10-Q/A: Coeptis Therapeutics Restates Q3 2023 Financials Due to Accounting Error
Quarterly Report Amendment
Coeptis Therapeutics Holdings, Inc. has filed an amended 10-Q report to reclassify subscription receivables, correcting an accounting error related to note agreements.
Summary
- Coeptis Therapeutics Holdings, Inc. has restated its financial statements for the third quarter of 2023.
- The restatement was necessary due to an error in classifying notes receivable as subscription receivables.
- This reclassification impacts the consolidated balance sheet as of September 30, 2023.
- The company's evaluation concluded on August 9, 2024, leading to the filing of this Amendment No. 2.
- The company had a net loss of $17,510,948 for the nine months ended September 30, 2023.
- The company's cash balance was $1,411,510 as of September 30, 2023, down from $3,791,302 at the end of 2022.
- The company's total assets were $4,670,767 as of September 30, 2023, compared to $7,915,689 at the end of 2022.
- The company has an accumulated deficit of $83,600,673 as of September 30, 2023.
Sentiment
Score: 3
Explanation: The document reveals significant financial challenges, including a large accumulated deficit, decreasing cash reserves, and a restatement of financials due to accounting errors. While there are some positive developments, the overall sentiment is negative due to the company's financial instability and going concern risk.
Positives
- The company completed a private placement in October 2023, raising approximately $1.78 million.
- The company is actively pursuing strategic partnerships and exploring new therapeutic areas.
- The company has expanded its exclusive license agreement with the University of Pittsburgh to include the SNAP-CAR technology platform in natural killer (NK) cells.
- The company received FDA feedback on the classification of its CD38-Diagnostic device, which has been designated as a Class II device.
Negatives
- The company has a significant accumulated deficit of $83,600,673.
- The company's cash reserves have decreased significantly from $3,791,302 at the end of 2022 to $1,411,510 as of September 30, 2023.
- The company has incurred a net loss of $17,510,948 for the nine months ended September 30, 2023.
- The company has a going concern risk due to its accumulated deficit and limited financial resources.
- The company has a history of restating financials due to accounting errors.
Risks
- The company's ability to continue as a going concern is dependent on obtaining sufficient financing or establishing a profitable business.
- The company has a history of losses and may not achieve profitability.
- The company's future success depends on the successful development and commercialization of its products and technologies.
- The company faces risks related to the development of new therapies, including regulatory approvals and clinical trial outcomes.
- The company's financial condition is subject to market risks and economic conditions.
Future Outlook
The company expects to continue focusing on product development, raising capital, and building infrastructure. Management does not expect the company to generate any significant revenue for at least the next two years, during which time drug development will continue toward the goal of commercializing, through a partnership or otherwise, one or more of the company's target products or technologies.
Management Comments
- Management believes that additional financing as necessary will result in improved operations and cash flow.
- David Mehalick, our President and Chief Executive Officer, and Daniel A. Yerace, our Vice President of Operations, both agreed to waive their rights to a 2023 guaranteed bonus payment under their respective employment agreements to further maintain our ability to fund operations.
Industry Context
The company is operating in the biotechnology and pharmaceutical industry, which is characterized by high research and development costs, long development timelines, and regulatory hurdles. The company is focused on developing innovative therapies in the auto-immune and oncology markets, which are areas of significant unmet medical need and market opportunity.
Comparison to Industry Standards
- The company's financial performance is below industry standards for companies at a similar stage of development.
- Many comparable biotechnology companies have higher cash reserves and lower accumulated deficits.
- The company's reliance on equity financing is common in the industry, but the company's ability to raise capital may be limited by its financial performance.
- The company's focus on innovative therapies is aligned with industry trends, but the company faces significant competition from larger and more established companies.
- The company's recent licensing agreements and acquisitions are consistent with industry practices for companies seeking to expand their product pipeline.
Management Changes
| Role | Previous Person | New Person | Effective Date | Reason |
|---|---|---|---|---|
| Chief Financial Officer | Christine Sheehy | Brian Cogley | 2023-05-17 | To bolster the company's internal controls and operational efficiency. |
Related Party Transactions
- In September 2023, the company entered into a transaction with AG Bio Life Capital I LP, where an employee of the company is the general partner, issuing 600,000 shares of common stock in exchange for $600,000, with $100,000 payable in cash and the balance under a promissory note.
Stakeholder Impact
- Shareholders are impacted by the restatement of financials and the company's going concern risk.
- Employees are impacted by the company's financial challenges and potential need for cost-cutting measures.
- Customers and partners are impacted by the company's ability to develop and commercialize its products and technologies.
- Creditors are impacted by the company's ability to repay its debts.
Next Steps
- The company will continue to focus on product development and strategic partnerships.
- The company will need to raise additional capital to fund its operations.
- The company will continue to work on improving its internal controls over financial reporting.
Key Dates
| Date | Description |
|---|---|
| 2017-07-12 | Coeptis Pharmaceuticals, LLC was formed. |
| 2018-11-27 | Bull Horn Holdings Corp. was originally incorporated in the British Virgin Islands. |
| 2018-12-01 | Members of Coeptis Pharmaceuticals, LLC contributed their interest to a newly formed corporation, Coeptis Pharmaceuticals, Inc. |
| 2020-07-08 | The company received a $150,000 EIDL loan from the SBA. |
| 2021-02-12 | Vinings Holdings, Inc. merged with and into Coeptis Pharmaceuticals, Inc. |
| 2021-07-12 | Vinings Holdings, Inc. changed its name to Coeptis Therapeutics, Inc. |
| 2022-04-29 | The company entered into an exclusive option agreement with the University of Pittsburgh for CAR-T technologies. |
| 2022-08-31 | The company entered into an exclusive license agreement with the University of Pittsburgh for certain intellectual property rights related to the universal self-labeling SynNotch and CARs for programable antigen-targeting technology platform. |
| 2022-10-27 | Bull Horn Holdings Corp. domesticated from the British Virgin Islands to the State of Delaware. |
| 2022-10-28 | Bull Horn Holdings Corp. merged with Coeptis Therapeutics, Inc. and changed its name to Coeptis Therapeutics Holdings, Inc. |
| 2023-01-25 | The company entered into a corporate research agreement with the University of Pittsburgh for the pre-clinical development of SNAP-CAR T cells targeting HER2. |
| 2023-06-16 | The company completed a public offering issuing common stock, pre-funded warrants, Series A Warrants and Series B Warrants. |
| 2023-08-16 | The company entered into an exclusive licensing arrangement with Deverra Therapeutics Inc. |
| 2023-09-28 | The company received FDA's response to its 513(g) request for information submission pertaining to the classification of the CD38-Diagnostic. |
| 2023-10-16 | The company terminated the exclusive option agreement with the University of Pittsburgh. |
| 2023-10-26 | The company completed a private placement and entered into a Shared Services Agreement with Deverra. |
| 2024-03-25 | The company filed its Quarterly Report on Form 10-Q/A No. 1 for the three and nine months ended September 30, 2023. |
| 2024-08-09 | Management concluded its evaluation and determined that the identified errors required the restatement of the accompanying condensed consolidated financial statements. |
| 2024-08-15 | The company filed its Quarterly Report on Form 10-Q/A No. 2 for the three and nine months ended September 30, 2023. |
Keywords
restatement, financials, subscription receivable, notes receivable, CD38, CAR-T, warrants, equity, licensing, biotechnology
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