Sunshine Biopharma(SBFM) - 2025 Q1 - Quarterly Report

Company Information Sunshine Biopharma Inc. filed its quarterly report (Form 10-Q) for the period ended March 31, 2025, detailing its registrant information and common stock outstanding - Sunshine Biopharma Inc. filed its quarterly report (Form 10-Q) for the period ended March 31, 2025[2] | Detail | Value | | :----- | :---- | | Registrant Name | SUNSHINE BIOPHARMA INC. | | Filing Period End | March 31, 2025 | | Commission File Number | 001-41282 | | State of Incorporation | Colorado | | Trading Symbol (Common Stock) | SBFM | | Trading Symbol (Warrants) | SBFMW | | Exchange | The NASDAQ Stock Market LLC | | Filer Status | Non-accelerated filer, Smaller reporting company | | Common Stock Outstanding (May 15, 2025) | 4,555,945 shares | PART I. FINANCIAL INFORMATION This section presents the company's unaudited consolidated financial statements and related disclosures for the quarter ended March 31, 2025 Item 1. Financial Statements This section includes Sunshine Biopharma Inc.'s unaudited consolidated balance sheets, statements of operations, cash flows, and shareholders' equity for the three months ended March 31, 2025, and 2024, along with detailed notes explaining the company's business, accounting policies, significant transactions, and subsequent events Consolidated Balance Sheets as of March 31, 2025 (Unaudited) and December 31, 2024 This section presents the unaudited consolidated balance sheets, detailing assets, liabilities, and shareholders' equity as of March 31, 2025, and December 31, 2024 | Metric | March 31, 2025 (Unaudited) | December 31, 2024 | Change (QoQ) | | :----------------------------- | :------------------------- | :---------------- | :----------- | | Assets | | | | | Cash and cash equivalents | $8,124,610 | $9,686,529 | -$1,561,919 | | Total Current Assets | $24,480,980 | $25,966,349 | -$1,485,369 | | Total Long-Term Assets | $4,706,125 | $4,594,043 | +$112,082 | | TOTAL ASSETS | $29,187,105 | $30,560,392 | -$1,373,287 | | Liabilities | | | | | Total Current Liabilities | $5,762,436 | $6,314,914 | -$552,478 | | Total Long-Term Liabilities | $722,199 | $744,724 | -$22,525 | | TOTAL LIABILITIES | $6,484,635 | $7,059,638 | -$575,003 | | Shareholders' Equity | | | | | TOTAL SHAREHOLDERS' EQUITY | $22,702,470 | $23,500,754 | -$798,284 | Consolidated Statements of Operations for the Three Months Ended March 31, 2025 and 2024 (Unaudited) This section presents the unaudited consolidated statements of operations, detailing sales, expenses, and net loss for the three months ended March 31, 2025, and 2024 | Metric | Three Months Ended March 31, 2025 | Three Months Ended March 31, 2024 | Change (YoY) | | :---------------------------------- | :-------------------------------- | :-------------------------------- | :----------- | | Sales | $8,901,341 | $7,541,046 | +18.0% | | Cost of sales | $6,170,915 | $5,186,709 | +19.0% | | Gross profit | $2,730,426 | $2,354,337 | +16.0% | | Total General & Administrative Expenses | $4,026,176 | $3,704,926 | +8.7% | | (Loss) From Operations | $(1,295,750) | $(1,350,589) | -4.1% | | Net (Loss) | $(1,179,771) | $(1,283,801) | -8.1% | | Basic and diluted (Loss) per common share | $(0.44) | $(2.00) | -78.0% | | Weighted average common shares outstanding | 2,703,293 | 641,310 | +321.5% | - Sales increased by $1,360,295 (18.0%) due to new product launches and expanded marketing and sales efforts[82] - General and administrative expenses increased by $321,250, with notable increases in consulting fees (+$317,886) and marketing expenses (+$200,315), partially offset by decreases in accounting fees (-$58,247) and legal fees (-$194,799)[83] Consolidated Statements of Cash Flows for the Three Months Ended March 31, 2025 and 2024 (Unaudited) This section presents the unaudited consolidated statements of cash flows, detailing operating, investing, and financing activities for the three months ended March 31, 2025, and 2024 | Cash Flow Activity | Three Months Ended March 31, 2025 | Three Months Ended March 31, 2024 | Change (YoY) | | :---------------------------------- | :-------------------------------- | :-------------------------------- | :----------- | | Net Cash Flows (Used