U.S. SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

Form 10-Q

Quarterly Report Under

the Securities Exchange Act of 1934

For Quarter Ended: ~~September~~June 30, ~~2019~~2020

Commission File Number: 000-52898

SUNSHINE BIOPHARMA, INC.

(Exact name of small business issuer as specified in its charter)

Colorado		20-5566275
(State of other jurisdiction of incorporation)		(IRS Employer ID No.)

6500 Trans-Canada Highway

4th Floor

Pointe-Claire, Quebec, Canada H9R 0A5

(Address of principal executive offices)

(514) 426-6161

(Issuer’s Telephone Number)

Securities registered pursuant to Section 12(b) of the Act: None

~~Title of each class~~	~~Trading Symbol(s)~~	~~Name of each exchange on which registered~~
~~Common Stock~~	~~SBFM~~	~~OTC Pink Sheets~~

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 ☑ No ☐

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes ☑ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer”, “smaller reporting company”, and “emerging growth company” in Rule 12b-2 of the Exchange Act. (Check one)

	Large accelerated filer ☐	Accelerated filer ☐
	Non-accelerated filer ☒	Smaller reporting company ☒
		Emerging growth company ☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). ☐ Yes ☑ No

The number of shares of the registrant’s only class of Common Stock issued and outstanding as of ~~November 13, 2019,~~August 18, 2020, was ~~520,130,745~~200,308,644 shares.

	TABLE OF CONTENTS
	PART I FINANCIAL INFORMATION	Page No.

Item 1.	Financial Statements	3
	UnauditedCondensed Consolidated Balance Sheets as of ~~September~~June 30, ~~2019~~2020 and December 31, ~~2018~~2019	3
	UnauditedCondensed Consolidated Statements of Operations for the Three and ~~Nine~~Six Month Periods Ended ~~September~~June 30, ~~2019~~2020 and ~~2018~~2019	4
	Unaudited Condensed Consolidated Statements of Cash Flows for the ~~Nine-Month~~Six Month Periods Ended ~~September~~June 30, ~~2019~~2020 and ~~2018~~2019	5
	UnauditedCondensed Statement of Shareholders' Equity	6
	Notes to Unaudited Condensed Consolidated Financial Statements	67
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	1413
Item 3.	Quantitative and Qualitative Disclosures About Market Risk.	2221
Item 4.	Controls and Procedures.	2221

	PART II OTHER INFORMATION

Item 1.	Legal Proceedings	23
Item 1A.	Risk Factors	23
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	23
Item 3.	Defaults Upon Senior Securities	2423
Item 4.	Mine Safety Disclosures	2423
Item 5.	Other Information	2423
Item 6.	Exhibits	2423
	Signatures	25 24

~~PART~~PART I. F~~INANCIAL~~FINANCIAL INFORMATION

I~~ITEM~~TEM 1. FINANCIAL STATEMENTS

Sunshine Biopharma, Inc.
Unaudited Consolidated Balance Sheets

September 30,

December 31,

2019

2018

ASSETS

Current Assets:

Cash and cash equivalents
$81,973
$110,534
Inventory
  17,778
  -
Prepaid expenses
  3,155
  1,341
Deposits
  7,590
  -
Assets of discontinued operations
  -
  989,572
Total Current Assets
  110,496
  1,101,447



Equipment (net of $33,479 and $23,005 depreciation, respectively)
  35,839
  45,124
Patents (net of $58,918 amortization and $556,120 impairment)
  -
  -



TOTAL ASSETS
$146,335
$1,146,571



LIABILITIES AND SHAREHOLDERS' EQUITY





Current Liabilities:


Notes payable
  662,917
  419,663
Notes payable - related party
  88,751
  243,094
Advances - related party
  27,541
  20,871
Accounts payable & accrued expenses
  64,829
  115,826
Interest payable
  45,153
  9,291
Liability of discontinued operations
  -
  103,732
Total Current Liabilities
  889,191
  912,477



Longterm Liabilities
  -
  289,847



TOTAL LIABILITIES
  889,191
  1,202,324



COMMITMENTS AND CONTINGENCIES





SHAREHOLDERS' EQUITY (DEFICIT)





Preferred Stock, Series A $0.10 par value per share; Authorized 850,00 shares;
Issued and outstanding -0- shares at September 30, 2019 and December 31, 2018
  -
  -



Preferred Stock, Series B $0.10 par value per share; Authorized 500,000 shares;
Issued and outstanding 500,000 shares at September 30, 2019 and December 31, 2018
  50,000
  50,000



Common Stock, $0.001 par value per share; Authorized 3,000,000,000 shares;
Issued and outstanding 311,426,060 and 85,652,400 at September 30, 2019 and December 31, 2018, respectively
  311,426
  85,652



Capital paid in excess of par value
  15,935,875
  15,586,678
Accumulated comprehensive income
  (2,139)
  (3,738)
Accumulated (Deficit)
  (17,038,018)
  (15,774,345)



TOTAL SHAREHOLDERS' EQUITY (DEFICIT)
  (742,856)
  (55,753)



TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY (DEFICIT)
$146,335
$1,146,571

Sunshine Biopharma, Inc.

Unaudited Condensed Consolidated Balance Sheet

	June 30, 2020	December 31, 2019
ASSETS
Current Assets:
Cash and cash equivalents	$85,593	$40,501
Accounts receivable	-	430
Inventory	16,576	15,910
Prepaid expenses	2,406	1,255
Deposits	7,590	7,590
Total Current Assets	112,165	65,686

Equipment (net of $43,723 and $37,109 depreciation, respectively)	26,352	32,456
Patents (net of $58,918 amortization and $556,120 impairment)	-	-

TOTAL ASSETS	$138,517	$98,142

LIABILITIES

Current Liabilities:
Notes payable	439,496	586,307
Notes payable - related party	128,269	129,261
Accounts payable & accrued expenses	89,883	96,882
Interest payable	28,548	21,077
Total Current Liabilities	686,196	833,527

Long-term portion of notes payable	63,234	-

TOTAL LIABILITIES	749,430	833,527

COMMITMENTS AND CONTINGENCIES

SHAREHOLDERS' EQUITY (DEFICIT)

Preferred Stock, Series B $0.10 par value per share; Authorized 1,000,000 shares;
Issued and outstanding 1,000,000 and 500,000 at June 30, 2020 and December 31, 2019, respectively	100,000	50,000

Common Stock, $0.001 per share; Authorized 3,000,000,000 Shares;
Issued and outstanding 191,710,596 and 35,319,990 at June 30, 2020 and December 31, 2019, respectively	191,709	35,320

Capital paid in excess of par value	17,267,946	16,616,426

Accumulated comprehensive income	(3,360)	(2,495)

Accumulated (Deficit)	(18,167,208)	(17,434,636)

TOTAL SHAREHOLDERS' EQUITY (DEFICIT)	(610,913)	(735,385)

TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY (DEFICIT)	$138,517	$98,142

See Accompanying Notes To These Financial Statements.

