What changed in this filing

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Item 1. Financial Statements

2022-11-14 compared with 2022-08-10 · 117 added, 135 removed, 291 unchanged (46% of the section changed)

2 unchanged sentences

are as follows:

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);

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

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

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

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

Notes to Consolidated Financial Statements.

These consolidated financial statements have been prepared in accordance

with accounting principles generally accepted in the United States of America for interim financial information and the SEC instructions

to Form 10-Q.

These consolidated financial statements have been prepared in

accordance with accounting principles generally accepted in the United States of America for interim financial information and the SEC

instructions to Form 10-Q.

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

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

Operating results for the interim period ended September 30, 2022 are not necessarily indicative of the results that can be expected

for the full year.

CONSOLIDATED BALANCE SHEETS

Current assets

13 unchanged sentences

Stockholders' deficit

$ 0.001 par value;

Common stock;

200,000,000 shares authorized;

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

2021, respectively

4,539,843 shares issued and outstanding at September 30, 2022 and December 31, 2021, respectively

paid-in capital

5 unchanged sentences

liabilities and stockholders' deficit

See Accompanying

Notes to Condensed Consolidated Financial Statements.

Accompanying Notes to Condensed Consolidated Financial Statements.

CONSOLIDATED STATEMENTS OF OPERATIONS

Three months ended

Six months ended

June 30, 2022

June 30, 2021

June 30, 2022

June 30, 2021

Cost of revenues

Operating expenses

Depreciation and amortization

Selling general and administrative

Total operating expenses

Income from operations

and amortization

general and administrative

operating expenses

Other income and (expense)

Gain/(loss) on settlement of debt

Interest expense

Gain/(loss) on change in derivative liability

Total other income (expense)

on settlement of debt

on change in derivative liability

other income (expense)

income (loss)

$ ( 418,068 )

2 unchanged sentences

$ ( 907,371 )

Basic loss per common share

Fully diluted income (loss) per common share

Basic weighted average common shares outstanding

Fully diluted weighted average common shares outstanding

See Accompanying Notes

to Condensed Consolidated Financial Statements

SKINVISIBLE, INC.

CONSOLIDATED STATEMENT OF STOCKHOLDERS' DEFICIT

income (loss) per common share

diluted income (loss) per common share

weighted average common shares outstanding

diluted weighted average common shares outstanding

Accompanying Notes to Condensed Consolidated Financial Statements

CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ DEFICIT

Paid-in Capital

Stockholders' Deficit

Balance, December 31, 2021

December 31, 2021

$ ( 35,773,161 )

6 unchanged sentences

$ ( 5,821,958 )

Balance, December 31, 2020

Balance, September

$ ( 36,597,471 )

$ ( 6,240,026 )

December 31, 2020

$ ( 34,700,408 )

$ ( 4,454,779 )

Balance, March

1 unchanged sentence

( 4,890,284 )

Derivative liability written off to APIC

Derivative liability

reclassified to APIC

Balance, June 30,

1 unchanged sentence

( 5,105,493 )

See Accompanying Notes

to Condensed Consolidated Financial Statements

Balance, September

( 35,607,779 )

( 5,308,845 )

Accompanying Notes to Condensed Consolidated Financial Statements

CONSOLIDATED STATEMENTS OF CASH FLOWS

Six months ended

June 30, 2022

June 30, 2021

Cash flows from operating activities:

Net Income (loss)

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

Depreciation and amortization

Amortization of debt discount

Gain/(loss) on settlement of debt

Gain/(loss) on change in derivative liability

Changes in operating assets and liabilities:

Decrease (Increase) in prepaid assets

Decrease (Increase) in accounts receivable

Increase in accounts payable and accrued liabilities

Decrease in due from related party

Increase in accrued interest

Net cash provided used in operating activities

Cash flows from investing activities:

Purchase of fixed and intangible assets

Net cash used in investing activities

Cash flows from financing activities:

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

Cash flows from operating

Income (loss)

$ ( 824,310 )

$ ( 907,371 )

to reconcile net loss to net cash

provided (used) by operating activities:

interest expense

and amortization

of debt discount

on settlement of debt

on change in derivative liability

in operating assets and liabilities:

(Increase) in prepaid assets

(Increase) in accounts receivable

in accounts payable and accrued liabilities

in due from related party

in accrued interest

provided used in operating activities

Cash flows from investing

of fixed and intangible assets

used in investing activities

Cash flows from financing

on related party loans

from related party loans

on loans payable

on convertible notes payable

on convertible notes payable - related party

cash provided by (used in) financing activities

Net change in cash

1 unchanged sentence

Cash, end of period

Supplemental disclosure of cash flow information:

Cash paid for interest

Cash paid for tax

See Accompanying Notes

to Condensed Consolidated Financial Statements

SKINVISIBLE, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

JUNE 30, 2022

DESCRIPTION OF BUSINESS

Description of business – Skinvisible,

Supplemental disclosure of

cash flow information:

paid for interest

Accompanying Notes to Condensed Consolidated Financial Statements

TO CONSOLIDATED FINANCIAL STATEMENTS

OF BUSINESS AND HISTORY

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

5 unchanged sentences

for a broad spectrum of markets women’s health, pain management, and others.

