What changed in this filing

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Item 8. Financial Statements and Supplementary Data

2025-04-14 compared with 2024-04-16 · 374 added, 385 removed, 216 unchanged (78% of the section changed)

Financial Statements and Supplementary Data

to Financial Statements Required by Article 8 of Regulation S- X:

Financial Statements Required by Article 8 of Regulation S-X:

Financial Statements:

of Independent Registered Public Accounting Firm (GreenGrowth CPAs PCOAB # 6580 )

of Independent Registered Public Accounting Firm (Gries & Associates, LLC )

Balance Sheets as of December 31, 2023 and 2022

Statements of Operations for the years ended December 31, 2023 and 2022

Statement of Stockholders’ Deficit for the years ended December 31, 2023 and 2022

Statements of Cash Flows for the years ended December 31, 2023 and 2022

to Consolidated Financial Statements

Reports of Independent Registered Public Accounting Firms

Consolidated Balance Sheets as of December 31, 2024 and 2023

Consolidated Statements of Operations for the years ended December 31, 2024 and 2023

Consolidated Statement of Stockholders’ Deficit for the years ended December 31, 2024 and

Consolidated Statements of Cash Flows for the years ended December 31, 2024 and 2023

Notes to Consolidated Financial Statements

Report of Independent Registered Public Accounting

Board of Directors and Stockholders

Skinvisible, Inc

To the Board of Directors and Shareholders

of Skinvisible, Inc

Opinion on the Financial Statements

We have audited the accompanying consolidated balance

sheets of Skinvisible, Inc (the Company) as of year end, December 31, 2023, and the related consolidated statements of operations, consolidated

statement of stockholders’ deficit, and consolidated statement of cash flows for the period ended December 31, 2023, and the related

notes (collectively referred to as the financial statements).

sheet of Skinvisible, Inc.

(the Company) as of December 31, 2024 and 2023, and the related consolidated statement of operations, stockholders’

deficit, and cash flows for the years then ended and the related notes (collectively referred to as the financial statements).

In our opinion, the financial statements present

fairly, in all material respects, the financial position of the Company as of December 31, 2023, and the results of its operations and

its cash flows for each of the years in the period ended December 31, 2023, in conformity with accounting principles generally accepted

in the United States of America.

The financial statements of the Company as of December

31, 2022, were audited by other auditors whose report dated March 28, 2023, expressed an unqualified opinion on those statements.

fairly, in all material respects, the financial position of the Company as of December 31, 2024 and 2023, and the results of its operations

and its cash flows for the years then ended, in conformity with accounting principles generally accepted in the United States of America.

Going Concern Considerations

The accompanying financial statements have been

prepared assuming that the Company will continue as a going concern.

The Company has suffered recurring losses since inception and has

not achieved profitable operations, which raise substantial doubt about its ability to continue as a going concern.

plans in regard to these matters are described in Note 2.

The financial statements do not include any adjustments that might result from

the outcome of this uncertainty.

Basis for Opinion

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to those risks.

Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements.

Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating

the overall presentation of the financial statements.

Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial

Our audits also included evaluating the accounting principles used and significant estimates made by management, as well

as evaluating the overall presentation of the financial statements.

We believe that our audits provide a reasonable basis for our opinion.

Critical Audit Matters

The critical audit matters communicated below are

matters arising from the current period audit of the financial statements that were communicated or required to be communicated to the

Critical Audit Matter

The critical audit matter communicated below is

a matter arising from the current period audit of the financial statements that was communicated or required to be communicated to the

audit committee and that:

(1) relate to accounts or disclosures that are material to the financial statements and (2) involved our especially

(1) relates to accounts or disclosures that are material to the financial statements and (2) involved our especially

challenging, subjective, or complex judgments.

The communication of critical audit matters does not alter in any way our opinion on the

financial statements, taken as a whole, and we are not, by communicating the critical audit matters below, providing separate opinions

on the critical audit matters or on the accounts or disclosures to which they relate.

Emphasis of Matter Regarding Going Concern

The accompanying financial statements have

been prepared assuming that the Company will continue as a going concern.

As described in Note 2 to the financial statements, the Company

has sustained a net loss of $2,360,848 for the year under audit and has accumulated losses of $39,358,896.