Sunshine Biopharma, Inc.

Unaudited Condensed Consolidated Statement of Operations and Comprehensive Income (Loss)

	3 Months Ended June 30, 2020	3 Months Ended June 30, 2019	6 Months Ended June 30, 2020	6 Months Ended June 30, 2019

Revenues	$15,145	$3,033	$26,247	$3,239
Cost of revenues	5,161	1,460	9,044	1,572
Gross profit	9,984	1,573	17,203	1,667

General & Administrative Expenses:
Accounting	37,200	24,140	37,200	41,140
Consulting	2,184	10,940	3,908	22,016
Legal	20,351	6,313	44,075	38,969
Office	22,835	18,202	34,457	34,910
Officer & director remuneration	52,000	3,751	55,830	43,952
Rent	492	1,009	999	2,257
Depreciation	3,491	3,415	7,002	6,829
Total General & Administrative Expenses	138,553	67,770	183,471	190,073

Income (Loss) from Operations	(128,569)	(66,197)	(166,268)	(188,406)

Other Income (Expense):
Miscellaneous income	3,000	-	3,000	-
Foreign exchange gain (loss)	(2,894)	(3,440)	8,002	(13,056)
Interest expense	(20,363)	(18,342)	(36,719)	(64,639)
Debt release	9,510	-	9,803	-
Loss on debt conversions	(498,997)	(42,786)	(550,390)	(65,094)
Total Other Income (Expense)	(509,744)	(64,568)	(566,304)	(142,789)

Net income (loss) before income taxes	(638,313)	(130,765)	(732,572)	(331,195)
Provision for income taxes	-	-	-	-
Net income (loss) from continuing operations	(638,313)	(130,765)	(732,572)	(331,195)
Net income (loss) on discontinued operations	-	(580,125)	-	(582,237)
Net Income (Loss)	(638,313)	(710,890)	(732,572)	(913,432)

Unrealized Gain (Loss) from foreign exchange translation	476	2,499	(865)	1,714
Comprehensive Income (Loss)	(637,837)	(708,391)	(733,437)	(911,718)

Basic income (loss) from continuing operations per common share	$(0.01)	$(0.03)	$(0.01)	$(0.07)

Basic income (loss) from discontinued operations per common share	$0.00	$(0.12)	$0.00	$(0.13)

Basic income (loss) per common share	$(0.01)	$(0.14)	$(0.01)	$(0.20)

Weighted Average Common Shares Outstanding	109,110,342	4,973,649	78,975,458	4,641,040

See Accompanying Notes To These Financial Statements.

Sunshine Biopharma, Inc.

Unaudited Condensed Consolidated Statement of Cash Flows

	6 Months Ended June 30, 2020	6 Months Ended June 30, 2019

Cash Flows From Operating Activities:
Net Income (Loss)	$(732,572)	$(913,432)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation and amortization	7,002	6,829
Foreign exchange (gain) loss	(8,002)	13,056
Stock issued for services	50,000	-
Stock issued for payment interest	27,445	3,841
Loss on debt conversion	550,390	65,094
Debt & interest release	(9,803)	(720)
Loss on disposition of subsidiary		582,237
(Increase) decrease in accounts receivable	430	(1,023)
(Increase) decrease in inventory	(666)	(18,193)
(Increase) in prepaid expenses	(1,151)	(5,442)
(Increase) in deposits	-	(7,590)
Increase (decrease) in Accounts Payable & accrued expenses	(3,594)	(31,449)
Increase (decrease) in interest payable	7,471	25,369
Net Cash Flows (Used) in Operations	(113,050)	(281,423)

Cash Flows From Investing Activities:
Advances to discontinued operations	-	(12,491)
Purchase of equipment	-	(485)
Net Cash Flows (Used) in Investing Activities	-	(12,976)

Cash Flows From Financing Activities:
Proceeds from notes payable	155,007	249,500
Payments of notes payable	-	(53,000)
Advances from related parties	-	6,998
Note payable used to pay note origination fees	4,000	15,930
Net Cash Flows Provided by Financing Activities	159,007	219,428

Cash and Cash Equivalents at Beginning of Period	$40,501	$110,534
Net increase (decrease) In cash and cash equivalents	45,957	(74,971)
Foreign currency translation adjustment	(865)	1,714
Cash and Cash Equivalents at End of Period	$85,593	$37,277

Supplementary Disclosure of Cash Flow Information:
Stock issued for note conversions including interest	$807,909	$151,169
Note payable cancelled upon disposal of subsidiary	$-	$315,785
Cash paid for interest	$-	$11,034
Cash paid for income taxes	$-	$-

See Accompanying Notes To These Financial Statements.

Sunshine Biopharma, Inc.

Unaudited Condensed Statement of Shareholders' Equity

	Number of Common Shares Issued	Par Value	Capital Paid in Excess of Par Value	Number of Preferred Shares Issued	Value of Preferred Stock	Comprehensive Income	Accumulated Deficit	Total
Three Months Ended June 30, 2019
Balance at March 31, 2019	4,467,449	$4,468	$15,715,170	500,000	$50,000	$(4,523)	$(15,976,887)	$(211,772)

Common stock issued for the reduction of notes payable
and payment of interest	746,922	747	103,114					103,861

Net income (loss)						2,499	(710,890)	(708,391)

Balance at June 30, 2019	5,214,371	$5,215	$15,818,284	500,000	$50,000	$(2,024)	$(16,687,777)	$(816,302)

Six Months Ended June 30, 2019
Balance at December 31, 2018	4,282,620	$4,283	$15,668,047	500,000	$50,000	$(3,738)	$(15,774,345)	$(55,753)

Common stock issued for the reduction of notes payable
and payment of interest	931,751	932	150,237					151,169

Net income (loss)						1,714	(913,432)	(911,718)

Balance at June 30, 2019	5,214,371	$5,215	$15,818,284	500,000	$50,000	$(2,024)	$(16,687,777)	$(816,302)

Three Months Ended June 30, 2020
Balance at March 31, 2020	59,675,417	$59,675	$16,714,450	500,000	$50,000	$(3,836)	$(17,528,895)	$(708,606)

Common stock issued for the reduction of notes payable
and payment of interest	132,035,179	132,033	553,497					685,530

Preferred stock issued for services				500,000	50,000			50,000

Net income (loss)						476	(638,313)	(637,837)

Balance at June 30, 2020	191,710,596	$191,708	$17,267,947	1,000,000	$100,000	$(3,360)	$(18,167,208)	(610,913)

Six Months Ended June 30, 2020
Balance at December 31, 2019	35,319,990	$35,320	$16,616,426	500,000	$50,000	$(2,495)	$(17,434,636)	$(735,385)

Common stock issued for the reduction of notes payable
and payment of interest	156,390,606	156,388	651,521					807,909

Preferred stock issued for services				500,000	50,000			50,000

Net (loss)						(865)	(732,572)	(733,437)

Balance at June 30, 2020	191,710,596	$191,708	$17,267,947	500,000	$50,000	$(3,360)	$(18,167,208)	(660,913)

See Accompanying Notes To These Financial Statements.

