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Item 1. Financial Statements

2025-05-14 compared with 2024-11-19 · 202 added, 257 removed, 161 unchanged (74% of the section changed)

Financial Statements

Our consolidated financial statements included in this Form 10-Q

are as follows:

Consolidated Balance Sheets as of September 30, 2024 and December 31, 2023 (unaudited);

Consolidated Statements of Operations for the three and nine months ended September 30, 2024 and 2023 (unaudited);

Consolidated Statements of Stockholders’ Equity ( Deficit) for the three and nine months ended September 30, 2024 and 2023 (unaudited);

Consolidated Statements of Cash Flow for the nine months ended September 30, 2024 and 2023 (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.

Our condensed consolidated financial statements included in this Form

10-Q are as follows:

Condensed consolidated Balance Sheets as of March 31, 2025 and December 31, 2024 (unaudited);

Condensed consolidated Statements of Operations for the three months ended March 31, 2025 and 2024 (unaudited);

Condensed consolidated Statements of Stockholders’ Equity ( Deficit) for the three months ended March 31, 2025 and 2024 (unaudited);

Condensed consolidated Statements of Cash Flow for the three months ended March 31, 2025 and 2024 (unaudited);

Notes to Condensed consolidated Financial Statements.

These condensed 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 September 30, 2024 are not necessarily indicative of the results that can be expected for the full

CONSOLIDATED BALANCE SHEETS

Operating results for the interim period ended March 31, 2025 are not necessarily indicative of the results that can be expected for the

CONDENSED CONSOLIDATED BALANCE SHEETS

Current assets

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current liabilities

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

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

$ 0 respectively

notes payable

1 unchanged sentence

Stockholders' deficit

200,000,000 shares

4,889,843 and

4,539,843 shares

issued and outstanding at September 30, 2024 and December 31, 2023, respectively

Common stock;

$ 0.001 par value;

200,000,000 shares authorized;

and 5,316,843 shares issued and outstanding at March 31, 2025 and December 31, 2024, respectively

Shares payable

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Accompanying Notes to Condensed Consolidated Financial Statements.

CONSOLIDATED STATEMENTS OF OPERATIONS

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

For the three months ended

March 31, 2025

March 31, 2024

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)

( 1,719,393 )

on change in derivative liability

other income (expense)

( 1,724,812 )

income (loss)

$ ( 286,604 )

$ ( 287,518 )

Interest expense

Gain/(loss) on change in derivative liability

Total other income (expense)

$ ( 281,005 )

$ ( 290,372 )

income (loss) per common share

diluted income (loss) per common share

Basic weighted average

common shares outstanding

Fully diluted weighted

average common shares outstanding

Basic loss per common share

Basic weighted average common shares outstanding

Accompanying Notes to Condensed Consolidated Financial Statements.

CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ DEFICIT

Paid-in Capital

CONDENSED CONSOLIDATED STATEMENT OF STOCKHOLDERS'

Additional Paid-in

Stockholders' Deficit

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$ ( 9,223,527 )

Shares issued for cash

Balance, March 31,

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$ ( 9,479,752 )

Units issued for cash

Balance, June 30,

$ ( 39,974,309 )

$ ( 9,581,864 )

Units issued for cash

Balance, September

$ ( 40,260,913 )

$ ( 9,867,468 )

December 31, 2022

$ ( 36,998,048 )

$ ( 6,640,603 )

Balance, December

$ ( 39,380,488 )

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$ ( 9,313,415 )

Balance, June 30,

$ ( 38,789,179 )

$ ( 8,431,734 )

Balance, September

$ ( 39,076,697 )

$ ( 8,719,252 )

Accompanying Notes to Condensed Consolidated Financial Statements.

CONSOLIDATED STATEMENTS OF CASH FLOWS

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

the three months ended

Cash flows from operating

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(Increase) in prepaid assets

(Increase) in accounts receivable

(decrease) in accounts payable and accrued liabilities

1 unchanged sentence

in accrued interest

provided used in operating activities

cash provided used in operating activities

Cash flows from investing

of intangible assets

used in investing activities

cash used in investing activities

Cash flows from financing

1 unchanged sentence

on related party loans

related party loans

from notes payable

on convertible notes payable

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paid for interest

SUPPLEMENTAL DISCLOSURE OF

CASH FLOW INFORMATION:

investing and financing activities:

salary settled with Convertible notes payable related party

Accompanying Notes to Condensed Consolidated Financial Statements.

SKINVISIBLE, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

SEPTEMBER 30, 2024

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

MARCH 31, 2025

DESCRIPTION OF BUSINESS

Description of business

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

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

and mucosal polymer-based delivery system technologies and formulations incorporating its patent-pending formula/process for combining

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Additionally, the Company’s non-dermatological formulations offer solutions

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

The Company maintains executive and sales 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.