These factors, among others,

raise substantial doubt about the Company’s ability to continue as a going concern.

Management’s plans in regard to these

matters are also described in Note 2.

The financial statements do not include any adjustments that might result from the outcome of this

Our opinion is not modified with respect to this matter.

Description of the Matter

Convertible Debentures

As described in the Consolidated Balance Sheet and

in Note 5 to the consolidated financial statements, the Company has established convertible debentures of $5,372,402 as of December 31,

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

How We Addressed the Matter in Our Audit

Our procedures consisted of performing review of the agreement signed and review of the adjustments made on the renegotiation of the c onvertible debentures , we also confirmed the unlikelihood of those convertible debentures to be converted.

Based on the audit procedures performed, we found the reserve levels to be reasonable.

/s/ GreenGrowth CPAs

April 15, 2024

We have served as the Company´s auditor since 2023

Gries & Associates, LLC

Certified Public Accountants

Cherry Street Ste 1100

Denver, Colorado 80246

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING

To the Board of Directors and Stockholders

The communication of a critical audit matter does not alter in any way our opinion on the

financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing separate opinion on

the critical audit matter or on the accounts or disclosures to which it relates.

Accounting for Convertible

Critical Audit Matter Description

As discussed in Note 11 to the consolidated financial

statements, the Company issued a convertible note during 2024, which contained embedded features.

Under ASC 815, Derivatives and Hedging ,

management is required to assess whether these embedded features should be bifurcated and accounted for separately as derivative liabilities.

The auditing of the Company convertible note involved

especially challenging auditor judgment due to the complexity of the embedded features and the application of complex accounting guidance

and consideration of various terms and conditions within the convertible note agreement.

Audit Response

Our audit procedures to address the accounting

of the convertible note included the following, among others:

- We obtained and read the terms

and conditions of the convertible note issued to understand the various features associated with the convertible note.

- We assessed whether the embedded

features met the bifurcation criteria under ASC 815, including the evaluation of whether these features were clearly and closely related

to the debt host.

- We evaluated management’s

application of ASC 815-15 and ASC 480 to determine whether the identified embedded features should be classified as derivatives and assessed

the appropriateness of their conclusions.

- We evaluated the competency and

objectivity of management’s expert engaged by the Company to assist in the accounting analysis of the convertible note.

GreenGrowth CPAs

have served as the Company’s auditor since 2023.

Angeles, California

ID Number 6580

SKINVISIBLE, INC.

Opinion on the Financial Statements

We have audited the accompanying balance sheets

of Skinvisible, Inc.

(the Company), which comprise the balance sheet as of December 31, 2022 and 2021 and the related statements of Operations,

Changes in Stockholder’s Equity, and Cash Flows for the years then ended, and the related notes to the financial statements.

our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of December 31,

2022 and 2021, and the results of its operations and its cash flows for each of the period then ended in conformity with accounting principles

generally accepted in the United States of America.

Basis for Opinion

These financial statements are the responsibility

of the Company’s management.

Our responsibility is to express an opinion on the Company’s financial statements based on our

We are a public accounting firm registered with the Public Company Accounting Oversight Board (United Sates) (“PCAOB”)

and are required to be independent with respect to the Company in accordance with the U.S.

federal securities laws and the applicable

rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards

of the PCAOB.

Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements

are free of material misstatement, whether due to error or fraud.

The Company is not required to have, nor were we engaged to perform,

an audit of its internal control over financial reporting.

As part of our audits we were required to obtain an understanding of internal

control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal

control over financial reporting.

Accordingly, we express no such opinion.

Our audits included performing procedures to assess

the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond

to those risks.

Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements.

Our audits also included evaluation of the accounting principles used and significant estimates made by management, as well as evaluating

the overall presentation of the financial statements.

We believe that our audits provide a reasonable basis for our opinion.

Critical Audit Matter

The critical audit matter communicated below is a matter

arising from the current-period audit of the financial statements that was communicated or required to be communicated to the audit committee

and that (1) relates to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging,

subjective, or complex judgements.

The communication of critical audit matters does not alter in any way our opinion on the financial

statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical

audit matter or on the disclosures to which it relates.

