Axim Biotechnologies, Inc 10-Q for FY2024 Q1

Axim Biotechnologies, Inc. (AXIM)

10-Q 2024-05-20 For: 2024-03-31

Added on April 09, 2026

About this 10-Q

Axim Biotechnologies, Inc filed this 10-Q on May 20, 2024, covering the quarter ended March 31, 2024 (FY2024 Q1).

Headline figures

Quarter ended March 31, 2024, as reported in this filing, compared with the same period a year earlier where the filing states it.

Revenue: $52.98K
Net loss: $292.3K; compared with a net loss of $2.76M a year earlier
Diluted EPS: -$0.00

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		Page
Condensed Consolidated Balance Sheet as of March 31, 2024 (unaudited) and December 31, 2023		3

Condensed Consolidated Statements of Operations for the three months ended March 31, 2024 and 2023 (unaudited)		4

Condensed Consolidated Statement of Changes in Shareholders’ Deficit for the three months ended March 31, 2024 and 2023 (unaudited)		5

Condensed Consolidated Statement of Cash Flows for the three months ended March 31, 2024 and 2023 (unaudited)		6

Notes to Condensed Consolidated Financial Statements (unaudited).		7

	March 31, 2024			December 31, 2023
	(unaudited)
ASSETS
Current assets:
Cash	$	96,711		$	156,457
Total current assets		96,711			156,457

Property and equipment, net of accumulated depreciation		127,510			134,067
Other Assets:
Intangible Asset 510k License and Patents-Eye Care Division, net		3,496,369			3,594,981
Security deposit		9,014			9,014
Operating lease right-of-use asset		205,012			227,029
Total other assets		3,710,395			3,831,024

TOTAL ASSETS	$	3,934,616		$	4,121,548

LIABILITIES AND STOCKHOLDERS' DEFICIT
Current liabilities:
Accounts payable and accrued liabilities	$	1,624,946		$	2,781,068
Lease liability obligations (see Note 16) current portion		91,306			94,829
		-			-
Due to related parties		11,000			21,500
Advances from shareholders		338,170			295,170

Deferred Revenue		250,148			303,127
Derivative Liability Conversion feature		2,487,235			2,482,723
Total current liabilities		4,802,805			5,978,417

Long-term liabilities:
Convertible note payable (including accrued interest of $97,792 and $76,163 respectively) net of unamortized debt discount of $1,168,296 and $1,209,806, respectively(see note 8)		1,500,335			1,408,766
Convertible note payable - related parties (including accrued interest of $203,202 and $160,091, respectively)(Net of unamortized debt discount of $852,548 and $631,123, respectively See note 8)		4,961,779			4,253,968
Lease liability obligations (see Note 13)		118,031			137,044
Total long-term liabilities		6,580,145			5,799,778
TOTAL LIABILITIES		11,382,950			11,778,195

STOCKHOLDERS' DEFICIT
Preferred stock, $0.0001 par value, 5,000,000 shares authorized;

Series B Convertible Preferred Stock, $0.0001 par value 500,000 shares designated, 500,000 and 500,000 shares issued, 0 and 0 outstanding, respectively		-			-
Series C Convertible Preferred Stock, $0.0001 par value 500,000 shares designated, 500,000 and 500,000 shares issued and outstanding, respectively		50			50
Common stock, $0.0001 par value, 1,000,000,000 shares authorized 278,429,403 and 245,929,403 shares issued and outstanding, respectively		27,843			24,593

Stock subscription receivable		(19,543	)		(24475	)
Additional paid in capital		65,005,073			64,528,043
Common stock to be issued		15,400			0
Accumulated deficit		(72,477,157	)		(72,184,858	)
TOTAL STOCKHOLDERS' DEFICIT		(7,448,334	)		(7,656,647	)

TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT	$	3,934,616		$	4,121,548

	For the			For the
	Three Months Ended			Year Ended
	March 31, 2024			March 31, 2023
	(Unaudited)			(Unaudited)
Revenues	$	52,979		$	7,397

Operating Expenses:
Research and development expenses		15,495			20,336
Selling, general and administrative		333,840			590,940
Depreciation and amortization		108,007			106,755
Total operating expenses		457,342			718,031

Loss from operations		(404,363	)		(710,634	)