The Company maintains executive and sales offices in

Las Vegas, Nevada.

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 maintains executive and sales offices

in Las Vegas, Nevada.

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, Inc.

Skinvisible, Inc., together with its subsidiaries,

shall herein be collectively referred to as the “Company.”

was also changed to Skinvisible Pharmaceuticals, Inc.

Inc., together with its subsidiaries, shall herein be collectively referred to as the “Company.”

OF PRESENTATION AND GOING CONCERN

18 unchanged sentences

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

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.

For the nine months ended September 30, 2022, the Company

had a net loss of $ 824,310 .

The Company has also incurred cumulative net losses of $ 36,597,471 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

38 unchanged sentences

Fair Value of financial instruments

carrying value of cash, accounts payable and accrued expenses, and debt approximate their fair values because of the short-term nature

of these instruments.

Management believes the Company is not exposed to significant interest or credit risks arising from these financial

value of cash, accounts payable and accrued expenses, and debt approximate their fair values because of the short-term nature of these

Management believes the Company is not exposed to significant interest or credit risks arising from these financial instruments

Fair value is defined as the exchange price that would

49 unchanged sentences

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

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

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

a reserve for doubtful accounts.

21 unchanged sentences

There are 23,609,820 additional shares issuable in connection with outstanding options, warrants,

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

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

The shares issuable under each instrument is as follows;

7 unchanged sentences

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

As of June 30, 2022, intangible assets

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

As of September 30, 2022, intangible

assets total $ 141,060 , net of $ 143,535 of accumulated amortization.

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

$ 129,536 of accumulated amortization.

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.

Amortization expense for the nine months ended September, 2022

and 2021 was $ 14,000 and $ 13,244 , 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 September 30, 2022.

RELATED PARTY TRANSACTIONS

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

During the nine months ended September 30, 2022 and 2021, $ 0 and

$ 0 was advanced by an officer and $ 27,299 and $ 200 was repaid, respectively .

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

As of September 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 notes.

(See note 9 for additional details.)

1 unchanged sentence

Convertible Notes Payable Related Party consists of the following:

June 30, 2022

September 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 $ 304,926 and $ 105,590 during the six months ended June 30, 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 $ 457,389 and $ 457,389 during the nine months ended September 30, 2022 and 2021, respectively.

Unamortized debt discount

10 unchanged sentences

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

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.

As of September 30, 2022, $ 433,600 of the

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

CONVERTIBLE NOTES

Convertible Notes Payable consists of the following:

September 30,

$ 40,000 face value 9 % secured notes payable to investors, due in 2015.

10 unchanged sentences

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.

The aggregate beneficial conversion feature has been accreted and charged to interest expenses in the amount of $ 38,021 and $ 38,201 for the nine months ended September 30, 2022 and 2021, respectively.

Unamortized debt discount

3 unchanged sentences

STOCK OPTIONS AND

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

ended June 30, 2022.

The following is a summary of option activity during the

nine months ended September 30, 2022.

Number of Shares

5 unchanged sentences

Options exercised

Balance, June 30, 2022

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

Balance, September 30, 2022

As of September 30, 2022, there are no stock options outstanding.

COMMITMENTS AND CONTINGENCIES

15 unchanged sentences

non-creditable license issue fee of one million USD dollars (USO $ 1,000,000 ) (''License Fee'').

To date, Licensee has paid three hundred

ninety-two thousand five hundred US dollars (USD $392,500) of this fee as part of the First Half Payment of the License Fee, $125,000

of which was paid in the year ending December 31, 2020 and $375,000 in the nine months ended September 30, 2021.

The balance due of the

First Half Payment is one hundred seven thousand five hundred US dollars (USD $107,500) which was received on July 7, 2021.

payment of two hundred and fifty thousand dollars ($250,000) is due no later than ten (10) business days after receipt by Licensee of

additional funding from Altium Capital which coincides with the approval from the SEC on Quoin’s merger with a NASDAQ listed company.

On October 28, 2021 Quoin completed a merger with Cellect Biotechnology, Ltd.

And completed a securities purchase agreement with Altium

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.

of September 30, 2022, the Company has recognized $ 1,000,000 under the agreement including $ 250,000 during the nine

months ended September 30, 2022.

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

9 unchanged sentences

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 June 30,

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

30, 2022 and December 31, 2021, respectively.

1 unchanged sentence

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.

subsequent to September 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