UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from ____________ to ____________ Commission file number 001-40700 ABVC BioPharma, Inc. (Exact name of Registrant as specified in its charter) | --- | --- | |--------------- ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from ____________ to ____________ Commission file number 001-40700 ABVC BioPharma, Inc. (Exact name of Registrant as specified in its charter) Nevada State or jurisdiction of inc ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2022 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from ____________ to ____________ Commission file number 001-40700 ABVC BioPharma, Inc. (Exact name of Registrant as specified in its charter) Nevada State or jurisdiction of | ...

Part I [Business](index=5&type=section&id=Item%201.%20Business) ABVC BioPharma is an early-stage biotechnology company developing six botanical drugs and one medical device, with minimal CDMO revenue and a focus on advancing licensed candidates through Phase II trials - The company is an early-stage biotechnology firm with a pipeline of **six new drugs** and **one medical device** under development, all licensed from related parties[11](index=11&type=chunk) - The company's business model involves licensing medical discoveries, conducting Phase II clinical trials in the U.S., Australia, and Taiwan, then seeking larger partners for Phase III and commercialization[13](index=13&type=chunk)[14](index=14&type=chunk) Key Pipeline Products and Development Status | Product Code | Indication | Development Phase | Key Partners | | :--- | :--- | :--- | :--- | | ABV-1504 | Major Depressive Disorder (MDD) | Phase II completed | Stanford University, Taipei Veterans General Hospital | | ABV-1505 | Adult ADHD | Phase II Part 1 completed, Part 2 in progress | UCSF, National Taiwan University Hospital | | ABV-1601 | Major Depression in Cancer Patients | Phase I/II | Cedars Sinai Medical Center | | ABV-1703 | Pancreatic Cancer | Phase II | Cedars Sinai Medical Center | | ABV-1701 | Vitargus® (Medical Device) | Phase II Study | Ramathibodi Hospital, Srinagarind Hospital | - Through its subsidiary BioKey, the company operates a **GMP-certified manufacturing facility** for clinical trial drug production and plans to launch a new maitake mushroom-based dietary supplement in **2022**[15](index=15&type=chunk)[16](index=16&type=chunk) - The company's common stock was listed on The Nasdaq Capital Market under ticker **"ABVC"** on **August 3, 2021**, raising gross proceeds of **$6,875,000** from a public offering[19](index=19&type=chunk) [Risk Factors](index=19&type=section&id=Item%201A.%20Risk%20Factors) The company faces significant risks including global economic impacts, limited operating history, clinical trial failures, intellectual property challenges, and insider control - The COVID-19 pandemic poses ongoing risks to operations, including potential disruptions to clinical trial recruitment, supply chains, and access to capital[86](index=86&type=chunk)[87](index=87&type=chunk) - As a clinical-stage company with limited operating history and revenue, ABVC faces significant risks in implementing its business plan, raising sufficient funds, and achieving profitability[89](index=89&type=chunk)[90](index=90&type=chunk) - The company has no history of obtaining regulatory approval for or commercializing a new drug candidate, and failure to do so would materially harm the business[95](index=95&type=chunk) - Clinical trials conducted outside the United States may not have their data accepted by the FDA, which could require costly and time-consuming additional trials[108](index=108&type=chunk)[109](index=109&type=chunk) - The company's licensors may terminate license agreements if certain milestones are not met, which could abruptly halt research and development of key drug candidates[131](index=131&type=chunk)[132](index=132&type=chunk) - Insiders, including executive officers, directors, and principal shareholders, control approximately **70.8%** of the outstanding common stock, giving them substantial control over shareholder matters[198](index=198&type=chunk) [Unresolved Staff Comments](index=37&type=section&id=Item%201B.