Other (income) expenses:
Miscellaneous income		5,000
Derivative Liability insufficient shares		-			2,033,074
(Gain) loss on change in value of derivative liability		(334,345	)		98,640
Loss on extinguishment/conversion of debt		(6,400	)		(172,731	)
Amortization of note discount		60,084			35,172
Interest expense		163,597			57,839
Total other expenses		(112,064	)		2,051,994

Loss before provision of income tax		(292,299	)		(2,762,628	)
Provision for income tax		-			-

Loss from operations		(292,299	)		(2,762,628	)

NET INCOME (LOSS)	$	(292,299	)	$	(2,762,628	)

NET LOSS ATTRIBUTABLE TO COMMON SHAREHOLDERS	$	(292,299	)	$	(2,762,628	)
Earnings per share
Basic	$	(0.001	)	$	(0.013	)
Diluted	$	(0.001	)	$	(0.013	)

Weighted average common shares outstanding - basic and diluted		261,396,070			214,494,489

									Series A Convertible				Series B Convertible				Series C Convertible				Common			Additional		Stock
	Common Stock				Preferred Stock				Preferred Stock				Preferred Stock				Preferred Stock				Stock to			Paid In		Subscription			Accumulated
	Shares		Amount		Shares		Amount		Shares		Amount		Shares		Amount		Shares		Amount		be Issued			Capital		Receivable			Deficit			Total
	#		$		#		$		#		$		#		$		#		$		$			$					$			$

Balance December 31, 2022		192,441,917		19,245														500,000		50		135,000			59,191,469		(46,000	)		(64,125,176	)		(4,825,412	)

common stock issued under s-1		8,000,000		800																					169,200		5,000						175,000
common stock issued against common stock to be issued		1,000,000		100																		(135,000	)		134,900								-
Common stock issued on conversion of debt		22,207,486		2,220																					686,212								688,432
Debt Discount modifications issuance of notes																									459,522								459,522
Stock based compensation - stock options																									103,822								103,822

																																	-
Net Loss																														(2,762,628	)		(2,762,628	)

Balance March 31, 2023 (unaudited)		223,649,403		22,365														500,000		50		-			60,745,125		5,000			(66,887,804	)		(6,161,264	)

Balance December 31, 2023		245,929,403		24,593														500,000		50					64,528,043		(24,475	)		(72,184,858	)		(7,656,647	)

Stock issued in settlement of claim		20,000,000		2,000																					378,000								380,000
Common stock issued under S-1		12,500,000		1,250																					89,417		4,932						95,599
Stock based compensation- stock options																									9,613								9,613
Common stock to be issued pursuant to stock puchase agreement																						15,400											15,400
Net Loss																														(292,299	)		(292,299	)

Balance March 31, 2024 (unaudited)		278,429,403		27,843		-		-		-		-		-		-		500,000		50		15,400			65,005,073		(19,543	)		(72,477,157	)		(7,448,334	)

	For the			For the
	Three Months Ended			Three Months Ended
	March 31,			March 31,
	2024			2023
CASH FLOWS FROM OPERATING ACTIVITIES:	(Unaudited)			(Unaudited)
Net Loss		(292,299	)		(2,762,628	)
Depreciation and amortization		108,007			106,755
Derivative Liability insufficient Shares					2,033,074
Stock based compensation		9,613			103,822
Amortization of prepaid expenses					42,858
Amortization of debt discount		60,084			35,172
Amortization of deferred rent		(519	)
Common Stock issued for services/equipment
Non Cash Loss (gain) on extinguishment of debt		(6,400	)		(172,731	)
Loss on conversion of convertible debt
Common stock issued/to be issued in settlement of obligations		380,000
decrease in other assets					10,825
Non cash interest expense		98,857
Change in fair value of derivative		(334,345	)		98,640
Amortization Of Debt Issuance Cost
Loss on settlement of litigation
Changes in operating assets & liabilities:
Decrease in due to related parties		(10,500	)
Increase (decrease) in other assets
Increase in shareholder advances		43,000			150,000
Increase in due to first insurance funding
(Increase) decrease in prepaid expenses
Increase (decrease) in accounts payable and accrued expenses		(1,069,580	)		219,651
Decrease in deferred revenue		(52,979	)		(7,397	)

Net cash provided by (used in) operating activities		(1,067,061	)		(141,959	)
CASH FLOW FROM INVESTING ACTIVITIES:

Increase in property and equipment		(2,839	)
Net cash provided by (used in) investing activities		(2,839	)		0
CASH FLOW FROM FINANCING ACTIVITIES:

Proceeds from convertible note		100,000
Common stock issued under registration statement on Form S-1		95,599			175,000
Repayment of convertible notes
Common stock to be issued in settlement of a liability		814,555
Common stock issued under share purchase agreement
Repayment of first insurance funding					(26,781	)
Net cash provided by (used in) financing activities		1,010,154			148,219
Net increase (decrease) in cash and cash equivalents		(59,746	)		6,260
Cash and cash equivalents at beginning of year		156,457			47,282
Cash and cash equivalents at end of year	$	96,711			53,542

SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION
CASH PAID DURING THE PERIOD FOR:
Interest	$	-
Income taxes - net of tax refund	$	-		$	-
NON-CASH INVESTING AND FINANCING ACTIVITIES
Common stock issued against common stock to be issued	$			$	135,000
Initial derivative liability at issuance of notes	$	338,857		$
Common stock issued against CS subscription	$	4,932		$	40,000
Common Stock to be issued against settlement of debt	$	15,400		$
Convertible note converted to common stock	$			$	688,432
Initial debt discount on extinguishment of notes	$			$	209,522
Convertible debt issued against settlement of libilities	$	380,000		$	250,000
Initial debt discount at issuance of notes	$	240,000		$	250,000

	March 31, 2024		December 31, 2023
Equipment of operations	$	259,631	$	256,792
Less: accumulated depreciation		132,121		122,725
	$	127,510	$	134,067

	March 31,		December 31,
	2024		2023
Patents	$	250,000	$	250,000
Licenses		4,270,000		4,270,000
		4,520,000		4,520,000
Less: accumulated amortization		1,023,631		925,019
	$	3,496,369,	$	3,594,981

		2024				2025				2026				2027				2028				2029 and onwards
Amortization expense		$	292,618			$	391,230			$	391,230			$	391,230			$	391,230			$	1,638,831

Fair Value Hierarchy		Inputs to Fair Value Methodology
Level 1		Quoted prices in active markets for identical assets or liabilities
Level 2		Quoted prices for similar assets or liabilities; quoted markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the financial instrument; inputs other than quoted prices that are observable for the asset or liability; or inputs that are derived principally from, or corroborated by, observable market information
Level 3		Pricing models, discounted cash flow methodologies or similar techniques and at least one significant model assumption is unobservable or when the estimation of fair value requires significant management judgment

Balance, December 31, 2023	$	2,482,723
Issuance of convertible note payable		338,857
Issuance of shares in exchange for convertible note payable
Mark to market		(334,345	)
Balance, December 31, 2023	$	2,487,235

	Options Outstanding			Weighted Average Exercise Price
Outstanding at December 31, 2022		21,860,715		$	0.13
Granted		3,000,000			0.02
Exercised

Expired or canceled		(742,386	)		0.057
Outstanding at December 31, 2023		24,118,329		$	0.013
Granted
Exercised
Expired or Cancelled
Outstanding March 31, 2024		24,118,329		$	0.013

	Number of Warrants			Weighted Average Exercise Price
Outstanding at December 31, 2020		-		$	-
Granted		3,025,000			0.71
Forfeited/Cancelled		-			-
Exercised		-			-
Outstanding at December 31, 2022		3,025,000		$	0.71
Granted		519,247			0.31
Exercised
Outstanding at December 31, 2023		3,544,247		$	0.65
Forfeited/Cancelled		(1,075,000	)
Outstanding at December 31, 2023		2,469,247		$	0.65

Right-of-use assets	$	205,012

Lease liability obligations, current	$	91,306
Lease liability obligations, noncurrent		118,031
Total lease liability obligations	$	209,337

Weighted-average remaining lease term	2.17 years

Weighted-average discount rate		6	%

2024	$	74,694
2025		102,684
2026		43,686

Total minimum payments		221,064
Less: amount representing interest		(16,054	)
Total	$	205,010

	●	Contact lens fitting – approximately 45 million people wear contact lens in the US alone (2021).

	●	LASIK surgery- approximately 718,000 (2020).

	●	Cataract surgery with lens exchange - approximately 3.8 million (2018).

