SKINVISIBLE, INC. 10-Q

Item 1. Financial Statements Our condensed consolidated financial statements included in this Form 10-Q are as follows: F-1 Condensed consolidated Balance Sheets as of March 31, 2025 and December 31, 2024 (unaudited); F-2 Condensed consolidated Statements of Operations for the three months ended March 31, 2025 and 2024 (unaudited); F-3 Condensed consolidated Statements of Stockholders’ Equity ( Deficit) for the three months ended March 31, 2025 and 2024 (unaudited); F-4 Condensed consolidated Statements of Cash Flow for the three months ended March 31, 2025 and 2024 (unaudited); F-5 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. Operating results for the interim period ended March 31, 2025 are not necessarily indicative of the results that can be expected for the full year. 3 Table of Contents SKINVISIBLE, INC. CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) March 31, 2025 December 31, 2024 ASSETS Current assets Cash $ 13,396 $ 10,336 Accounts receivable 470 5,000 Due from related party 17,592 17,592 Prepaid expense and other current assets 6,847 9,100 Total current assets 38,305 42,028 Patents and trademarks, net 111,249 116,189 Total assets $ 149,554 $ 158,217 LIABILITIES AND STOCKHOLDERS' DEFICIT Current liabilities Accounts payable and accrued liabilities $ 959,324 $ 858,993 Accrued interest payable 2,926,060 2,784,909 Loans from related party 9,444 13,364 Loans payable 10,000 — Convertible notes payable, net of unamortized debt discount of $ 0 and $ 0 , respectively 352,075 — Derivative liability — — Total current liabilities 4,256,903 3,657,266 Convertible notes payable related party, net of unamortized discount of $ 0 and $ 0 respectively 5,372,403 5,372,403 Convertible notes payable — 352,075 Total liabilities 9,629,306 9,381,744 Stockholders' deficit Common stock; $ 0.001 par value; 200,000,000 shares authorized; 5,403,843 and 5,316,843 shares issued and outstanding at March 31, 2025 and December 31, 2024, respectively 5,404 5,317 Shares payable — 10,000 Additional paid-in capital 30,741,991 30,707,298 Accumulated deficit ( 40,227,147 ) ( 39,946,142 ) Total stockholders' deficit ( 9,479,752 ) ( 9,223,527 ) Total liabilities and stockholders' deficit $ 149,554 $ 158,217 See Accompanying Notes to Condensed Consolidated Financial Statements. F- 1 Table of Contents SKINVISIBLE, INC. CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED) For the three months ended March 31, 2025 March 31, 2024 Revenues $ 5,000 $ 5,000 Cost of revenues — — Gross profit 5,000 5,000 Operating expenses Depreciation and amortization 4,940 4,695 Selling general and administrative 139,912 123,489 Total operating expenses 144,852 128,184 Loss from operations ( 139,852 ) ( 123,184 ) Other income and (expense) Interest expense ( 141,153 ) ( 166,408 ) Gain/(loss) on change in derivative liability — ( 780 ) Total other income (expense) ( 141,153 ) ( 167,188 ) Net loss $ ( 281,005 ) $ ( 290,372 ) Basic loss per common share $ ( 0.05 ) $ ( 0.06 ) Basic weighted average common shares outstanding 5,362,787 4,539,843 See Accompanying Notes to Condensed Consolidated Financial Statements. F- 2 Table of Contents SKINVISIBLE, INC. CONDENSED CONSOLIDATED STATEMENT OF STOCKHOLDERS' DEFICIT (UNAUDITED) Common Stock Shares Amount Additional Paid-in Capital Shares payable Accumulated Deficit Total Stockholders' Deficit Balance, December 31, 2024 5,316,843 $ 5,317 $ 30,707,298 $ 10,000 $ ( 39,946,142 ) $ ( 9,223,527 ) Shares issued for cash 87,000 87 34,693 ( 10,000 ) — 24,780 Net loss — — — — ( 281,005 ) ( 281,005 ) Balance, March 31, 2025 $ 5,403,843 $ 5,404 $ 30,741,991 $ — $ ( 40,227,147 ) $ ( 9,479,752 ) Balance, December 31, 2023 4,539,843 $ 4,540 $ 30,352,905 $ — $ ( 39,380,488 ) $ ( 9,023,043 ) Net loss — — — — ( 290,372 ) ( 290,372 ) Balance, March 31, 2024 $ 4,539,843 $ 4,540 $ 30,352,905 $ — $ ( 39,670,860 ) $ ( 9,313,415 ) See Accompanying Notes to Condensed Consolidated Financial Statements. F- 3 Table of Contents SKINVISIBLE, INC. CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) For the three months ended March 31, 2025 March 31, 2024 Cash flows from operating activities: Net loss $ ( 281,005 ) $ ( 290,372 ) Adjustments to reconcile net loss to net cash provided (used) by operating activities: Depreciation and amortization 4,940 4,695 Amortization of debt discount — 12,673 Gain/(loss) on change in derivative liability — 780 Changes in operating assets and liabilities: Decrease (Increase) in prepaid assets 2,253 7,980 Decrease (Increase) in accounts receivable 4,530 — Increase (decrease) in accounts payable and accrued liabilities 100,331 94,220 Decrease in due from related party ( 3,920 ) 4,000 Increase in accrued interest 141,151 153,733 Net cash provided used in operating activities ( 31,720 ) ( 12,291 ) Cash flows from investing activities: Net cash used in investing activities — — Cash flows from financing activities: Common stock issued for cash 24,780 — Proceeds on related party loans — ( 3,000 ) Proceeds from notes payable 10,000 — Payments on convertible notes payable — 22,500 Net cash provided by (used in) financing activities 34,780 19,500 Net change in cash 3,060 7,209 Cash, beginning of period 10,336 888 Cash, end of period $ 13,396 $ 8,097 Supplemental disclosure of cash flow information: Cash paid for interest $ — $ — Cash paid for tax $ — $ — See Accompanying Notes to Condensed Consolidated Financial Statements. F- 4 Table of Contents SKINVISIBLE, INC. NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS MARCH 31, 2025 1. DESCRIPTION OF BUSINESS AND HISTORY Description of business Skinvisible, 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 hydrophilic and hydrophobic polymer emulsions. The technologies and formulations have broad industry applications within the pharmaceutical, over-the-counter, personal skincare and cosmetic arenas. Additionally, the Company’s non-dermatological formulations offer solutions 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. History The Company was incorporated in Nevada on March 6, 1998 , under the name of Microbial Solutions, Inc. The Company underwent a name change on February 26, 1999, when it changed its name to Skinvisible, Inc. The Company’s subsidiary’s name of Manloe Labs, Inc. was also changed to Skinvisible Pharmaceuticals, Inc. Skinvisible, Inc., together with its subsidiaries, shall herein be collectively referred to as the “Company.” 