Emphasis of Matter Regarding Going Concern

The accompanying financial statements have been prepared

assuming that the Company will continue as a going concern.

As described in Note 2 to the financial statements, the Company has not generated

any revenues since inception and sustained a net loss of $1,224,887 for the year under audit and has accumulated losses of $36,998,048.

These factors, among others, raise substantial doubt about the Company’s ability to continue as a going concern.

plans in regard to these matters are also described in Note 2.

The financial statements do not include any adjustments that might result

from the outcome of this uncertainty.

Our opinion is not modified with respect to this matter.

Emphasis of Matters-Risks and Uncertainties

The Company is not able to predict the ultimate

impact that COVID -19 will have on its business.

However, if the current economic conditions continue, the pandemic could have an

adverse impact on the economies and financial markets of many countries, including the geographical area in which the Company plans

/s/ Gries & Associates, LLC

We have served as the Company’s auditor since 2021.

Denver, Colorado

March 28, 2023

BALANCE SHEETS

Current assets

receivable - Related party

expense and other current assets

CONSOLIDATED BALANCE SHEETS

December 31, 2024

December 31, 2023

Current assets

and trademarks, net

LIABILITIES AND STOCKHOLDERS'

Current liabilities

payable and accrued liabilities

interest payable

from related party

notes payable

Accounts receivable

Due from related party

Prepaid expense and other current assets

Total current assets

Patents and trademarks, net

LIABILITIES AND STOCKHOLDERS' DEFICIT

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 $ 63,785 and $ 127,434 , respectively

Accounts payable and accrued liabilities

Accrued interest payable

Loans from related party

Loans payable

Convertible notes payable, net of unamortized debt discount of $ 0 and $ 63,785 , respectively

Derivative liability

Total current liabilities

Convertible notes payable related party, net of unamortized discount of $ 0 and $ 0

Convertible notes payable

Total liabilities

Stockholders' deficit

$ 0.001 par value;

Common stock;

shares authorized;

4,539,843 shares issued and outstanding at December 31, 2023 and December

and 4,539,843

shares issued and outstanding at December 31, 2024 and

2023, respectively

paid-in capital

Shares payable

Additional paid-in capital

Accumulated deficit

( 39,946,142 )

( 39,380,488 )

stockholders' deficit

Total stockholders' deficit

( 9,245,947 )

( 9,023,043 )

liabilities and stockholders' deficit

See Accompanying Notes to Consolidated

Financial Statements.

STATEMENTS OF OPERATIONS

Total liabilities and stockholders' deficit

See Accompanying Notes to Consolidated Financial

SKINVISIBLE, INC.

CONSOLIDATED STATEMENT OF OPERATIONS

December 31, 2024

December 31, 2023

Cost of revenues

Operating expenses

and amortization

general and administrative

operating expenses

Depreciation and amortization

Selling general and administrative

Total operating expenses

Loss from operations

Other income and (expense)

on settlement of debt

( 1,887,150 )

Gain/(loss) on settlement of debt

Interest expense

( 1,887,150 )

on change in derivative liability

other income (expense)

Gain/(loss) on change in derivative liability

Total other income (expense)

( 1,892,065 )

income (loss)

$ ( 565,654 )

$ ( 2,382,440 )

income (loss) per common share

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

Paid-in Capital

Total Stockholders'

Basic loss per common share

Fully diluted loss per common share

Basic weighted average common shares outstanding

Fully diluted weighted average common shares outstanding

See Accompanying Notes to Consolidated Financial

SKINVISIBLE, INC.

CONSOLIDATED STATEMENT OF STOCKHOLDERS'

Additional Paid-in Capital

Shares payable

Accumulated Deficit

Total Stockholders' Deficit

Balance, December 31, 2022

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$ ( 9,023,043 )

( 2,382,440 )

Shares issued for conversion of notes payable

Shares and warrants issued for services

Units issued for cash

Balance, December 31, 2024

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Financial Statements.

