TAO Synergies Inc 10-Q for FY2021 Q2

TAO Synergies Inc. (TAOX)

10-Q 2021-08-13 For: 2021-06-30

Added on April 07, 2026

About this 10-Q

TAO Synergies Inc filed this 10-Q on August 13, 2021, covering the quarter ended June 30, 2021 (FY2021 Q2).

Headline figures

Quarter ended June 30, 2021, as reported in this filing, compared with the same period a year earlier where the filing states it.

Net loss: $2.29M; compared with a net loss of $2.93M a year earlier

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Delaware	46-1585656
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer
	Identification No.)

1185 Avenue of the Americas, 3^rd Floor
New York, New York	10036
(Address of principal executive offices)	(Zip code)


Large accelerated filer	¨	Accelerated filer	¨
Non-accelerated filer	☒	Smaller reporting company	☒
		Emerging growth company	☒


	Page
Part I – FINANCIAL INFORMATION	3

Item 1. Financial Statements (Unaudited)	3

Condensed Balance Sheets as of June, 2021 and December 31, 2020	3

Condensed and Combined Statements of Operations for the three and six months ended June 30, 2021 and 2020	4

Condensed and Combined Statements of Changes in Shareholders’ Equity and Parent Company Investment for the three and six months ended June 30, 2021 and 2020	5

Condensed and Combined Statements of Cash Flows for the three and six months ended June 30, 2021 and 2020	7

Notes to Condensed Financial Statements	8

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations	24

Item 3. Quantitative and Qualitative Disclosures about Market Risk	33

Item 4. Controls and Procedures	33

Part II – OTHER INFORMATION	34

Item 1. Legal Proceedings	34

Item 1A. Risk Factors	34

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds	34

Item 3. Defaults upon Senior Securities	34

Item 4. Mine Safety Disclosures	34

Item 5. Other Information	34

Item 6. Exhibits	35

Signatures	36


	June 30,		December 31,
	2021		2020
ASSETS

CURRENT ASSETS
Cash and cash equivalents	$	31,702,086	$	5,795,055
Grant receivable		—		127,445
Prepaid expenses and other current assets		1,238,158		806,289

TOTAL CURRENT ASSETS		32,940,244		6,728,789

Fixed assets, net of accumulated depreciation		19,725		22,212

TOTAL ASSETS	$	32,959,969	$	6,751,001


LIABILITIES AND SHAREHOLDERS' EQUITY

CURRENT LIABILITIES
Accounts payable	$	648,164	$	1,260,335
Accrued expenses		121,809		352,154

TOTAL CURRENT LIABILITIES		769,973		1,612,489

Commitments and contingencies

SHAREHOLDERS' EQUITY
Preferred stock - 1,000,000 shares authorized as of June 30, 2021, $0.0001 par value;
0 shares issued and outstanding as of June 30, 2021 and December 31, 2020
Common stock - 150,000,000 shares authorized as of June 30, 2021, $0.0001 par value;		—		—
6,038,798 shares issued and outstanding as of June 30, 2021 and
1,257,579 shares as of December 31, 2020.		604		126
Additional paid-in capital		39,168,084		6,668,859
Accumulated deficit		(6,978,692)		(1,530,473)

TOTAL SHAREHOLDERS' EQUITY		32,189,996		5,138,512

TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY	$	32,959,969	$	6,751,001


	Three Months Ended		Three Months Ended		Six Months Ended		Six Months Ended
	June 30,		June 30,		June 30,		June 30,
	2021		2020		2021		2020
OPERATING EXPENSES:
Research and development	$	986,280	$	600,065	$	2,138,060	$	993,310
General and administrative		1,308,893		2,407,702		3,312,306		4,622,668

TOTAL OPERATING EXPENSES		2,295,173		3,007,767		5,450,366		5,615,978

OTHER INCOME (EXPENSE):
Interest income		1,331		75,641		2,147		146,508

Net loss before income taxes		2,293,842		2,932,126		5,448,219		5,469,470

Provision for income taxes		—		—		—		—

Net loss	$	2,293,842	$	2,932,126	$	5,448,219	$	5,469,470

PER SHARE DATA:

Basic and diluted loss per common share	$	0.58	$	2.33	$	1.53	$	4.35

Basic and diluted weighted average common shares outstanding		3,971,200		1,257,579		3,551,600		1,257,579


☒	QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

	For the quarterly period ended June 30, 2021


☐	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

	For the transition period from __________________ to __________________


Title of each class		Trading Symbol(s)		Name of each exchange on which registered



Common Stock, $0.0001 par value per share	SNPX	The Nasdaq Stock Market LLC


	Three Months Ended June 30, 2020
								Additional		Parent
	Common Stock			Preferred Stock				Paid-In		Company		Accumulated
	Shares	Amount		Shares		Amount		Capital		Investment		Deficit		Total

