3 unchanged sentences
receivable, net
+Added: expenses and other current assets
Current Assets
18 unchanged sentences
accompanying notes are an integral part of these unaudited condensed consolidated financial statements
−Removed: Condensed Consolidated Statements of Operations and Comprehensive (Loss) Income
−Removed: For the three months ended
−Removed: For the six months ended
−Removed: June 30, 2017
−Removed: June 30, 2017
−Removed: June 30, 2016
−Removed: Cost of sales
+Added: Condensed Consolidated Statements of Income and Comprehensive Income
+Added: the three months ended
+Added: the nine months ended
+Added: and marketing
+Added: and administrative
+Added: and amortization
operating expenses
−Removed: Selling and marketing
−Removed: General and administrative
−Removed: Depreciation and amortization
−Removed: Total operating expenses
−Removed: (Loss) income from operations
−Removed: Other (income) expenses
−Removed: Interest income
−Removed: Interest expense
−Removed: Remeasurement (gain) loss on translation of foreign subsidiary
−Removed: Loss (gain) on change in fair value of derivative liability
−Removed: Loss on sale of assets
−Removed: Amortization of debt discount
−Removed: Amortization of debt issuance cost
−Removed: Total other expenses
−Removed: Net (loss) income before income taxes
−Removed: Income tax (benefit) expense
−Removed: Net (loss) income after tax
−Removed: Net (loss) income per share –
−Removed: Net (loss) income per share –
−Removed: Weighted average common shares outstanding
−Removed: Comprehensive (loss) income:
−Removed: Net (loss) income
−Removed: Foreign currency translation adjustment
−Removed: Comprehensive (loss) income
+Added: from operations
+Added: (income) expenses
+Added: Remeasurement
+Added: gain on translation of foreign subsidiary
+Added: on change in fair value of derivative liability
+Added: on sale of assets
+Added: of debt discount
+Added: of debt issuance cost
+Added: other expenses (income)
+Added: income before income taxes
+Added: income after tax
+Added: income per share –
+Added: income per share –
+Added: average common shares outstanding
+Added: Comprehensive
+Added: currency translation adjustment
+Added: Comprehensive
accompanying notes are an integral part of these unaudited condensed consolidated financial statements
Condensed Consolidated Statements of Cash Flows
−Removed: For the six months ended
−Removed: June 30, 2017
−Removed: June 30, 2016
−Removed: Cash Flows from Operating Activities
−Removed: Adjustments to reconcile net income to net cash provided by operating activities:
−Removed: Depreciation and amortization
−Removed: Amortization of debt issuance cost
−Removed: Stock issued for services
−Removed: Stock based compensation expense
−Removed: Change in the fair value of derivative liability
−Removed: Remeasurement gain on translation of foreign subsidiary
−Removed: Foreign currency transaction loss
−Removed: Non cash implied interest
−Removed: Loss on sale of fixed assets
−Removed: Amortization of debt discount
−Removed: Changes in operating assets and liabilities:
−Removed: Accounts receivable
−Removed: Prepaid expense
−Removed: Accounts payable and accrued liabilities
−Removed: Deferred revenue
−Removed: Net cash provided by operating activities
−Removed: Cash Flows from Investing Activities
−Removed: Payments for acquisition of fixed assets
−Removed: Proceeds from sale of assets
−Removed: Payment of development fee
−Removed: Payment of earn out liability
−Removed: Restricted cash
−Removed: Net cash used in investing activities
−Removed: Cash Flows from Financing Activities
−Removed: Repayment of notes payable
−Removed: Net cash used in financing activities
−Removed: Effect of exchange rate on cash and cash equivalents
−Removed: Net decrease in cash and cash equivalents
−Removed: Cash and Cash Equivalents, beginning of period
−Removed: Cash and Cash Equivalents, end of period
−Removed: Supplemental Disclosure of Cash Flow Information:
−Removed: Cash paid during the period for:
−Removed: Supplemental Disclosure of Non-cash Investing and Financing Activities:
−Removed: Reallocation of goodwill related to acquisition of Factor Nutrition to intellectual property
−Removed: Reallocation of goodwill related to acquisition of Breakthrough Products, Inc.
+Added: the nine months ended
+Added: Flows from Operating Activities
+Added: to reconcile net income to net cash provided by operating activities:
+Added: and amortization
+Added: of debt issuance cost
+Added: issued for services
+Added: based compensation expense
+Added: in the fair value of derivative liability
+Added: Remeasurement
+Added: gain on translation of foreign subsidiary
+Added: currency transaction loss
+Added: cash implied interest
+Added: on sale of fixed assets
+Added: of debt discount
+Added: in operating assets and liabilities:
+Added: payable and accrued liabilities
+Added: cash provided by operating activities
+Added: Flows from Investing Activities
+Added: for acquisition of fixed assets
+Added: from sale of assets
+Added: of development fee
+Added: of earn out liability
+Added: cash used in investing activities
+Added: Flows from Financing Activities
+Added: of notes payable
+Added: from notes payable
+Added: of debt issuance cots
+Added: cash provided by (used in) financing activities
+Added: of exchange rate on cash and cash equivalents
+Added: increase in cash and cash equivalents
+Added: and Cash Equivalents, beginning of period
+Added: and Cash Equivalents, end of period
+Added: Disclosure of Cash Flow Information:
+Added: paid during the period for:
+Added: Disclosure of Non-cash Investing and Financing Activities:
+Added: of goodwill related to acquisition of Factor Nutrition to intellectual property
+Added: of goodwill related to acquisition of Breakthrough Products, Inc.
to intellectual property
−Removed: Reallocation of non-compete agreement related to acquisition of Breakthrough Products, Inc.
−Removed: Adjusting the value of shares issued to goodwill related to acquisition of Breakthrough Products, Inc.
−Removed: Reallocation of blogger database and intellectual property related to acquisition of Nomadchoice Pty Ltd.
+Added: of non-compete agreement related to acquisition of Breakthrough Products, Inc.
+Added: the value of shares issued to goodwill related to acquisition of Breakthrough Products, Inc.
+Added: of blogger database and intellectual property related to acquisition of Nomadchoice Pty Ltd.
To customer database
−Removed: Common stock to be issued now issued
−Removed: Common stock issued for the acquisition of assets of Per-fekt
+Added: stock to be issued now issued
+Added: of common stock
+Added: stock issued for the acquisition of assets of Per-fekt
accompanying notes are an integral part of these unaudited condensed consolidated financial statements
10 unchanged sentences
Synergy’s strategy is to grow its portfolio both organically and by further acquisition.
−Removed: is the sole owner of five subsidiaries:
−Removed: Neuragen Corp., Breakthrough Products, Inc., NomadChoice Pty Ltd., Synergy CHC Inc.
−Removed: Sneaky Vaunt Corp.
+Added: is the sole owner of six subsidiaries:
+Added: Neuragen Corp., Breakthrough Products, Inc., NomadChoice Pty Ltd., Synergy CHC Inc., Sneaky
+Added: Vaunt Corp and The Queen Pegasus Corp.
and the results have been consolidated in these statements.
Summary of Significant Accounting Policies
−Removed: accompanying condensed consolidated financial statements as of June 30, 2017 and December 31, 2016 and for the three and six months
−Removed: ended June 30, 2017 and 2016 are unaudited.
−Removed: These unaudited condensed consolidated financial statements have been prepared in
−Removed: accordance with accounting principles generally accepted in the United States (“GAAP”) for interim financial information
−Removed: and are presented in accordance with the requirements of Rule S-X of the Securities and Exchange Commission (the “SEC”)
−Removed: and with the instructions to Form 10-Q.