In) Operating Activities | $(1,713,835) | $(3,185,158) | +$1,471,323 | | Net Cash Flows (Used In) Investing Activities | $(176,024) | $(668,736) | +$492,712 | | Net Cash Flows Provided by Financing Activities | $338,137 | $5,398,149 | -$5,060,012 | | Cash and Cash Equivalents at End of Period | $8,124,610 | $17,434,208 | -$9,309,598 | - The decrease in cash used in operating activities was a result of reduced cash required for Nora Pharma's operations[85] - The significant decrease in cash from financing activities was primarily due to no major financing events in Q1 2025, compared to an offering yielding $8,522,411 in Q1 2024[87] Consolidated Statement of Shareholders' Equity for the Three Months Ended March 31, 2025 and 2024 (Unaudited) This section presents the unaudited consolidated statement of shareholders' equity, detailing changes in capital stock and accumulated deficit for the three months ended March 31, 2025, and 2024 | Metric | Balance December 31, 2024 | Balance March 31, 2025 | Change | | :-------------------------------- | :------------------------ | :----------------------- | :------- | | Common Shares Issued | 2,580,098 | 2,707,541 | +127,443 | | Common Stock Value | $2,580 | $2,707 | +$127 | | Capital Paid in Excess of Par Value | $93,354,907 | $93,710,078 | +$355,171 | | Accumulated Deficit | $(69,039,774) | $(70,219,545) | -$1,179,771 | | Total Shareholders' Equity | $23,500,754 | $22,702,470 | -$798,284 | - The exercise of warrants contributed $355,298 to capital paid in excess of par value and increased common shares by 127,443[10] - The net loss of $(1,179,771) directly impacted the accumulated deficit[10] Notes to Unaudited Consolidated Financial Statements This section provides detailed explanatory notes to the unaudited consolidated financial statements, covering business description, accounting policies, and significant transactions Note 1 – Description of Business This note describes Sunshine Biopharma Inc.'s operations as a pharmaceutical company, focusing on generic drugs in Canada and proprietary drug development - Sunshine Biopharma Inc. operates as a pharmaceutical company, with a focus on generic prescription drugs in Canada through Nora Pharma Inc. (70 drugs on market) and OTC supplements through Sunshine Biopharma Canada Inc[11][12] - The company is developing proprietary drugs: K1.1 mRNA for liver cancer and SBFM-PL4, a protease inhibitor for SARS Coronavirus infections[14][15] - The Canadian generic drug market, the company's current focus, has been strengthened by updated generic pricing agreements and the federal government joining the reimbursement program[13] Note 2 – Basis of Presentation This note outlines the basis for preparing the unaudited interim financial statements in accordance with GAAP and Regulation S-X - Interim financial statements are unaudited and prepared in accordance with GAAP for interim information and Regulation S-X[14] - They include only normal recurring adjustments and are not necessarily indicative of full fiscal year results[14] - The balance sheet as of December 31, 2024, was derived from the audited financial statements in the company's Form 10-K filed April 1, 2025[14] Note 3 – Reverse Stock Splits This note details the company's reverse stock splits and their retroactive reflection in the financial statements - The company completed 1-for-100 (April 17, 2024) and 1-for-20 (August 8, 2024) reverse stock splits[16] - All five reverse stock splits (including three prior ones) are retroactively reflected in the financial statements[16] Note 4 – Acquisition of Nora Pharma Inc. This note provides details on the acquisition of Nora Pharma Inc., including purchase price allocation and earnout agreements - Sunshine Biopharma acquired Nora Pharma Inc. on October 20, 2022, for $18,860,637[17] - The purchase price included cash ($14,346,637) and 1,850 shares of common stock ($4,514,000)[17] - An earnout of $3,632,000 USD was agreed upon, with $295,797 USD remaining as of March 31, 2025[19] | Nora Pharma Acquisition Allocation (Oct 20, 2022) | Amount | | :------------------------------------------------ | :----- | | Total assets | $6,515,204 | | Liabilities assumed | $(5,981,286) | | Net assets | $533,918 | | Goodwill | $18,326,719 | | Total Consideration | $18,860,637 | Note 5 – Intangible Assets This note details the company's intangible assets, including additions and accumulated amortization | Intangible Assets | March 31, 2025 | December 31, 2024 | Change | | :---------------------------------------- | :------------- | :---------------- | :----- | | Intangible assets at beginning of period | $3,019,717 | $1,444,259 | | | Purchase of additional intangible assets | $323,655 | $1,694,585 | | | Total | $3,343,372 | $3,138,844 | | | Less accumulated amortization | $(150,158) | $(119,127) | | | Intangible assets, net | $3,193,214 | $3,019,717 | +$173,497 | Note 6 – Plant, Property and Equipment This note details the company's plant, property, and equipment, including total cost and accumulated depreciation | Property, Plant and Equipment | March 31, 2025 | December 31, 2024 | Change | | :------------------------------------ | :------------- | :---------------- | :----- | | Total Cost | $888,967 | $882,588 | +$6,379 | | Less: Accumulated depreciation | $(369,180) | $(336,533) | -$32,647 | | Plant, property and equipment, net | $519,787 | $546,055 | -$26,268 | Note 7 – Inventory This note details the company's inventory, including finished goods and allowance for obsolete inventory | Inventory | March 31, 2025 | December 31, 2024 | Change | | :-------------------------- | :------------- | :---------------- | :----- | | Finished goods | $12,127,158 | $11,352,446 | +$774,712 | | Allowance for obsolete inventory | $(270,023) | $(74,341) | -$195,682 | | Total Inventory, net | $11,857,135 | $11,278,105 | +$579,030 | Note 8 – Leases This note describes the company's operating lease obligations for warehouse and office space - The company has operating lease obligations for warehouse and office space, classified as operating leases[25] - The lease includes a renewal option for five years, which the company is certain to exercise, impacting the lease term calculation[25] | Lease Metric (March 31, 2025) | Value | | :---------------------------- | :---- | | Operating lease ROU asset | $900,890 | | Operating Lease liability - Short-term | $213,983 | | Operating lease liability - Long-term | $722,199 | | Remaining lease term | 4 Years 9 Months | | Discount rate | 6% | Note 9 – Income Taxes This note explains the company's income tax expense/benefit, valuation allowances, and uncertain tax positions - Income tax expense/benefit is primarily due to Canadian operations and changes in valuation allowances for deferred tax assets[28] - Valuation allowances are recorded against most deferred tax assets due to uncertainty of future earnings[29] - The company has not recognized tax benefits from uncertain tax positions[31] Note 10 – Management and Director Compensation This note details the aggregate cash compensation paid to officers and directors for the three months ended March 31, 2025, and 2024 | Compensation Type | Three Months Ended March 31, 2025 | Three Months Ended March 31, 2024 | Change (YoY) | | :-------------------------- | :-------------------------------- | :-------------------------------- | :----------- | | Officers (aggregate cash) | $269,496 | $262,486 | +$7,010 | | Directors (aggregate cash) | $100,000 | $100,000 | $0 | Note 11 – Capital Stock This note describes the company's authorized and outstanding capital stock, including common and preferred shares, and dividend policy - Authorized capital includes 3,000,000,000 common shares ($0.001 par) and 30,000,000 preferred shares ($0.10 par), with 1,000,000 Series B Preferred Stock authorized[33] - Series B Preferred Stock is non-convertible, non-redeemable, has a $0.10 liquidation preference, and grants 1,000 votes per share; 130,000 shares were outstanding as of March 31, 2025, held by the CEO[33] - Common shares outstanding increased from 2,580,098 at December 31, 2024, to 2,707,541 at March 31, 2025, primarily due to warrant exercises[49] - The company has not declared any dividends since inception[49] Note 12 – Warrants This note details the company's outstanding warrants, their classification, exercise activities, and net proceeds generated - Warrants are classified as liability or equity based on ASC 480-10 or ASC 