What changed in this filing

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Item 1. Financial Statements

2022-08-10 compared with 2022-05-16 · 122 added, 104 removed, 304 unchanged (43% of the section changed)

2 unchanged sentences

are as follows:

Consolidated Balance Sheets as of March 31, 2022 and December 31, 2021 (unaudited);

Consolidated Statements of Operations for the three months ended March 31, 2022 and 2021 (unaudited);

Consolidated Statements of Stockholders’ Equity ( Deficit) for the three months ended March 31, 2022 and 2021 (unaudited);

Consolidated Statements of Cash Flow for the three months ended March 31, 2022 and 2021 (unaudited);

Consolidated Balance Sheets as of June 30, 2022 and December 31, 2021 (unaudited);

Consolidated Statements of Operations for the three and six months ended June 30, 2022 and 2021 (unaudited);

Consolidated Statements of Stockholders’ Equity ( Deficit) for the six months ended June 30, 2022 and 2021 (unaudited);

Consolidated Statements of Cash Flow for the six months ended June 30, 2022 and 2021 (unaudited);

Notes to Consolidated Financial Statements.

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In the opinion of management, all adjustments considered necessary for a fair presentation have been included.

results for the interim period ended March 31, 2022 are not necessarily indicative of the results that can be expected for the full year.

results for the interim period ended June 30, 2022 are not necessarily indicative of the results that can be expected for the full year.

BALANCE SHEETS

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Stockholders' deficit

Common stock;

$ 0.001 par value;

200,000,000 shares authorized;

shares issued and outstanding at March 31, 2022 and December 31, 2021, respectively

4,539,843 shares issued and outstanding at June 30, 2022 and December 31,

2021, respectively

paid-in capital

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liabilities and stockholders' deficit

Accompanying Notes to Condensed Consolidated Financial Statements.

See Accompanying

Notes to Condensed Consolidated Financial Statements.

CONSOLIDATED STATEMENTS OF OPERATIONS

Three months ended

March 31, 2022

March 31, 2021

Six months ended

June 30, 2022

June 30, 2021

June 30, 2022

June 30, 2021

Cost of revenues

3 unchanged sentences

Total operating expenses

Loss from operations

Income from operations

Other income and (expense)

1 unchanged sentence

Interest expense

Loss on change in derivative liability

Gain/(loss) on change in derivative liability

Total other income (expense)

Net income (loss)

$ ( 191,723 )

$ ( 268,514 )

Basic income (loss) per common share

$ ( 406,242 )

$ ( 704,019 )

Basic loss per common share

Fully diluted income (loss) per common share

1 unchanged sentence

Fully diluted weighted average common shares outstanding

Accompanying Notes to Condensed Consolidated Financial Statements.

See Accompanying Notes

to Condensed Consolidated Financial Statements

SKINVISIBLE, INC.

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$ ( 5,630,235 )

Balance, June 30, 2022

$ ( 36,179,403 )

$ ( 5,821,958 )

Balance, December 31, 2020

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( 4,890,284 )

Accompanying Notes to Condensed Consolidated Financial Statements.

Derivative liability written off to APIC

Balance, June 30, 2021

( 35,404,427 )

( 5,105,493 )

See Accompanying Notes

to Condensed Consolidated Financial Statements

CONSOLIDATED STATEMENTS OF CASH FLOWS

Three months ended

March 31, 2022

March 31, 2021

Six months ended

June 30, 2022

June 30, 2021

Cash flows from operating activities:

Net Income (loss)

$ ( 214,519 )

$ ( 435,505 )

Adjustments to reconcile net loss to net cash provided (used) by operating activities:

1 unchanged sentence

Amortization of debt discount

Loss on change in derivative liability

Gain/(loss) on settlement of debt

Gain/(loss) on change in derivative liability

Changes in operating assets and liabilities:

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Increase in accounts payable and accrued liabilities

Decrease in due from related party

Increase in accrued interest

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Payments on related party loans

Proceeds from related party loans

Payments on loans payable

Payments on convertible notes payable

Net cash provided by (used in) financing activities

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Cash paid for tax

Accompanying Notes to Condensed Consolidated Financial Statements.