−Removed: Accordingly, they do not include all the information and footnotes required by generally
−Removed: accepted accounting principles for complete financial statements.
−Removed: In the opinion of management, all adjustments (consisting of
−Removed: normal recurring accruals) considered necessary for a fair presentation have been included.
−Removed: Operating results for the three and
−Removed: six months ended June 30, 2017 are not necessarily indicative of the results that may be expected for the fiscal year ending December
−Removed: The unaudited condensed consolidated financial statements should be read in conjunction with the audited consolidated
−Removed: financial statements as of and for the year ended December 31, 2016 and footnotes thereto included in the Company’s Annual
−Removed: Report on Form 10-K filed with the SEC on March 24, 2017.
+Added: accompanying condensed consolidated financial statements as of September 30, 2017 and December 31, 2016 and for the three and
+Added: nine months ended September 30, 2017 and 2016 are unaudited.
+Added: These unaudited condensed consolidated financial statements have
+Added: been prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) for interim
+Added: financial information and are presented in accordance with the requirements of Rule S-X of the Securities and Exchange Commission
+Added: (the “SEC”) and with the instructions to Form 10-Q.
+Added: Accordingly, they do not include all the information and footnotes
+Added: required by generally accepted accounting principles for complete financial statements.
+Added: In the opinion of management, all adjustments
+Added: (consisting of normal recurring accruals) considered necessary for a fair presentation have been included.
+Added: Operating results for
+Added: the three and nine months ended September 30, 2017 are not necessarily indicative of the results that may be expected for the
+Added: fiscal year ending December 31, 2017.
+Added: The unaudited condensed consolidated financial statements should be read in conjunction
+Added: with the audited consolidated financial statements as of and for the year ended December 31, 2016 and footnotes thereto included
+Added: in the Company’s Annual Report on Form 10-K filed with the SEC on March 24, 2017.
of Presentation
12 unchanged sentences
highly-liquid investments with maturities of three months or less, when purchased, to be cash and cash equivalents.
+Added: As of September
30, 2017 the Company had no cash equivalents.
2 unchanged sentences
The Company minimizes this risk by placing its cash deposits with major financial institutions.
−Removed: At June 30, 2017, the uninsured
−Removed: balance amounted to $577,157.
+Added: At September 30, 2017, the
+Added: uninsured balance amounted to $4,997,278.
Capitalization
15 unchanged sentences
Intangible assets are amortized on a straight line basis over the useful lives.
−Removed: June 30, 2017, our qualitative analysis of intangible assets with indefinite lives did not indicate any impairment.
+Added: September 30, 2017, our qualitative analysis of intangible assets with indefinite lives did not indicate any impairment.
assets include equipment and intangible assets other than those with indefinite lives.
10 unchanged sentences
a discounted cash flow analysis, and an impairment charge is recorded for the excess of carrying value over fair value.
−Removed: June 30, 2017, our qualitative analysis of long-lived assets did not indicate any impairment.
+Added: September 30, 2017, our qualitative analysis of long-lived assets did not indicate any impairment.
asset purchase is accounted for under the purchase method of accounting.
2 unchanged sentences
over the estimated fair value of the net tangible and intangible assets acquired recorded as goodwill.
−Removed: As of June 30, 2017, our
−Removed: qualitative analysis of goodwill did not indicate any impairment.
−Removed: However, as of December 31, 2016, our review of goodwill related
−Removed: to one of our subsidiaries did indicate that the carrying amount of the asset may not be recoverable.
−Removed: During the year ended December
−Removed: 31, 2016, the Company fully impaired related goodwill and charged to operations an impairment loss of $1,983,160.
+Added: As of September 30, 2017,
+Added: our qualitative analysis of goodwill did not indicate any impairment.
+Added: However, as of December 31, 2016, our review of goodwill
+Added: related to one of our subsidiaries did indicate that the carrying amount of the asset may not be recoverable.
+Added: During the year
+Added: ended December 31, 2016, the Company fully impaired related goodwill and charged to operations an impairment loss of $1,983,160.
Company recognizes revenue in accordance with the Financial Accounting Standards Board’s (“FASB”), Accounting
67 unchanged sentences
into common stock (using the “treasury stock”
−Removed: method), unless their effect on net loss per share is anti-dilutive.
−Removed: As of June 30, 2017, options to purchase 6,300,000 shares of common stock and warrants to purchase 1,000,000 shares of common
+Added: method), unless their effect on net income per share is anti-dilutive.
+Added: As of September 30, 2017, options to purchase 6,300,000 shares of common stock and warrants to purchase 1,000,000 shares of common
stock were outstanding.
following is a reconciliation of the number of shares used in the calculation of basic earnings per share and diluted earnings
−Removed: per share for the three and six months ended June 30, 2017, and 2016:
−Removed: For the three months ended
−Removed: For the six months ended
−Removed: June 30, 2017
−Removed: June 30, 2016
−Removed: June 30, 2017
−Removed: June 30, 2016
−Removed: Net income after tax
−Removed: Weighted average common shares outstanding
−Removed: Common stock to be issued
−Removed: Incremental shares from the assumed exercise of dilutive stock options
−Removed: Incremental shares from the assumed exercise of dilutive stock warrants
−Removed: Dilutive potential common shares
−Removed: Net earnings per share:
+Added: per share for the three and nine months ended September 30, 2017, and 2016:
+Added: the three months ended
+Added: the nine months ended
+Added: income after tax
+Added: Weighted average
+Added: common shares outstanding
+Added: stock to be issued
+Added: shares from the assumed exercise of dilutive stock options
+Added: shares from the assumed exercise of dilutive stock warrants
+Added: potential common shares
following securities were not included in the computation of diluted net earnings per share as their effect would have been antidilutive:
−Removed: For the three months ended
−Removed: For the six months ended
−Removed: June 30, 2017
−Removed: June 30, 2016
−Removed: June 30, 2017
−Removed: June 30, 2016
−Removed: Options to purchase common stock
−Removed: Warrants to purchase common stock
+Added: the three months ended
+Added: the nine months ended
+Added: to purchase common stock
+Added: to purchase common stock
Company’s unaudited condensed consolidated financial statements are prepared using U.S.
2 unchanged sentences
The Company had
−Removed: an accumulated deficit at June 30, 2017 of $6,857,529.
−Removed: The Company had a working capital deficit of $2,324,708 as of June 30,
+Added: an accumulated deficit at September 30, 2017 of $6,730,041.
+Added: The Company had working capital of $4,861,810 as of September 30,
Due to acquisitions during 2015 of revenue-producing products, the Company believes it has established an ongoing source
−Removed: of revenue that is sufficient to cover its operating costs and has income from operations of $3,066,333 during the six months
−Removed: ended June 30, 2017.
+Added: of revenue that is sufficient to cover its operating costs and has income from operations of $3,511,270 during the nine months
+Added: ended September 30, 2017.
Management’s
28 unchanged sentences
to the fair value measurement.
−Removed: of June 30, 2017, the Company has determined that there were no assets or liabilities measured at fair value.
+Added: of September 30, 2017, the Company has determined that there were no assets or liabilities measured at fair value.
consists of raw materials, components and finished goods.
90 unchanged sentences
Accounting Pronouncements
+Added: September 2017, the FASB issued ASU 2017-13, Revenue Recognition (Topic 605), Revenue from Contracts with Customers (Topic 606),
+Added: Leases (Topic 840), and Leases (Topic 842).