Sunshine Biopharma, Inc.

Unaudited Consolidated Statements Of Operations and Comprehensive Income (Loss)

3 Months

3 Months

9 Months

9 Months

Ended

Ended

Ended

Ended

September 30,

September 30,

September 30,

September 30,

2019

2018

2019

2018

Sales:
$7,326
$-
$10,565
$-
Cost of sales
  5,293
  -
  6,865
  -
Gross profit
  2,033
  -
  3,700
  -





General & Administrative Expenses:




Accounting
  16,402

  10,473
  57,542
  94,573
Consulting
  48,222
  -
  70,238
  27,800
Legal
  13,219
  24,663
  52,188
  83,748
Office
  17,035
  36,960
  51,945
  62,594
Officer & director remuneration
  90,600
  212,000
  134,552
  736,431
Rent
  518
  1,544
  2,775
  5,116
Research & development
  15,204
  -
  15,204
  -
Depreciation
  3,473
  3,185
  10,302
  10,317
Total General & Administrative Expenses
  204,673

  288,825
  394,746
  1,020,579





Income (Loss) from operations
  (202,640)
  (288,825)
  (391,046)
  (1,020,579)





Other Income (Expense):




Interest income
  5
  -
  5
  -
Foreign exchange gain (loss)
  961
  (11,700)
  (12,095)
  13,184
Interest expense
  (27,847)
  (20,546)
  (92,486)
  (115,910)
Loss on debt conversions
  (120,720)
  (591,763)
  (185,814)
  (685,348)
Total Other Income (Expense)
  (147,601)
  (624,009)
  (290,390)
  (788,074)





Income (Loss) before income taxes
  (350,241)
  (912,834)
  (681,436)
  (1,808,653)





Income taxes
  -
  -
  -
  -
Income (Loss) from continuing operations
  (350,241)
  (912,834)
  (681,436)
  (1,808,653)





Income (Loss) from discontinued operations
  -
  5,278
  (582,237)
  (8,847)





Net Income (Loss)
$(350,241)
$(907,556)
$(1,263,673)
$(1,817,500)





Unrealized gain (loss) from foreign exchange translation
  (115)
  12,002
  1,599
  3,232
Comprehensive Income (Loss)
  (350,356)
  (899,610)
  (1,262,074)
  (1,814,268)





Basic and diluted loss from continuing operations per common share
$0.00
$(0.02)
$(0.01)
$(0.04)





Basic and diluted loss from discontinued operations per common share
$0.00
$0.00
$(0.01)
$0.00





Basic and diluted loss per common share
$0.00
$(0.02)
$(0.01)
$(0.04)





Weighted Average Common Shares Outstanding (Basic and Diluted)
  165,376,483
  50,018,580
  88,407,255
  48,557,571

~~See Accompanying Notes To These Financial Statements.~~

~~Sunshine Biopharma, Inc.~~
~~Unaudited Consolidated Statements Of~~ C~~ash Flows~~

9 Months

9 Months

Ended

Ended

September 30,

September 30,

2019

2018

Cash Flows From Operating Activities:

Net (Loss)
$(1,263,673)
$(1,817,500)
Depreciation and amortization
  10,302
  43,260
Foreign exchange gain (loss)
  12,095
  (13,184)
Stock issued for licenses, services & other assets
  136,490
  676,100
Stock issued for interest
  7,905
  29,468
Loss on debt conversion
  190,494
  684,854
Loss on disposition of subsidiary
  582,237
  -
(Increase) decrease in inventory
  (17,778)
  (23,384)
(Increase) decrease in prepaid expenses
  (1,814)
  8,501
(Increase) decrease in deposits
  (7,590)
  -
Increase (decrease) in accounts payable & accrued expenses
  (52,489)
  (5,391)
Increase (decrease) in interest payable
  35,862
  20,517



Net Cash Flows (Used) in Operations
  (367,959)
  (396,759)



Cash Flows From Investing Activities:


Cash paid for acquisition of subsidiary
  -
  4,942
Advances to discontinued operations
  (14,416)
  -
Purchase of equipment
  -
  (27,370)



Net Cash Flows (Used) in Investing Activities
  (14,416)
  (22,428)



Cash Flows From Financing Activities:


Proceed from notes payables
  376,000
  432,885
Payment of notes payable
  (53,000)
  (146,184)
Advances (to) from related parties
  6,670
  19,965
Payments to related parties
  -
  (7,063)
Notes payable used to pay expenses
  -
  36,500
Note payable used to pay origination fees & interest
  22,430
  18,750



Net Cash Flows Provided by Financing Activities
  352,100
  354,853






Net increase (decrease) in Cash and Cash Equivalents
  (30,275)
  (64,334)
Foreign currency translation adjustment
  1,714
  3,232
Cash and Cash Equivalents at beginning of period
  110,534
  107,532



Cash and Cash Equivalents at end of period
$81,973
$46,430



Supplementary Disclosure Of Cash Flow Information:


Stock issued for note conversions including interest
$151,169
$290,039
Stock issued for acquisition of subsidiary
$-
$246,000
Note payable issued for acquisition of subsidiary
$-
$358,407
Cash paid for interest
$11,034
$13,622
Cash paid for income taxes
$-
$-

~~See Accompanying Notes To These Financial Statements.~~

Sunshine Biopharma, Inc.

Notes to Unaudited Condensed Consolidated Financial Statements

For the Three and ~~Nine~~Six Month Interim Periods Ended ~~September~~June 30, ~~2019~~2020 and ~~2018~~2019

Note 1 – Nature of Business and Basis of Presentation

Sunshine Biopharma, Inc. (the "Company") was originally incorporated under the name Mountain West Business Solutions, Inc. on August 31, 2006 in the State of Colorado. Until October 2009, the Company was operating as a business consultancy firm. Effective October 15, 2009, the Company acquired Sunshine Biopharma, Inc. in a transaction classified as a reverse acquisition. Sunshine Biopharma, Inc. was holding an exclusive license to a new anticancer drug bearing the laboratory name, Adva-27a. Upon completion of the reverse acquisition transaction, the Company changed its name to Sunshine Biopharma, Inc. and began operating as a pharmaceutical company focusing on the development of the licensed Adva-27a anticancer drug.