	March 31,		December 31,
	2024		2023
Convertible note payable, due on November 1, 2026, interest at 3.5% p.a.	$	4,000,000	$	4,000,000
Convertible notes Payable MMI due on December 26, 2033 and March 28,2034 interest at 5.25% p.a. (7)		200,000		100,000
Convertible Note Payable John Huemoeller due on January 23, 2033 interest at 4.0% p.a. (6)		250,000		250,000
Convertible Note Payable John Huemoeller due on March 1, 2034 interest at 4.25% p.a. (6)		250,000
Convertible note payable, due on February 10, 2032, interest at 3.0% p. a. (5)		375,000		375,000
Convertible notes payable due to Board of directors due on March 15,2034 interest at 4.25% p.a.(9)		140,000
Convertible note Payable CFO (9)		53,500
Convertible notes due to employees due on March 1,2034 interest at 4.25 % p.a. (9)		342,625
Accrued Interest		203,202		160,091
Total	$	5,814,327	$	4,885,091
Less: unamortized debt discount/finance premium costs		852,548		631,123
Convertible notes payable related parties, net		4,961,779		4,253,968

	March 31,			December 31,
	2024			2023
Convertible note payable, due on October 1, 2029, interest at 3.5% p.a. (1)	$	484,478		$	484,478
Convertible Note Payable, due on January 27,2032 interest at 3% p.a. (4)		367,931			367,931
Convertible note payable, due on October 1, 2029, interest at 3.5% p.a. (2)		500,000			500,000
Convertible note payable, due on February 10, 2032, interest at 3.0% p. a. (5)		425,000			1,150,000
Convertible note payable, due on December 31, 2034, interest at 3% p.a. (3)		190,000			190,000
Convertible note payable, due on May 23, 2033, interest at 3.75% p.a. see 8 below		250,000			250,000
Convertible note payable, due on May 23, 2033, interest at 3.75% p.a. see 8 below		325,000			325,000
Convertible note payable due May 15,2024 interest at 4.25% p.a.		28,430
Accrued interest (The accrued interest and principal are both included in the captions titled “convertible note payable” in the balance sheet)		97,792			76,163
Total		2,668,631			2,618,572
Less: unamortized debt discount/finance premium costs		(1,168,296	)		(1,209,806	)
Convertible note payable, net	$	1,500,335		$	1,383,416

Biomarker	Company	Type	CLIA status

Lactoferrin	Axim	(quantitative analysis)	moderate complexity

IgE	Axim	(quantitative analysis)	moderate complexity

MMP9	Quidel	(qualitative only)	waived

Osmolarity	TearLab	(quantitative analysis)	waived

Ocular Adenovirus	Quidel	(qualitative only)	waived

	●	AXIM’s strategic focus is on commercializing FDA-cleared Dry Eye Disease (DED) diagnostic system
	●	Plans to address largely underserved DED diagnosis market with patent pending tear collection method and approved tests, supported by world-class DED management team
	●	Supply agreements in place to fulfill demand for DED readers and test strips, creating large revenue opportunity
	●	Company places emphasis on generating positive cash flow through DED program

	●	Low Lactoferrin levels directly correlate to DED caused by aqueous deficiency
	●	The severity of DED can be determined by the Lactoferrin level
	●	Low Lactoferrin levels may represent increased surgical risk or contact lens intolerance
	●	Changes in Lactoferrin levels may show the efficacy of the prescribed treatment

	●	The presence of IgE indicates the diagnosis of allergic conjunctivitis
	●	Levels of IgE increase with the severity of the allergic response
	●	IgE testing can help differentiate allergic conjunctivitis from dry eye syndrome
	●	Allergic conjunctivitis is a contraindication for LASIK and other surgical procedures

	●	Successfully complete our clinical trials to prove the accuracy and ease of use to achieve CLIA waivers.
	●	Generate positive, peer reviewed reviews by eye care professionals as to the performance and ease of use.
	●	Penetrate the ophthalmologist and optometrist marketplace through our partner with our industry-changing DED diagnostic technology.
	●	Identify potential strategic acquisition targets to accelerate our DED diagnostic applications and capabilities expansion.
	●	Grow our DED business to reach a positive cash flow run rate by the end of 2024 and build its profitability beyond.

	(i)	filing Exchange Act reports;
	(ii)	contractual obligations;
	(iii)	building inventory of our approved devices;
	(iii)	clinical trials; and
	(iv)	continued research and development of our diagnostic tests.