815-40, with liability-classified warrants measured at fair value and equity-classified warrants at fair value on issuance[50] - As of March 31, 2025, all 2022, May, and 2024 Pre-Funded Warrants, all Series A Warrants, and a significant portion of Tradeable, Investor, and Series B Warrants have been exercised, generating $16,752,492 in net proceeds[52] - On February 11, 2024, the company redeemed all April Warrants and May Investor Warrants for an aggregate purchase price of $3,139,651[53] | Outstanding Warrants (March 31, 2025) | Number | Exercise Price | Expiry Date | | :------------------------------------ | :----- | :------------- | :---------- | | Tradeable Warrants | 482 | $220.00 | February 2027 | | Investor Warrants | 400 | $4,000.00 | March 2027 | | Series B Warrants | 12,226,549 | $2.7879 | February 2029 | Note 13 – Earnings Per Share This note presents the basic and diluted earnings per share calculation for the three months ended March 31, 2025, and 2024 | EPS Metric | Three Months Ended March 31, 2025 | Three Months Ended March 31, 2024 | Change (YoY) | | :------------------------------------------ | :-------------------------------- | :-------------------------------- | :----------- | | Net gain (loss) attributable to common stock | $(1,179,771) | $(1,283,801) | -8.1% | | Weighted average common shares outstanding | 2,703,293 | 641,310 | +321.5% | | Basic and diluted gain (loss) per share | $(0.44) | $(2.00) | -78.0% | Note 14 – Subsequent Events This note discloses significant events occurring after the balance sheet date, including warrant exercises, a direct offering, and a legal dispute - On April 2, 2025, 660,000 Series B Warrants were exercised, yielding $1,840,014 in net proceeds[57] - On April 3, 2025, a registered direct offering generated $1,828,596 in net proceeds[57] - The April 3, 2025 financing adjusted Series B Warrants to 15,577,962 warrants with an exercise price of $2.07 per share[58] - On April 14, 2025, the president of Nora Pharma Inc. was terminated, leading to a demand letter for approximately $5,300,000 USD, which the company intends to vigorously defend against[59] Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations This section provides management's perspective on Sunshine Biopharma Inc.'s financial performance, liquidity, and capital resources for the three months ended March 31, 2025. It highlights operational strategies, R&D progress, intellectual property, and the company's future outlook, including efforts to achieve breakeven and reduce reliance on capital markets About Sunshine Biopharma This section provides an overview of Sunshine Biopharma's pharmaceutical research and commercial operations in oncology and antivirals - Sunshine Biopharma is a pharmaceutical company researching and offering life-saving medicines in oncology and antivirals[61] - It operates two wholly-owned Canadian subsidiaries: Nora Pharma Inc. (70 generic prescription drugs) and Sunshine Biopharma Canada Inc. (OTC supplements)[61] - Proprietary drug development includes K1.1 mRNA for liver cancer and SBFM-PL4 for SARS Coronavirus infections[62] Commercial Operations This section details the company's strategy for procuring and selling generic pharmaceutical products in Canada and globally - Commercial operations focus on procuring rights to generic pharmaceutical products for sale in Canada and globally[63] - Rights are secured through in-licensing and supply agreements, cross-licensing, and distribution agreements[63] - The company currently has 70 generic prescription drugs on the market in Canada, covering various therapeutic areas[65][66] - An additional 64 drugs are in the pipeline, with 13 anticipated to launch in 2025, aiming to strengthen market presence in the Canadian $9.7 billion generic drugs market[68][69] Research and Development This section outlines the progress of the company's proprietary drug candidates, K1.1 mRNA for liver cancer and SBFM-PL4 for SARS Coronavirus infections | Drug Candidate | Therapeutic Area/Indication | Development Stage | | :------------- | :-------------------------- | :---------------- | | K1.1 (mRNA LNP) | Oncology (Liver Cancer) | Animal Testing | | SBFM-PL4 (Small Molecule) | Antiviral (SARS