What changed in this filing

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Item 1. Financial Statements

2023-11-15 compared with 2023-08-14 · 144 added, 130 removed, 267 unchanged (51% of the section changed)

Financial Statements

Our consolidated financial statements included in this Form 10-Q

are as follows:

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);

consolidated financial statements included in this Form 10-Q are as follows:

Consolidated Balance Sheets

as of September 30, 2023 and December 31, 2022 (unaudited);

Consolidated Statements of Operations for the three

and nine months ended September 30, 2023 and 2022 (unaudited);

Consolidated Statements of Stockholders’ Equity

( Deficit) for the three and nine months ended September 30, 2023 and 2022 (unaudited);

Consolidated Statements of Cash Flow for the nine months

ended September 30, 2023 and 2022 (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.

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

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

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.

Operating results for the interim period ended September 30, 2023 are not necessarily

indicative of the results that can be expected for the full year.

CONSOLIDATED BALANCE SHEETS

Current assets

7 unchanged sentences

interest payable

related party

notes payable

6 unchanged sentences

200,000,000 shares authorized;

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

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

paid-in capital

5 unchanged sentences

liabilities and stockholders' deficit

Accompanying Notes to Consolidated Financial Statements.

STATEMENTS OF OPERATIONS

Accompanying Notes to Condensed Consolidated Financial Statements.

CONSOLIDATED STATEMENTS OF OPERATIONS

Cost of revenues

16 unchanged sentences

diluted income (loss) per common share

Basic weighted average

common shares outstanding

Fully diluted weighted

average common shares outstanding

Accompanying Notes to Consolidated Financial Statements.

STATEMENT OF STOCKHOLDERS' DEFICIT

weighted average common shares outstanding

diluted weighted average common shares

Accompanying Notes to Condensed Consolidated Financial Statements.

CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ DEFICIT

Paid-in Capital

Stockholders' Deficit

Total Stockholders'

December 31, 2022

9 unchanged sentences

$ ( 8,431,734 )

Balance, September

$ ( 39,076,697 )

$ ( 8,719,252 )

Balance, December

7 unchanged sentences

( 5,821,958 )

Accompanying Notes to Consolidated Financial Statements.

STATEMENTS OF CASH FLOWS

Balance, September

( 36,597,471 )

( 6,240,026 )

Accompanying Notes to Condensed Consolidated Financial Statements.

CONSOLIDATED STATEMENTS OF CASH FLOWS

Cash flows from operating

6 unchanged sentences

of debt discount

on settlement of debt

on change in derivative liability

2 unchanged sentences

(Increase) in accounts receivable

(decrease) in accounts payable and accrued liabilities

in accounts payable and accrued liabilities

in due from related party

6 unchanged sentences

on related party loans

from related party loans

cash provided by (used in) financing activities

9 unchanged sentences

salary settled with Convertible notes payable related party

See Accompanying Notes

to Consolidated Financial Statements.

Accompanying Notes to Condensed Consolidated Financial Statements.

SKINVISIBLE, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

JUNE 30, 2023

SEPTEMBER 30, 2023

DESCRIPTION OF BUSINESS

37 unchanged sentences

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

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 the nine months ended September 30, 2023, the Company

had a net loss of $2,078,649.

The Company has also incurred cumulative net losses of $39,076,697 since its inception and requires capital

for its contemplated operational and marketing activities to take place.

85 unchanged sentences

performance obligations are warranted, and thereby have earned the right to receive and retain reasonably assured payments.

The Company has made an accounting policy election

to exclude from the measurement of the transaction price all taxes assessed by governmental authorities that are collected by the Company

from its customers (sales and use taxes, value added taxes, some excise taxes).

Accounts Receivable

Accounts receivable

is comprised of uncollateralized customer obligations due under normal trade terms requiring payment within 30 days from the invoice date.

Company has made an accounting policy election to exclude from the measurement of the transaction price all taxes assessed by governmental

authorities that are collected by the Company from its customers (sales and use taxes, value added taxes, some excise taxes).

Accounts receivable is comprised of uncollateralized customer obligations due under normal trade terms requiring

payment within 30 days from the invoice date.

The carrying amount of accounts receivable is reviewed periodically for collectability.

If management determines that collection is unlikely,

an allowance that reflects management’s best estimate of the amounts that will not be collected is recorded.

Management reviews

each accounts receivable balance that exceeds 30 days from the invoice date and, based on an assessment of creditworthiness, estimates

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

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

a reserve for doubtful accounts.

Intangible assets

The Company follows Financial Accounting Standard Board’s (FASB) Codification Topic 350-10 (“ASC 350-10”), “ Intangibles

– Goodwill and Other ”.

