AXIM 10-Q

Axim Biotechnologies, Inc. (AXIM)

10-Q 2024-08-19 For: 2024-06-30

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Added on April 09, 2026

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		Page
Condensed Consolidated Balance Sheet as of June 30, 2024 (unaudited) and December 31, 2023		3

Condensed Consolidated Statements of Operations for the three and six months ended June 30, 2024 and 2023 (unaudited)		4

Condensed Consolidated Statement of Changes in Shareholders’ Deficit for the three and six months ended June 30, 2024 and 2023 (unaudited)		5

Condensed Consolidated Statement of Cash Flows for the six months ended June 30, 2024 and 2023 (unaudited)		6

Notes to Condensed Consolidated Financial Statements (unaudited).		7

AXIM BIOTECHNOLOGIES, INC.
UNAUDITED COSOLIDATED BALANCE SHEETS

	June 30, 2024			December 31, 2023
	(unaudited)
ASSETS
Current assets:
Cash	$	6,044		$	156,457
Supplies		14,199			-
Total current assets		20,243			156,457

Property and equipment, net of accumulated depreciation		117,993			134,067
Other Assets:
Intangible Asset 510k License and Patents-Eye Care Division, net		3,397,759			3,594,981
Security deposit		9,014			9,014
Operating lease right-of-use asset		182,686			227,029
Total other assets		3,589,459			3,831,024

TOTAL ASSETS	$	3,727,695		$	4,121,548

LIABILITIES AND STOCKHOLDERS' DEFICIT
Current liabilities:
Accounts payable and accrued liabilities	$	1,673,957		$	2,781,068
Lease liability obligations (see Note 13) current portion		92,645			94,829
		-			-
Due to related parties		11,705			21,500
Advances from shareholders		445,420			295,170

Deferred Revenue		232,669			303,127
Derivative Liability Conversion feature		4,115,975			2,482,723
Total current liabilities		6,572,371			5,978,417

Long-term liabilities:
Convertible note payable (including accrued interest of $119,668 and $76,163 respectively) net of unamortized debt discount of $1,132,342 and $1,209,806, respectively(see note 8)		1,558,166			1,408,766
Convertible note payable - related parties (including accrued interest of $254,865 and $160,091, respectively)(Net of unamortized debt discount of $927,889 and $631,123, respectively See note 8)		5,038,101			4,253,968
Lease liability obligations (see Note 13)		93,847			137,044
Total long-term liabilities		6,690,114			5,799,778
TOTAL LIABILITIES		13,262,485			11,778,195

STOCKHOLDERS' DEFICIT
Preferred stock, $0.0001 par value, 5,000,000 shares authorized; 1,000,000 shares designated

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		29,446			24,593
294,458,824 and 245,929,403 shares issued and outstanding respectively
Stock subscription receivable		(1,000	)		(24,475	)
Additional paid in capital		65,183,686			64,528,043
Accumulated deficit		(74,746,972	)		(72,184,858	)
TOTAL STOCKHOLDERS' DEFICIT		(9,534,790	)		(7,656,647	)

TOTAL LIABILITIES AND STOCKHOLDERS’ DEFICIT	$	3,727,695		$	4,121,548

See accompanying notes to these consolidated financial statements

AXIM BIOTECHNOLOGIES, INC.
UNAUDITED CONSOLIDATED STATEMENTS OF OPERATIONS


	For the Three Months Ended			For the Three Months Ended			For the Six Months Ended			For the Six Months Ended
	June 30, 2024			June 30, 2023			June 30, 2024			June 30, 2023
	(Unaudited)			(Unaudited)			(Unaudited)			(Unaudited)
Revenues	$	17,479		$	9,929		$	70,458		$	17,078
Cost of Goods Sold		1,744			-			1,744			-
Gross Profit		15,735			9,929			68,714			17,078
Operating Expenses:
Research and development expenses		4,063			34,074			19,349			54,409
Selling, general and administrative		472,984			566,829			804,235			1,157,524
Depreciation and amortization		108,129			106,755			216,136			213,509
Total operating expenses		585,176			707,658			1,039,720			1,425,442

Loss from operations		(569,441	)		(697,729	)		(971,006	)		(1,408,364	)

Other (income) expenses:
Miscellaneous income		-			-			(5,000	)		-
Derivative Liability insufficient shares		-			1,637,705			-			3,670,779
(Gain ) loss on change in value of derivative liability		1,424,228			594,876			1,089,883			693,515
Loss on extinguishment/conversion of debt		37,288			-			43,688			(172,731	)
Amortization of note discount		60,614			41,480			120,697			76,652
Interest expense		178,244			751,505			341,840			809,344
Total other expenses		1,700,374			3,025,566			1,591,108			5,077,559