Balance April 1, 2020	—	$	—	$	—	$	—	$	—	$	32,175,155	$	—	$	32,175,155

Net change in Parent company investment	—		—		—		—		—		—		—		—

Parent company stock based compensation	—		—		—		—		—		404,280		—		404,280

Consulting services paid by issuance of Parant company common stock warrants											150,529		—		150,529

Net loss	—		—		—		—		—		(2,932,126)		—		(2,932,126)

Balance June 30, 2020	—	$	—	$	—	$	—	$	—	$	29,797,838	$	—	$	29,797,838


	Six Months Ended June 30, 2020
							Additional		Parent
	Common Stock			Preferred Stock			Paid-In		Company		Accumulated
	Shares	Amount		Shares	Amount		Capital		Investment		Deficit		Total

Balance January 1, 2020	—	$	—	—	$	—	$	—	$	17,418,765	$	—	$	17,418,765

Net change in Parent company investment	—		—	—		—		—		16,519,988		—		16,519,988

Parent company stock based compensation	—		—	—		—		—		1,061,096				1,061,096

Consulting services paid by issuance of Parant company common stock warrants	—		—	—		—		—		267,459		—		267,459

Net loss	—		—	—		—		—		(5,469,470)		—		(5,469,470)

Balance June 30, 2020	—	$	—	—	$	—	$	—	$	29,797,838	$	—	$	29,797,838


	Three Months Ended June 30, 2021
							Additional		Parent
	Common Stock			Preferred Stock			Paid-In		Company		Accumulated
	Shares	Amount		Shares	Amount		Capital		Investment		Deficit		Total

Balance April 1, 2021	3,508,129	$	351	—	$	—	$	20,093,707	$	—	$	(4,684,850)	$	15,409,208

Reverse stock split rounding	(345)		—	—		—		(1,529)		—		—		(1,529)

Stock based compensation	—		—	—		—		151,552		—		—		151,552

Issuance of warrants for consulting fees	—		—	—		—		52,681		—		—		52,681

Issuance of common stock for consulting fees	2,590		—	—		—		18,156		—		—		18,156

Private placement of common stock and warrants	1,587,030		159	—		—		11,271,335		—		—		11,271,494

Exercise of common stock warrants	941,394		94	—		—		7,582,182		—		—		7,582,276

Net loss	—		—	—		—		—		—		(2,293,842)		(2,293,842)

Balance June 30, 2021	6,038,798	$	604	—	$	—	$	39,168,084	$	—	$	(6,978,692)	$	32,189,996


	Six Months Ended June 30, 2021
							Additional		Parent
	Common Stock			Preferred Stock			Paid-In		Company		Accumulated
	Shares	Amount		Shares	Amount		Capital		Investment		Deficit		Total

Balance January 1, 2021	1,257,579	$	126	—	$	—	$	6,668,859	$	—	$	(1,530,473)	$	5,138,512

Reverse stock split rounding	(345)		—	—		—		(1,529)		—		—		(1,529)

Stock based compensation	—		—	—		—		719,791		—		—		719,791

Issuance of warrants for consulting fees	—		—	—		—		396,848		—		—		396,848

Issuance of common stock for consulting fees	2,590		—					18,156						18,156

Private placements of common stock and warrants	3,837,580		384	—		—		23,783,777						23,784,161

Exercise of common stock warrants	941,394		94					7,582,182						7,582,276

Net loss	—		—	—		—		—		—		(5,448,219)		(5,448,219)

Balance June 30, 2021	6,038,798	$	604	—	$	—	$	39,168,084	$	—	$	(6,978,692)	$	32,189,996


	Six Months Ended		Six Months Ended
	June 30, 2021		June 30, 2020
CASH FLOW USED IN OPERATING ACTIVITIES
Net loss	$	(5,448,219)	$	(5,469,470)
Adjustments to reconcile net loss to net cash used by operating activities
Parent company stock based compensation		—		1,061,096
Stock based compensation		719,791		—
Consulting services paid by issuance of common stock		18,156		—
Consulting services paid by issuance of common stock warrants		396,848		—
Consulting services paid by issuance of Parent company common stock warrants		—		267,459
Depreciation expense		2,487		2,407
Change in assets and liabilities
Increase in prepaid expenses		(431,869)		(95,447)
(Decrease) increase in accounts payable		(612,171)		554,551
(Decrease) increase in accrued expenses		(230,345)		33,971
Total adjustments		(137,103)		1,824,037

Net Cash Used in Operating Activities		(5,585,322)		(3,645,433)

