Sunshine Biopharma(SBFM) - 2025 Q2 - Quarterly Report

Filing Information The document is a Quarterly Report (Form 10-Q) for the period ended June 30, 2025, filed by Sunshine Biopharma Inc - The document is a Quarterly Report (Form 10-Q) for the period ended June 30, 2025, filed by Sunshine Biopharma Inc[1][2] Registrant Information | Attribute | Value | | :--- | :--- | | Exact Name | SUNSHINE BIOPHARMA INC. | | State of Incorporation | Colorado | | Commission File Number | 001-41282 | | Trading Symbol (Common Stock) | SBFM | | Trading Symbol (Warrants) | SBFMW | | Filer Status | Non-accelerated filer, Smaller reporting company | | Shares Outstanding (as of Aug 12, 2025) | 4,555,945 | PART I. FINANCIAL INFORMATION Item 1. Financial Statements This section presents the unaudited consolidated financial statements and detailed notes for periods ended June 30, 2025, and December 31, 2024 Consolidated Balance Sheets The company's financial position is summarized, detailing assets, liabilities, and equity at specific points in time Consolidated Balance Sheet Highlights | Metric | June 30, 2025 (Unaudited) | December 31, 2024 | | :--- | :--- | :--- | | Total Assets | $31,965,250 | $30,560,392 | | Total Liabilities | $6,280,446 | $7,059,638 | | Total Shareholders' Equity | $25,684,804 | $23,500,754 | | Cash and cash equivalents | $10,305,320 | $9,686,529 | | Inventory | $13,018,702 | $11,278,105 | | Intangible assets | $2,490,827 | $3,019,717 | Consolidated Statements of Operations This section details the company's revenues, costs, and net loss for the three and six months ended June 30, 2025 and 2024 Consolidated Statements of Operations Highlights (3 Months Ended June 30) | Metric | 2025 | 2024 | | :--- | :--- | :--- | | Revenue | $9,410,230 | $9,303,067 | | Cost of Sales | $5,987,364 | $6,946,810 | | Gross profit | $3,422,866 | $2,356,257 | | (Loss) from operations | $(2,054,655) | $(1,268,276) | | Net (Loss) | $(1,770,834) | $(494,300) | | Basic (Loss) per common share | $(0.39) | $(9.94) | Consolidated Statements of Operations Highlights (6 Months Ended June 30) | Metric | 2025 | 2024 | | :--- | :--- | :--- | | Revenue | $18,311,571 | $16,844,113 | | Cost of Sales | $12,158,279 | $12,133,519 | | Gross profit | $6,153,292 | $4,710,594 | | (Loss) from operations | $(3,350,405) | $(2,668,046) | | Net (Loss) | $(2,950,605) | $(1,778,101) | | Basic (Loss) per common share | $(0.82) | $(43.48) | Consolidated Statements of Cash Flows This section outlines the cash inflows and outflows from operating, investing, and financing activities for the six months ended June 30 Consolidated Statements of Cash Flows Highlights (Six Months Ended June 30) | Metric | 2025 | 2024 | | :--- | :--- | :--- | | Net (Loss) | $(2,950,605) | $(1,778,101) | | Net Cash Flows (Used In) Operating Activities | $(2,987,267) | $(7,762,942) | | Net Cash Flows (Used In) Investing Activities | $(667,802) | $(1,210,944) | | Net Cash Flows Provided by Financing Activities | $3,948,372 | $5,369,566 | | Cash and Cash Equivalents at End of Period | $10,305,320 | $11,507,745 | Consolidated Statements of Shareholders' Equity This section presents changes in the company's equity, including common shares, capital paid in excess of par, and accumulated deficit Consolidated Statements of Shareholders' Equity Highlights (Six Months Ended June 30) | Metric | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Common Shares Issued | 4,555,945 | 2,580,098 | | Capital Paid in Excess of Par Value | $97,376,841 | $93,354,907 | | Accumulated comprehensive income (loss) | $280,787 | $(829,959) | | Accumulated (Deficit) | $(71,990,379) | $(69,039,774) | | Total Shareholders' Equity | $25,684,804 | $23,500,754 | Notes to Unaudited Consolidated Financial Statements Detailed explanations of the company's business, accounting policies, and significant financial events are provided Note 1 – Description of Business Sunshine Biopharma operates as a pharmaceutical company with subsidiaries focused on generic drugs and OTC supplements, and proprietary drug development - Sunshine Biopharma operates as a pharmaceutical company with two wholly-owned Canadian subsidiaries: Nora Pharma Inc. (generic prescription drugs) and Sunshine Biopharma Canada Inc. (OTC supplements)[14][15] - The company is engaged in proprietary drug development, including K1.1 mRNA for liver cancer and SBFM-PL4 for SARS Coronavirus infections[17][18] - Generic drug prices in Canada are influenced by government policies; recent negotiations (pCPA) updated prices effective October 1, 2023, and the federal government joined the reimbursement program on February 10, 2024, strengthening the market[16] Note 2 – Basis of Presentation The unaudited financial statements are prepared in accordance with GAAP for interim information and Form 10-Q requirements - The unaudited financial statements are prepared in accordance with GAAP for