%20Unresolved%20staff%20comments) This item is not applicable as the company does not meet the criteria for accelerated or large accelerated filers - Not applicable as the registrant is not an accelerated filer, a large accelerated filer, or a well-known seasoned issuer[219](index=219&type=chunk) [Properties](index=37&type=section&id=Item%202.%20Properties) The company leases laboratory and office spaces for its subsidiaries BioLite in Taiwan and BioKey in California, including GMP-certified manufacturing facilities Leased Properties Overview | Subsidiary | Location | Size (sq. ft.) | Lease Expiration | FY2021 Rental Expense ($) | | :--- | :--- | :--- | :--- | :--- | | BioLite | Hsinchu, Taiwan | ~7,298 | Dec 31, 2024 | $60,296 | | BioKey | Fremont, CA | ~28,186 | Feb 28, 2026 | $331,482 | [Legal Proceedings](index=37&type=section&id=Item%203.%20Legal%20Proceedings) The company is not currently involved in any material legal or administrative proceedings - The company is not currently a party to any material legal or administrative proceedings[222](index=222&type=chunk) [Mine Safety Disclosures](index=37&type=section&id=Item%204.%20Mine%20Safety%20Disclosures) This item is not applicable to the company's operations - Not applicable[223](index=223&type=chunk) Part II [Market for Registrant's Common Equity, Related Stockholders Matters and Issuer Purchases of Equity Securities](index=38&type=section&id=Item%205.%20Market%20for%20Registrant's%20Common%20Equity%2C%20Related%20Stockholders%20Matters%20and%20Issuer%20Purchases%20of%20Equity%20Securities) The company's common stock began trading on Nasdaq in August 2021, with significant insider control and no anticipated dividends, alongside details of equity compensation plans and recent unregistered security sales - The company's common stock is quoted on the Nasdaq Capital Markets under the symbol **"ABVC"** as of **August 3, 2021**[224](index=224&type=chunk) - As of **March 30, 2022**, there were approximately **706 shareholders of record**, with no dividends ever paid or anticipated in the foreseeable future[226](index=226&type=chunk)[227](index=227&type=chunk) Equity Compensation Plan Information (as of Dec 31, 2021) | Category | Securities to be issued upon exercise | Weighted-average exercise price ($) | Securities remaining for future issuance | | :--- | :--- | :--- | :--- | | **Total** | 1,825,184 | $2.70 | 2,979,264 | - In **August 2021**, the company closed a public offering of **1,100,000 units** at **$6.25 per unit**, resulting in gross proceeds of **$6,875,000**[245](index=245&type=chunk) - In **November 2021**, the company received **$4,244,452** in gross proceeds from the exercise of **673,405 Series A warrants** at **$6.30 per share** and **200 Series B warrants** at **$10.00 per share**[251](index=251&type=chunk) [Management's Discussion and Analysis of Financial Condition and Results of Operations](index=41&type=section&id=Item%207.%20Management's%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Revenue decreased by 26% in FY2021 due to COVID-19, while operating expenses and net loss increased, though liquidity improved significantly from financing activities Results of Operations Comparison (2021 vs. 2020) | Metric | FY 2021 ($) | FY 2020 ($) | Change (%) | | :--- | :--- | :--- | :--- | | Revenues | $355,797 | $483,045 | (26.3)% | | Operating Expenses | $12,056,679 | $8,970,105 | 34.4% | | Loss from Operations | ($11,705,968) | ($8,505,776) | 37.6% | | Net Loss | ($12,035,851) | ($10,593,584) | 13.6% | Working Capital (as of Dec 31) | | 2021 ($) | 2020 ($) | | :--- | :--- | :--- | | Current Assets | $9,625,120 | $6,172,966 | | Current Liabilities | $3,692,312 | $4,844,391 | | **Working Capital** | **$5,932,808** | **$1,328,575** | Cash Flow Summary (Year Ended Dec 31) | Category | 2021 ($) | 2020 ($) | | :--- | :--- | :--- | | Net cash used in operating activities | ($7,597,719) | ($4,563,919) | | Net cash used in investing activities | ($805,966) | ($225,431) | | Net cash provided by financing activities | $9,995,550 | $9,567,843 | - The company established a joint venture, BioLite Japan K.K., with Lucidaim Co., Ltd. in **October 2021** to focus on R&D, distribution, and marketing in Japan, with ABVC holding a **49% stake**[277](index=277&type=chunk)[278](index=278&type=chunk) - The company received three Paycheck Protection Program (PPP) loans totaling **$360,898** in **2020** and **2021**, all fully forgiven by the U.S. government and recognized as grant income in **2021**[288](index=288&type=chunk)[289](index=289&type=chunk)[290](index=290&type=chunk)[596](index=596&type=chunk) [Quantitative and Qualitative Disclosures about Market Risk](index=59&type=section&id=Item%207A.