+Added: The effective date for ASU 2017-13 is for fiscal years beginning after December 15,
+Added: We are currently evaluating the impact of adopting ASU 2017-13 on our consolidated financial statements.
January 2017, the FASB issued ASU 2017-04, Intangibles-Goodwill and Other (Topic 350), which simplifies the goodwill impairment
257 unchanged sentences
accounts receivable, net
−Removed: Prepaid Expenses
+Added: Prepaid Expenses and Other Current Asset
expenses consisted of the following:
8 unchanged sentences
its cash deposits with major financial institutions.
−Removed: At June 30, 2017 and December 31, 2016, the uninsured balances amounted to
−Removed: $577,157 and $2,038,985, respectively.
−Removed: of June 30, 2017, five customers accounted for 89% of the Company’s accounts receivable.
+Added: At September 30, 2017 and December 31, 2016, the uninsured balances amounted
+Added: to $4,997,278 and $2,038,985, respectively.
+Added: of September 30, 2017, four customers accounted for 88% of the Company’s accounts receivable.
As of December 31, 2016, three
customers accounted for 91% of the Company’s accounts receivable.
−Removed: the six months ended June 30, 2017, three customers accounted for approximately 35% of the Company’s net revenue.
−Removed: three months ended June 30, 2017, three customers accounted for approximately 32% of the Company’s net revenue.
−Removed: six months ended June 30, 2016, four customers accounted for approximately 25% of the Company’s net revenue.
−Removed: For the three
−Removed: months ended June 30, 2016, three customers accounted for approximately 25% of the Company’s net revenue.
−Removed: ended December 31, 2016, three customers accounted for approximately 34% of the Company’s net revenues.
−Removed: Substantially all
−Removed: of the Company’s business is with companies in the United States.
−Removed: the three and six months ended June 30, 2017 and the year ended December 31, 2016, our products were made by the following suppliers:
+Added: the nine months ended September 30, 2017, two customers accounted for approximately 34% of the Company’s net revenue.
+Added: the three months ended September 30, 2017, two customers accounted for approximately 50% of the Company’s net revenue.
+Added: the nine months ended September 30, 2016, four customers accounted for approximately 37% of the Company’s net revenue.
+Added: the three months ended September 30, 2016, three customers accounted for approximately 53% of the Company’s net revenue.
+Added: For the year ended December 31, 2016, three customers accounted for approximately 34% of the Company’s net revenues.
+Added: Substantially
+Added: all of the Company’s business is with companies in the United States.
+Added: the three and nine months ended September 30, 2017 and the year ended December 31, 2016, our products were made by the following
Innovations - Pittsburgh, PA
6 unchanged sentences
Jingrui - China
+Added: Queen Pegasus
+Added: Actives - Gilbert, AZ
+Added: Queen Pegasus
+Added: Beautiful Daily Cosmetics - Zhejiang, China
is the opinion of management that the products can be produced by other manufacturers and the choice to utilize these suppliers
1 unchanged sentence
Fixed Assets and Intangible Assets
−Removed: of June 30, 2017 and December 31, 2016, fixed assets and intangible assets consisted of the following:
+Added: of September 30, 2017 and December 31, 2016, fixed assets and intangible assets consisted of the following:
and equipment
accumulated depreciation
−Removed: expense for the three months ended June 30, 2017 and 2016 was $25,246 and $8,467, respectively.
−Removed: Depreciation expense for the six
−Removed: months ended June 30, 2017 and 2016 was $50,311 and $10,694, respectively.
−Removed: During the six months ended June 30, 2017, we sold
−Removed: fixed assets with an aggregate carrying value of $9,076 for $6,199 which resulted in loss on sale of fixed assets of $2,877.
+Added: expense for the three months ended September 30, 2017 and 2016 was $27,134 and $16,089, respectively.
+Added: Depreciation expense for
+Added: the nine months ended September 30, 2017 and 2016 was $77,445 and $26,783, respectively.
+Added: During the nine months ended September
+Added: 30, 2017, we sold fixed assets with an aggregate carrying value of $9,076 for $6,199 which resulted in loss on sale of fixed assets
intellectual property
2 unchanged sentences
accumulated amortization
−Removed: expense for the three months ended June 30, 2017 and 2016 was $331,866 and $285,906, respectively.
−Removed: Amortization expense for the
−Removed: six months ended June 30, 2017 and 2016 was $599,119 and $562,316, respectively.
−Removed: These intangible assets were acquired through
−Removed: an Asset Purchase Agreement and Stock Purchase Agreements.
+Added: expense for the three months ended September 30, 2017 and 2016 was $369,722 and $281,990, respectively.
+Added: Amortization expense for
+Added: the nine months ended September 30, 2017 and 2016 was $968,841 and $844,306, respectively.
+Added: These intangible assets were acquired
+Added: through an Asset Purchase Agreement and Stock Purchase Agreements.
Related Party Transactions
−Removed: Company accrued and paid consulting fees of $41,250 per month through April 2017 and $57,917 per month through June 2017, accounting
−Removed: fees of $12,500 per month and rent of $1,500 per month to a company owned by Mr.
−Removed: Jack Ross, Chief Executive Officer of the Company.
−Removed: The Company expensed $199,084 during the three months ended June 30, 2017 and $364,834 during the six months ended June 30, 2017.
−Removed: The Company also paid out a bonus of $525,000 during the three and six months ended June 30, 2017.
−Removed: As of June 30, 2017, the total
−Removed: outstanding balance was $0.
+Added: Company accrued and paid consulting fees of $41,250 per month through April 2017 and $57,917 per month through September 2017,
+Added: accounting fees of $12,500 per month and rent of $1,500 per month to a company owned by Mr.
+Added: Jack Ross, Chief Executive Officer
+Added: of the Company.
+Added: The Company expensed $215,751 during the three months ended September 30, 2017 and $580,585 during the nine months
+Added: ended September 30, 2017.
+Added: The Company also paid out a bonus of $525,000 during the nine months ended September 30, 2017.
+Added: September 30, 2017, the total outstanding balance was $0.
January 22, 2015, the Company entered into a Loan Agreement with Knight Therapeutics (Barbados) Inc.
1 unchanged sentence
related party, for the purchase of the Focus Factor assets.
−Removed: At June 30, 2017, the Company owed Knight $1,655,708 on this loan,
−Removed: net of debt issuance cost (see Note 10).
+Added: At September 30, 2017, the Company owed Knight $1,107,476 on this
+Added: loan, net of debt issuance cost (see Note 10).
June 26, 2015, the Company entered into a Security Agreement with Knight Therapeutics, Inc., through its wholly owned subsidiary
Neuragen Corp., for the purchase of Knight Therapeutics, Inc.’s assets.
−Removed: At June 30, 2017, the Company owed Knight $600,000
+Added: At September 30, 2017, the Company owed Knight $587,500
in relation to this agreement (see Note 10).
6 unchanged sentences
Hand MD, LLC is a 50% owner in Hand MD Corp.
−Removed: The Company expensed $30,000 through payroll for the three months ended June 30,
−Removed: 2017 and $60,000 for the six months ended June 30, 2017.
−Removed: As of June 30, 2017, the total outstanding balance was $0.
+Added: The Company expensed $30,000 through payroll for the three months ended September
+Added: 30, 2017 and $90,000 for the nine months ended September 30, 2017.