STATEMENTS OF CASH FLOWS

Cash flows from operating

$ ( 2,382,440 )

CONSOLIDATED STATEMENT OF CASH FLOWS

December 31, 2024

December 31, 2023

Cash flows from operating activities:

$ ( 2,382,440 )

to reconcile net loss to net cash

provided (used) by operating activities:

and amortization

for doubtful accounts

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

(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

from related party loans

cash provided by (used in) financing activities

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

Shares issued for services

Allowance for doubtful accounts

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 due from related party

Increase (decrease) in accounts payable and accrued liabilities

Decrease in due to related party

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:

Common stock issued for cash

Proceeds on related party loans

Repayment on related party loans

Proceeds from convertible notes payable

Net cash provided by (used in) financing activities

Net change in cash

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Cash, end of period

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.

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

Accompanying Notes to Consolidated Financial Statements.

SKINVISIBLE, INC.

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offices in 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.

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.

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Basis of presentation

The accompanying audited

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

The accompanying

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

States of America.

In the opinion of management, all adjustments, consisting of normal recurring adjustments, necessary for a fair presentation

1 unchanged sentence

Going concern

The accompanying financial statements have been

prepared on a going concern basis, which contemplates the realization of assets and the satisfaction of liabilities in the normal course

For the year ended December 31, 2023, the Company had a net loss of $ 2,382,440 .

The Company has also incurred cumulative

net losses of $ 39,380,488 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 the necessary funding

through licensing of its core products and to seek additional debt and equity funding.

However, the Company’s ability to

generate the necessary funds through licensing or raise additional capital through the future issuances of common stock or debt is unknown.

The obtainment of additional financing, the successful development of the Company’s contemplated plan of operations, and its transition,

ultimately, to the attainment of profitable operations are necessary for the Company to continue operations.

The consolidated financial

statements of the Company do not include any adjustments that may result from the outcome of these aforementioned uncertainties.

The Company's operations and business have experienced

disruption due to the unprecedented conditions surrounding the COVID-19 pandemic spreading throughout the United States and elsewhere.

The spread of COVID-19 has caused a change in the availability of our staff and support services.

Due to the COVID-19 pandemic, there

has been uncertainty and disruption in the global economy and financial markets.

The Company is not aware of any specific event or circumstance

that would require an update to its estimates or judgments or a revision of the carrying value of its assets or liabilities as of the

date of issuance of this filing.

These estimates could change in the future, as new events occur, or additional information is obtained.

The accompanying

financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the satisfaction of

liabilities in the normal course of business.

For the year ended December 31, 2024, the Company had a net loss of $ 565,654 The Company

has also incurred cumulative net losses of $ 39,946,142 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

the necessary funding through licensing of its core products and to seek additional debt and equity funding.

However, the Company’s

ability to generate the necessary funds through licensing or raise additional capital through the future issuances of common stock or

debt is unknown.

The obtainment of additional financing, the successful development of the Company’s contemplated plan of operations,

and its transition, ultimately, to the attainment of profitable operations are necessary for the Company to continue operations.

consolidated financial statements of the Company do not include any adjustments that may result from the outcome of these aforementioned

uncertainties.

SUMMARY OF SIGNIFICANT

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The consolidated financial

statements and notes are representations of the Company’s management, who are responsible

for their integrity and objectivity.

These accounting policies conform to accounting principles generally accepted in the United States

of America and have been consistently applied in the preparation of the consolidated financial statements.

statements and notes are representations of the Company’s management, who are responsible for their integrity and objectivity.

These accounting policies conform to accounting principles generally accepted in the United States of America and have been consistently

applied in the preparation of the consolidated financial statements.

Principles of consolidation

The consolidated

financial statements include the accounts of the Company and its subsidiary Skinvisible Pharmaceuticals Inc.

All significant intercompany

balances and transactions have been eliminated.

consolidated financial statements include the accounts of the Company and its subsidiary Skinvisible Pharmaceuticals Inc.

All significant

intercompany balances and transactions have been eliminated.

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

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.

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.

Actual results may differ from these estimates under different assumptions

or conditions.

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.

Cash and cash equivalents

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since the stated rate of interest approximates market rates.

Fair value is defined as the exchange price that would

be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or

liability in an orderly transaction between market participants on the measurement date.

Valuation techniques used to measure fair value

maximize the use of observable inputs and minimize the use of unobservable inputs.

The Company utilizes a fair value hierarchy based on

three levels of inputs, of which the first two are considered observable and the last unobservable.