See Accompanying Notes

to Condensed Consolidated Financial Statements

SKINVISIBLE, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

MARCH 31, 2022

DESCRIPTION OF BUSINESS

JUNE 30, 2022

DESCRIPTION OF BUSINESS

Description of business – Skinvisible,

Inc., (referred to as the “Company”) is focused on the development and manufacture and sales of innovative topical, transdermal

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Las Vegas, Nevada.

The Company was incorporated in Nevada

on March 6, 1998 , under the name of Microbial Solutions, Inc.

The Company underwent a name change on February 26, 1999, when it changed

its name to Skinvisible, Inc.

History – The Company was incorporated

in Nevada on March 6, 1998 , under the name of Microbial Solutions, Inc.

The Company underwent a name change on February 26, 1999, when

it changed its name to Skinvisible, Inc.

The Company’s subsidiary’s name of Manloe Labs, Inc.

was also changed to Skinvisible Pharmaceuticals,

was also changed to Skinvisible

Pharmaceuticals, Inc.

Skinvisible, Inc., together with its subsidiaries,

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Basis of presentation

The accompanying

unaudited interim financial statements of the Company have been prepared in accordance with accounting principles generally accepted

in the United States of America for interim financial information and with the instructions to Quarterly Report on Form 10-Q and Article

10 of Regulation S-X , and should be read in conjunction with the audited financial statements and notes thereto contained in the Company’s

most recent Annual Financial Statements on Form 10-K filed with the SEC on March 31, 2022.

In the opinion of management, all adjustments,

consisting of normal recurring adjustments, necessary for a fair presentation of financial position and the results of operations for

the interim period presented have been reflected herein.

The results of operations for the interim period are not necessarily indicative

of the results to be expected for the full year.

Notes to the financial statements which would substantially duplicate the disclosures

contained in the audited financial statements for the most recent fiscal period, as reported in the Form 10-K, have been omitted.

The accompanying unaudited

interim financial statements of the Company have been prepared in accordance with accounting principles generally accepted in the United

States of America for interim financial information and with the instructions to Quarterly Report on Form 10-Q and Article 10 of Regulation

S-X , and should be read in conjunction with the audited financial statements and notes thereto contained in the Company’s most

recent Annual Financial Statements on Form 10-K filed with the SEC on April 15, 2021.

In the opinion of management, all adjustments, consisting

of normal recurring adjustments, necessary for a fair presentation of financial position and the results of operations for the interim

period presented have been reflected herein.

The results of operations for the interim period are not necessarily indicative of the results

to be expected for the full year.

Notes to the financial statements which would substantially duplicate the disclosures contained in the

audited financial statements for the most recent fiscal period, as reported in the Form 10-K, have been omitted.

The condensed consolidated balance sheet at December

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of assets and the satisfaction of liabilities in the normal course of business.

For the three months ended March 31, 2022, the Company

had a net loss of $ 214,519 The Company has also incurred cumulative net losses of $ 35,987,680 since its inception and requires capital

for its contemplated operational and marketing activities to take place.

These factors, among others, raises substantial doubt about

the Company’s ability to continue as a going concern within one year from the date of filing.

For the six months ended June 30, 2022, the Company had

a net loss of $ 406,242 .

The Company has also incurred cumulative net losses of $ 36,179,403 since its inception and requires capital for

its contemplated operational and marketing activities to take place.

These factors, among others, raises substantial doubt about the

Company’s ability to continue as a going concern within one year from the date of filing.

Managements plans for the Company are to generate

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Use of estimates

The preparation of consolidated

financial statements in conformity with accounting principles generally accepted in the United States of America requires management

to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities

at the date of the consolidated financial statements, and the reported amounts of revenues and expenses during the reporting period.

The preparation of

consolidated financial statements in conformity with accounting principles generally accepted in the United States of America requires

management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets

and liabilities at the date of the consolidated financial statements, and the reported amounts of revenues and expenses during the reporting

Actual results could differ from those estimates.

Significant estimates include estimates used to review the Company’s, impairments

and estimations of long-lived assets, allowances for uncollectible accounts, inventory valuation, and the valuations of non-cash capital

stock issuances.

The Company bases its estimates on historical experience and on various other assumptions that are believed to be reasonable

in the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that

are not readily apparent from other sources.