%20Quantitative%20and%20Qualitative%20Disclosures%20about%20Market%20Risk) This item is not applicable to the company - Not applicable[427](index=427&type=chunk) [Financial Statements and Supplementary Data](index=60&type=section&id=Item%208.%20Financial%20Statements%20and%20Supplementary%20Data) This section presents the company's audited consolidated financial statements for 2021 and 2020, including balance sheets, statements of operations, cash flows, equity, and detailed notes Consolidated Balance Sheet Highlights (as of Dec 31) | Account | 2021 ($) | 2020 ($) | | :--- | :--- | :--- | | Cash and cash equivalents | $5,828,548 | $4,273,208 | | Total Assets | $13,698,033 | $11,606,705 | | Total Liabilities | $4,827,691 | $8,944,638 | | Total Equity | $8,870,342 | $2,662,067 | Consolidated Statement of Operations Highlights (Year Ended Dec 31) | Account | 2021 ($) | 2020 ($) | | :--- | :--- | :--- | | Revenues | $355,797 | $483,045 | | Gross Profit | $350,711 | $464,329 | | Loss from Operations | ($11,705,968) | ($8,505,776) | | Net Loss | ($12,035,851) | ($10,593,584) | | Net Loss Per Share (Basic & Diluted) | ($0.51) | ($0.50) | - The independent auditor's report from KCCW Accountancy Corp. identifies the recognition of stock-based compensation cost as a critical audit matter due to significant management judgments in developing underlying assumptions[435](index=435&type=chunk)[436](index=436&type=chunk)[437](index=437&type=chunk) [Changes in and Disagreements with Accountants on Accounting and Financial Disclosure](index=100&type=section&id=Item%209.%20Changes%20in%20and%20Disagreements%20with%20Accountants%20on%20Accounting%20and%20Financial%20Disclosure) There were no changes in or disagreements with the company's accountants regarding accounting and financial disclosure - None[671](index=671&type=chunk) [Controls and Procedures](index=100&type=section&id=Item%209A.%20Controls%20and%20Procedures) Management concluded that disclosure controls and internal controls over financial reporting were effective as of December 31, 2021, with no significant changes during the year - Management concluded that disclosure controls and procedures were effective as of the end of the period covered by the report[672](index=672&type=chunk) - Based on an evaluation using the COSO 2013 framework, management concluded that internal controls over financial reporting were effective as of **December 31, 2021**[673](index=673&type=chunk) [Other Information](index=100&type=section&id=Item%209B.%20Other%20Information) There is no other information to report for this item - None[675](index=675&type=chunk) [Disclosure Regarding Foreign Jurisdictions That Prevent Inspections](index=100&type=section&id=Item%209C.%20Disclosure%20Regarding%20Foreign%20Jurisdictions%20That%20Prevent%20Inspections) This item is not applicable to the company - Not applicable[675](index=675&type=chunk) Part III [Directors, Executive Officers and Corporate Governance](index=101&type=section&id=Item%2010.%20Directors%2C%20Executive%20Officers%20and%20Corporate%20Governance) This section outlines the biographical information for directors and executive officers, board structure, committee compositions, and the company's code of ethics - The Board of Directors consists of **11 members**, with a majority determined to be independent as per NASDAQ rules[696](index=696&type=chunk) - The Board has established an Audit Committee, a Compensation Committee, and a Corporate Governance and Nominating Committee, with charters available on the company's website[699](index=699&type=chunk)[700](index=700&type=chunk)[701](index=701&type=chunk) - The company has separate individuals serving as CEO (**Dr. Howard Doong**) and Chairman (**Eugene Jiang**)[705](index=705&type=chunk) - A code of ethics applicable to all employees, officers, and directors has been adopted[706](index=706&type=chunk) [Executive Compensation](index=106&type=section&id=Item%2011.