Fair value is defined as the exchange price that

would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset

or liability in an orderly transaction between market participants on the measurement date.

Valuation techniques used to measure fair

value maximize the use of observable inputs and minimize the use of unobservable inputs.

The Company utilizes a fair value hierarchy

based on three levels of inputs, of which the first two are considered observable and the last unobservable.

Level 1 Quoted prices in active markets for identical assets or liabilities.

These are typically obtained from real-time quotes for transactions in active exchange markets involving identical assets.

The Company uses Level 1 measurements to value the transactions when it issues shares, warrants, options and debt with beneficial conversion features.

Level 2 Quoted prices for similar assets and liabilities in active markets;

uses Level 1 measurements to value the transactions when it issues shares, warrants, options and debt with beneficial conversion

Level 2 Quoted prices for similar assets and liabilities in active

quoted prices included for identical or similar assets and liabilities that are not active;

and model-derived valuations in which all significant inputs and significant value drivers are observable in active markets.

These are typically obtained from readily available pricing sources for comparable instruments.

The Company did not rely on any Level 2 measurements for any of its transactions in the periods included in these financial statements.

Level 3 Unobservable inputs, where there is little or no market activity for the asset or liability.

These inputs reflect the reporting entity’s own beliefs about the assumptions that market participants would use in pricing the asset or liability, based on the best information available in the circumstances.

The Company did not rely on any Level 3 measurements for any of its transactions in the periods included in these financial statements.

and model-derived valuations

in which all significant inputs and significant value drivers are observable in active markets.

These are typically obtained from

readily available pricing sources for comparable instruments.

The Company did not rely on any Level 2 measurements for any of its

transactions in the periods included in these financial statements.

Level 3 Unobservable inputs, where there is little or no market activity

for the asset or liability.

These inputs reflect the reporting entity’s own beliefs about the assumptions that market participants

would use in pricing the asset or liability, based on the best information available in the circumstances.

The Company did not rely

on any Level 3 measurements for any of its transactions in the periods included in these financial statements.

Revenue recognition

16 unchanged sentences

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

Distribution and license

rights sales – We also recognize revenue from distribution and license rights when no further contingencies or material

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

Distribution and

license rights sales – We also recognize revenue from distribution and license rights when no further contingencies or

material 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

2 unchanged sentences

Accounts Receivable

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 December 31, 2023 and 2022, the Company had recorded allowances for doubtful receivables in the amounts

of 21,592 and $0, respectively.

Accounts receivable

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

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.

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 December 31, 2024 and 2023, the Company had determined

it was not necessary to recognize a reserve for doubtful accounts.

Intangible assets

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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 dilutive.

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

December 31, 2022 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 82,981,326 additional shares issuable in connection with outstanding options, warrants, stock

payable and convertible debts as of December 31, 2023 The shares issuable under each instrument is as follows;

82,981,326 shares issuable

under convertible notes.

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

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, 2024 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 82,346,405 additional shares issuable in connection with outstanding options, warrants, stock payable

and convertible debts as of December 31, 2024 The shares issuable under each instrument is as follows;

82,346,405 shares issuable under

convertible notes.

Recently 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

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

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.

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.

We adopted this ASU for the year ended December 31 ,2022.

This ASU had no impact on our financial statements for the years

ended December 31, 2024 and 2023, respectively.

In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280):

to Reportable Segment Disclosures.

The amendments in this ASU require disclosures, on an annual and interim basis, of significant segment

expenses that are regularly provided to the chief operating decision maker (“CODM”), as well as the aggregate amount of other

segment items included in the reported measure of segment profit or loss.

This ASU requires that a public entity disclose the title and

position of the CODM and an explanation of how the CODM uses the reported measure(s) of segment profit or loss in assessing segment performance

and deciding how to allocate resources.

This ASU is effective for fiscal years beginning after December 15, 2023, including interim periods

within those fiscal years, with early adoption permitted.

The amendments in this ASU should be applied retrospectively to all prior periods

presented in the financial statements.

The Company adopted the ASU and determined that its adoption did not have a material impact on

the Company’s consolidated financial statements and related disclosures.

As defined in the ASU, operating segments are components

of an enterprise about which discrete financial information is regularly provided to the CODM in making decisions on how to allocate resources

and assess performance for the organization.