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

The Company maintains executive and sales

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

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Basis of presentation

The accompanying unaudited

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

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

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

recent Annual Financial Statements on Form 10-K filed with the SEC on April 16, 2024.

In the opinion of management, all adjustments, consisting

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

period presented have been reflected herein.

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

to be expected for the full year.

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

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

The condensed consolidated balance sheet at December

31, 2023 has been derived from the audited financial statements at that date, but does not include all of the information and footnotes

required by generally accepted accounting principles in the U.S.

for complete financial statements.

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 nine months ended September 30, 2024, the Company

had a net loss of $ 880,425 .

The Company has also incurred cumulative net losses of $ 40,260,913 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 accompanying audited

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

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

of financial position and the results of operations for the period presented have been reflected herein.

The Company has adjusted certain previously reported amounts in its

balance sheets as of and for the year ended December 31, 2024, to reflect the removal of a derivative liability in the amount of $ 22,420

associated with certain notes payable settled during the year ended December 31, 2024.

This adjustment did not materially impact the financial

position and the result of operations of the Company for the year indicated.

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 of business.

the three months ended March 31, 2025, the Company had a net loss of $ 281,005 The Company has also incurred cumulative net losses of $ 40,227,147

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 condensed consolidated financial statements of the Company do not include any adjustments

that may result from the outcome of these aforementioned uncertainties.

SUMMARY OF SIGNIFICANT

summary of significant accounting policies of Skinvisible Inc.

is presented to assist in understanding the Company’s consolidated

financial statements.

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.

This summary of significant accounting policies of Skinvisible

is presented to assist in understanding the Company’s condensed consolidated financial statements.

The condensed 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 condensed 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.

The condensed 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 condensed 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 condensed consolidated financial statements, and the reported amounts of revenues and expenses during the reporting

Actual results could differ from those estimates.

Significant estimates include estimates used to review the Company’s

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

capital stock issuances.

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

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

that are not readily apparent from other sources.

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

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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Fair Value of financial instruments

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

of these instruments.

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

The carrying amount of the Company’s convertible debt is also stated at a fair value of $ 5,764,477 since the stated

rate of interest approximates market rates.

carrying value of cash, accounts payable and accrued expenses, and debt (See Notes 6 & 8) approximate their fair values because of

the short-term nature of these instruments.

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

from these financial instruments.

The carrying amount of the Company’s convertible debt is also stated at a fair value of $ 5,724,477

since the stated rate of interest approximates market rates.

Fair value is defined as the exchange price that would

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a performance obligation.

Product sales –

Revenues from the sale of products (Invisicare® polymers) are recognized when title to the products are transferred to the customer

and only when no further contingencies or material performance obligations are warranted, and thereby have earned the right to receive

reasonably assured payments for products sold and delivered.

Royalty sales –

We also recognize royalty revenue from licensing our patented product formulations only when earned, with 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.

Product sales – Revenues from the sale of products

(Invisicare® polymers) are recognized when title to the products are transferred to the customer and only when no further contingencies

or material performance obligations are warranted, and thereby have earned the right to receive reasonably assured payments for products

sold and delivered.

Royalty sales – We also recognize royalty revenue

from licensing our patented product formulations only when earned, with 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

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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

a reserve for doubtful accounts.

As of March 31, 2025 and 2024, the Company had determined it was not necessary

to recognize a reserve for doubtful accounts.

Intangible assets

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

The Company follows

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

Goodwill and Other ”.

1 unchanged sentence

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.

Under ASC 350-10, the carrying value of assets

are calculated at the lowest level for which there are identifiable cash flows.

Stock-based compensation

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

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 March 31, 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 83,156,326 additional shares issuable in connection with outstanding convertible debts as

of September 30, 2024.

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 March 31, 2025 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 March 31, 2025 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 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.

In November 2023, the FASB issued ASU 2023-07, Segment Reporting

Improvements 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 condensed consolidated financial statements and related disclosures.

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.

The Company’s CODM is the Chief Executive Officer.

The Company’s CODM reviews

condensed consolidated operating results to make decisions about allocating resources and assessing performance for the entire Company.

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

Patents and trademarks and other intangible

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

As of September 30, 2024, intangible

assets total $ 121,239 , net of $ 182,433 of accumulated amortization.

Amortization expense for the nine months

ended September 30, 2024 and 2023 was $ 15,388 and $ 14,024 , 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, 2024.

Patents and other intangible assets are capitalized

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

As of March 31, 2025 intangible assets total $ 111,249 , net

of $ 192,422 of accumulated amortization.

As of December 31, 2024, intangible assets total 116,189 , net of $ 187,483 of accumulated amortization.

RELATED PARTY TRANSACTIONS

During the nine months ended September 30,

2024 and 2023, the Company was advanced $ 5,614 and $ 2,000 and repaid $ 1,800 and $ 0 to related parties.