+Added: As of September 30, 2017, the total outstanding balance was
November 12, 2015, the Company entered into a Loan Agreement with Knight Therapeutics (Barbados) Inc., a related party, for the
purchase of NomadChoice Pty Limited and Breakthrough Products, Inc.
−Removed: At June 30, 2017, the Company owed Knight $1,675,564 on this
−Removed: loan, net of debt issuance cost (see Note 10).
−Removed: Company expensed royalty of $98,627 during the three months ended June 30, 2017 and $235,263 during the six months ended June
−Removed: At June 30, 2017 NomadChoice Pty Ltd., a subsidiary of the Company, owed Knight Therapeutics $156,986 in connection
−Removed: with a royalty distribution agreement.
−Removed: Company expensed royalty of $74,804 during the three months ended June 30, 2017 and $102,218 during the six months ended June
−Removed: At June 30, 2017 Sneaky Vaunt Corp., a subsidiary of the Company, owed Knight Therapeutics $103,742 in connection with
−Removed: a royalty distribution agreement.
−Removed: Company expensed commissions of $97,200 during the three months ended June 30, 2017 and $132,821 during the six months ended June
−Removed: The Company also paid a development fee for the brand, Sneaky Vaunt, in the amount of $761,935 during the six months
−Removed: ended June 30, 2017.
−Removed: At June 30, 2017 Sneaky Vaunt Corp., a subsidiary of the Company, owed Founded Ventures, owned by a shareholder
+Added: At September 30, 2017, the Company owed Knight $673,744 on
+Added: this loan, net of debt issuance cost (see Note 10).
+Added: August 9, 2017, the Company entered into a Loan Agreement with Knight Therapeutics (Barbados) Inc., a related party, for a working
+Added: capital loan.
+Added: At September 30, 2017, the Company owed Knight $9,572,290 on this loan, net of debt issuance cost (see Note 10).
+Added: Company expensed royalty of $83,079 during the three months ended September 30, 2017 and $318,342 during the nine months ended
+Added: September 30, 2017.
+Added: At September 30, 2017 NomadChoice Pty Ltd., a subsidiary of the Company, owed Knight Therapeutics $33,040
+Added: in connection with a royalty distribution agreement.
+Added: Company expensed royalty of $11,169 during the three months ended September 30, 2017 and $113,387 during the nine months ended
+Added: September 30, 2017.
+Added: At September 30, 2017 Sneaky Vaunt Corp., a subsidiary of the Company, owed Knight Therapeutics $3,223 in
+Added: connection with a royalty distribution agreement.
+Added: Company expensed commissions of $27,171 during the three months ended September 30, 2017 and $159,992 during the nine months ended
+Added: September 30, 2017.
+Added: At September 30, 2017 Sneaky Vaunt Corp., a subsidiary of the Company, owed Founded Ventures, owned by a shareholder
in the Company, $4,217 in connection with a commission agreement.
−Removed: Company paid $31,250 and $62,500 during the three and six months ended June 30, 2017 to Hand MD, Corp, related to a royalty agreement.
−Removed: At June 30, 2017, the Company owed Hand MD Corp.
+Added: The Company paid a development fee for the brand, Sneaky Vaunt,
+Added: in the amount of $761,935 during the nine months ended September 30, 2017.
+Added: Company expensed commissions of $8,010 during the three and nine months ended September 30, 2017.
+Added: The Company paid a development
+Added: fee for the brand, The Queen Pegasus, in the amount of $1,000,000 during the three months ended September 30, 2017.
+Added: 30, 2017, The Queen Pegasus, a subsidiary of the Company, owed Founded Ventures $3,814 in connection with a commission agreement.
+Added: Company paid $31,250 and $93,750 during the three and nine months ended September 30, 2017 to Hand MD, Corp, related to a royalty
+Added: At September 30, 2017, the Company owed Hand MD Corp.
$245,762 in minimum future royalties.
Accounts Payable and Accrued Liabilities
−Removed: of June 30, 2017 and December 31, 2016, accounts payable and accrued liabilities consisted of the following:
+Added: of September 30, 2017 and December 31, 2016, accounts payable and accrued liabilities consisted of the following:
Manufacturers
1 unchanged sentence
Notes Payable
−Removed: Company’s loans payable at June 30, 2017 and December 31, 2016 are as follows:
+Added: Company’s loans payable at September 30, 2017 and December 31, 2016 are as follows:
debt issuance cost
57 unchanged sentences
The Company recognized amortization
−Removed: of deferred financing costs of $14,112 and $28,070 during the three and six months ended June 30, 2017, respectively.
−Removed: debt issuance cost as of June 30, 2017 amounted to $31,792.
−Removed: Company recognized and paid interest expense of $83,914 and $187,654 during the three and six months ended June 30, 2017, respectively.
−Removed: Accrued interest expense was $0 as of June 30, 2017.
−Removed: Loan payable balance was $1,687,500 as of June 30, 2017.
+Added: of deferred financing costs of $14,267 and $42,337 during the three and nine months ended September 30, 2017, respectively.
+Added: debt issuance cost as of September 30, 2017 amounted to $17,524.
+Added: Company recognized and paid interest expense of $63,627 and $251,281 during the three and nine months ended September 30, 2017,
+Added: respectively.
+Added: Accrued interest expense was $0 as of September 30, 2017.
+Added: Loan payable balance was $1,125,000 as of September 30,
January 22, 2015 Loan:
16 unchanged sentences
The Company recognized amortization
−Removed: of deferred financing costs of $1,307 and $2,600 during the three and six months ended June 30, 2017, respectively.
−Removed: debt issuance cost as of June 30, 2017 amounted to $0.
−Removed: The Company recorded present value of future payments of $286,754 and $290,947
−Removed: as of June 30, 2017 and December 31, 2016, respectively.
−Removed: The Company recorded imputed interest expense of $10,365 and $20,807
−Removed: for the three and six months ended June 30, 2017, respectively.
−Removed: the three and six months ended June 30, 2017, the Company made payments of $12,500 and $25,000, respectively, in connection with
−Removed: this Security Agreement.
+Added: of deferred financing costs of $0 and $2,600 during the three and nine months ended September 30, 2017, respectively.
+Added: debt issuance cost as of September 30, 2017 amounted to $0.
+Added: The Company recorded present value of future payments of $284,538
+Added: and $290,947 as of September 30, 2017 and December 31, 2016, respectively.
+Added: The Company recorded imputed interest expense of $10,284
+Added: and $31,091 for the three and nine months ended September 30, 2017, respectively.
+Added: the three and nine months ended September 30, 2017, the Company made payments of $12,500 and $37,500, respectively, in connection
+Added: with this Security Agreement.
November 12, 2015 Loan:
18 unchanged sentences
The Company recognized amortization
−Removed: of deferred financing costs of $29,111 and $57,902 during the three and six months ended June 30, 2017, respectively.
−Removed: debt issuance cost as of June 30, 2017 amounted to $43,186.
−Removed: Company recognized interest expense of $81,758 and $202,189 during the three and six months ended June 30, 2017, respectively.
−Removed: During the three and six months ended June 30, 2017, the Company paid interest of $90,234 and $219,141, respectively.
−Removed: interest was $14,127 as of June 30, 2017.
−Removed: Loan balance at June 30, 2017 was $1,718,750.
+Added: of deferred financing costs of $29,431 and $87,333 during the three and nine months ended September 30, 2017, respectively.
+Added: debt issuance cost as of September 30, 2017 amounted to $13,756.
+Added: Company recognized interest expense of $57,213 and $259,402 during the three and nine months ended September 30, 2017, respectively.