The Company operates and manages its business as one reportable and operating segment.

Company’s CODM is the Chief Executive Officer.

The Company’s CODM reviews consolidated operating results to make decisions

about allocating resources and assessing performance for the entire Company.

The Company does not believe that other standards, which have

been issued but are not yet effective, will have a significant impact on its financial statements.

INTANGIBLE AND OTHER ASSETS

Patents and other intangible assets are capitalized

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amortization.

License and distributor rights were acquired

by the Company in January 1999 and provide exclusive use distribution of polymers and polymer based products.

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

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December 31, 2023

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

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 $ 1,228,066 and $ 457,389 during the year ended December 31, 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

On January 31, 2023, the Company negotiated

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 .

Unamortized debt discount

( 1,228,066 )

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.

Total, net of unamortized discount

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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:

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 December 31, 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.” The Company determined that all the outstanding notes had met the statue of limitations and as such the Company was

no longer legally obligated to pay the notes.

As such, the Company wrote the entire balance of the notes of $ 433,600

and accrued interest of $ 407,343

to gain on settlement of debt on the Statement of Operations.

CONVERTIBLE NOTES PAYABLE

Convertible Notes Payable consists of the following:

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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.

The Company determined that all the outstanding notes had met the statue of limitations and as such the Company was no longer legally obligated to pay the notes.

As such, the Company wrote entire balance of the notes and accrued interest to gain on settlement of debt on the Statement of Operations.

Original issue discount

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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 $ 38,023 and $ 50,974 for the year ended December 31, 2023 and 2022, respectively.

The aggregate beneficial conversion feature has been accreted and charged to interest expenses in the amount of $ 50,973 and $ 50,863 for the years ended December 31, 2024 and 2023, respectively.

Unamortized debt discount

1 unchanged sentence

Total Convertible Notes

Current portion:

Total long-term convertible notes

COMMITMENTS AND CONTINGENCIES

License Agreement

October 17, 2019, Skinvisible entered an Exclusive License Agreement with Quoin pursuant to which Skinvisible granted to Quoin a license

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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,

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.

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 ).

The Company provides for income taxes under

FASB ASC 740, Accounting for Income Taxes.

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 ).

The Company provides for income taxes under FASB

ASC 740, Accounting for Income Taxes.

FASB ASC 740 requires the use of an asset and liability approach in accounting for income

1 unchanged sentence

and liabilities and the tax rates in effect currently.

FASB ASC 740 requires the reduction of

deferred tax assets by a valuation allowance, if, based on the weight of available evidence, it is more likely than not that some or all

of the deferred tax assets will not be realized.

In the Company’s opinion, it is uncertain whether they will generate sufficient

taxable income in the future to fully utilize the net deferred tax asset.

Accordingly, a valuation allowance equal to the deferred tax

asset has been recorded.

FASB ASC 740 requires the reduction of deferred

tax assets by a valuation allowance, if, based on the weight of available evidence, it is more likely than not that some or all of the

deferred tax assets will not be realized.

In the Company’s opinion, it is uncertain whether they will generate sufficient taxable

income in the future to fully utilize the net deferred tax asset.

Accordingly, a valuation allowance equal to the deferred tax asset

has been recorded.

The total deferred tax asset is approximately $ 8.4 million as of December 31, 2024 which is calculated by multiplying

a 21 % estimated tax rate by the cumulative net operating loss (NOL) of approximately $ 40.0 million .

Due to the enactment of the Tax Reform

Act of 2017, we have calculated our deferred tax assets using an estimated corporate tax rate of 21 % .

US Tax codes and laws may be subject

to further reform or adjustment which may have a material impact to the Company’s deferred tax assets and liabilities.

The Company will recognize interest and

penalties related to uncertain tax positions as a component of income tax expense.

As of December 31, 2023, the Company had no accrued

interest or penalties related to uncertain tax positions and no amounts have been recognized in the Company’s statement of operations.

The significant components of the Company's

deferred tax assets and liabilities as of December 31, 2023 and 2022 are as follows:

Due to the enactment of the Tax Reform Act of

2017, we have calculated our deferred tax assets using an estimated corporate tax rate of 21 % .