Coronavirus) | Animal Testing | - K1.1 mRNA has shown capability to destroy cancer cells in vitro (including multidrug resistant breast, ovarian, and pancreatic cancer cells) with little cytotoxic side effects on normal human cells[71] - K1.1 mRNA-LNP constructs were effective at reducing liver cancer tumor size in xenograft mice, with further dose-response studies ongoing[72] - SBFM-PL4 is a PLpro inhibitor targeting SARS Coronavirus infections, including SARS-CoV, MERS-CoV, and SARS-CoV-2, aiming to treat patients who cannot use existing antivirals[73][76] - The lead SBFM-PL4 compound showed sub micromolar activity against PLpro, antiviral activity in SARS-CoV-2 infected cells, favorable pharmacokinetics (lung accumulation), and reduced virus load in infected mouse lungs[77] Intellectual Property This section describes the company's patent applications, licensing agreements, and regulatory approvals for its generic and OTC products - Filed a provisional patent application in the US on May 22, 2020, for Coronavirus treatments (Mpro inhibitors), later expanded to include PLpro via a PCT application[78] - Filed a provisional patent application in the US on April 20, 2022, covering mRNA molecules capable of destroying cancer cells[79] - Became the exclusive, worldwide licensee of the University of Arizona for three patents related to small molecules inhibiting Coronavirus protease, PLpro, effective February 24, 2023[79] - Nora Pharma owns 200 DINs issued by Health Canada for generic prescription drugs and rights to sell 10 generic drugs via distribution agreements[80] - Owns four NPNs issued by Health Canada for OTC products, including Essential•9™, Calcium-Vitamin D, L-Citrulline, and Taurine[81] Results of Operations This section analyzes the company's sales, cost of sales, gross profit, and net loss for the three months ended March 31, 2025, and 2024 | Metric | Three Months Ended March 31, 2025 | Three Months Ended March 31, 2024 | Change (YoY) | | :---------------------------------- | :-------------------------------- | :-------------------------------- | :----------- | | Sales | $8,901,341 | $7,541,046 | +18.0% | | Cost of sales | $6,170,915 | $5,186,709 | +19.0% | | Gross profit | $2,730,426 | $2,354,337 | +16.0% | | Total General & Administrative Expenses | $4,026,176 | $3,704,926 | +8.7% | | (Loss) From Operations | $(1,295,750) | $(1,350,589) | -4.1% | | Net (Loss) | $(1,179,771) | $(1,283,801) | -8.1% | | Basic and diluted (Loss) per common share | $(0.44) | $(2.00) | -78.0% | - Sales increase of $1,360,295 was attributed to new product launches and expanded marketing and sales efforts[82] - General and administrative expenses increased by $321,250, with consulting fees up $317,886 and marketing expenses up $200,315, partially offset by decreases in accounting and legal fees[83] Liquidity and Capital Resources This section discusses the company's cash position, cash flow activities, and strategies to achieve breakeven and reduce reliance on capital markets | Cash Flow Metric | Three Months Ended March 31, 2025 | Three Months Ended March 31, 2024 | Change (YoY) | | :---------------------------------- | :-------------------------------- | :-------------------------------- | :----------- | | Cash and cash equivalents | $8,124,610 | $17,434,208 | -$9,309,598 | | Net cash used in operating activities | $(1,713,835) | $(3,185,158) | +$1,471,323 | | Net cash provided by financing activities | $338,137 | $5,398,149 | -$5,060,012 | - The company is currently generating approximately $8.9 million in quarterly revenue and incurring a quarterly deficit of about $1.2 million[88] - Management aims to lower the cost of goods sold from ~70% to ~60% and increase sales to reach breakeven and reduce dependence on capital markets[88] - Existing cash and sales revenue are believed to be sufficient for the next 24 months, but additional capital may be needed for R&D, clinical trials, and generic pharmaceuticals expansion[88] Critical Accounting Estimates This section highlights the significant estimates and judgments used in preparing the financial statements - Financial statements require estimates and judgments affecting reported amounts of assets, liabilities, revenues, and