%20Executive%20Compensation) Executive compensation for 2021 and 2020 primarily comprised salary and stock option awards, with significant grants in October 2021 and no pension plans Summary Compensation for Named Executive Officers (2021) | Name and Principal Position | Year | Salary ($) | Total ($) | | :--- | :--- | :--- | :--- | | Howard Doong, CEO | 2021 | 200,000 | 1,036,002 | | Chihliang An, CFO | 2021 | 200,000 | 687,668 | | Tsung-Shann Jiang, CSTRO | 2021 | 200,000 | 262,700 | | Richard Chi-Hsin King, CSO | 2021 | 200,000 | 861,834 | | Eugene Jiang, Chairman/CBO | 2021 | 200,000 | 262,700 | - On **October 15, 2021**, the company granted **30,000 stock options** to each director and significant option awards to executives, all with an exercise price of **$3.00 per share**[717](index=717&type=chunk)[718](index=718&type=chunk) - The company does not provide pension, retirement, or similar benefit plans for its directors or executive officers[722](index=722&type=chunk) [Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters](index=110&type=section&id=Item%2012.%20Security%20Ownership%20of%20Certain%20Beneficial%20Owners%20and%20Management%20and%20Related%20Stockholder%20Matters) As of March 30, 2022, insiders, including officers and directors, beneficially owned approximately 43.4% of the outstanding common stock, indicating significant control Beneficial Ownership (as of March 30, 2022) | Name of Beneficial Owner | Beneficial Ownership (shares) | Percent of Class (%) | | :--- | :--- | :--- | | Dr. Tsung-Shann Jiang | 12,047,746 | 39.8% | | YuanGene Corporation | 8,296,968 | 27.4% | | All officers and directors as a group (14 persons) | 13,141,674 | 43.4% | - As of **March 30, 2022**, there were **30,307,329 shares** of common stock issued and outstanding[730](index=730&type=chunk) [Certain Relationships and Related Transactions, and Director Independence](index=111&type=section&id=Item%2013.%20Certain%20Relationships%20and%20Related%20Transactions%2C%20and%20Director%20Independence) This section details significant related party transactions, including amended co-development agreements, a new joint venture in Japan, and inter-company debt settlements and loans - The company amended its co-development agreement with Rgene Corporation and its collaboration agreement with BioFirst Corporation in **November 2020** to update the products being developed[739](index=739&type=chunk)[740](index=740&type=chunk) - On **October 6, 2021**, the company entered into a Joint Venture Agreement with Lucidaim Co., Ltd. to operate BioLite Japan K.K., with the company holding a **49% stake** and Lucidaim holding **51%**[744](index=744&type=chunk)[745](index=745&type=chunk) - In **February 2022**, the Board approved settling a **$5,000,000** milestone payment due to its subsidiary BioLite, Inc. by cancelling an equivalent amount of debt that BioLite owed to the company[667](index=667&type=chunk)[754](index=754&type=chunk) - The company has numerous outstanding loans and advances with related parties, including BioFirst, Rgene, AsiaGene, and YuanGene, for working capital and R&D cost allocation[757](index=757&type=chunk)[759](index=759&type=chunk)[760](index=760&type=chunk)[761](index=761&type=chunk) [Principal Accountant Fees and Services](index=114&type=section&id=Item%2014.%20Principal%20Accountant%20Fees%20and%20Services) The company discloses the fees billed by its principal accountant for the fiscal years 2021 and 2020 Accountant Fees | Fee Category | FY 2021 ($) | FY 2020 ($) | | :--- | :--- | :--- | | Audit Fees | $249,350 | $280,000 | | Audit Related Fees | $78,750 | $0 | | Tax Fees | $0 | $0 | | All Other Fees | $0 | $0 | | **Total Fees** | **$328,100** | **$280,000** | Part IV [Exhibits, Financial Statement Schedules](index=115&type=section&id=Item%2015.