CuraScientific Corp.

CIK:0001877788|SEC Filings

Consolidated Statements of Operations (Unaudited) - USD ($)

3 Months Ended

9 Months Ended

Sep. 30, 2023

^[1]

Sep. 30, 2022

Sep. 30, 2023

^[1]

Sep. 30, 2022

Income Statement [Abstract]

Sales

$ 230,274

$ 1,052,401

$ 34,434

Cost of sales

120,595

577,224

12,514

Gross profit

109,679

475,177

21,920

Operating expenses

General and administrative

248,229

68,505

584,009

336,040

Stock-based compensation

(66,000)

85,000

534,000

375,000

Professional fees

51,630

21,859

157,978

113,365

Licensing fees

675,195

150,000

1,100,226

450,000

Impairment loss

1,275,000

Salaries and wages

81,230

285,333

331,599

466,333

Depreciation

4,895

4,252

13,350

12,007

Total operating expenses

995,179

614,949

3,996,162

1,752,745

Loss from operations

(885,500)

(614,949)

(3,520,985)

(1,730,825)

Other income (expense)

Gain (Loss) on settlement of debt

2,160,125

(722,687)

2,160,125

Change in fair value of liability

45,344,831

Other income

2,737

5,377

Change in fair value of derivative liability

(235,710)

(880,189)

356,963

(1,239,397)

Loss on Series A conversion

(4,442,946)

(73,000)

(5,912,746)

(1,588,140)

Interest expense, net

(155,060)

(397,864)

(196,550)

(1,211,471)

Other income (expense)

(4,830,979)

809,072

38,875,188

(1,878,883)

Income (Loss) before income taxes

(5,716,479)

194,123

35,354,203

(3,609,708)

Provision for income taxes

Net Income (Loss)

$ (5,716,479)

^[2],[3]

$ 194,123

$ 35,354,203

$ (3,609,708)

Basic net income (loss) per share

^[4]

$ 0.00

$ 3.03

$ 0.12

$ (0.89)

Diluted net income (loss) per share

^[4]

$ 3.03

$ 0.04

$ (0.89)

Weighted average common share outstanding, basic

^[4]

756,676,539

6,393,433

292,568,930

4,073,796

Weighted average common share outstanding, diluted

^[4]

756,676,539

6,393,433

988,915,323

4,073,796

[1]	Cal Care Group and CuraScientific Corp results of operations are combined as of the beginning of the period or January 1, 2023, since it was determined that there was a change in the reporting entity pursuant to ASC 250-10-45-21 and the transaction was accounted for under ASC 805-50 Common control Transactions.
[2]	Cal Care Group and CuraScientific Corp results of operations are combined as of the beginning of the period or January 1, 2023, since it was determined that there was a change in the reporting entity pursuant to ASC 250-10-45-21 and both entities were under common control under the entire period.
[3]	The number of shares has been retroactively restated to reflect the one for five hundred (1 for 500) reverse stock split, which was effective on April 24, 2023.
[4]	The number of shares has been retroactively restated to reflect the one for five hundred (1 for 500) reverse stock split, which was effective on April 24, 2023.

Consolidated Statements of Cash Flows (Unaudited) - USD ($)

9 Months Ended

Sep. 30, 2023

Sep. 30, 2022

Cash flows from operating activities:

Net Income (loss)

$ 35,354,203

^[1]

$ (3,609,708)

Adjustments to reconcile net income (loss) to net cash used in operating activities:

Depreciation

13,350

^[1]

12,007

Amortization of convertible debt discount

43,376

610,757

Amortization right of use asset

4,493

(Gain) Loss on debt extinguishment

722,687

^[1]

(2,160,125)

Amortization capitalized license fees

1,100,226

450,000

Fair value of Preferred stock issued with licensing agreements

200,000

Impairment loss on intangible

1,275,000

^[1]

Change in fair value of derivative liability

(356,963)

^[1]

1,239,397

Change in fair value of Series A liability

(45,344,831)

^[1]

Stock-based compensation

534,000

^[1]

375,000

Non-cash interest expense

419,168

Loss on Series A conversion

5,912,746

^[1]

1,588,140

Decrease (increase) in operating assets and liabilities

Accounts receivable

(1,868)

16,693

Inventory

56,746

(5,285)