In July 2014, the Company formed a wholly owned Canadian subsidiary, Sunshine Biopharma Canada Inc. (“Sunshine Canada”) for the purposes of offering generic pharmaceutical products in Canada and elsewhere around the world. Sunshine Canada has signed licensing agreements for four (4) generic prescription drugs for treatment of breast cancer, prostate cancer and BPH (Benign Prostatic Hyperplasia).

On January 1, 2018, the Company acquired all of the issued and outstanding shares of Atlas Pharma Inc. (“Atlas”), a Canadian privately held analytical chemistry company. The purchase price for the shares was Eight Hundred ~~Forty Eight~~Forty-Eight Thousand Dollars $848,000 Canadian ($676,748 US). The purchase price included a cash payment of $100,500 Canadian ($80,289 US), plus the issuance of ~~1,000,000~~50,000 shares of the Company’s Common Stock valued at $238,000, ~~or $0.238 per share,~~ and a promissory note (“Atlas Debt”) in the principal amount of $450,000 Canadian ($358,407 US), with interest payable at the rate of 3% per annum.

Effective April 1, 2019, the Company re-assigned all of its stock in Atlas back to the original owner in exchange for the Atlas ~~related debt.~~Debt. The loss on the disposition was $580,125. See “Discontinued Operations” below for a more detailed explanation of this disposition.

In March 2018, the Company formed NOX Pharmaceuticals, Inc., a wholly owned Colorado corporation and assigned all of the Company’s interest in the Adva27a anticancer drug to that company. NOX Pharmaceuticals Inc.’s mission is to research, develop and commercialize proprietary drugs including Adva-27a.

OnIn December ~~17,~~ 2018, the Company launched its first over-the-counter product, Essential 9tm, a ~~dietary~~nutritional supplement comprised of the nine (9) essential amino acids that the human body cannot synthesize. Essential 9tm has been authorized for marketing by Health Canada under NPN 80089663.

Effective February 1, 2019, the Company completed a 20 to 1 reverse split of its $0.001 par value Common Stock, reducing the issued and outstanding shares of Common Stock from 1,713,046,242 to 85,652,400 (the ~~“Reverse~~“First Reverse Stock Split”). The Company’s authorized capital of Common Stock remained as previously established at 3,000,000,000 shares.

In November 2019, the Company received Health Canada approval for a new Calcium-Vitamin D supplement. Health Canada issued NPN 80093432 through which it authorized the Company to manufacture and sell the new Calcium-Vitamin D supplement under the brand name Essential Calcium-Vitamin Dtm.

Effective April 6, 2020, the Company completed another 20 to 1 reverse split of its $0.001 par value Common Stock, reducing the issued and outstanding shares of Common Stock from 1,193,501,925 to 59,675,417 (the “Second Reverse Stock Split”). The number of authorized Common Shares ~~was~~remained as previously established at 3,000,000,000 ~~post-split.~~post-second split.

On May 22, 2020, the Company filed a patent application in the United States for a new treatment for Coronavirus infections, including COVID-19. The Company’s patent application covers composition subject matter pertaining to small molecules for inhibition of the main Coronavirus protease (Mpro), an enzyme that is essential for viral replication. The patent application has a priority date of May 22, 2020.

On June 17, 2020, the Company filed an amendment to its Articles of Incorporation (the “Amendment”) with the Secretary of State for the State of Colorado, to eliminate the Series “A” Preferred Shares consisting of Eight Hundred and Fifty Thousand (850,000) shares, par value $0.10 per share, and the designation thereof, which shares were returned to the status of undesignated shares of Preferred Stock. In addition, the Amendment also increased the number of authorized Series “B” Preferred Shares from Five Hundred Thousand (500,000) to One Million (1,000,000) shares.

Also on June 17, 2020, the Company issued Five Hundred Thousand (500,000) shares of Series “B” Preferred Stock in favor of Dr. Steve N. Slilaty, the Company’s CEO, in consideration for the COVID-19 treatment technology he developed. The Series “B” Preferred Stock is non-convertible, non-redeemable, non-retractable and has a superior liquidation value of $0.10 per share. Each share of Series “B” Preferred Stock is entitled to 1,000 votes per share. This stock issuance brought Dr. Slilaty’s holdings of the Company’s Series B Preferred Stock to One Million (1,000,000) shares.

The Company's financial statements reflect both the First and Second Reverse Stock Split on a retroactive basis and represent the consolidated activity of Sunshine Biopharma, Inc. and its subsidiaries (Sunshine Biopharma Canada Inc. and NOX Pharmaceuticals Inc.) herein collectively referred to as the "Company". ~~During the last nine month period the Company has continued to raise money through the issuance of convertible debt.~~

The Company’s activities are subject to significant risks and uncertainties, including failing to secure additional funding to operationalize the Company’s ~~generics business and~~ proprietary drug development ~~program.~~program and other business activities.

Impact of Coronavirus (COVID-19) Pandemic

In March 2020, the World Health Organization declared Coronavirus and its associated disease, COVID-19, a global pandemic. Conditions surrounding the Coronavirus outbreak are evolving rapidly and government authorities around the world have implemented emergency measures to mitigate the spread of the virus. The outbreak and related mitigation measures have had and will continue to have a material adverse impact on the world economies and the Company's business activities. It is not possible for the Company to predict the duration or magnitude of the adverse conditions of the outbreak and their effects on the Company’s business or ability to raise funds. No adjustments have been made to the amounts reported in the Company's financial statements as a result of this matter.

Basis of Presentation of Unaudited Condensed Financial Information

The unaudited financial statements of the Company for the three and ~~nine~~six month periods ended ~~September~~June 30, ~~2019~~2020 and ~~2018~~2019 have been prepared in accordance with accounting principles generally accepted in the United States of America for interim financial information and pursuant to the requirements for reporting on Form 10-Q and Regulation ~~S-X.~~S-K. Accordingly, they do not include all the information and footnotes required by accounting principles generally accepted in the United States of America for complete financial statements. However, such information reflects all adjustments (consisting solely of normal recurring adjustments), which are, in the opinion of management, necessary for the fair presentation of the financial position and the results of operations. Results shown for interim periods are not necessarily indicative of the results to be obtained for a full fiscal year. The balance sheet information as of ~~September~~June 30, ~~2019~~2020 was derived from the audited financial statements included in the Company's financial statements as of and for the year ended December 31, ~~2018~~2019 included in the Company’s Annual Report on Form 10-K filed with the Securities and Exchange Commission (the “SEC”) on ~~April 12, 2019.~~May 1, 2020. These financial statements should be read in conjunction with that report.