As of September 30, 2024 and December

31, 2023, the Company had amounts due from related parties of $ 9,364 and $ 6,000 , respectively.

Convertible Notes Related Party

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.

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 .

As of September 30, 2024 and December 31, 2023, the balance of the note was $ 5,372,402

and $ 5,372,402 , respectively.

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

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:

US patent number #8,128,913:

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

As of September 30, 2024, $ 433,600 of

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

On February 7, 2025, the Company issued a

$ 10,000 promissory note payable.

The promissory note is unsecured, due one year s from issuance, and bears an interest rate of 10 % .

the noteholder’s option until the repayment date, the note may be converted to 33,334 shares of the Company’s common stock .

CONVERTIBLE NOTES

Convertible Notes Payable consists of the following:

September 30,

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

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

The notes are secured by the accounts receivable of a license agreement the Company has with 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.

Original issue discount

Unamortized debt discount

Total, net of unamortized discount

On June 30, 2019, the Company renegotiated accrued salaries and interest and outstanding convertible notes for a former employee.

Under the terms of the agreements, all outstanding notes totaling $ 224,064 , accrued interest of $ 119,278 , accrued salaries of $ 7,260 and accrued vacation of $ 1,473 were converted to a promissory note convertible into common stock with a warrant feature.

The convertible promissory note is unsecured, due five years from issuance, and bears an interest rate of 10 % .

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

The Company has determined the value associated with the beneficial conversion feature in connection with the notes to be $ 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 $ 38,160 and $ 38,160 for the nine months ended September 30, 2024 and 2023, respectively.

On June 30, 2019, the

Company renegotiated accrued salaries and interest and outstanding convertible notes for a former employee.

Under the terms of the

agreements, all outstanding notes totaling $ 224,064 ,

accrued interest of $ 119,278 ,

accrued salaries of $ 7,260

and accrued vacation of $ 1,473

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

The convertible promissory note is

unsecured, due five

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

the noteholder’s option until the repayment date, the note may be converted to shares of the Company’s common stock at a

fixed price of $0.20 per share along with warrants to purchase one share for every two shares issued at the exercise price of $0.30

per share for three years after the conversion date.

The Company has determined the value associated with the

beneficial conversion feature in connection with the notes to be $ 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 $ 0

for the three months ended March 31, 2025 and 2024, respectively.

Unamortized debt discount

Total, net of unamortized discount

$ 22,500 face value 10 % secured notes payable to investors, due in 2025.

At the investor’s option until the repayment date, the note and related interest may be converted to shares of the Company’s common stock at the rate of $0.075.

per share and 150,000 warrants exercisable at $0.10 each for 1 year from grant date .

Total Convertible Notes

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Total long-term convertible notes

COMMITMENTS AND CONTINGENCIES

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

to certain patents for the development of products for commercial sale.

In exchange for the license, Quoin agreed to pay to Skinvisible

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 .

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.

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 ).

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

pursuant to which Skinvisible granted to Ovation Science

a license for the manufacture and distribution rights to its hand sanitizer product, DermSafe.

In exchange for the license, Ovation

agreed to pay to Skinvisible a royalty percentage on all net sales on the licensed products subject to adjustment in certain

situations plus a license fee payable in year 3 of the agreement if it chooses to continue the license.

On June 10, 2020, the agreement

was further amended to provide additional assignment rights for its hand sanitizer products in exchange for $ 100,000 .

STOCK WARRANTS

The following is a summary of stock warrant activity

during the three months ended March 31, 2025 and December 31, 2024:

Weighted average exercise price

Outstanding December 31, 2024

Outstanding March 31, 2025

STOCKHOLDERS’

1 unchanged sentence

of $ 0.001 par value common stock.

The Company had 4,889,843 and 4,539,843 issued and outstanding shares of common stock as of September

The Company had 5,403,843 and 5,316,843 issued and outstanding shares of common stock as of March 31,

2025 and December 31, 2024, respectively.

May 2024, the Company sold 350,000 units consisting of one share of common stock and one half, one

exercisable at $ 0.20

July 9, 2024, the Company sold 2,000 units consisting of one share of common stock and one two

year warrant exercisable at $ 0.60

for $ 1,000 .

As of September 30, 2024, the shares have not been issued and have been included in Stock payable.

On February 12, 2025 , the Company sold 87,000

units consisting of one share of common stock and one two year warrant exercisable at $ 0.60 for $ 24,780 , of which 25,000 shares sold for

$ 10,000 was received during the year ended December 31, 2024 and was included in stock payable.

SUBSEQUENT EVENTS

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

analyzed its operations subsequent to September 30, 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.

In accordance with ASC Topic 855-10, the

Company has analyzed its operations subsequent to March 31, 2025 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