interim financial information and Form 10-Q requirements, reflecting normal recurring adjustments[17] - Interim results are not necessarily indicative of full fiscal year results, and the statements should be read in conjunction with the December 31, 2024, Form 10-K[17] Note 3 – Reverse Stock Splits The company completed multiple reverse stock splits, retroactively reflected in the financial statements - The company completed 1-for-100 and 1-for-20 reverse stock splits on April 17, 2024, and August 8, 2024, respectively, and has retroactively reflected all five reverse stock splits in the financial statements[19] Note 4 – Registered Direct Offering Details of the registered direct offering completed on April 3, 2025, including shares issued and net proceeds - On April 3, 2025, the company completed a registered direct offering of 1,188,404 shares of common stock (or pre-funded warrants) at $2.07 per share[20] Registered Direct Offering Proceeds (April 3, 2025) | Metric | Amount | | :--- | :--- | | Gross Proceeds | ~$2.46 million | | Net Proceeds | $1,828,596 | Note 5 – Acquisition of Nora Pharma Inc. Information regarding the acquisition of Nora Pharma Inc., including total consideration and earnout details - The company acquired Nora Pharma Inc. on October 20, 2022, for a total consideration of $18,860,637, paid in cash and common stock[21] - An earnout amount of $5,000,000 CAD ($3,632,000 USD) was agreed upon, payable based on increases in Nora Pharma's gross sales[24] Nora Pharma Earnout Payable | Date | Amount Paid (USD) | | :--- | :--- | | FYE Dec 31, 2022 | ~$1,036,500 | | FYE Dec 31, 2023 | ~$2,247,400 | | Remaining Balance (June 30, 2025) | $295,797 | Note 6 – Intangible Assets Details on the company's intangible assets, including their net value and recorded impairment Intangible Assets, Net | Date | Amount | | :--- | :--- | | June 30, 2025 | $2,490,827 | | December 31, 2024 | $3,019,717 | - An impairment of intangible assets totaling $1,061,809 was recorded due to the determination that certain product licenses could not be commercialized[25] Note 7 – Plant, Property and Equipment Information on the company's plant, property, and equipment, including net values and depreciation methods Plant, Property and Equipment, Net | Date | Amount | | :--- | :--- | | June 30, 2025 | $638,354 | | December 31, 2024 | $546,055 | - Depreciation is provided using the straight-line method over estimated useful lives ranging from three to twenty years[26] Note 8 – Inventory Details on the company's inventory, including total value and allowance for obsolete inventory Total Inventory, Net of Allowance | Date | Amount | | :--- | :--- | | June 30, 2025 | $13,018,702 | | December 31, 2024 | $11,278,105 | Allowance for Obsolete Inventory | Date | Amount | | :--- | :--- | | June 30, 2025 | $(366,262) | | December 31, 2024 | $(74,341) | Note 9 – Leases The company's operating lease obligations for office and warehouse space are detailed - The company has operating lease obligations for office and warehouse space, with a remaining lease term of 4 years and 6 months as of June 30, 2025[29][30] Operating Lease Liabilities (June 30, 2025) | Metric | Amount | | :--- | :--- | | Operating lease ROU asset | $892,817 | | Operating Lease liability - Short-term | $222,496 | | Operating lease liability - Long-term | $706,530 | Note 10 – Income Taxes Information on income tax expense, its drivers, and valuation allowances against deferred tax assets Income Tax Expense (Six Months Ended June 30) | Year | Amount | | :--- | :--- | | 2025 | $249,327 | | 2024 | $321,338 | - Income tax expense is primarily due to operations outside the United States and changes in valuation allowance related to deferred tax assets[32][33] - Valuation allowances are maintained against most deferred tax assets due to uncertainty of future earnings, and the company is assessing the impact of the OBBBA but does not expect a material impact[34][36] Note 11 – Management and Director Compensation Details on cash compensation paid to officers and directors for the six months ended June 30 Officer Cash Compensation (Six Months Ended June 30) | Year | Amount | | :--- | :--- | | 2025 | $988,801 | | 2024 | $1,382,842 | Director Cash Compensation (Six Months Ended June 30) | Year | Amount | | :--- | :--- | | 2025 | $200,000 | | 2024 | $200,000 | Note 12 – Capital Stock Information on common stock issued and outstanding, Series B Preferred Stock, and dividend policy Common Stock Issued and Outstanding | Date | Shares | | :--- | :--- | | June 30, 2025 | 4,555,945 | | December 31, 2024 | 2,580,098 | - The company has 130,000 shares of Series B Preferred Stock outstanding, held by the CEO, each carrying 1,000 votes[39] - No dividends have been declared since inception[57] Note 13 – Warrants Details on the company's outstanding warrants, their accounting treatment, and proceeds from exercises - The