Recently Issued Accounting Pronouncements

~~Recently~~In January 2018, the Financial Accounting Standards Board (“FASB”) issued amendments by the FASB are effective for fiscal years beginning after December 15, 2018, and should be applied prospectively on or after the adoption date. Early adoption is permitted, including adoption in an interim period. The Company does not expect these amendments to have a material impact on its financial statements.

Accounting Standards Update (“ASU”) No. 2018-01, LEASES (TOPIC 842): LAND EASEMENT PRACTICAL EXPEDIENT FOR TRANSITION TO TOPIC 842. In February 2016, the FASB issued ~~ASU 2016-02,~~Accounting Standards Update No. 2016- 02, Leases ~~effective for annual reporting periods beginning on or after December 15, 2018,~~(Topic 842), to increase transparency and ~~interim periods within those annual periods. Earlier application is permitted as of the beginning of an interim or annual period. This update requires~~comparability among organizations ~~to recognize~~by recognizing lease assets and lease liabilities on the balance sheet ~~with lease terms of more than 12 months~~ and ~~also disclose certain qualitative and quantitative~~disclosing key information about leasing ~~arrangements.~~transactions. The Company adopted this pronouncement on January 1, 2019. The Company's month-to-month arrangement for office space has no short-term or long-term asset or liability value.

Discontinued Operations

Effective April 1, 2019 the Company disposed of its Atlas Pharma Inc. subsidiary. As a consequence of the sale, the operating results and the assets and liabilities of the discontinued operations, which formerly comprised the ~~lab testing operations,~~Analytical Chemistry Services Operations, are presented separately in the Company's financial statements. Summarized financial information for the discontinued business is shown below. Prior period balances have been reclassified to present the operations of the ~~lab testing~~Analytical Chemistry Services business as a discontinued operation.

Discontinued Operations Income Statement:

Unaudited

Unaudited

Unaudited

Unaudited

3 Month Ended

3 Month Ended

9 Month Ended

9 Month Ended

September 30,

September 30,

September 30,

September 30,

2019

2018

2019

2018

Revenues
$-
$136,939
$119,522
$335,357
Cost of revenues
  -
  100,219
  81,920
  285,210
Gross profit
  -
  36,720
  37,602
  50,147





General& Administrative Expenses
  -
  27,649
  36,196
  46,970
Gain (Loss) from operations
  -
  9,071
  1,406
  3,177
Other income (expense) – Interest
  -
  (3,793)
  (3,518)
  (12,024)
Net Income (Loss) from operations
  -
  5,278
  (2,112)
  (8,847)





Loss on Disposal
  -
  -
  (580,125)
  -





Net Income (Loss) from Discontinued Operations
  -
  5,278
  (582,237)
  (8,847)

The individual assets and liabilities of the discontinued lab testing business are in the captions "Assets of Discontinued Operation" and "Liabilities of Discontinued Operation" in the Consolidated Balance Sheet. The carrying amounts of the major classes of assets and liabilities included part of the discontinued business are presented in the following table:

	Unaudited	Unaudited
	6 Month and 3 Month Ended June 30, 2020	6 Month and 3 Month Ended June 30, 2019

Revenues	$-	$119,522
Cost of revenues	-	81,920
Gross profit	-	37,602

General & Administrative Expenses	-	36,196
Gain (Loss) from operations	-	1,406

Other income (expense) – Interest	-	(3,518)
Net Income (Loss) from discontinued operations	-	(2,112)
Loss on disposal	(580,125)	580,125)
Total Net Income (Loss) from Discontinued Operations	$(580,125)	$(582,237)

Discontinued Operations Balance ~~Sheets:~~Sheet:

	Unaudited ~~September~~June 30, 2020 ~~2019~~	Unaudited ~~December 31,~~June 30, 2019 ~~2018~~
ASSETS
Current Assets:
Cash and cash equivalents	$-	$4,682
Accounts receivable	-	94,955
Total Current Assets	-	99,637

Equipment (net of ~~$ 0~~$-0- and $34,959 depreciation)	-	224,238
Goodwill	-	665,697
TOTAL ASSETS
~~TOTAL ASSETS~~	$-	$989,572

LIABILITIES

Current Liabilities:
Notes payable	-	4,657
Notes payable - related party	-	18,230
Related party advances	-	10,248
Accounts payable &and accrued expenses	-	70,597
Total Current Liabilities	-	103,732

TOTAL LIABILITIES	$-	$103,732

Discontinued Operations Cash Flows:

Cash flows used in discontinued operations for the ~~nine~~six months ended ~~September~~June 30, 2020 and 2019 were $-0- and ~~2018 were~~ $8,510, ~~and $17,342,~~ respectively. There were no cash flows used in or provided by financing or investing activities during those periods.

Note 2 – Going Concern and Liquidity

As of ~~September~~June 30, ~~2019,~~2020 and December 31, ~~2018,~~2019, the Company had ~~$81,973~~$85,593 and ~~$110,534~~$40,501 in cash on hand, respectively, and limited revenue-producing business and other sources of income. Additionally, as of ~~September~~June 30, 2020 and December 31, 2019, the ~~Company had~~ outstanding liabilities ~~totaling $889,191~~of the Company totaled $749,430 and ~~$110,496 in current assets.~~$833,527, respectively.

In the Company’s financial statements for the fiscal years ended December 31, 2018, and 2017, the Reports of the Independent Registered Public Accounting Firm include an explanatory paragraph that describes substantial doubt about the Company’s ability to continue as a going concern. These financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the settlement of liabilities and commitments in the normal course of business. Based on the Company’s current financial projections, management believes it does not have sufficient existing cash resources to fund its current ~~limited~~ operations.

It is the Company’s current intention to raise debt and/or equity financing to fund ongoing operating expenses. There is no assurance that these events will be satisfactorily completed or aton terms acceptable to the Company. Any issuance of convertible debt or equity securities, if accomplished, could cause substantial dilution to existing stockholders. Any failure by the Company to successfully implement these plans would have a material adverse effect on its business, including the possible inability to continue operations.

Note 3 – Notes Payable

The Company’s Notes Payable at June 30, 2020 consisted of the following:

On April 1, 2017, the Company received monies in exchange for a Note Payable having a Face Value of $100,000 Canadian ~~(approximately $75,500~~($73,380 US at ~~September~~June 30, ~~2019)~~2020) with interest payable quarterly at 9%, which Note was due April 1, 2019. The Note is convertible any time after issuance into $0.001 par value Common Stock at a price of $0.015 Canadian (approximately $0.011 US) per share. The Company estimates that the fair value of this convertible debt approximates the face value, so no value has been assigned to the beneficial conversion feature. Any gain or loss will be recognized at conversion. In June 2018, the Company filed an action in the Superior Court of the Province of Quebec in the District of Montreal (Canada) against the holder of this Note. The complaint alleges among other things, claims of misrepresentations and misleading conduct resulting in damages to the Company in an amount of approximately $200,000 Canadian (approximately ~~$151,000~~$143,000 US). The matter is currently pending. See ~~“Part~~“PART II, Item 1, Legal Proceedings”, below.