2. BASIS OF PRESENTATION AND GOING CONCERN 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 of America. 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. For 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. 3. SUMMARY OF SIGNIFICANT POLICIES This summary of significant accounting policies of Skinvisible Inc. 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. F- 5 Table of Contents Principles of consolidation 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 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 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. Cash and cash equivalents For purposes of the statement of cash flows, the Company considers all highly liquid investments and short-term instruments with original maturities of three months or less to be cash equivalents. Fair Value of financial instruments The 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 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; 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. F- 6 Table of Contents Revenue recognition We recognize revenue in accordance with generally accepted accounting principles as outlined in the Financial Accounting Standard Board's (“FASB”) Accounting Standards Codification (“ASC”) 606, Revenue From Contracts with Customers, which requires that five steps be followed in evaluating revenue recognition: (i) identify the contract with the customer; (ii) identify the performance obligations in the contract; (iii) determine the transaction price; (iv) allocate the transaction price; and (v) recognize revenue when or as the entity satisfied 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. The Company has made an accounting policy election to exclude from the measurement of the transaction price all taxes assessed by governmental authorities that are collected by the Company from its customers (sales and use taxes, value added taxes, some excise taxes). Accounts Receivable Accounts receivable is comprised of uncollateralized customer obligations due under normal trade terms requiring payment within 30 days from the invoice date. 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 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 – Goodwill and Other ”. According to this statement, intangible assets with indefinite lives are no longer subject to amortization, but rather an annual assessment of impairment by applying a fair-value based test. 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 The Company follows the guidelines in FASB Codification Topic ASC 718-10 “ Compensation-Stock Compensation ”, which requires the measurement and recognition of compensation expense for all share-based payment awards made to employees and directors including employee stock options and employee stock purchases related to an Employee Stock Purchase Plan based on the estimated fair values. F- 7 Table of Contents 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 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 November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280): 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. 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. 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. 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. 4. INTANGIBLE AND OTHER ASSETS 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. 5. RELATED PARTY TRANSACTIONS Convertible Notes Related Party March 31, December 31, 2025 2024 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. 5,372,402 5,372,402 — — Total, net of unamortized discount $ 5,372,402 $ 5,372,402 6. 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 % . At the noteholder’s option until the repayment date, the note may be converted to 33,334 shares of the Company’s common stock . F- 8 Table of Contents 7. CONVERTIBLE NOTES PAYABLE Convertible Notes Payable consists of the following: March 31, December 31, 2025 2024 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 $ 0 and $ 12,743 for the three months ended March 31, 2025 and 2024, respectively. 352,075 352,075 Unamortized debt discount — — Total, net of unamortized discount 352,075 352,075 Total Convertible Notes $ 352,075 $ 352,075 Current portion: 352,075 — Total long-term convertible notes $ — $ 352,075 8. STOCK WARRANTS The following is a summary of stock warrant activity during the three months ended March 31, 2025 and December 31, 2024: Warrants Weighted average exercise price Outstanding December 31, 2024 452,000 $ 0.27 Granted 62,000 $ 0.60 Expired ( 150,000 ) 0.10 Outstanding March 31, 2025 364,000 $ 0.39 9. STOCKHOLDERS’ DEFICIT The Company is authorized to issue 200,000,000 shares of $ 0.001 par value common stock. 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. 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. 10. SUBSEQUENT EVENTS 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. F- 9 Table of Contents