expenses[89] - Estimates are evaluated based on historical experience and reasonable assumptions, but actual results may vary[89] - Detailed significant accounting policies are available in the company's Form 10-K for the fiscal year ended December 31, 2024[90] Recently Adopted Accounting Standards This section confirms the adoption of all new accounting standards impacting the company's operations - All new accounting standards impacting operations have been adopted[91] Off Balance-Sheet Arrangements This section confirms the absence of any off-balance sheet arrangements entered into by the company - The company has not entered into any off-balance sheet arrangements[92] Item 3. Quantitative and Qualitative Disclosures About Market Risk As a smaller reporting company, Sunshine Biopharma Inc. is not required to provide quantitative and qualitative disclosures about market risk - As a smaller reporting company, Sunshine Biopharma Inc. is exempt from providing quantitative and qualitative disclosures about market risk[93] Item 4. Controls and Procedures Management, including the CEO and CFO, concluded that the company's disclosure controls and procedures were effective as of March 31, 2025, at reasonable assurance levels, with no material changes in internal control over financial reporting during the quarter Evaluation of Disclosure Controls and Procedures This section details management's evaluation and conclusion on the effectiveness of the company's disclosure controls and procedures - Management, including the CEO and CFO, evaluated disclosure controls and procedures as of March 31, 2025[94] - Disclosure controls are designed to ensure timely recording, processing, summarizing, and reporting of information required by the Exchange Act[95] - Management concluded that disclosure controls and procedures were effective as of March 31, 2025, at reasonable assurance levels[96] Changes in Internal Control Over Financial Reporting This section reports on any material changes in the company's internal control over financial reporting during the quarter - No material changes in internal control over financial reporting occurred during the quarter ended March 31, 2025[97] PART II. OTHER INFORMATION This section provides additional information not covered in the financial statements, including legal proceedings, risk factors, and exhibits Item 1. Legal Proceedings The company is not a party to, nor is its property the subject of, any material legal proceedings - The company is not involved in any material legal proceedings[99] Item 1A. Risk Factors As a smaller reporting company, Sunshine Biopharma Inc. is not required to provide risk factor disclosures under this item - As a smaller reporting company, Sunshine Biopharma Inc. is exempt from providing risk factor disclosures[100] Item 2. Unregistered Sales of Equity Securities and Use of Proceeds There were no unregistered sales of equity securities or use of proceeds to report during the period - No unregistered sales of equity securities or use of proceeds to report[101] Item 3. Defaults Upon Senior Securities There were no defaults upon senior securities to report during the period - No defaults upon senior securities to report[102] Item 4. Mine Safety Disclosures This item is not applicable to the company - Mine Safety Disclosures are not applicable to the company[103] Item 5. Other Information No Director or Officer adopted or terminated a "Rule 10b5-1 trading arrangement" or "non-Rule 10b5-1 trading arrangement" during the quarter ended March 31, 2025 - No Director or Officer adopted or terminated a Rule 10b5-1 or non-Rule 10b5-1 trading arrangement during Q1 2025[104] Item 6. Exhibits This section lists the exhibits filed with the Form 10-Q, including certifications under the Sarbanes-Oxley Act and Inline XBRL documents - Exhibits include CEO and CFO certifications (Section 302 and 906 of Sarbanes-Oxley Act) and Inline XBRL documents for financial statements and cover page[106] Signatures This section contains the official signatures of the company's principal executive and financial officers, certifying the report's accuracy - The report was signed by Dr. Steve N. Slilaty (CEO) and Camille Sebaaly (CFO) on May 15, 2025[108][109]