On ~~June 27,~~September 10, 2018, the Company ~~received net proceeds~~issued two Notes Payable having an aggregate Face Value of ~~$51,000~~$36,500 with interest accruing at 8%. The two Notes were issued for services rendered to the Company and had maturity dates in ~~exchange for a note payable having a face value of $53,000~~June 2019. The Company was unable to pay the notes and ~~accruing interest at the rate of 8% per annum. The note was due~~ on ~~April 15, 2019. During January~~November 30, 2019 the Company ~~paid off this note by issuing payment in the amount of $69,930 for $53,000 in principal, $5,332 in~~issued a new Note which included accrued interest and ~~$11,598 in additional interest.~~

~~On August 17, 2018, the Company received net proceeds~~accelerated interest of ~~$51,000 in exchange~~$7,059 for a ~~note payable having a face value~~total Face Value of ~~$53,000 and accruing~~$43,559. The new Note accrues interest at ~~the rate of~~ 8% ~~per annum. The note was due on May 30, 2019, was~~and is convertible after 180 days from issuance into ~~$0.001 par value~~ Common Stock at a price 35% below market value. ~~Through~~The new Note is due August 31, 2020. As of June ~~2019 the holder~~30, 2020, a total principal amount of $7,774 of this ~~note elected to convert a total of $53,000 in principal and $ 1,700 in~~Note plus accrued interest of $2,082 was converted into ~~11,323,131~~5,600,000 shares of ~~$0.001 par value~~ Common Stock valued at ~~$99,101 leaving~~$18,760 resulting in a loss of $8,904. At June 30, 2020, the remaining principal balance of ~~$420 in accrued interest and incurring a loss on conversion of $44,401. The remaining balance of $420~~this note was ~~paid off in July 2019.~~$35,785.

On ~~September 10,~~December 24, 2018, the Company received ~~consulting services~~monies in exchange for a Note Payable having a Face Value of ~~$16,500~~$87,000 with interest accruing at 8%. was due December 24, 2019. The Note ~~is nonconvertible and became due on June 20, 2019. The Company is currently negotiating a renewal arrangement.~~

On September 10, 2018, the Company received consulting services in exchange for a Note Payable having a Face Value of $20,000 with interest accruing at 8%. The Note is nonconvertible and became due on June 30, 2019. The Company is currently negotiating a renewal arrangement.

On October 23, 2018 the Company received net proceeds of $85,500 in exchange for a note payable having a face value of $90,000 and accruing interest at the rate of 8% per annum. The note, due on October 23, 2019, is convertible after 180 days from issuance into $0.001 par value Common Stock at a price 35% below market value. ~~Through September 2019 the holder~~As of June 30, 2020, a total principal amount of $78,000 of this ~~note elected to convert a total of $84,000 in principal and $5,035 in~~Note plus accrued interest of $8,063 was converted into ~~55,545,131~~33,600,612 shares of ~~$0.001 par value~~ Common Stock valued at ~~$164,913 leaving a principal balance of $6,000 and incurring~~$191,196 resulting in a loss ~~on conversion~~ of ~~$75,878.~~

$105,133. A remaining amount of $9,000 in principal was forgiven.

On ~~December 24, 2018,~~January 8, 2019, the Company received ~~net proceeds of $80,000~~monies in exchange for a ~~note payable~~Note Payable having a ~~face value~~Face Value of ~~$87,000 and~~$54,000 with interest accruing ~~interest~~ at ~~the rate of~~ 8% ~~per annum.~~was due January 8, 2020. The ~~note, due on December 24, 2019,~~Note is convertible after 180 days from issuance into ~~$0.001 par value~~Common Stock at a price 35% below market value. During the three month period ended June 30, 2020, the entire principal amount of $54,000 of this Note plus accrued interest of $9,814 was converted into 44,931,640 shares of Common Stock valued at $365,787 resulting in a loss of $301,973.

On February 5, 2019, the Company received monies in exchange for a Note Payable having a Face Value of $37,450 with interest accruing at 8% was due October 10, 2019. The Note is convertible after 180 days from issuance into Common Stock at a price 35% below market value. A principal amount of $5,265 of this Note plus accrued interest of $-0- was converted in 2019 into 450,000 shares of Common Stock valued at $6,300 resulting in a loss of $1,035. At June 30, 2020, the remaining principal balance of this note was $32,185. This note is past due and is currently payable on demand.

On July 2, 2019, the Company received monies in exchange for a Note Payable having a Face Value of $40,000 with interest accruing at 8% was due April 30, 2020. The Note is convertible after 180 days from issuance into Common Stock at a price 35% below market value. During the six month period ended June 30, 2020, the entire principal amount of $40,000 of this Note plus accrued interest of $1,600 was converted into 13,099,359 shares of Common Stock valued at $58,684 resulting in a loss of $17,084.

On July 26, 2019, the Company received monies in exchange for a Note Payable having a Face Value of $50,000 with interest accruing at 8%, which became due July 26, 2020. The Note is convertible after 180 days from issuance into Common Stock at a price 35% below market value. During the three month period ended June 30, 2020, accrued interest of $4,909 was converted into 5,060,825 shares of Common Stock valued at $32,389 resulting in a loss of $27,480. This note is past due and is currently payable on demand.

On September 12, 2019, the Company received monies in exchange for a Note Payable having a Face Value of $43,000 with interest accruing at 8% is due July 15, 2020. The Note is convertible after 180 days from issuance into Common Stock at a price 35% below market value. During the three month period ended June 30, 2020, the entire principal amount of $43,000 of this Note plus accrued interest of $1,720 was converted into 38,855,726 shares of Common Stock valued at $117,177 resulting in a loss of $72,457.

On December 14, 2019, the Company received monies in exchange for a Note Payable having a Face Value of $42,800 with interest accruing at 8% and which is due December 14, 2020. The Note is convertible after 180 days from issuance into Common Stock at a price 35% below market value. During the three month period ended June 30, 2020, the entire principal amount of $42,800 of this Note plus accrued interest of $1,712 was converted into 18,592,605 shares of Common Stock valued at $81,796 resulting in a loss of $37,284.

On April 17, 2020, the Company’s Canadian subsidiary received a CEBA Loan (Canada Emergency Business Account Loan) from CIBC (Canadian Imperial Bank of Commerce) in the principal amount of $40,000 Canadian ($29,352 US) as part of the Canadian government’s COVID-19 relief program. The CEBA Loan is non-interest bearing if repaid on or before December 31, 2022 (the “Termination Date”). The CEBA Loan is considered repaid in full if the borrower repays 75% of the Principal Amount on or before the Termination Date. If the CEBA Loan is not repaid in full on or before the Termination Date, the lender will automatically extend the term of the loan by three years until December 31, 2025 (the “Extension Period”). During the Extension Period, interest will be charged, and will accrue on the outstanding amount of the CEBA Loan at a fixed rate of 5% per year, calculated daily and compounded monthly. The outstanding balance of the CEBA Loan and all accrued interest will be due at the end of the Extension Period.

