Item as

it is a “smaller reporting company,” as defined by Rule 229.10(f)(1).

to Item 305(e) of Regulation S-K (17 C.F.R.

§ 229.305(e)), the Company is not required to provide the information required by

this Item as it is a “smaller reporting company,” as defined by Rule 229.10(f)(1).

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

What changed 10-Q

Item 2. Management’s Discussion and Analysis