Prepaid and other assets

68,714

Accounts payable

281,806

175,230

Related party liabilities

(16,667)

279,896

Lease liability

(4,493)

Accrued interest

53,219

155,166

Net cash used in operating activities

(304,256)

(253,664)

Cash flows from investing activities:

Cash paid for acquisition of licenses

(50,000)

Acquisition of fixed assets

(97,686)

(14,914)

Cash acquired from Cal Care common control transaction

126,738

Net cash provided by (used in) investing activities

(20,948)

(14,914)

Cash flows from financing activities:

Proceeds from convertible debt

327,875

245,394

Proceeds from promissory notes

38,110

Net cash provided by financing activities

365,985

245,394

Net increase (decrease) in cash

40,781

(23,184)

Cash, beginning of period

130

^[2]

23,360

Cash, end of period

40,911

176

Supplemental Disclosures of Cash Flow Information

Cash paid for interest

3,336

Cash paid for taxes

Supplemental Disclosures of Non-Cash Investing and Financing Activities

Common shares issued pursuant to Series Preferred conversion

16,650

Preferred stock issued pursuant to consulting agreement

300,000

Original debt discount related to new debt

66,822

515,356

Corporate expenses paid by investors

13,542

Acquisition of license with preferred stock

1,100,000

Initial recognition of right-of-use asset

120,389

Series Preferred issued for leasing of cannabis equipment

$ 1,020,000

[1]	Cal Care Group and CuraScientific Corp results of operations are combined as of the beginning of the period or January 1, 2023, since it was determined that there was a change in the reporting entity pursuant to ASC 250-10-45-21 and the transaction was accounted for under ASC 805-50 Common control Transactions.
[2]	The number of shares has been retroactively restated to reflect the one for five hundred (1 for 500) reverse stock split, which was effective on April 24, 2023.

Consolidated Balance Sheets (Unaudited) - USD ($)

Sep. 30, 2023

Dec. 31, 2022

^[1]

Current Assets:

Cash and cash equivalents

$ 40,911

$ 130

Accounts receivable

1,868

Inventory

44,824

Prepaid expenses and other assets

992,104

39,738

Total Current Assets

1,079,707

39,868

Property and equipment, net

171,253

86,917

Right-of-use operating asset

115,896

Capitalized licensing fees, net

249,774

1,425,000

TOTAL ASSETS

1,616,630

1,551,785

Current Liabilities:

Accounts payable

854,812

330,489

Convertible notes payable, net of discount

456,383

150,000

Lease liability - current

22,610

Loans payable

161,652

2,487,314

Accrued interest

140,036

86,816

Derivative liability

697,550

1,026,942

Related party liabilities

87,330

103,997

Series A Preferred Liability: $0.0001 par value; 20,000,000 shares authorized, 6,952,029 and 6,662,422 shares issued and outstanding at September 30, 2023 and December 31, 2022, respectively

23,636,899

66,624,220

Total Current Liabilities

26,057,272

70,809,778

Related party Liabilities

250,000

Lease liability, non-current

93,286

Total Non-Current Liabilities

343,286

250,000

Total Liabilities

26,400,558

71,059,778

SHAREHOLDERS’ DEFICIT

Preferred stock, Series B: $0.0001 par value; 2,500 shares authorized 2,000 shares issued and outstanding at September 30, 2023 and December 31, 2022

Common stock, $0.0001 par value; 30,000,000,000 shares authorized 2,629,582,856 and 6,659,375 shares issued and outstanding at September 30, 2023 and December 31, 2022, respectively

262,958

666

Stock Payable

2,520,000

900,000

Additional paid in capital

(44,888,216)

(53,954,412)

Retained earnings (Accumulated deficit)

17,321,330

(16,454,247)

Total Shareholders’ Deficit

^[2]

(24,783,928)

(69,507,993)

TOTAL LIABILITIES AND SHAREHOLDERS’ DEFICIT

$ 1,616,630

$ 1,551,785

[1]	The number of shares has been retroactively restated to reflect the one for five hundred (1 for 500) reverse stock split, which was effective on April 24, 2023.
[2]	Cal Care Group and CuraScientific Corp results of operations are combined as of the beginning of the period or January 1, 2023, since it was determined that there was a change in the reporting entity pursuant to ASC 250-10-45-21 and both entities were under common control under the entire period.