On April 27, 2020, the Company received a Paycheck Protection Program loan in the principal amount of $50,655 from the US Small Business Administration as part of the US government’s COVID-19 relief program. This loan accrues interest at the rate of 1% per annum. The Company is obligated to make payments of principal and interest totaling $2,133 each month commencing on November 27, 2020, with any remaining balances due and payable on or before April 27, 2022. The proceeds derived from this loan may only be used for payroll costs, interest on mortgages, rent and utilities (“Admissible Expenses”). In addition, the Paycheck Protection Program provides for conditional loan forgiveness if the Company utilizes at least 75% of the proceeds from the loan to pay Admissible Expenses. As of the date of this Report, all of the proceeds from this loan have been utilized for Admissible Expenses and the Company believes that it will qualify for forgiveness of the entire amount of the loan.

On June 1, 2020, the Company received monies in exchange for a Note Payable having a Face Value of $42,000 with interest accruing at 8% is due June 1, 2021. The Note is convertible after 180 days from issuance into Common Stock at a price 35% below market value. The Company estimates that the fair value of this convertible debt approximates the ~~face value,~~Face Value, so no value has been assigned to the beneficial conversion feature. Any gain or loss will be recognized at conversion.

On ~~December 31, 2018,~~June 9, 2020, the Company received monies in exchange for a ~~note payable~~Note Payable having a Face Value of ~~$24,012 and accrued~~$37,000 with interest ~~of $2,881 was renewed, together with the accrued interest, for a 12 month period. The new note has a Face Value of $26,893 and accrues interest~~accruing at ~~12%. The new note is nonconvertible and~~8% is due ~~December 31, 2019.~~

~~On December 31, 2018 a note payable having a Face Value of $122,093 and accrued interest of $14,651 was renewed, together with the accrued interest, for a 12 month period.~~June 9, 2021. The ~~new note has a Face Value of $136,744 and accrues interest at 12%. The new note is nonconvertible and is due December 31, 2019.~~

On January 8, 2019, the Company received net proceeds of $50,500 in exchange for a note payable having a face value of $54,000 and accruing interest at the rate of 8% per annum. The note, due on January 8, 2020,Note is convertible after 180 days from issuance into ~~$0.001 par value~~ Common Stock at a price 35% below market value. The Company estimates that the fair value of this convertible debt approximates the ~~face value,~~Face Value, so no value has been assigned to the beneficial conversion feature. Any gain or loss will be recognized at conversion.

~~On January 10, 2019, the Company received net proceeds of $38,000 in exchange for a note payable~~A Note Payable dated December 31, 2018 having a ~~face value~~Face Value of ~~$40,660~~$26,893 and accruing interest at 12% was due December 31, 2019. On December 31, 2019, the ~~rate~~Company renewed the Note, together with accrued interest of ~~8% per annum.~~$3,227 for a 12-month period. The ~~note,~~new Note has a Face Value of $30,120 and accrues interest at 12%. This Note is nonconvertible and matures on December 31, 2020.

A Note Payable dated December 31, 2018 having a Face Value of $136,744 and accruing interest at 12% was due onDecember 31, 2019. On October ~~10, 2019, is convertible after 180 days from issuance into $0.001 par value Common Stock at a price 35% below market value. Through September 30,~~1, 2019, the holder of this note ~~elected~~requested to convert ~~a total of $40,660~~$30,000 in principal ~~and $1,693 in accrued interest~~amount into ~~32,096,307~~1,500,000 shares of ~~$0.001 par value~~ Common Stock, ~~valued at $75,469~~ leaving a principal balance ~~of $-0- and incurring a loss on conversion of $33,116.~~

$106,744. On ~~February 5,~~December 31, 2019, the Company ~~received net proceeds~~renewed the remaining principal balance of ~~$35,000 in exchange~~this Note, together with accrued interest of $15,509 for a ~~note payable having~~12-month period. The new Note has a ~~face value~~Face Value of ~~$37,450~~$122,253 and ~~accruing~~accrues interest at ~~the rate of 8% per annum. The note, due~~12%. This Note is nonconvertible and matures on October 10, 2019, is convertible after 180 days from issuance into $0.001 par value Common Stock at a price 35% below market value. The Company estimates that the fair value of this convertible debt approximates the face value, so no value has been assigned to the beneficial conversion feature. The Company is currently negotiating a renewal arrangement.
December 31, 2020.

~~On February 11, 2019,~~The Company assessed the ~~Company received net proceeds~~conversion features of ~~$50,000 in exchange~~the notes above for derivative accounting consideration, per ASC 815, and determined that the embedded conversion features should not be classified as a ~~note payable having a face~~derivative because the exercise price of the convertible notes does not exceed the market value of ~~$52,000 and accruing interest at~~ the ~~rate of 8% per annum. The note, due~~company's shares on ~~November 30, 2019 is convertible after 180 days from issuance into $0.001 par value Common Stock at a price 35% below market value. Through September 30, 2019,~~ the holder of this note elected to convert a total of $52,000 in principal and $2,080 in accrued interest into 45,763,500 shares of $0.001 par value Common Stock valued at $81,990 leaving a principal balance of $-0- and incurring a loss on conversion ~~of $27,910.~~date.

On March 18, 2019, the Company received net proceeds of $38,000 in exchange for a note payable having a face value of $40,660 and accruing interest at the rate of 8% per annum. The note, due on December 18, 2019 is convertible after 180 days from issuance into $0.001 par value Common Stock at a price 35% below market value. Through September 30, 2019, the holder of this note elected to convert a total of $11,500 in principal into 12,945,591 shares of $0.001 par value Common Stock valued at $22,008 leaving a principal balance of $29,160 and incurring a loss on conversion of $10,508.

On March 18, 2019, the Company received net proceeds of $38,000 in exchange for a note payable having a face value of $40,660 and accruing interest at the rate of 8% per annum. The note, due on December 18, 2019 is convertible after 180 days from issuance into $0.001 par value Common Stock at a price 35% below market value. The Company estimates that the fair value of this convertible debt approximates the face value, so no value has been assigned to the beneficial conversion feature.

On July 2, 2019, the Company received net proceeds of $38,000 in exchange for a note payable having a face value of $40,000 and accruing interest at the rate of 8% per annum. The note, due on April 30, 2020 and is convertible after 180 days from issuance into $0.001 par value Common Stock at a price 35% below market value. The Company estimates that the fair value of this convertible debt approximates the face value, so no value has been assigned to the beneficial conversion feature.