+Added: During the three and nine months ended September 30, 2017, the Company paid interest of $65,689 and $284,830, respectively.
+Added: interest was $5,651 as of September 30, 2017.
+Added: Loan balance at September 30, 2017 was $687,500.
+Added: August 9, 2017 Loan:
+Added: August 9, 2017, we entered into a Second Amendment to Loan Agreement (“Second Amendment”) with Knight, pursuant to
+Added: which Knight agreed to loan us an additional $10 million, and an ongoing credit facility of up to $20 million, and which amount
+Added: was borrowed at closing (the “Financing”) for working capital purposes.
+Added: At closing, we paid Knight an origination
+Added: fee of $200,000 and a work fee of $100,000 and also paid $100,000 of Knight’s expenses associated with the Loan.
+Added: bears interest at a rate of 10.5% per year.
+Added: The New Loan Agreement matures on August 8, 2020.
+Added: Company also recorded deferred financing costs of $452,869 with respect to the above loan.
+Added: The Company recognized amortization
+Added: of deferred financing costs of $25,159 during the three and nine months ended September 30, 2017.
+Added: Unamortized debt issuance cost
+Added: as of September 30, 2017 amounted to $427,710.
+Added: Company recognized interest expense of $153,352 during the three and nine months ended September 30, 2017.
+Added: Accrued interest was
+Added: $153,352 as of September 30, 2017.
+Added: Loan balance at September 30, 2017 was $10,000,000.
Stockholders’
1 unchanged sentence
stock with $0.00001 par value.
−Removed: During the six months ended June 30, 2017,
−Removed: the Company issued 473,326 shares of its common stock valued at $0.51 per share in accordance with an asset purchase agreement
−Removed: entered into with Perfekt Beauty Holdings, LLC and CDG Holdings, LLC, in exchange for assets and liabilities related to the Per-fekt
−Removed: of June 30, 2017 and December 31, 2016, there were 89,237,683 and 88,764,357 shares of the Company’s common stock issued
+Added: the nine months ended September 30, 2017, the Company issued 473,326 shares of its common stock valued at $0.51 per share in accordance
+Added: with an asset purchase agreement entered into with Perfekt Beauty Holdings, LLC and CDG Holdings, LLC, in exchange for assets
+Added: and liabilities related to the Per-fekt brand.
+Added: of September 30, 2017 and December 31, 2016, there were 89,237,683 and 88,764,357 shares of the Company’s common stock issued
and outstanding, respectively.
6 unchanged sentences
per month sublease through March 2017 and expired.
−Removed: In December 2015, a subsidiary entered into
−Removed: a non-cancellable operating lease for office space through November 2016.
−Removed: This lease was extended until April 2017 and
+Added: December 2015, a subsidiary entered into a non-cancellable operating lease for office space through November 2016.
+Added: was extended until April 2017 and expired.
December 8, 2014, a subsidiary entered into a non-cancellable 36 month phone lease with an estimated cost of $894 a month.
+Added: August 16, 2017, the Company entered into a sublease for office space, effective October 1, 2017 through May 2021.
+Added: under this lease will be $19,500 per month, and increasing annually on June 1.
following is a schedule by years of future minimum rental payments required under operating leases that have initial or remaining
−Removed: non-cancelable lease terms in excess of one year as of June 30, 2017:
+Added: non-cancelable lease terms in excess of one year as of September 30, 2017:
ending December 31:
−Removed: remaining six months
+Added: remaining three months
Stock Options
11 unchanged sentences
following table summarizes the options outstanding, option exercisability and the related prices for the shares of the Company’s
−Removed: common stock issued to employees and consultants under the Plan at June 30, 2017:
−Removed: stock option activity for the six months ended June 30, 2017 is as follows:
+Added: common stock issued to employees and consultants under the Plan at September 30, 2017:
+Added: stock option activity for the nine months ended September 30, 2017 is as follows:
Exercise Price
at December 31, 2016
−Removed: at June 30, 2017
−Removed: compensation expense related to vested options was $341,544 and $680,679 during the three and six months ended June 30, 2017,
+Added: at September 30, 2017
+Added: compensation expense related to vested options was $343,952 and $1,024,631 during the three and nine months ended September 30,
2017, respectively, which is a component of general and administrative expense in the statement of income.
−Removed: The Company determined the
−Removed: value of share-based compensation for options vesting during the period using the Black-Scholes fair value option-pricing model
−Removed: with the following weighted average assumptions:
+Added: The Company determined
+Added: the value of share-based compensation for options vesting during the period using the Black-Scholes fair value option-pricing
+Added: model with the following weighted average assumptions:
estimated fair value of Company’s common stock of $0.40-0.74, risk-free
1 unchanged sentence
Stock options outstanding
−Removed: as of June 30, 2017, as disclosed in the above table, have an intrinsic value of $660,000.
−Removed: of June 30, 2017, unrecognized compensation costs related to non–vested stock–based compensation arrangements were
−Removed: $858,030, and is expected to be recognized over a weighted average period of 1 year.
+Added: as of September 30, 2017, as disclosed in the above table, have an intrinsic value of $840,000.
+Added: of September 30, 2017, unrecognized compensation costs related to non–vested stock–based compensation arrangements
+Added: were $514,328, and is expected to be recognized over a weighted average period of 1 year.
Stock Warrants
following table summarizes the warrants outstanding, warrant exercisability and the related prices for the shares of the Company’s
−Removed: common stock at June 30, 2017:
+Added: common stock at September 30, 2017:
warrant activity for the six months ended June 30, 2017 is as follows:
at December 31, 2016
−Removed: at June 30, 2017
−Removed: outstanding as of June 30, 2017, as disclosed in the above table, have an intrinsic value of $0.
+Added: at September 30, 2017
+Added: outstanding as of September 30, 2017, as disclosed in the above table, have an intrinsic value of $0.
identification and selection is consistent with the management structure used by the Company’s chief operating decision
5 unchanged sentences
rather, the chief operating decision maker reviews operating results on an aggregate basis.
−Removed: sales attributed to customers in the United States and foreign countries for the three months ended June 30, 2017 and 2016 were
−Removed: Company’s net sales by product group for the three months ended June 30, 2017 and 2016 were as follows:
+Added: sales attributed to customers in the United States and foreign countries for the three months ended September 30, 2017 and 2016
+Added: were as follows:
+Added: Company’s net sales by product group for the three months ended September 30, 2017 and 2016 were as follows:
Nutraceuticals
2 unchanged sentences
Net sales for any other product group of similar products are less than 10% of consolidated net sales.
−Removed: sales attributed to customers in the United States and foreign countries for the six months ended June 30, 2017 and 2016 were
−Removed: Company’s net sales by product group for the six months ended June 30, 2017 and 2016 were as follows:
+Added: sales attributed to customers in the United States and foreign countries for the nine months ended September 30, 2017 and 2016
+Added: were as follows:
+Added: Company’s net sales by product group for the nine months ended September 30, 2017 and 2016 were as follows:
Nutraceuticals
2 unchanged sentences
Net sales for any other product group of similar products are less than 10% of consolidated net sales.
−Removed: assets (net) attributable to operations in the United States and foreign countries as of June 30, 2017 and December 31, 2016 were
−Removed: tax (benefit) expense was $(167,756) and $123,711 for the three and six months ended June 30, 2017, respectively, compared to
+Added: assets (net) attributable to operations in the United States and foreign countries as of September 30, 2017 and December 31, 2016
+Added: were as follows:
+Added: tax expense was $97,713 and $221,424 for the three and nine months ended September 30, 2017, respectively, compared to $264,376
and $659,462, respectively, for the same periods in 2016.