Significant estimates include estimates used to review the Company’s,

impairments and estimations of long-lived assets, allowances for uncollectible accounts, inventory valuation, and the valuations of non-cash

capital stock issuances.

The Company bases its estimates on historical experience and on various other assumptions that are believed to

be reasonable in the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities

that are not readily apparent from other sources.

Actual results may differ from these estimates under different assumptions or conditions.

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the portion, if any, of the balance that will not be collected.

As of March 31, 2022 and December 31, 2021, the Company had not recorded

As of June 30, 2022 and December 31, 2021, the Company had not recorded

a reserve for doubtful accounts.

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Earnings (loss) per share

The Company reports earnings (loss) per share in accordance

with FASB Codification Topic ASC 260-10 “ Earnings Per Share ”, Basic earnings (loss) per share is computed by dividing

income (loss) available to common shareholders by the weighted average number of common shares available.

Diluted earnings (loss) per

share is computed similar to basic earnings (loss) per share except that the denominator is increased to include the number of additional

common shares that would have been outstanding if the potential common shares had been issued and if the additional common shares were

Diluted earnings (loss) per share has not been presented for the year ending December 31, 2021, since the effect of the assumed

exercise of options and warrants to purchase common shares (common stock equivalents) would have an anti-dilutive effect.

There are 23,631,820

additional shares issuable in connection with outstanding options, warrants, stock payable and convertible debts as of March 31, 2022.

reports earnings (loss) per share in accordance with FASB Codification Topic ASC 260-10 “ Earnings Per Share ”, Basic

earnings (loss) per share is computed by dividing income (loss) available to common shareholders by the weighted average number of common

shares available.

Diluted earnings (loss) per share is computed similar to basic earnings (loss) per share except that the denominator

is increased to include the number of additional common shares that would have been outstanding if the potential common shares had been

issued and if the additional common shares were dilutive.

Diluted earnings (loss) per share has not been presented for the year ending

December 31, 2021, since the effect of the assumed exercise of options and warrants to purchase common shares (common stock equivalents)

would have an anti-dilutive effect.

There are 23,611,820 additional shares issuable in connection with outstanding options, warrants,

stock payable and convertible debts as of June 30, 2022.

The shares issuable under each instrument is as follows;

22,000 shares issuable for options and 23,609,820 shares issuable under convertible

2,000 shares issuable

for options, 0 shares issuable for warrants, and 23,609,820 shares issuable under convertible notes.

Recently issued accounting pronouncements

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assets are capitalized at their historical cost and are amortized over their estimated useful lives.

As of March 31, 2022, intangible

assets total $ 148,462 , net of $ 134,129 of accumulated amortization.

As of June 30, 2022, intangible assets

total $ 145,789 , net of $ 138,806 of accumulated amortization.

As of December 31, 2021, intangible assets total $ 153,055 , net of $129,536

of accumulated amortization.

mortization expense for the three months ended March 31, 2022

and 2021 was $ 4,593 and $ 4,251 , respectively.

License and distributor rights were acquired by the Company in January 1999 and provide

exclusive use distribution of polymers and polymer based products.

The Company has a non-expiring term on the license and distribution

Accordingly, the Company annually assesses this license and distribution rights for impairment and has determined that no impairment

write-down is considered necessary as of March 31, 2022.

Amortization expense for the six months ended

June 30, 2022 and 2021 was $ 9,271 and $ 8,548 , respectively.

License and distributor rights were acquired by the Company in January 1999

and provide exclusive use distribution of polymers and polymer based products.

The Company has a non-expiring term on the license and

distribution rights.

Accordingly, the Company annually assesses this license and distribution rights for impairment and has determined

that no impairment write-down is considered necessary as of June 30, 2022.

RELATED PARTY TRANSACTIONS

During the three months ended March 31, 2022 and 2021, $ 0 and

During the six months ended June 30, 2022 and 2021, $ 0 and $ 0

was advanced by an officer and $ 27,299 and $ 200 was repaid, respectively .

As of March 31, 2022 and December 31, 2021, $ 27,299 and $ 27,299

in advances remained due to officers of the company, respectively.

All other related party notes have been extinguished or re-negotiated

as convertible notes.

As of June 30, 2022 and December 31, 2021, $ 0 and $ 27,299 in advances

remained due to officers of the company, respectively.