According to this statement, intangible assets with indefinite lives are no longer subject to amortization,

but rather an annual assessment of impairment by applying a fair-value based test.

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

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

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 three months

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 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.

If management determines that collection is unlikely, an allowance that reflects management’s best estimate of the amounts that

will not be collected is recorded.

Management reviews each accounts receivable balance that exceeds 30 days from the invoice date and,

based on an assessment of creditworthiness, estimates the portion, if any, of the balance that will not be collected.

As of September

30, 2023 and December 31, 2022, the Company had not recorded a reserve for doubtful accounts.

The Company follows Financial Accounting Standard Board’s (FASB) Codification Topic 350-10 (“ASC 350-10”),

“ Intangibles – Goodwill and Other ”.

According to this statement, intangible assets with indefinite lives are

no longer subject to amortization, but rather an annual assessment of impairment by applying a fair-value based test.

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

(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 nine months ending September 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 82,981,326 additional shares issuable in connection with outstanding convertible debts as of September 30, 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.

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 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.

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, 2023.

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

As of September 30, 2023, intangible assets total $ 132,156 , net of $ 162,298 of accumulated amortization.

expense for the nine months ended September 30, 2023 and 2022 was $ 14,024 and $ 14,000 , 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 September 30, 2023.

RELATED PARTY TRANSACTIONS

Convertible Notes Related Party

Convertible Notes Payable Related Party consists of the following:

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.

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 .

Notes Related Party

Notes Payable Related Party consists of the following:

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.

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 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.

Under the terms of the agreements, all outstanding notes totaling $ 4,220,209 , accrued salaries of $ 1,062,000 , accrued vacation of $ 90,193 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 $0.10 per share along with warrants to purchase one share for every two shares issued at the exercise price of $0.15 per share for three years after the conversion date.

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 $ 1,228,066 and $ 457,389 during the nine months ended September 30, 2023 and 2022, respectively.

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

the terms of the agreements, all outstanding notes totaling $ 4,220,209 , accrued salaries of $ 1,062,000 , accrued vacation of $ 90,193

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 $0.10 per share along with warrants to purchase

one share for every two shares issued at the exercise price of $0.15 per share for three years after the conversion date.

debt discount

( 1,228,066 )

Total, net of unamortized discount

NOTES PAYABLE

Secured debt offering

During the period from May 22, 2013 and December

31, 2018, the Company entered into a 9% notes payable to nineteen investors and received proceeds of $552,000.

were due two years from the anniversary date of execution.

The Notes are secured by the US Patent rights granted for the Company's

Sunscreen Products:

net of unamortized discount

debt offering

the period from May 22, 2013 and December 31, 2018, the Company entered into a 9 % notes payable to nineteen investors and received

proceeds of $ 552,000 .

The notes were due two years from the anniversary date of execution.

The Notes are secured by the

US Patent rights granted for the Company's Sunscreen Products:

US patent number #8,128,913:

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

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

"Sunscreen Composition with Enhanced

UV-A Absorber Stability and Methods.”

of September 30, 2023, $ 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 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 $ 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 June 30, 2023 and 2022, respectively.

The aggregate beneficial conversion feature has been accreted and charged to interest expenses in the amount of $ 12,813 and $ 12,535 for the nine months ended September 30, 2023 and 2022, respectively.

Unamortized debt discount

8 unchanged sentences

a license fee of $ 1,000,000 and a royalty percentage on all net sales on the licensed products subject to adjustment in certain

The agreement also requires that Quoin make certain milestone payments to Skinvisible upon achieving regulatory approval milestones

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 .

The agreement also requires that Quoin make certain milestone payments to Skinvisible upon achieving regulatory approval

milestones 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.

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

3 unchanged sentences

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

partial consideration for the rights conveyed by Skinvisible under this Agreement, Licensee agrees to pay to Skinvisible a one-time, non-refundable,

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

partial consideration for the rights conveyed by Skinvisible under this Agreement, Licensee agrees to pay to Skinvisible a one-time,

non-refundable, non-creditable license issue fee of one million USD dollars ( $ 1,000,000 ).

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

7 unchanged sentences

STOCKHOLDERS’

The Company is authorized to issue 200,000,000 shares

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,

2023 and December 31, 2022, respectively.

SUBSEQUENT EVENTS

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

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.

Company is authorized to issue 200,000,000 shares 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 September 30, 2023 and December 31, 2022, respectively.

accordance with ASC Topic 855-10, the Company has analyzed its operations subsequent to September 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

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