Enveric Biosciences, Inc. - Quarter Report: 2011 September (Form 10-Q)

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x		Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

o		Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

 

Delaware		95-4484725
(State or other jurisdiction of incorporation or organization)		(IRS Employer Identification No.)

 

 

 

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days: Yes x No o

 

Large accelerated filer	o	Accelerated filer	o
Non-accelerated filer	o	Smaller reporting company	x
(Do not check if a smaller reporting company)

 

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			PAGE
PART I. FINANCIAL INFORMATION
Item 1.	FINANCIAL STATEMENTS			3-7
Item 2.	MANAGEMENT’S DISCUSSION & ANALYSIS OF FINANCIAL CONDITION & RESULTS OF OPERATIONS			8-11
Item 3.	QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK			12
Item 4.	CONTROLS AND PROCEDURES			12
PART II. OTHER INFORMATION
Item 1.	LEGAL PROCEEDINGS			13
Item 1A.	RISK FACTORS			13
Item 2.	UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS			13
Item 3.	DEFAULTS UPON SENIOR SECURITIES			13
Item 4.	SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS			13
Item 5.	OTHER INFORMATION			13
Item 6.	EXHIBITS			14
	SIGNATURES			15
	EXHIBIT 31.1
	EXHIBIT 31.2
	EXHIBIT 32.1
	EXHIBIT 32.1

 

		September 30,				December 31,
		2011				2010
		(unaudited)
ASSETS
Current Assets:
Cash and Cash Equivalents		$	20,158			$	1,126
Other Current Assets			4,219				-
Total Current Assets			24,377				1,126
Total Assets		$	24,377			$	1,126
LIABILITIES AND SHAREHOLDERS’ EQUITY
Current Liabilities:
Accounts Payable		$	7,698			$	2,642
Accrued Professional Fees			-				8,000
Loans from Shareholders			-				40,000
Total Current Liabilities			7,698				50,642
Shareholders’ Equity:
Preferred shares, $.01 par value, 1,000,000 shares authorized, none issued and outstanding			-				-
Common shares, $.01 par value, 300,000,000 shares authorized, 12,142,000 and 6,500,000 shares issued and outstanding			121,420				65,000
Additional Paid-In Capital			47,250,887				47,219,856
Less receivable from shareholder			(2,853	)			-
Accumulated Deficit			(47,352,775	)			(47,334,372	)
Total Shareholders’ Equity			16,679				(49,516	)
Total Liabilities and Shareholders’ Equity		$	24,377			$	1,126

 

 

		For the Three Month Period Ended								For the Nine Month Period Ended
		Sept 30, 2011				Sept 30, 2010				Sept 30, 2011				Sept 30, 2010
Revenues		$	-			$	-			$	-			$	-
Operating Expenses :
General and Administrative			3,687				5,613				18,403				24,478
Total expenses			3,687				5,613				18,403				24,478
Operating Loss			(3,687	)			(5,613	)			(18,403	)			(24,478	)
Loss Before Income Taxes			(3,687	)			(5,613	)			(18,403	)			(24,478	)
Income Taxes			0				0				0				(1,450	)
Net (Loss)		$	(3,687	)		$	(5,613	)		$	(18,403	)		$	(25,928	)
Basic and Diluted Earnings Per Share		$	(0.00	)		$	(0.00	)		$	(0.01	)		$	(0.01	)
Weighted Average Shares Outstanding			8,484,000				6,500,000				7,161,333				6,500,000

 

		Nine Months Ended
		September 30,
		2011				2010
Cash Flows from Operating Activities:
Net Loss		$	(18,403	)		$	(25,928	)
Adjustments to reconcile net loss to net cash used in operating activities:
Net Change in Assets and Liabilities:
Other Current Assets			(4,219)
Accounts Payable			5,056				(11,704	)
Accrued Professional Fees			(8000	)			-
Net Cash Used In Operating Activities			(25,566	)			(37,632	)
Cash Flows From Financing Activities:
Issuance of Common Stock			20,000				-
Loans From Shareholders			24,598				40,000
Net Cash Provided by Financing Activities			44,598				40,000
Increase in Cash and Cash Equivalents			19,032				2,368
Cash and Cash Equivalents, Beginning of Period			1,126				1,792
Cash and Cash Equivalents, End of Period		$	20,158			$	4,160
Supplemental Disclosure of Cash Flow Information:
Cash paid during the period for:
Interest		$	-			$	-
Income Taxes		$	-			$	1,450
Supplemental disclosure of non-cash financing activity:
Repayment of loans from shareholders through issuance of common stock		$	64,598

 

 

 

 

 

 

 

 

 

 

 

·	To provide a narrative explanation of a company’s financial statements “in plain English” that enables the average investor to see the company through the eyes of management.

·	To enhance the overall financial disclosure and provide the context within which financial information should be analyzed; and

·	To provide information about the quality of, and potential variability of, a company’s earnings and cash flow, so that investors can ascertain the likelihood and relationship of past performance being indicative of future performance.

·	An understanding of our operating environment and its risks (see below and Item 1A of Part II of this Form 10-Q)

·	An outline of critical accounting policies

·	A review of our corporate governance structure

·	A review of the key components of the financial statements and our cash position and capital resources

·	A review of the important trends in the financial statements and our cash flow

·	Disclosure on our internal controls and procedures

·	The market for our stock may not remain liquid and the stock price may be subject to volatility

 

 

 

 

 

31		Rule 13a-14(a)/15d-14(a) Certification
32		Section 1350 Certification