What changed in this filing

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Item 1. Financial Statements

2023-08-14 compared with 2023-05-10 · 129 added, 161 removed, 268 unchanged (52% of the section changed)

2 unchanged sentences

are as follows:

Consolidated Balance Sheets as of March 31, 2023 and December 31, 2022 (unaudited);

Consolidated Statements of Operations for the three months ended March 31, 2023 and 2022 (unaudited);

Consolidated Statements of Stockholders’ Equity ( Deficit) for the three months ended March 31, 2023 and 2022 (unaudited);

Consolidated Statements of Cash Flow for the three months ended March 31, 2023 and 2022 (unaudited);

Consolidated Balance Sheets as of June 30, 2023 and December 31, 2022 (unaudited);

Consolidated Statements of Operations for the three and six months ended June 30, 2023 and 2022 (unaudited);

Consolidated Statements of Stockholders’ Equity ( Deficit) for the three and six months ended June 30, 2023 and 2022 (unaudited);

Consolidated Statements of Cash Flow for the six months ended June 30, 2023 and 2022 (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, 2023 are not necessarily indicative of the results that can be expected for the full year.

results for the interim period ended June 30, 2023 are not necessarily indicative of the results that can be expected for the full year.

BALANCE SHEETS

March 31, 2023

December 31, 2022

Current assets

Accounts receivable

Due from related party

Prepaid expense and other current

Total current assets

Patents and trademarks, net

LIABILITIES AND STOCKHOLDERS' DEFICIT

related party

expense and other current assets

current assets

and trademarks, net

LIABILITIES AND STOCKHOLDERS'

Current liabilities

Accounts payable and accrued liabilities

Accrued interest payable

Loans payable

Convertible notes payable

Derivative liability

Total current liabilities

Convertible notes payable related party, net of unamortized

discount of $ 0 and $ 1,228,066 respectively

Convertible notes payable, net of unamortized debt

discount of $ 89,273 and $ 101,808 , respectively

payable and accrued liabilities

interest payable

notes payable

current liabilities

notes payable related party, net of unamortized discount of $0 and $1,532,992 respectively

notes payable, net of unamortized debt discount of $76,599 and $127,434, respectively

Total liabilities

1 unchanged sentence

Common stock;

$ 0.001 par value;

200,000,000 shares authorized;

shares issued and outstanding at March 31, 2023 and December 31, 2022, respectively

Additional paid-in capital

Accumulated deficit

4,539,843 shares issued and outstanding at June 30, 2023 and December 31, 2022, respectively

paid-in capital

( 38,789,179 )

( 36,998,048 )

Total stockholders' deficit

stockholders' deficit

( 8,431,734 )

( 6,640,603 )

Total liabilities and stockholders' deficit

See Accompanying Notes to Consolidated Financial Statements.

CONSOLIDATED STATEMENTS OF OPERATIONS

Three months ended

March 31, 2023

March 31, 2022

liabilities and stockholders' deficit

Accompanying Notes to Consolidated Financial Statements.

STATEMENTS OF OPERATIONS

Cost of revenues

Operating expenses

Depreciation and amortization

Selling general and administrative

Total operating expenses

Loss from operations

and amortization

general and administrative

operating expenses

Other income and (expense)

Gain/(loss) on settlement of debt

Interest expense

on settlement of debt

( 1,551,636 )

Gain/(loss) on change in derivative

Total other income (expense)

on change in derivative liability

other income (expense)

( 1,550,404 )

Net income (loss)

income (loss)

$ ( 276,075 )

$ ( 191,723 )

Basic income (loss) per common share

Fully diluted income (loss) per common share

Basic weighted

$ ( 1,791,131 )

$ ( 406,242 )

income (loss) per common share

diluted income (loss) per common share

Basic weighted average

common shares outstanding

Fully diluted weighted

average common shares outstanding

Fully diluted

weighted average common shares outstanding

See Accompanying Notes to Consolidated Financial Statements.

SKINVISIBLE, INC.

CONSOLIDATED STATEMENT OF STOCKHOLDERS' DEFICIT

Accompanying Notes to Consolidated Financial Statements.

STATEMENT OF STOCKHOLDERS' DEFICIT

Paid-in Capital

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$ ( 8,155,659 )

Balance, June 30,

$ ( 38,789,179 )

$ ( 8,431,734 )

Balance, December

4 unchanged sentences

( 5,630,235 )

See Accompanying Notes to Consolidated Financial Statements.

CONSOLIDATED STATEMENTS OF CASH FLOWS

Three months ended

March 31, 2023

March 31, 2022

Cash flows from operating activities:

Net Income (loss)

Balance, June 30,

( 36,179,403 )

( 5,821,958 )

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

Depreciation and amortization

Amortization of debt discount

Gain/(loss) on change in derivative liability

Changes in operating assets and liabilities:

Decrease (Increase) in prepaid assets

Decrease (Increase) in accounts receivable

Decrease (Increase) in due from related party

Increase (decrease) in accounts payable and accrued

Increase in accrued interest

Net cash provided used in operating activities

Cash flows from investing activities:

Purchase of intangible assets

Net cash used in investing activities

Cash flows from financing activities:

Net cash provided by (used in)

financing activities

Accompanying Notes to Consolidated Financial Statements.