CASH FLOWS USED IN INVESTING ACTIVITIES
Purchase of fixed assets		—		(5,413)

Net Cash Used in Investing Activities		—		(5,413)

CASH FLOWS FROM FINANCING ACTIVITIES
Private placements of common stock and warrants		23,784,161		—
Proceeds from exercise of investor warrants		7,582,276		—
Grant funding received		127,445		—
Cash in lieu of shares for reverse stock split		(1,529)
Net transfer from parent		—		16,519,988

Net Cash Provided by Financing Activities		31,492,353		16,519,988

NET INCREASE IN CASH AND EQUIVALENTS		25,907,031		12,869,142

CASH AND EQUIVALENTS AT BEGINNING OF PERIOD		5,795,055		17,382,038

CASH AND EQUIVALENTS AT END OF PERIOD	$	31,702,086	$	30,251,180


				Weighted-
				Average	Aggregate
		Weighted-		Remaining	Intrinsic
	Number	Average		Contractual	Value
	of	Exercise		Term	(in
	Shares	Price		(Years)	millions)
Options outstanding at January 1, 2021	—	$	—	—	$	—
Options granted	123,850	$	9.84
Less options forfeited	—	$	—
Less options expired/cancelled	—	$	—
Less options exercised	—	$	—
Options outstanding at June 30, 2021	123,850	$	9.84	9.5	$	—
Options exercisable at June 30, 2021	77,038	$	9.84	9.5	$	—


		Number
		of shares
Warrants outstanding January 1, 2021		978,077
Warrants issued		6,898,451
Warrants exercised		(941,394)
Warrants outstanding June 30, 2021		6,935,134


	Synaptogenix, Inc.

Date: August 13, 2021	By:	/s/ Alan J. Tuchman, M.D.
		Alan J. Tuchman, M.D.
		Chief Executive Officer
		(principal executive officer)

Date: August 13, 2021	By:	/s/ Robert Weinstein
		Robert Weinstein
		Chief Financial Officer, Executive Vice President, Secretary and Treasurer
		(principal financial officer)


	Six months ended
	June 30,				Dollar
	2021		2020		Change		% Change
Revenue	$	—	$	—	$	—	0	%
Operating Expenses:
Research and development expenses	$	2,138,060	$	993,310	$	1,144,750	115.2	%
General and administrative expenses – Related party	$	—	$	28,362	$	(28,362)	(100.0)	%
General and administrative expenses	$	3,312,306	$	4,594,306	$	(1,310,362)	(28.3)	%
Other income, net	$	2,147	$	146,508	$	(144,361)	(98.5)	%
Net loss	$	5,448,219	$	5,469,470	$	(21,251)	(0.4)	%


	Six Months Ended June 30,
	2021		2020
Cash used in operating activities	$	5,585,322	$	3,645,433
Cash used in investing activities		—		5,413
Cash provided by financing activities		31,492,353		16,519,988


Exhibit Number

4.1		Form of Series G Warrant (incorporated by reference to Exhibit 4.1 to our Current Report on Form 8-K, filed on June 16, 2021)

4.2		Form of Pre-Funded Warrant (incorporated by reference to Exhibit 4.2 to our Current Report on Form 8-K, filed on June 16, 2021)

4.3		Form of Broker Warrant (incorporated by reference to Exhibit 4.3 to our Current Report on Form 8-K, filed on June 16, 2021)

10.1		Securities Purchase Agreement, dated June 14, 2021, by and among Synaptogenix, Inc. and the Buyers signatory thereto (incorporated by reference to Exhibit 10.1 to our Current Report on Form 8-K, filed on June 16, 2021)

10.2		Registration Rights Agreement, dated June 14, 2021, by and among Synaptogenix, Inc. and the Buyers signatory thereto (incorporated by reference to Exhibit 10.2 to our Current Report on Form 8-K, filed on June 16, 2021)

10.3		Engagement Letter, dated June 14, 2021, by and between Synaptogenix, Inc. and Katalyst Securities LLC (incorporated by reference to Exhibit 10.3 to our Current Report on Form 8-K, filed on June 16, 2021)

31.1*		Certification of the President and Chief Executive Officer pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

31.2*		Certification of the Chief Financial Officer pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

32.1*		Certification of the President and Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

32.2*		Certification of the Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

101*		The following financial information from this Quarterly Report on Form 10-Q for the period ended June 30, 2021, formatted in iXBRL (Inline Extensible Business Reporting Language): (i) the Condensed Statements of Operations; (ii) the Condensed Balance Sheets; (iii) the Condensed Statements of Cash Flows; and (iv) the Notes to Financial Statements, tagged as blocks of text.

104		Cover Page Interactive Data File (Embedded within the Inline XBRL document and included in Exhibit)