All other related party notes have been extinguished or re-negotiated as convertible

(See note 9 for additional details.)

1 unchanged sentence

Convertible Notes Payable Related Party consists of the following:

March 31, 2022

June 30, 2022

December 31, 2021

4 unchanged sentences

The Company has determined the value associated with the beneficial conversion feature in connection with the notes to be $ 3,369,244 .

The aggregate beneficial conversion feature associated with these notes has been accreted and charged to interest expenses as a financing expense in the amount of $ 105,590 during the year ended March 31, 2022 and 2021, respectively.

The aggregate beneficial conversion feature associated with these notes has been accreted and charged to interest expenses as a financing expense in the amount of $ 304,926 and $ 105,590 during the six months ended June 30, 2022 and 2021, respectively.

Unamortized debt discount

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"Sunscreen Composition with Enhanced UV-A Absorber Stability and Methods.”

As of March 31, 2022, $ 433,600 of the outstanding

As of June 30, 2022, $ 433,600 of the outstanding

notes payable are past due and in default and have been classified as current notes payable.

NOTES PAYABLE

CONVERTIBLE NOTES

Convertible Notes Payable consists of the following:

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At the investor’s option until the repayment date, the note and related interest may be converted to shares of the Company’s common stock a discount of 90 % of the current share price after the first anniversary of the note.

The notes are secured by the accounts receivable of a license agreement the Company has with Women’s Choice Pharmaceuticals, LLC on its proprietary prescription product, ProCort®.

The notes are secured by the accounts receivable of a license agreement the Company has with Womens Choice Pharmaceuticals, LLC on its proprietary prescription product, ProCort®.

The notes have reached maturity and are now in default, under the notes default provisions the entire balance is now due upon demand.

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At the noteholder’s option until the repayment date, the note may be converted to shares of the Company’s common stock at a fixed price of $0.20 per share along with warrants to purchase one share for every two shares issued at the exercise price of $0.30 per share for three years after the conversion date.

The Company has determined the value associated with the beneficial

conversion feature in connection with the notes to be $ 280,076 as valued under the intrinsic value method.

The aggregate beneficial conversion

feature has been accreted and charged to interest expenses in the amount of $ 12,534 and $ 12,534 for the three months ended March 31, 2022

and 2011, respectively.

The Company has determined the value associated with the beneficial conversion feature in connection with the notes to be $ 280,076 as valued under the intrinsic value method.

The aggregate beneficial conversion feature has been accreted and charged to interest expenses in the amount of $ 25,208 and $ 25,208 for the six months ended June 30, 2022 and 2021, respectively.

Unamortized debt discount

3 unchanged sentences

STOCK OPTIONS AND

The following is a summary of option activity during the three

months ended March 31, 2022.

The following is a summary of option activity during the six months

ended June 30, 2022.

Number of Shares

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Options exercised

Balance, March 31, 2022

As of March 31, 2022, all stock options outstanding are exercisable.

Balance, June 30, 2022

As of June 30, 2022, all stock options outstanding are exercisable.

COMMITMENTS AND CONTINGENCIES

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And completed a securities purchase agreement with Altium

The remaining balance of two hundred and fifty thousand dollars ($200,000) is still outstanding as of March 31, 2022.

of March 31, 2022, the Company has recognized $ 800,000 under the agreement including $ 50,000 during the quarter ended

March 31, 2022.

The balance of licensing fee was paid on May 10, 2022 ( See note 11)

of June 30, 2022, the Company has recognized $ 1,000,000 under the agreement including $ 250,000 during the six months

ended June 30, 2022.

February 3, 2020, we entered into a License Agreement with Ovation Science Inc.

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of $ 0.001 par value common stock.

The Company had 4,539,843 and 4,539,843 issued and outstanding shares of common stock as of March 31,

The Company had 4,539,843 and 4,539,843 issued and outstanding shares of common stock as of June 30,

2022 and December 31, 2021, respectively.

SUBSEQUENT EVENTS

On May 10, 2022, the Company received the final payment of $ 200,000

due under the Exclusive License Agreement with Quoin .

In accordance with ASC Topic 855-10, the Company has analyzed its operations

subsequent to June 30, 2022 to the date these financial statements were available to be issued and has determined that it does not have

any material subsequent events to disclose in these financial statements.

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