	March 31, 2024			March 31, 2023			$ Change			%Change
Revenues		52,979			7,397			45,582		>	100	%
Cost of Goods Sold
Operating Expenses		457,342			718,031			(260,689	)	>	37	%
Loss from Operations		(404,363	)		(710,634	)		(306,271	)	>	43	%
Other expenses (income)		(112,064	)		2,051,994			(2,164,058	)	>	100	%
Net loss		(292,299	)		(2,762,628	)		(2,470,329	)	>	100	%

	·	Pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the Company;

	·	Provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with GAAP, and that receipts and expenditures of the Company are being made only in accordance with authorizations of management and directors of the Company; and

	·	Provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of the Company’s assets that could have a material effect on the financial statements.

Exhibits	Exhibit #	Incorporated by Reference (Form Type)	Filing Date	Filed with This Report

Articles of Incorporation, as filed with the Nevada Secretary of State on November 18, 2010.	3.1	10-Q	11/14/2014

Certificate of Amendment, as filed with the Nevada Secretary of State on July 24, 2014.	3.2	10-Q	11/14/2014

Amended and Restated (As of August 17, 2016) Bylaws of AXIM Biotechnologies, Inc.	3.3	10-Q	8/22/2016

Certificate of Designation of Series B Preferred Stock.	3.4	10-Q	8/22/2016

Certificate of Designation of Series C Preferred Stock.	3.5	10-Q	8/22/2016

Description of Securities	4.1	10-K	4/17/2023

Equity Purchase Agreement dated May 14, 2021, by and between AXIM Biotechnologies, Inc and Cross & Company	10.1	8-K	05/14/2021

Binding Term Sheet Agreement dated August 3, 2021, by and between AXIM Biotechnologies, Inc. and Advanced Tear Diagnostics, LLC.	10.2	10-K	04/15/2022

Asset Purchase Agreement dated August 26, 2021, by and between AXIM Biotechnologies, Inc. and Advanced Tear Diagnostics, LLC.	10.3	10-K	04/15/2022

Form of 1.5% Short Term Promissory Notes, dated February 10, 2022.	10.4	8-K	02/16/2022

Form of 3% Short Term Promissory Notes, dated February 10, 2022.	10.5	8-K	02/16/2022

6% Convertible Redeemable Note dated September 29, 2021, made by and between AXIM Biotechnologies, Inc. and GS Capital Partners, LLC, as amended.	10.6	8-K	02/16/2022

Termination Agreement dated March 3, 2022, by and between AXIM Biotechnologies, Inc. and Empowered Diagnostics, LLC	10.7	10-K	04/15/2022

Code of Business Conduct and Ethics.	14.1	10-Q	11/20/2017

Certification of Principal Executive Officer Pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.	31.1			X

Certification of Principal Financial Officer Pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.	31.2			X

Certification of Principal Executive Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.	32.1			X

Certification of Principal Financial Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.	32.2			X

Nominating and Governance Committee Charter.	99.1	10-Q	11/20/2017

Compensation Committee Charter.	99.2	10-Q	11/20/2017

Audit Committee Charter.	99.3	10-Q	11/20/2017

XBRL Instance Document	101.INS			X

XBRL Taxonomy Extension Schema Document	101.SCH			X

XBRL Taxonomy Extension Calculation Linkbase Document	101.CAL			X

XBRL Taxonomy Extension Definition Linkbase Document	101.DEF			X

XBRL Taxonomy Extension Label Linkbase Document	101.LAB			X

XBRL Taxonomy Extension Presentation Linkbase Document	101.PRE			X

	AXIM BIOTECHNOLOGIES, INC.

Dated: May 20, 2024	By:	/s/ John W. Huemoeller II
		John W. Huemoeller II
		President and Director
		Principal Executive Officer

Dated: May 20, 2024	By:	/s/ Robert Malasek
		Robert Malasek
		Principal Financial Officer

	1.	I have reviewed this Quarterly Report on Form 10-Q for AXIM Biotechnologies, Inc.;

	2.	Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

	3.	Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

	4.	The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

	a.	Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

	b.	Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

	c.	Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

	d.	Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and

5.	The registrant's other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):

	a.	All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and

	b.	Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.

	(1)	the Report, as filed with the Securities and Exchange Commission, fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

	(2)	the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Registrant.