US Tax codes and laws may be subject to

further reform or adjustment which may have a material impact to the Company’s deferred tax assets and liabilities.

The Company will recognize interest and penalties

related to uncertain tax positions as a component of income tax expense.

As of December 31, 2024, the Company had no accrued interest

or penalties related to uncertain tax positions and no amounts have been recognized in the Company’s statement of operations.

The significant components of the Company's deferred

tax assets and liabilities as of December 31, 2024 and 2023 are as follows:

As of December 31,

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respectively.

plans to file its U.S.

The Company plans

to file its U.S.

federal return for the year ended December 31, 2024 upon the issuance of this filing.

Upon filing of the tax return

for the year ended December 31, 2023 the actual deferred tax asset and associated valuation allowance available to the Company may differ

from management’s estimates.

The tax years 2020-2022 remained open to examination for federal income tax purposes by the major

tax jurisdictions to which the Company is subject.

No tax returns are currently under examination by any tax authorities.

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 December

31, 2023 and 2022, respectively.

for the year ended December 31, 2024 the actual deferred tax asset and associated valuation allowance available to the Company may

differ from management’s estimates.

The tax years 2020-2024 remained open to examination for federal income tax purposes by

the major tax jurisdictions to which the Company is subject.

No tax returns are currently under examination by any tax

STOCK WARRANTS

The following is a summary of stock warrant activity during the years ended December 31, 2024 and 2023:

average exercise price

December 31, 2022

December 31, 2023

December 31, 2024

February 5, 2024, the Company issued 300,000 units consisting of one share of common stock and one-half one-year warrant exercisable

at $ 0.10 valued at $ 208,000 .

The warrants were valued using the Binomial pricing model using the inputs stock price:

$ 0.43 , discount

rate 4.22 % , volatility 214.32% .

the year ended December 31, 2024, the Company sold 402,000 units consisting of one share of common stock and one half one year

warrant exercisable at $ 0.20 for $ 66,000 , of which 25,000 share sold for $ 10,000 were not issued and included in stock

August 26, 2024, the Company issued 50,000 warrants valued at $ 26,000 for services.

The warrants were valued using the Binomial pricing

model using the inputs stock price:

$ 0.57 , discount rate 3.95 % , volatility 206.04 % .

of December 31, 2024, the outstanding warrants had a remaining term of 0.75 years and an intrinsic value of $ 0 .

STOCKHOLDERS’ DEFICIT

The Company is authorized to issue 200,000,000

shares of $ 0.001 par value common stock.

The Company had 5,316,843 and 4,539,843 issued and outstanding shares of common stock as of

December 31, 2024 and 2023, respectively.

On February 5, 2024, the Company issued 300,000

units consisting of one share of common stock and one-half one-year warrant exercisable at $ 0.10

valued at $ 208,000

for the conversion of debt.

During the year ended December 31, 2024, the

Company sold 402,000 units consisting of one share of common stock and one half one year warrant exercisable at $ 0.20 for $ 66,000 , of

which 25,000 share sold for $ 10,000 were not issued and included in stock payable .

On August 26, 2024, the Company issued 50,000

warrants valued at $ 26,000 for services.

On October 14, 2024, the Company issued 75,000

shares valued at $ 42,750 for services.

SUBSEQUENT EVENTS

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

its operations subsequent to December 31, 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.

Changes In and Disagreements with Accountants on Accounting and Financial Disclosure

(the “Company”) were informed that Gries & Associates, LLC (“Gries”) had sold its business to GreenGrowth

CPAs (“GreenGrowth”).

On October 17, 2023, we engaged and executed an agreement with GreenGrowth, as the Company’s

new independent accountant to replace Gries.

In accordance with ASC Topic 855-10, the

Company has analyzed its operations subsequent to December 31, 2024 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.

Changes In and Disagreements

with Accountants on Accounting and Financial Disclosure

“Company”) were informed that Gries & Associates, LLC (“Gries”) had sold its business to GreenGrowth CPAs

(“GreenGrowth”).

On October 17, 2023, we engaged and executed an agreement with GreenGrowth, as the Company’s new independent

accountant to replace Gries.

The engagement of GreenGrowth was approved by our Board of Directors.

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-K

Item 8. Financial Statements and Supplementary Data