%20Exhibits%2C%20Financial%20Statement%20Schedules) This section lists the financial statements, schedules, and exhibits filed as part of the Form 10-K report, including corporate documents and certifications - This section provides a list of all financial statements and exhibits filed with the annual report, including corporate governance documents, material agreements, and required certifications[773](index=773&type=chunk)[774](index=774&type=chunk) [Form 10-K Summary](index=116&type=section&id=Item%2016.%20Form%2010-K%20Summary) This item is not applicable - Not applicable[776](index=776&type=chunk)

PART I - FINANCIAL INFORMATION [Item 1. Financial Statements](index=4&type=section&id=Item%201.%20Financial%20Statements) This section presents the unaudited consolidated financial statements for American BriVision (Holding) Corporation as of September 30, 2020, and for the three and nine-month periods then ended, accompanied by detailed notes [Consolidated Balance Sheets](index=4&type=section&id=Consolidated%20Balance%20Sheets) The Consolidated Balance Sheet as of September 30, 2020, shows a decrease in total assets to $6.53 million from $6.93 million at year-end 2019, with total liabilities increasing to $7.72 million from $7.05 million, leading to a significant increase in total equity deficit from $(0.12) million to $(1.19) million Consolidated Balance Sheet Summary (in USD) | Metric | September 30, 2020 (Unaudited) | December 31, 2019 | | :--- | :--- | :--- | | **Total Current Assets** | $1,177,789 | $878,238 | | **Total Assets** | $6,529,385 | $6,927,811 | | **Total Current Liabilities** | $6,045,547 | $6,814,193 | | **Total Liabilities** | $7,721,225 | $7,052,628 | | **Total Equity (Deficit)** | $(1,191,840) | $(124,817) | [Consolidated Statements of Operations and Comprehensive Loss](index=5&type=section&id=Consolidated%20Statements%20of%20Operations%20and%20Comprehensive%20Loss) For the nine months ended September 30, 2020, revenues decreased to $420,852 from $601,757 in the prior year period, and the net loss attributable to the company widened significantly to $4.94 million from $2.56 million, resulting in a net loss per share of $(0.25) compared to $(0.15) in 2019 Statement of Operations Summary (in USD) | Metric | Nine Months Ended Sep 30, 2020 | Nine Months Ended Sep 30, 2019 | | :--- | :--- | :--- | | **Revenues** | $420,852 | $601,757 | | **Gross Profit** | $404,038 | $584,109 | | **Loss from Operations** | $(3,655,157) | $(2,334,995) | | **Net Loss** | $(5,624,450) | $(2,817,454) | | **Net Loss Attributed to ABVC** | $(4,942,881) | $(2,564,105) | | **Net Loss Per Share (Basic & Diluted)** | $(0.25) | $(0.15) | [Consolidated Statements of Cash Flows](index=7&type=section&id=Consolidated%20Statements%20of%20Cash%20Flows) For the nine months ended September 30, 2020, net cash used in operating activities was $2.38 million, net cash used in investing activities was $0.33 million, and net cash provided by financing activities was $2.70 million, primarily from common stock issuance, resulting in a net decrease in cash and cash equivalents of $8,590 Cash Flow Summary (in USD) | Metric | Nine Months Ended Sep 30, 2020 | Nine Months Ended Sep 30, 2019 | | :--- | :--- | :--- | | **Net cash used in operating activities** | $(2,375,873) | $(1,638,709) | | **Net cash used in investing activities** | $(332,539) | $(35,079) | | **Net cash provided by financing activities** | $2,698,793 | $2,483,244 | | **Net increase (decrease) in cash** | $(8,590) | $809,019 | [Notes to Unaudited Consolidated Financial Statements](index=10&type=section&id=Notes%20to%20Unaudited%20Consolidated%20Financial%20Statements) These notes provide detailed information on the company's business, significant accounting policies, and key corporate events impacting its financial position - The company is a clinical-stage biopharmaceutical firm focused on developing new drugs and medical devices derived from plants, licensing promising candidates from research institutions for further clinical trials[20](index=20&type=chunk) - On February 8, 2019, the company completed a business combination with