STATEMENTS OF CASH FLOWS

Cash flows from operating

Income (loss)

$ ( 1,791,131 )

$ ( 406,242 )

to reconcile net loss to net cash

provided (used) by operating activities:

and amortization

of debt discount

on change in derivative liability

in operating assets and liabilities:

(Increase) in prepaid assets

(Increase) in accounts receivable

(decrease) in accounts payable and accrued liabilities

in due from related party

in accrued interest

provided used in operating activities

Cash flows from investing

of intangible assets

used in investing activities

Cash flows from financing

on related party loans

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

SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:

Non-cash investing and financing activities:

Accrued salary settled

with Convertible notes payable related party

See Accompanying Notes to

Consolidated Financial Statements.

Supplemental disclosure of

cash flow information:

paid for interest

SUPPLEMENTAL DISCLOSURE OF

CASH FLOW INFORMATION:

investing and financing activities:

salary settled with Convertible notes payable related party

See Accompanying Notes

to Consolidated Financial Statements.

SKINVISIBLE, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

MARCH 31, 2023

JUNE 30, 2023

DESCRIPTION OF BUSINESS

9 unchanged sentences

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 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.

was also changed to Skinvisible Pharmaceuticals,

Skinvisible, Inc., together with its subsidiaries,

1 unchanged sentence

OF PRESENTATION AND GOING CONCERN

of presentation

Basis of presentation

The accompanying unaudited

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

For the three months ended March 31, 2023, the Company

had a net loss of $ 1,515,056 The Company has also incurred cumulative net losses of $ 38,513,104 since its inception and requires capital

For the six months ended June 30, 2023, the Company had

a net loss of $ 1,791,131 The Company has also incurred cumulative net losses of $ 38,789,179 since its inception and requires capital

for its contemplated operational and marketing activities to take place.

97 unchanged sentences

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

As of March 31, 2023 and December 31, 2022, the Company had not recorded

As of June 30, 2023 and December 31, 2022, the Company had not recorded

a reserve for doubtful accounts.

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ASC 350-10, the carrying value of assets are calculated at the lowest level for which there are identifiable cash flows.

The Company follows the guidelines in FASB Codification Topic ASC 718-10 “ Compensation-Stock Compensation ”,

which requires the measurement and recognition of compensation expense for all share-based payment awards made to employees and directors

including employee stock options and employee stock purchases related to an Employee Stock Purchase Plan based on the estimated fair

Stock-based compensation

follows the guidelines in FASB Codification Topic ASC 718-10 “ Compensation-Stock Compensation ”, which requires the

measurement and recognition of compensation expense for all share-based payment awards made to employees and directors including employee

stock options and employee stock purchases related to an Employee Stock Purchase Plan based on the estimated fair values.

Earnings (loss) per share

6 unchanged sentences

Diluted earnings (loss) per share has not been presented for the three months

ending March 31, 2023, since the effect of the assumed exercise of options and warrants to purchase common shares (common stock equivalents)

ending June 30, 2023, 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 29,295,785 additional shares issuable in connection with outstanding convertible debts as

of March 31, 2023.

issued accounting pronouncements

In August 2020, the FASB issued ASU 2020-06, “Debt - Debt with Conversion and Other Options

(subtopic 470-20) and Derivatives and Hedging - Contracts in Entity’s Own Equity (subtopic 815-40),” which reduces the number

of accounting models in ASC 470-20 that require separate accounting for embedded conversion features.

As a result, a convertible debt

instrument will be accounted for as a single liability measured at its amortized cost as long as no other features require bifurcation

and recognition as derivatives.

By removing those separation models, the effective interest rate of convertible debt instruments will

be closer to the coupon interest rate.

Further, the diluted net income per share calculation for convertible instruments will require

the Company to use the if-converted method.

The treasury stock method should no longer be used to calculate diluted net income per share

for convertible instruments.

The amendment will be effective for the Company for fiscal years beginning after December 15, 2021, including

interim periods within those fiscal years.

Early adoption is permitted, but no earlier than fiscal years beginning after December 15,

2020, including interim periods within those fiscal years.

INTANGIBLE AND OTHER

of June 30, 2023.

Recently issued accounting pronouncements

August 2020, the FASB issued ASU 2020-06, “Debt - Debt with Conversion and Other Options (subtopic 470-20) and Derivatives and

Hedging - Contracts in Entity’s Own Equity (subtopic 815-40),” which reduces the number of accounting models in ASC 470-20

that require separate accounting for embedded conversion features.

As a result, a convertible debt instrument will be accounted for as

a single liability measured at its amortized cost as long as no other features require bifurcation and recognition as derivatives.

removing those separation models, the effective interest rate of convertible debt instruments will be closer to the coupon interest rate.

Further, the diluted net income per share calculation for convertible instruments will require the Company to use the if-converted method.

The treasury stock method should no longer be used to calculate diluted net income per share for convertible instruments.

The amendment

will be effective for the Company for fiscal years beginning after December 15, 2021, including interim periods within those fiscal years.