Loss before provision of income tax		(2,269,815	)		(3,723,295	)		(2,562,114	)		(6,485,923	)
Provision for income tax		-			-			-			-

Loss from operations		(2,269,815	)		(3,723,295	)		(2,562,114	)		(6,485,923	)

NET INCOME (LOSS)	$	(2,269,815	)	$	(3,723,295	)	$	(2,562,114	)	$	(6,485,923	)

NET LOSS	$	(2,269,815	)	$	(3,723,295	)	$	(2,562,114	)	$	(6,485,923	)
Earnings per share
Basic	$	(0.010	)	$	(0.020	)	$	(0.010	)	$	(0.030	)
Diluted	$	(0.010	)	$	(0.020	)	$	(0.010	)	$	(0.030	)

Weighted average common shares outstanding - basic and diluted		288,913,074			226,264,788			275,069,590			220,412,153

See accompanying notes to these consolidated financial statements

AXIM BIOTECHNOLOGIES, INC.
UNAUDITED CONSOLIDATED STATEMENT OF STOCKHOLDERS' DEFICIT

	Common Stock				Preferred Stock				Series A Convertible Preferred Stock				Series B Convertible Preferred Stock				Series C Convertible Preferred Stock				Common Stock to be			Additional Paid In		Stock Subscription			Accumulated
	Shares		Amount		Shares		Amount		Shares		Amount		Shares		Amount		Shares		Amount		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		223,649,403		22,365														500,000		50		-			60,745,125		(41,000	)		(66,887,804	)		(6,161,264	)
common stock issued under s-1		4,000,000		400																					72,150		40,000						112,550
																																	-
Stock based compensation - stock options																									21,404								21,404
																																	-
Net Loss																														(3,723,295	)		(3,723,295	)

Balance June 30, 2023		227,649,403		22,765														500,000		50		-			60,838,679		(1,000	)		(70,611,099	)		(9,750,605	)

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 purchase 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	)

Stock issued in settlement of debt		6,000,000		600																					95,400								96,000
Common stock issued under S-1		9,000,000		900																					51,432		18,543						70,875
Stock based compensation- stock options																									9,613								9,613
Common stock to be issued against common stock to be issued		1100000		110																		15,400			15,290								-
Common stock issued for services		429,424		43																					6,828								6,871
Echo connection shares cancelled		-500003		-50																					50								-
Net Loss																														(2,269,815	)		(2,269,815	)

Balance June 30, 2024 (unaudited)		294,458,824		29,446		-		-		-		-		-		-		500,000		50		-			65,183,686		(1,000	)		(74,746,972	)		(9,534,790	)

The accompanying notes are an integral part of these consolidated financial statements.

AXIM BIOTECHNOLOGIES, INC.
UNADITED CONSOLIDATED STATEMENTS OF CASH FLOWS

	For the			For the
	Six Months Ended			Six Months Ended
	June 30,			June 30,
	2024			2023
CASH FLOWS FROM OPERATING ACTIVITIES:	(Unaudited)			(Unaudited)
Net Loss		(2,562,114	)		(6,485,923	)
Depreciation and amortization		216,136			213,510
Derivative Liability insufficient Shares		-			3,670,779
Stock based compensation		19,226			125,226
Amortization of prepaid expenses		-			42,858
Amortization of debt discount		120,697			76,652
Amortization of deferred rent		(1,038	)		-
increase in supplies on hand		(14,199	)		-
Non Cash Loss (gain) on extinguishment of debt		43,688			(172,731	)

Non cash interest expense		203,429			690,000
Change in fair value of derivative		1,089,883			693,515
Changes in operating assets & liabilities:
decrease in other assets					6,811
Decrease in due to related parties		(9,795	)		-
Increase (decrease) in other assets
Increase in shareholder advances		150,250			17,450
Increase (decrease) in accounts payable and accrued expenses		300,247			351,176
Decrease in deferred revenue		(70,458	)		(14,876	)

Net cash provided by (used in) operating activities		(514,048	)		(785,553	)
CASH FLOW FROM INVESTING ACTIVITIES:

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

Proceeds from convertible note		200,000			575,000
Common stock issued under registration statement on Form S-1		166,474			287,550
Repayment of convertible notes
Common stock to be issued in settlement of a liability
Common stock issued under share purchase agreement
Repayment of first insurance funding		-			(26,781	)
Net cash provided by (used in) financing activities		366,474			835,769
Net increase (decrease) in cash and cash equivalents		(150,413	)		50,216
Cash and cash equivalents at beginning of year		156,457			47,282
Cash and cash equivalents at end of year	$	6,044			97,498

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	$	15,400		$	135,000
Initial derivative liability at issuance of notes	$	543,369		$	1,265,000
Common stock issued against CS subscription	$	23,475		$	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 liabilities	$	1,194,555		$	250,000
Initial debt discount at issuance of notes	$	340,000		$	825,000

The accompanying notes are an integral part of these consolidated financial statements.