BioLite Holding, Inc. and BioKey, Inc., making them wholly-owned subsidiaries[28](index=28&type=chunk)[29](index=29&type=chunk) - A 1-for-18 reverse stock split was effected on May 8, 2019, with all share and per-share data in the report reflecting this split[42](index=42&type=chunk) - In November 2020, the company raised **$5 million** through the sale of common stock and warrants to two non-U.S. investors, and also received **$2.5 million** from issuing a convertible promissory note[242](index=242&type=chunk)[244](index=244&type=chunk) [Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations](index=50&type=section&id=Item%202.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management discusses the company's business overview, strategic objectives, financial performance, and liquidity, highlighting the impact of COVID-19 and increased operating expenses [Business Overview and Strategy](index=50&type=section&id=Business%20Overview%20and%20Strategy) The company is a clinical-stage biopharmaceutical firm focused on developing plant-derived drugs and medical devices through a licensing and out-partnering strategy, with a focus on advancing its clinical pipeline - The company's business model is to license new drugs and medical devices from research institutions, conduct Phase II clinical trials, and then out-license to larger pharmaceutical companies for Phase III and commercialization[258](index=258&type=chunk)[259](index=259&type=chunk) - Key strategic elements include advancing Vitargus® to pivotal trials, licensing out ABV-1504 for major depressive disorder, and completing Phase II trials for ABV-1505 for ADHD[296](index=296&type=chunk) - Recent clinical study reports were issued for Vitargus® (Phase I), ABV-1505 for ADHD (Phase II Part I), and ABV-1504 for MDD (Phase II), with all showing positive results supporting further development[285](index=285&type=chunk)[288](index=288&type=chunk)[290](index=290&type=chunk) [Results of Operations](index=70&type=section&id=Results%20of%20Operations) For the nine months ended September 30, 2020, revenues fell 30% to $420,852 due to COVID-19's impact on the CDMO business, operating expenses rose 39% to $4.06 million, and other expenses surged to $2.1 million, primarily due to impairment and investment losses, consequently nearly doubling the net loss to $5.62 million Three-Month Performance Comparison (in USD) | Metric | Q3 2020 | Q3 2019 | Change (%) | | :--- | :--- | :--- | :--- | | **Revenues** | $115,553 | $197,733 | -41.5% | | **Operating Expenses** | $1,396,700 | $1,310,558 | +6.6% | | **Net Loss** | $(2,131,131) | $(1,329,685) | +60.3% | Nine-Month Performance Comparison (in USD) | Metric | Nine Months 2020 | Nine Months 2019 | Change (%) | | :--- | :--- | :--- | :--- | | **Revenues** | $420,852 | $601,757 | -30.1% | | **Operating Expenses** | $4,059,195 | $2,919,104 | +39.0% | | **Net Loss** | $(5,624,450) | $(2,817,454) | +99.6% | - The decrease in revenue for both the three and nine-month periods was mainly attributed to the impact of COVID-19 on the company's CDMO business, as clients postponed projects[388](index=388&type=chunk)[396](index=396&type=chunk) - The significant increase in net loss was driven by higher SG&A expenses related to marketing and up-listing, a **$952,711** impairment loss, and a **$1,067,298** loss on investment in equity securities for the nine-month period[398](index=398&type=chunk)[399](index=399&type=chunk)[400](index=400&type=chunk)[402](index=402&type=chunk) [Liquidity and Capital Resources](index=74&type=section&id=Liquidity%20and%20Capital%20Resources) As of September 30, 2020, the company had a working capital deficit of $4.87 million, an improvement from a deficit of $5.94 million at the end of 2019, with net cash used in operations at $2.38 million and $2.70 million generated from financing activities Working Capital (in USD) | Metric | September 30, 2020 | December 31, 2019 | | :--- | :--- | :--- | | **Current Assets** | $1,177,789 | $878,238 | | **Current Liabilities** | $6,045,547 | $6,814,193 | | **Working Capital (Deficit)** | $(4,867,758) | $(5,935,955) | - Net cash used in operating activities