Early adoption is permitted, but no earlier than fiscal years beginning after December 15, 2020, including interim periods within those

fiscal years.

AND OTHER ASSETS

Patents and trademarks and other intangible

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

As of March 31, 2023, intangible

assets total $ 132,728 , net of $ 152,917 of accumulated amortization.

Amortization expense for the three months

ended March 31, 2023 and 2022 was $ 4,644 and $ 4,593 , respectively.

As of June 30, 2023, intangible assets

total $ 136,697 , net of $ 157,757 of accumulated amortization.

Amortization expense for the six months ended

June 30, 2023 and 2022 was $ 9,484 and $ 9,271 , 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.

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 March 31, 2023.

that no impairment write-down is considered necessary as of June 30, 2023.

RELATED PARTY TRANSACTIONS

During the three months ended March 31, 2023

and 2022, the Company paid expense on behalf of an entity controlled by our CEO in the amount of $ 21,109 .

As of March 31, 2023 and December

31, 2022, the Company had amounts due from related parties of $ 35,182 and $ 4,073 , respectively.

Convertible Notes Related Party

Convertible Notes Payable Related Party consists of the following:

March 31, 2023

December 31, 2022

On June 30, 2019, the

Company renegotiated accrued salaries, accrued interest, unpaid reimbursements, cash advances, and outstanding convertible notes for

its two officers.

Under the terms of the agreements, all outstanding notes totaling $ 2,464,480 ,

accrued interest of $ 966,203 ,

accrued salaries of $ 617,915 ,

accrued vacation of $ 64,423 ,

unpaid reimbursements of $ 11,942

and cash advances of $ 110,245

were converted to promissory notes convertible into common stock with a warrant feature.

convertible promissory notes are unsecured, due five

years from issuance, and bear an interest rate of 10 % .

At the investor’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 .

On January 31, 2023 the notes holders settled the Through the

issuance of a new convertible promissory note dated January 31, 2023.

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 $ 1,075,603

and $ 105,590

during the period ended March 31, 2023 and 2022, respectively.

On June 30, 2019, the Company renegotiated accrued salaries, accrued interest, unpaid reimbursements, cash advances, and outstanding convertible notes for its two officers.

Under the terms of the agreements, all outstanding notes totaling $ 2,464,480 , accrued interest of $ 966,203 , accrued salaries of $ 617,915 , accrued vacation of $ 64,423 , unpaid reimbursements of $ 11,942 and cash advances of $ 110,245 were converted to promissory notes convertible into common stock with a warrant feature.

The convertible promissory notes are unsecured, due five years from issuance, and bear an interest rate of 10%.

At the investor’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.

On January 31, 2023 the notes holders settled the notes through the issuance of a new convertible promissory note dated January 31, 2023 .

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 $ 1,075,603 and $ 105,590 during the year ended June 30, 2023 and 2022, respectively.

On January 31, 2023, the Company renegotiated accrued salaries, vacation, and outstanding convertible notes for its two officers.

13 unchanged sentences

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

As of March 31, 2023, $433,600 of

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

As of June 30, 2023, $433,600 of the

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

CONVERTIBLE NOTES

12 unchanged sentences

The Company has determined the value associated with the beneficial conversion feature in connection with the notes to be $ 152,642 as valued under the intrinsic value method.

The aggregate beneficial conversion feature has been accreted and charged to interest expenses in the amount of $ 12,535 and $ 12,535 for the years ended March 31, 2023 and 2022, respectively.

The aggregate beneficial conversion feature has been accreted and charged to interest expenses in the amount of $ 12,535 and $ 12,535 for the years ended June 30, 2023 and 2022, respectively.

Unamortized debt discount

10 unchanged sentences

for certain drug products.

agreement is subject to termination, if among other things, 50 % of the license fee is not paid by December 31, 2019 and if

the full License Fee is not paid by March 31, 2020.

agreement is subject to termination, if among other things, 50 % of the license fee is not paid by December 31, 2019 and if the

full License Fee is not paid by March 31, 2020 .

No payments were made by Quoin and the agreement was terminated on December 31, 2019.

Both Parties subsequently determined that they continue to see the value in a partnership and therefore on May 8, 2020 and

again on July 31, 2020 the companies agreed to extend the Exclusive License Agreement, as amended under the same terms to expire on

September 30, 2020 and on January 27, 2021 the companies agreed to revise the milestone payments due under the agreement and to extend the agreement indefinitely.

Both Parties subsequently determined that they continue to see the value in a partnership and therefore on May 8, 2020 and again on July

31, 2020 the companies agreed to extend the Exclusive License Agreement, as amended under the same terms to expire on September 30, 2020 and

on January 27, 2021 the companies agreed to revise the milestone payments due under the agreement and to extend the agreement indefinitely.

June 14, 2021, the Company entered into an amendment to change the terms of the license Fee as shown below.

12 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 March 31,

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

2023 and December 31, 2022, respectively.

1 unchanged sentence

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

analyzed its operations subsequent to March 31, 2023 to the date these financial statements were available to be issued and has determined

analyzed its operations subsequent to June 30, 2023 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