−Removed: The current provision is attributable to Australian operations
−Removed: and the current tax rate in effect in that country.
−Removed: The Company also has operations in Canada that started at the beginning of
−Removed: 2016 and is currently evaluating its tax position as it pertains to the 2017 year end.
+Added: The current provision is attributable to Australian operations and the
+Added: current tax rate in effect in that country.
+Added: The Company also has operations in Canada that started at the beginning of 2016 and
+Added: is currently evaluating its tax position as it pertains to the 2017 year end.
total deferred tax asset is calculated by multiplying a domestic (US) 34% marginal tax rate by the cumulative net operating loss
25 unchanged sentences
into the unaudited condensed consolidated financial statements.
−Removed: During July 2017, the Company paid $365,234
−Removed: in principal and accrued interest on the second loan (November 12, 2015) to Knight Therapeutics (Barbados) Inc.
−Removed: During August 2017, the Company secured a
−Removed: loan of $10,000,000 and an ongoing credit facility for additional tranches for an aggregate of up to $20,000,000 from Knight
−Removed: to support product acquisitions and general working capital purposes.
−Removed: The loan bears interest at 10.5% per annum and matures on
−Removed: August 9, 2020.
−Removed: The Company paid Knight $200,000 as origination fees, $100,000 as work fee and $100,000 for other expenses
−Removed: to related to the loan and credit facility.
+Added: October 2017, the Company paid $352,344 in principal and accrued interest on the second loan (November 12, 2015) to Knight Therapeutics
+Added: (Barbados) Inc.
+Added: October 2017, the Company hired a new Chief Financial Officer, Jeffrey Kadanoff, with an employment date of November 1, 2017.
+Added: In exchange for his service as Chief Financial Officer, Mr.
+Added: Kadanoff will receive an annual base salary of $450,000.
+Added: He will receive
+Added: a signing bonus consisting of:
+Added: (i) 100,000 shares of the Company’s common stock, and (ii) a cash payment equal to the value
+Added: of 100,000 shares of the Company’s common stock based on a price of $0.55 per share.
+Added: He will receive an annual bonus for
+Added: calendar year 2017 of $37,500.
+Added: Beginning with calendar year 2018, Mr.
+Added: Kadanoff will be eligible for an annual target bonus of
+Added: up to half his base salary.
+Added: The target bonus will be determined at the discretion of our Board or compensation committee based
+Added: upon the achievement of financial and other performance-related goals and may be paid in cash or shares of the Company’s
+Added: common stock.
+Added: In conjunction with the employment agreement, Mr.
+Added: Kadanoff purchased 400,000 shares of the Company’s stock
+Added: at $0.55 per share.
+Added: Kadanoff was also awarded an option to purchase 1,500,000 shares of stock at an exercise price of $0.55
+Added: The Initial Option will vest in three (3) equal annual installments on the first three anniversaries of Mr.
+Added: Kadanoff’s
+Added: Start Date with the Company, provided that Mr.
+Added: Kadanoff remains employed by the Company on each such date.
+Added: The Initial Option
+Added: will expire on the tenth anniversary of the grant date.
+Added: Subject to the approval by the Board, during each calendar year of Mr.
+Added: Kadanoff’s employment with the Company beginning with 2018, the Company will grant to him an option to purchase 500,000
+Added: shares of the Company’s common stock (such options collectively the “Additional Options”).
+Added: The exercise price
+Added: of each Additional Option will be the Fair Market Value of the common stock on the date each such Additional Option is granted.
+Added: Each Additional Option will expire on the tenth anniversary of the date of grant of such Additional Option.
+Added: The Additional Options
+Added: will vest in three (3) equal annual installments on the first three anniversaries of the date of grant of such Additional Option,
+Added: provided that Mr.
+Added: Kadanoff remains employed by the Company on each such date.
+Added: Upon the occurrence of a Change in Control , the
+Added: vesting of stock options granted to Mr.
+Added: Kadanoff will be accelerated subject to his continued service to the Company as of such
+Added: date and provided further that Mr.
+Added: Kadanoff’s stock options will be treated no less favorably than those of any other senior
+Added: executive or Chairman of the Company.
+Added: October 2017, the Company hired a new President, Patrick McCullough, with an employment date of November 6, 2017 and a three-year
+Added: initial term.
+Added: In exchange for his service as President, Mr.
+Added: McCullough will receive an annual base salary of $340,000.
+Added: receive a cash signing bonus of $37,500, to be paid on January 1, 2018, and an additional cash signing bonus of $37,500, to be
+Added: paid on July 1, 2018, provided that he is employed by the Company through such dates.
+Added: McCullough will be eligible for an annual
+Added: bonus of up to twenty-five percent (25%) of his base salary.
+Added: The annual bonus will be determined at the discretion of our Board
+Added: or compensation committee based upon the achievement of financial goals established by the Company’s Chief Executive Officer.
+Added: McCullough will also be eligible for additional bonus compensation based on the Company’s achievement of certain annual
+Added: earnings and retail sales goals established each year by the Company’s Chief Executive Officer.
+Added: Subject to the Company’s
+Added: achievement of an annual overall earnings goal and certain adjustments in the event of future acquisitions by the Company, Mr.
+Added: McCullough will be eligible to receive five percent (5%) of all retail sales by the Company in excess of the annual retail sales
+Added: goal set by the Chief Executive Officer.
+Added: In conjunction with the employment agreement, Mr.
+Added: McCullough was awarded an option to
+Added: purchase 1,000,000 shares of stock with an exercise price of $0.70 per share.
+Added: The Option Grant will vest in three (3) equal annual
+Added: installments on the first three anniversaries of Mr.
+Added: McCullough’s start date with the Company, provided that Mr.
+Added: remains employed by the Company on each such date.
+Added: October 2017, the Company appointed a new board member, Gale Bensussen.
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
−Removed: following discussion and analysis of the results of operations and financial condition of Synergy for the three and six months
−Removed: ended June 30, 2017 and 2016, should be read in conjunction with the unaudited condensed consolidated financial statements of
−Removed: Synergy, and the notes to those unaudited condensed consolidated financial statements that are included elsewhere in this Form
+Added: following discussion and analysis of the results of operations and financial condition of Synergy for the three and nine months
+Added: ended September 30, 2017 and 2016, should be read in conjunction with the unaudited condensed consolidated financial statements
+Added: of Synergy, and the notes to those unaudited condensed consolidated financial statements that are included elsewhere in this Form
Our discussion includes forward-looking statements based upon current expectations that involve risks and uncertainties,
38 unchanged sentences
GAAP”), provides useful information to investors.
−Removed: June 30, 2017
−Removed: loss after tax
+Added: September 30, 2017
+Added: Net income after tax
+Added: Interest income
+Added: Interest expense
+Added: Depreciation and amortization
+Added: of debt issuance cost
+Added: One time income
+Added: Stock-based compensation
on foreign currency translation and transaction
−Removed: June 30, 2017
+Added: Adjusted EBITDA
+Added: September 30, 2017
Net income after taxes
1 unchanged sentence
Interest expense
+Added: Depreciation and amortization
+Added: of debt issuance cost
+Added: One time income
Stock-based compensation
−Removed: Loss on foreign currency translation and transaction
+Added: on foreign currency translation and transaction
Adjusted EBITDA
10 unchanged sentences
to similarly titled measures reported by other companies.