increased to **$2.38 million** for the nine months ended Sep 30, 2020, from **$1.64 million** in the prior-year period, mainly due to a higher net loss[405](index=405&type=chunk) - Net cash from financing activities was **$2.70 million** for the first nine months of 2020, an increase from **$2.48 million** in 2019, driven by successful fundraising through private placements[407](index=407&type=chunk) [Item 3. Quantitative and Qualitative Disclosures About Market Risk](index=76&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) The company is a smaller reporting company and is therefore not required to provide the information for this item - As a smaller reporting company, the registrant is not required to provide quantitative and qualitative disclosures about market risk[410](index=410&type=chunk) [Item 4. Controls and Procedures](index=76&type=section&id=Item%204.%20Controls%20and%20Procedures) Management concluded that the company's disclosure controls and procedures were not effective as of September 30, 2020, and plans to remediate material weaknesses through additional staff training and expanded use of external consultants - Management concluded that the company's disclosure controls and procedures were not effective as of September 30, 2020[412](index=412&type=chunk) - Planned remediation measures include continued training for financial staff on U.S. GAAP and expanding the involvement of qualified external consultants to review the financial reporting process[415](index=415&type=chunk) PART II - OTHER INFORMATION [Item 1. Legal Proceedings](index=77&type=section&id=Item%201.%20Legal%20Proceedings) The company reported no legal proceedings during the period - There were no legal proceedings to report[416](index=416&type=chunk) [Item 1A. Risk Factors](index=77&type=section&id=Item%201A.%20Risk%20Factors) There have been no material changes to the risk factors previously disclosed in the company's annual report on Form 10-K filed on May 15, 2020, and the Form 10-Q filed on August 14, 2020 - No material changes to risk factors were reported since the last Form 10-K and Form 10-Q filings[417](index=417&type=chunk) [Item 2. Unregistered Sales of Equity Securities and Use of Proceeds](index=77&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) The company issued common stock and warrants in unregistered sales to settle convertible notes and compensate consultants, relying on Regulation D or S exemptions - On September 30, 2020, the company issued **795,735** shares of common stock and warrants to six noteholders to settle outstanding convertible debt[419](index=419&type=chunk)[420](index=420&type=chunk) - The company issued **60,000** shares and **60,000** warrants to ViewTrade Securities, Inc. as compensation for capital markets advisory services[426](index=426&type=chunk) - An additional **420,000** shares were issued to three other consulting firms for investor relations and business development services[428](index=428&type=chunk) [Item 3. Defaults Upon Senior Securities](index=77&type=section&id=Item%203.%20Defaults%20Upon%20Senior%20Securities) The company reported no defaults upon senior securities - There were no defaults upon senior securities[429](index=429&type=chunk)[430](index=430&type=chunk) [Item 5. Other Information](index=78&type=section&id=Item%205.%20Other%20Information) The company reported no other information for this item - No other information was disclosed[430](index=430&type=chunk) [Item 6. Exhibits](index=79&type=section&id=Item%206.%20Exhibits) This section lists the exhibits filed with the quarterly report, including certifications pursuant to the Sarbanes-Oxley Act (Sections 302 and 906) and XBRL data files - Exhibits filed include CEO and CFO certifications under Sarbanes-Oxley Sections 302 and 906, as well as XBRL instance and taxonomy documents[431](index=431&type=chunk)

26-0014658 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2020 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from ____________ to ____________ Commission file number 333-91436 American BriVision (Holding) Corporation. (Exact name of Registrant as specified in its charter) Nev ...