company accounts for warrants as either liability or equity based on ASC 480-10 or ASC 815-40[58] Outstanding Warrants (June 30, 2025) | Type | Number | Exercise Price | Expiry Date | | :--- | :--- | :--- | :--- | | Tradeable Warrants | 482 | $220.00 | February 2027 | | Investor Warrants | 400 | $4,000.00 | March 2027 | | Series B Warrants | 15,577,965 | $2.07 | February 2029 | - Aggregate net proceeds from warrant exercises totaled $17,412,492[61] Note 14 – Earnings Per Share Basic and diluted net loss per share calculations for the six months ended June 30 are presented Basic and Diluted Net Loss Per Share (Six Months Ended June 30) | Year | Net (Loss) | Weighted Average Common Shares Outstanding | Basic and Diluted (Loss) Per Share | | :--- | :--- | :--- | :--- | | 2025 | $(2,950,605) | 3,604,653 | $(0.82) | | 2024 | $(1,778,101) | 40,896 | $(43.48) | Note 15 – Employee Termination Details regarding the termination of Nora Pharma Inc.'s president and the subsequent legal demand - The company terminated Mr. Malek Chamoun, president of Nora Pharma Inc., for cause on April 14, 2025, and appointed Ms. Catherine Peloquin as the new president[65] - Mr. Chamoun's attorneys demanded $7,307,025 CAD (approximately $5,300,000 USD), which the company deems unfounded and intends to defend vigorously, with no provision made in the financial statements[65] Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations Management's perspective on the company's financial condition, operations, R&D, IP, and performance for periods ended June 30, 2025 and 2024 About Sunshine Biopharma Sunshine Biopharma is a pharmaceutical company focused on oncology and antivirals, operating through generic drug and OTC supplement subsidiaries - Sunshine Biopharma is a pharmaceutical company focused on life-saving medicines in oncology and antivirals, operating through Nora Pharma Inc. (generic prescription drugs) and Sunshine Biopharma Canada Inc. (OTC supplements)[67] - Proprietary drug development includes K1.1 mRNA for liver cancer and SBFM-PL4 for SARS Coronavirus infections[68] Commercial Operations Commercial activities focus on procuring and marketing generic pharmaceutical products in Canada and globally, with 74 drugs currently marketed - Commercial operations focus on procuring rights to generic pharmaceutical products for sale in Canada and globally, utilizing in-licensing, cross-licensing, and distribution agreements[69] - The company currently markets 74 generic prescription drugs in Canada across various therapeutic areas[71][72] - An additional 17 drugs are in the pipeline, anticipated for launch in 2026, aiming to strengthen the company's presence in the Canadian generic drug market, valued at $9.7 billion annually[74][75] Research and Development The company's R&D pipeline includes K1.1 mRNA for liver cancer and SBFM-PL4 for SARS Coronavirus infections, both in animal testing Proprietary Drug Candidates in Development | Drug Candidate | Therapeutic Area/Indication | Development Stage | | :--- | :--- | :--- | | K1.1 (mRNA LNP) | Oncology (Liver Cancer) | Animal Testing | | SBFM-PL4 (Small Molecule) | Antiviral (SARS Coronavirus Infection) | Animal Testing | - K1.1 mRNA has shown effectiveness in destroying various cancer cells in vitro with minimal side effects on normal cells and has reduced liver cancer tumor size in xenograft mice[77][78] - SBFM-PL4, a PLpro inhibitor, demonstrated activity against PLpro and antiviral activity in SARS-CoV-2 infected cells, with favorable pharmacokinetics, lung accumulation, and dose-dependent virus load reduction in an orally active mouse model[83] Intellectual Property The company holds patent applications for Coronavirus treatments and K1.1 mRNA cancer molecules, along with numerous DINs and NPNs - The company holds patent applications for Coronavirus treatments (Mpro and PLpro inhibitors) and K1.1 mRNA cancer molecules[84][85] - Sunshine Biopharma is the exclusive worldwide licensee for three University of Arizona patents related to PLpro inhibitors[85] - Nora Pharma owns 200 Drug Identification Numbers (DINs) for prescription drugs, and the company owns four Natural Product Numbers (NPNs) for OTC products in Canada[86][87] Results of Operations Analysis of key financial performance metrics, including revenue, gross profit, and net loss, for the three and six months ended June 30 Key Financial Performance (3 Months Ended June 30) | Metric | 2025 | 2024 | Change (YoY) | | :--- | :--- | :--- | :--- | | Revenue | $9,410,230 | $9,303,067 | +1.15% | | Gross Profit | $3,422,866 | $2,356,257 | +$1,066,609 | | General & Administrative Expenses | $5,477,521 | $3,624,533 | +$1,852,988 | | Net Loss | $(1,770,834) | $(494,300) | $(1,276,534) | | Basic Loss per common share | $(0.39) | $(9.94) | $(9.55) | Key Financial Performance (6 Months Ended June 30) | Metric | 2025 | 2024 | Change (YoY) | | :--- | :--- | :--- | :--- | | Revenue | $18,311,571 | $16,844,113 | +8.7% | | Gross Profit | $6,153,292 | $4,710,594 | +$1,442,698 | | General & Administrative Expenses | $9,503,697 | $7,378,640 | +$2,125,057 | | Net Loss | $(2,950,605) | $(1,778,101) | $(1,172,504) | | Basic Loss per common share | $(0.82) | $(43.48) | $(42.66) | - Increased net loss for both periods was primarily driven by a $1,061,809 impairment of intangible assets and higher consulting fees and salaries, partially offset by improved cost of sales due to better procurement[89][91][92] Liquidity and Capital Resources Overview of cash flow activities and the company's ability to fund operations and future growth Cash Flow Summary (Six Months Ended June 30) | Metric | 2025 | 2024 | | :--- | :--- | :--- | | Cash and cash equivalents (End of Period) | $10,305,320 | $11,507,745 | | Net cash used in operating activities | $(2,987,267) | $(7,762,942) | | Net cash used in investing activities | $(667,802) | $(1,210,944) | | Net cash provided by financing activities | $3,948,372 | $5,369,566 | - The decrease in cash used in operating and investing activities in 2025 was mainly due to reduced cash requirements and investments in Nora Pharma[94][95] - The company aims to reach breakeven by increasing sales and lowering cost of goods sold from ~65% to ~60%, believing existing cash and sales will fund operations for the next 24 months, though additional capital may be needed for R&D and expansion[97] Critical Accounting Estimates The financial statements rely on estimates and judgments, and actual results may differ from these estimates - The preparation of financial statements relies on estimates and judgments that affect reported amounts, and actual results may differ from these estimates[98] Recently Adopted Accounting Standards The company has adopted all new accounting standards impacting its operations - The company has adopted all new accounting standards impacting its operations[100] Off Balance-Sheet Arrangements The company has not entered into any off-balance sheet arrangements - The company has not entered into any off-balance sheet arrangements[101] Item 3. Quantitative and Qualitative Disclosures About Market Risk As a smaller reporting company, Sunshine Biopharma Inc. is not required to provide market risk disclosures - The company is a smaller reporting company and is not required to provide information under this item[102] Item 4. Controls and Procedures Management concluded that disclosure controls and procedures were effective as of June 30, 2025, with no material changes in internal control - Management, with CEO and CFO participation, concluded that disclosure controls and procedures were effective as of June 30, 2025, at reasonable assurance levels[103][105] - No material changes in internal control over financial reporting occurred during the quarter ended June 30, 2025[106] PART II. OTHER INFORMATION Item 1. Legal Proceedings The company is not currently a party to any material legal proceedings, nor is its property subject to any such proceedings - The company is not a party to, and its property is not the subject of, any material legal proceedings[108] Item 1A. Risk Factors As a smaller reporting company, Sunshine Biopharma Inc. is not required to provide disclosures regarding risk factors - The company is a smaller reporting company and is not required to provide information under this item[109] 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 - None to report for unregistered sales of equity securities and use of proceeds[110] Item 3. Defaults Upon Senior Securities There were no defaults upon senior securities to report during the period - None to report for defaults upon senior securities[111] Item 4. Mine Safety Disclosures This item is not applicable to the company's operations - This item is not applicable to the company[112] Item 5. Other Information No Director or Officer of the company adopted or terminated a Rule 10b5-1 trading arrangement during the quarter ended June 30, 2025 - No Director or Officer adopted or terminated a "Rule 10b5-1 trading arrangement" or "non-Rule 10b5-1 trading arrangement" during the quarter ended June 30, 2025[113] Item 6. Exhibits This section lists the exhibits filed as part of the Form 10-Q, including certifications and XBRL documents - Exhibits include certifications from the Chief Executive Officer and Chief Financial Officer pursuant to Sections 302 and 906 of the Sarbanes-Oxley Act of 2002[115] - The filing also includes Inline XBRL Document Sets for the financial statements and the cover page[115] Signatures The report was duly signed on behalf of Sunshine Biopharma Inc. on August 12, 2025, by its CEO and CFO - The report was duly signed on behalf of Sunshine Biopharma Inc. on August 12, 2025[117] - Signatories include Dr. Steve N. Slilaty, Chief Executive Officer, and Camille Sebaaly, Chief Financial Officer[118]