−Removed: of Operations for the Three months Ended June 30, 2017 and 2016
−Removed: the three months ended June 30, 2017, we had revenue of $9,318,918 from sales of our products, as compared to revenue of $8,274,575
+Added: of Operations for the Three months Ended September 30, 2017 and 2016
+Added: the three months ended September 30, 2017, we had revenue of $9,175,673 from sales of our products, as compared to revenue of
$11,569,568 for the same period in 2016.
−Removed: The increase is due to a new company launch and a major customer expanding our store count and product
−Removed: line, and is comprised of the following categories:
+Added: The decrease is attributable to a change in marketing structure, and is comprised of
+Added: the following categories:
Nutraceuticals
1 unchanged sentence
Cosmeceuticals
−Removed: the three months ended June 30, 2017, our cost of revenue was $2,462,424.
−Removed: Our cost of revenue for the three months ended June
−Removed: 30, 2016, was $2,182,292.
−Removed: The increase is due to a new company launch and a major customer expanding our store count and product
−Removed: line and is comprised of the following categories:
+Added: the three months ended September 30, 2017, our cost of revenue was $2,657,623.
+Added: Our cost of revenue for the three months ended
+Added: September 30, 2016, was $2,657,623.
+Added: The decrease is proportionate with the decrease in sales and is comprised of the following
Nutraceuticals
1 unchanged sentence
Cosmeceuticals
−Removed: profit was $6,856,494, or 74% for the three months ended June 30, 2017, as compared to gross profit of $6,092,283, or 74% for
−Removed: the same period in 2016, an increase of $764,211, or 13%.
−Removed: The increase in gross profit margin is directly related to increase
−Removed: in sales and better negotiated deals with manufacturers, utilizing volume purchasing to avail lower prices and purchasing finished
−Removed: goods instead of buying components.
+Added: profit was $6,518,050, or 71% for the three months ended September 30, 2017, as compared to gross profit of $8,094,409, or 70%
+Added: for the same period in 2016, a decrease of $1,576,359, or 19%.
+Added: The decrease in gross profit is due to lower sales and launching
+Added: new products without adding additional resources.
and Marketing Expenses
−Removed: the three months ended June 30, 2017, our selling and marketing expenses were $4,223,712 as compared to $2,189,179 for the same
−Removed: period in 2016, which is primarily due to marketing our various products in multiple media channels including print, television
+Added: the three months ended September 30, 2017, our selling and marketing expenses were $3,685,313 as compared to $3,051,808 for the
+Added: same period in 2016, which is primarily due to marketing our various products in multiple media channels including print, television
and online and the launch of our new product line.
and Administrative Expenses
−Removed: the three months ended June 30, 2017, our general and administrative expenses were $2,367,969.
−Removed: For the three months ended June
−Removed: 30, 2016, our general and administrative expenses were $1,679,378.
−Removed: The increase is primarily due to increased personnel and operations
−Removed: as our company has grown.
+Added: the three months ended September 30, 2017, our general and administrative expenses were $1,990,743.
+Added: For the three months ended
+Added: September 30, 2016, our general and administrative expenses were $1,811,395.
+Added: The increase is primarily due to increased personnel
+Added: and operations as our company has grown.
and Amortization Expenses
−Removed: the three months ended June 30, 2017, our depreciation and amortization expenses were $357,111 as compared to $294,373 for the
−Removed: same period in 2016.
+Added: the three months ended September 30, 2017, our depreciation and amortization expenses were $396,857 as compared to $298,079 for
+Added: the same period in 2016.
Income and Expenses
−Removed: the three months ended June 30, 2017 and 2016 we had other (income) and expense items of the following:
−Removed: June 30, 2017
−Removed: June 30, 2016
+Added: the three months ended September 30, 2017 and 2016 we had other (income) and expense items of the following:
+Added: September 30, 2017
+Added: September 30, 2016
Remeasurement
−Removed: loss (gain) on translation of foreign subsidiary
+Added: gain on translation of foreign subsidiary
on change in fair value of derivative liability
−Removed: on sale of assets
of debt discount
of debt issuance cost
−Removed: other expense
−Removed: the three months ended June 30, 2017, we had interest expense of $187,077 as compared to $401,958 for the same period in 2016.
+Added: other expense (income)
+Added: the three months ended September 30, 2017, we had interest expense of $272,318 as compared to $432,622 for the same period in
The decrease was due to the payoffs and pay downs of the loans.
−Removed: We also issued warrants along with the loans and paid debt issuance
−Removed: cost in 2015 which led to the amortization of debt discount and debt issuance costs.
−Removed: We issued warrants with a reset provision
−Removed: in 2015 which led to the calculation of warrant derivative liability and hence we recorded a loss on change in fair value of derivative
−Removed: liability of $663,423.
+Added: For the three months ended September 30, 2017, we had other
+Added: income of $111,666 as compared to $nil for the same period in 2016.
+Added: We also issued warrants along with the loans and paid debt
+Added: issuance cost in 2015 which led to the amortization of debt discount and debt issuance costs.
+Added: We issued warrants with a reset
+Added: provision in 2015 which led to the calculation of warrant derivative liability and hence we recorded a gain on change in fair
+Added: value of derivative liability of $1,137,309.
In 2016 we cancelled those warrants and issued shares.
−Removed: For the three months ended June 30, 2017, our net loss was $50,181 as compared to a net loss of $12,590 for
−Removed: the same period in 2016.
−Removed: of Operations for the Six months Ended June 30, 2017 and 2016
−Removed: the six months ended June 30, 2017, we had revenue of $20,107,237 from sales of our products, as compared to revenue of $16,542,326
+Added: the three months ended September 30, 2017, our net income was $127,486 as compared to a net income of $3,050,466 for the same
+Added: period in 2016.
+Added: of Operations for the Nine months Ended September 30, 2017 and 2016
+Added: the nine months ended September 30, 2017, we had revenue of $29,282,910 from sales of our products, as compared to revenue of
$28,111,894 for the same period in 2016.
−Removed: The increase is due to a new company launch and a major customer expanding our store count and product
−Removed: line, and is comprised of the following categories:
+Added: The increase is due to a new company launch and a major customer expanding our store
+Added: count and product line, and is comprised of the following categories:
Nutraceuticals
1 unchanged sentence
Cosmeceuticals
−Removed: the six months ended June 30, 2017, our cost of revenue was $4,964,954.
−Removed: Our cost of revenue for the six months ended June 30,
+Added: the nine months ended September 30, 2017, our cost of revenue was $7,622,577.
+Added: Our cost of revenue for the nine months ended September
30, 2016, was $7,694,028.
−Removed: The increase is due to a new company launch and a major customer expanding our store count and product line
−Removed: and is comprised of the following categories:
+Added: The decrease is due to the mix of our products changing and selling more products with better margins
+Added: is comprised of the following categories:
Nutraceuticals
1 unchanged sentence
Cosmeceuticals
−Removed: profit was $15,142,283, or 75% for the six months ended June 30, 2017, as compared to gross profit of $12,323,457, or 74% for
−Removed: the same period in 2016, an increase of $2,818,826, or 23%.
+Added: profit was $21,660,333, or 74% for the nine months ended September 30, 2017, as compared to gross profit of $20,417,866, or 73%
+Added: for the same period in 2016, an increase of $1,242,467, or 6%.