	June 30, 2024		December 31, 2023
Equipment of operations	$	259,631	$	256,792
Less: accumulated depreciation		141,638		122,725
	$	117,993	$	134,067

	June 30,		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		1,122,241		925,019
	$	3,397,759	$	3,594,981

		2024				2025				2026				2027				2028				2029 and onwards
Amortization expense		$	197,224			$	391,230			$	391,230			$	391,230			$	391,230			$	1,635,615

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		543,369
Issuance of shares in exchange for convertible note payable
Mark to market		1,089,883
Balance, June 30, 2024	$	4,115,975

	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		$	0.13
Granted
Exercised
Expired or Cancelled
Outstanding June 30, 2024		24,118,329		$	0.13

	Number of Warrants			Weighted Average Exercise Price
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		(1,789,285	)		(0.09	)
Outstanding at June 30, 2024		1,754,962		$	0.56

Right-of-use assets	$	182,686

Lease liability obligations, current	$	92,645
Lease liability obligations, noncurrent		93,847
Total lease liability obligations	$	186,492

Weighted-average remaining lease term	1.92 years

Weighted-average discount rate		6	%

	Six Months June 30,			Six Months June 30,
	2024			2023
Operating lease expense	$	58,171	*	$	44,232
Short-term lease expense		-			23,274
Total lease expense	$	58,171		$	67,506

	Three Months June 30,			Three Months June 30,
	2024			2023
Operating lease expense	$	29,301	*	$	25,128
Short-term lease expense		-			11,637
Total lease expense	$	29,301		$	36,765

	June 30,		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)		300,000		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. see 9 below		140,000
Convertible note Payable CFO see 9 below		53,500
Convertible notes due to employees due on March 1, 2034 interest at 4.25 % p.a. see 9 below		342,625
Accrued Interest		254,865		160,091
Total	$	5,965,990	$	4,885,091
Less: unamortized debt discount/finance premium costs		927,889		631,123
Convertible notes payable related parties, net		5,038,101		4,253,968

	June 30,			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			425,000
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 March 1, 2034 interest at 4.25% p.a. see 9 below		28,430
Accrued interest (The accrued interest and principal are both included in the captions titled “convertible note payable” in the balance sheet)		119,668			76,163
Total		2,690,507			2,618,572
Less: unamortized debt discount/finance premium costs		(1,132,342	)		(1,209,806	)
Convertible note payable, net	$	1,558,165		$	1,408,766

2024	$	50,010
2025		102,684
2026		43,686

Total minimum payments		196,380
Add: deferred rent		3,806
Less: amount representing interest		(13,694	)
Total	$	186,492

	●	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).

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.

	Three Months June 30, 2024			Three Months June 30, 2023			$ Change			%Change
Revenues		17,479			9,929			7,550		>	86	%
Cost of Goods Sold		1,744						1,744			100
Operating Expenses		585,176			707,658			(122,482	)	>	16	%
Loss from Operations		(569,441	)		(697,729	)		(128,288	)	>	17	%
Other expenses (income)		1,700,374			3,025,566			(1,325,192	)	>	43	%
Net loss		(2,269,815	)		(3,723,295	)		(1,453,480	)	>	38	%

	Six Months June 30, 2024			Six Months June 30, 2023			$ Change			%Change
Revenues		70,458			17,078			53,380		>	100	%
Cost of Goods Sold		1,744						1,744			100
Operating Expenses		1,039,720			1,425,442			(385,722	)	>	26	%
Loss from Operations		(971,006	)		(1,408,364	)		(437,358	)	>	30	%
Other expenses (income)		1,591,108			5,077,559			(3,486,451	)	>	68	%
Net loss		(2,562,114	)		(6,485,923	)		(3,923,809	)	>	60	%

	·	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: August 19, 2024	By:	/s/ John W. Huemoeller II
		John W. Huemoeller II
		President and Director
		Principal Executive Officer

Dated: August 19, 2024	By:	/s/ Robert Malasek
		Robert Malasek
		Principal Financial Officer