The increase in gross profit margin is directly related to increase
2 unchanged sentences
and Marketing Expenses
−Removed: the six months ended June 30, 2017, our selling and marketing expenses were $7,120,909 as compared to $3,636,855 for the same
−Removed: period in 2016, which is primarily due to marketing our various products in multiple media channels including print, television
+Added: the nine months ended September 30, 2017, our selling and marketing expenses were $10,806,422 as compared to $6,688,663 for the
+Added: same period in 2016, which is primarily due to marketing our various products in multiple media channels including print, television
and online and the launch of our new product line.
and Administrative Expenses
−Removed: the six months ended June 30, 2017, our general and administrative expenses were $4,305,612.
−Removed: For the six months ended June 30,
+Added: the nine months ended September 30, 2017, our general and administrative expenses were $6,296,355.
+Added: For the nine months ended September
30, 2016, our general and administrative expenses were $5,359,578.
2 unchanged sentences
and Amortization Expenses
−Removed: the six months ended June 30, 2017, our depreciation and amortization expenses were $649,429 as compared to $573,010 for the same
−Removed: period in 2016.
+Added: the nine months ended September 30, 2017, our depreciation and amortization expenses were $1,046,286 as compared to $871,089 for
+Added: the same period in 2016.
Income and Expenses
−Removed: the six months ended June 30, 2017 and 2016 we had other (income) and expense items of the following:
−Removed: June 30, 2017
−Removed: June 30, 2016
+Added: the nine months ended September 30, 2017 and 2016 we had other (income) and expense items of the following:
+Added: September 30, 2017
+Added: September 30, 2016
Remeasurement
5 unchanged sentences
other expense
−Removed: the six months ended June 30, 2017, we had interest expense of $434,441 as compared to $833,222 for the same period in 2016.
−Removed: decrease was due to the payoffs and pay downs of the loans.
−Removed: We also issued warrants along with the loans and paid debt issuance
−Removed: cost in 2015 which led to the amortization of debt discount and debt issuance costs.
−Removed: We issued warrants with a reset provision
−Removed: in 2015 which led to the calculation of warrant derivative liability and hence we recorded a gain on change in fair value of derivative
−Removed: liability of $423,075.
+Added: the nine months ended September 30, 2017, we had interest expense of $706,759 as compared to $1,265,844 for the same period in
+Added: The decrease was due to the payoffs and pay downs of the loans.
+Added: For the nine months ended September 30, 2017, we had other
+Added: income of $111,666 as compared to $nil for the same period in 2016.
+Added: We also issued warrants along with the loans and paid debt
+Added: issuance cost in 2015 which led to the amortization of debt discount and debt issuance costs.
+Added: We issued warrants with a reset
+Added: provision in 2015 which led to the calculation of warrant derivative liability and hence we recorded a gain on change in fair
+Added: value of derivative liability of $1,560,384.
In 2016 we cancelled those warrants and issued shares.
−Removed: the six months ended June 30, 2017, our net income was $2,508,473 as compared to a net income of $2,797,886 for the same period
+Added: the nine months ended September 30, 2017, our net income was $2,635,959 as compared to a net income of $5,848,552 for the same
+Added: period in 2016.
and Capital Resources
−Removed: of June 30, 2017, we had $894,229 cash on hand and a $2,324,708 working capital deficit.
+Added: of September 30, 2017, we had $5,408,927 cash on hand and working capital of $4,861,810.
In addition, we also had restricted cash
4 unchanged sentences
The Company had
−Removed: an accumulated deficit at June 30, 2017 of $6,857,529.
−Removed: The Company had a working capital deficit of $2,324,708 as of June 30,
+Added: an accumulated deficit at September 30, 2017 of $6,730,041.
+Added: The Company had working capital of $4,861,810 as of September 30,
Due to acquisitions during 2015 of revenue-producing products, the Company believes it has established an ongoing source
−Removed: of revenue that is sufficient to cover its operating costs and has income from operations of $3,066,333 for the six months ended
−Removed: June 30, 2017.
+Added: of revenue that is sufficient to cover its operating costs and has income from operations of $3,511,270 for the nine months ended
+Added: September 30, 2017.
Management’s
8 unchanged sentences
unable to continue as a going concern.
−Removed: months ended June 30, 2017 and 2016
+Added: months ended September 30, 2017 and 2016
Cash Provided by Operating Activities
−Removed: Net cash provided by operating
−Removed: activities for the six months ended June 31, 2017 was $3,301,371, compared to $3,720,005 for the same period in 2016.
−Removed: decrease in net cash provided by operating activities for the six months ended June 30, 2017 was primarily attributable to a
−Removed: net decrease in net income (after adjusting non-cash items) of $631,362 offset by a net increase in operating assets and liabilities
−Removed: The $3,301,371 consists of our net
−Removed: income of $2,508,473 increased by:
−Removed: Amortization of debt issuance cost
−Removed: Depreciation and amortization
−Removed: Stock based compensation
−Removed: Loss on sale of assets
−Removed: Non cash implied interest
−Removed: Remeasurement gain on translation of foreign subsidiary
−Removed: Foreign currency transaction loss
−Removed: Decrease in accounts receivable
−Removed: Decrease in inventory
−Removed: Increase in prepaid expenses
−Removed: Decrease in deferred revenue
−Removed: Decrease in accounts payable and accrued expenses
+Added: Net cash provided by
+Added: operating activities for the nine months ended September 31, 2017 was $969,227, compared to $6,247,059 for the same period
+Added: This decrease in net cash provided by operating activities for the nine months ended September 30, 2017 was primarily
+Added: attributable to a net decrease in net income.
+Added: The $969,227 consists of our net income
+Added: of $2,635,959 adjusted by:
+Added: of debt issuance cost
+Added: and amortization
+Added: based compensation
+Added: on sale of assets
+Added: cash implied interest
+Added: Remeasurement
+Added: gain on translation of foreign subsidiary
+Added: currency transaction loss
+Added: in accounts receivable
+Added: in prepaid expenses
+Added: in deferred revenue
+Added: in accounts payable and accrued expenses
Cash Used in Investing Activities
−Removed: cash used in investing activities for the six months ended June 30, 2017 was $870,650, compared to net cash used of $2,392,903
−Removed: for the same period in 2016.
−Removed: The decrease in cash used in investing activities during 2017 is attributable to the payout of an
−Removed: earn out liability in 2016.
+Added: Net cash used in investing
+Added: activities for the nine months ended September 30, 2017 was $1,899,289, compared to net cash used of $2,446,641 for the
+Added: same period in 2016.
+Added: The decrease in cash used in investing activities during 2017 is attributable to the payout of an earn out
+Added: liability in 2016.
for acquisition of fixed assets
from sale of assets
−Removed: of development fee
+Added: of development fees
in restricted cash
Cash Used in Financing Activities
−Removed: cash used in financing activities for the six months ended June 30, 2017 was $4,025,000, compared to net cash used of $1,962,500
+Added: cash provided by financing activities for the nine months ended September 30, 2017 was $3,884,631, compared to net cash used of
$3,225,000 for the same period in 2016.
−Removed: This is attributable to the repayment of notes.
+Added: This is attributable to proceeds from a new loan.
of notes payable
+Added: from notes payable
+Added: of debt issuance costs
2017 Initiatives
7 unchanged sentences
Obligations and Off-Balance Sheet Arrangements
+Added: our normal course of business, we may enter into contractual obligations that require future cash payments.
+Added: At September 30, 2017
+Added: we are contractually obligated to repay notes payable (see Note 10).
Sheet Arrangements
17 unchanged sentences
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.