On July 26, 2019, the Company received net proceeds of $47,500 in exchange for a note payable having a face value of $50,000 and accruing interest at the rate of 8% per annum. The note, due on July 26, 2020 and is convertible after 180 days from issuance into $0.001 par value Common Stock at a price 35% below market value. The Company estimates that the fair value of this convertible debt approximates the face value, so no value has been assigned to the beneficial conversion feature.

On September 12, 2019, the Company received net proceeds of $41,000 in exchange for a note payable having a face value of $43,000 and accruing interest at the rate of 8% per annum. The note, due on July 15, 2020 and is convertible after 180 days from issuance into $0.001 par value Common Stock at a price 35% below market value. The Company estimates that the fair value of this convertible debt approximates the face value, so no value has been assigned to the beneficial conversion feature.

At ~~September~~June 30, ~~2019~~2020 and December 31, ~~2018,~~2019, total accrued interest on Notes Payable was ~~$45,153~~$28,548 and ~~$9,291,~~$21,077, respectively.

Note 4 – Notes Payable - Related Party

~~On January 1, 2018 as part~~Outstanding Notes Payable at June 30, 2020 held by related parties consist of the ~~acquisition of Atlas Pharma Inc., the Company issued a note payable in the amount of $450,000 Canadian ($358,407 US) and accruing interest at the rate of 3% per annum. The note was due on~~following:

A Note Payable dated December 31, 2023. Payments on this note were $10,000 Canadian (approximately $8,000 US) per quarter. The note was secured by the Atlas Pharma Inc. shares held by the Company. Effective April 1, 2019 the Company re-assigned all of the Atlas shares back to the seller and as a result this note was cancelled.

~~In addition to the above, at September 30, 2019 the Company had a note payable~~2018 held by the CEO of the Company having a ~~principal amount~~Face Value of ~~$88,751~~$117,535 Canadian ($86,118 US) and accruing interest at 12% was due December 31, 2019. On December 31, 2019, the Company renewed the Note together with accrued interest of ~~$7,905.~~$14,104 Canadian ($10,845 US) and cash advances made to the Company of $36,473 Canadian ($28,044 US) for a 12-month period. The ~~note~~new Note, which was converted to USD, now has a face Value of $128,269 US. This new Note is ~~unsecured,~~ nonconvertible, ~~and~~ accrues interest at 12%~~. It matures on~~ per annum and has a maturity date of December 31, ~~2019.~~2020.

Note 5 – Shareholders’ Equity

Effective February 1, 2019, the Company completed a 20 to 1 reverse split of its $0.001 par value Common Stock, reducing the issued and outstanding shares of Common Stock from 1,713,046,242 to 85,652,400 (the “First Reverse Stock Split”). The Company’s authorized capital of Common Stock remained as previously established at 3,000,000,000 shares.

Effective April 6, 2020, the Company completed another 20 to 1 reverse split of its $0.001 par value Common Stock, reducing the issued and outstanding shares of Common Stock from 1,193,501,925 to 59,675,417 (the “Second Reverse Stock Split”). The number of authorized Common Shares remained as previously established at 3,000,000,000 post-second split.

The Company's financial statements reflect both the First and Second Reverse Stock Split on a retroactive basis.

Also on June 17, 2020, the Company issued Five Hundred Thousand (500,000) shares of Series “B” Preferred Stock in favor of Dr. Steve N. Slilaty, the Company’s CEO, in consideration for the COVID-19 treatment technology he developed. The Series “B” Preferred Stock is non-convertible, nonredeemable, non-retractable and has a superior liquidation value of $0.10 per share. Each share of Series “B” Preferred Stock is entitled to 1,000 votes per share. This stock issuance brought Dr. Slilaty’s holdings of the Company’s Series B Preferred Stock to One Million (1,000,000) shares.

During the ~~nine~~six months ended ~~September~~June 30, ~~2019~~2020 the Company issued a total of ~~225,773,660~~156,390,606 shares of ~~$0.001 par value~~ Common Stock ~~valued at $443,481~~ for the conversion of outstanding notes payable, reducing the debt by ~~$241,160~~$230,074 and interest payable by ~~$11,402~~$27,445 and generating a loss on conversion of $221,813. In addition, the Company issued 29,100,000 shares of $0.001 par value Common Stock valued at $57,390 for consulting services. The Company also issued 39,000,000 shares of $0.001 par value Common Stock valued at $74,100 as remuneration for its Officers and Directors.$550,390.

The Company declared no dividends through ~~September~~June 30, ~~2019.~~2020.

~~The following table shows the changes in shareholders’ equity:~~

Three Months ended

Nine Months Ended

September 30,

September 30,

2019

2018

2019

2018

Beginning Shareholders' Equity (Deficit)
$(816,302)
$(276,130)
$(55,753)
$(573,363)





Beginning and ending Series B Rreferred Stock
  50,000
  50,000
  50,000
  50,000





Beginning Common Stock
  104,287
  55,205
  85,652
  45,936
Common Stock issued
  207,139
  24,076
  225,774
  33,345
Ending Common Stock
  311,426
  79,281
  311,426
  79,281





Beginning additonal paid in capital
  15,719,212
  14,155,065
  15,586,678
  12,948,386
Increase in additional paid in capital
  216,663
  1,192,271
  349,197
  2,398,950
Ending additional paid in capital
  15,935,875
  15,347,336
  15,935,875
  15,347,336





Beginning other comprehensive income (loss)
  (2,024)
  (8,266)
  (3,738)
  504
Other comprehensive income (loss)
  (115)
  12,002
  1,599
  3,232
Ending other comprehensive income (loss)
  (2,139)
  3,736
  (2,139)
  3,736





Beginning retained earnings (deficit)
  (16,687,777)
  (14,528,134)
  (15,774,345)
  (13,618,190)
Net income (loss)
  (350,241)
  (907,556)
  (1,263,673)
  (1,817,500)
Ending retained income (deficit)
  (17,038,018)
  (15,435,690)
  (17,038,018)
  (15,435,690)





Ending Shareholders' Equity (Deficit)
$(742,856)
$44,663
$(742,856)
$44,663

~~Note 6 – Earnings (Loss) Per Share~~

~~Earnings (loss) per share is computed using the weighted average number of Common Shares outstanding during the period. The Company has adopted ASC 260, “Earnings per Share”.~~

~~Note 7 – Income Taxes~~

Deferred income taxes arise from the temporary differences between financial statement and income tax recognition of net operating losses and other items. Loss carryovers are limited under the Internal Revenue Code should a significant change in ownership occur.

~~A deferred tax asset at each date has been offset by a 100% valuation allowance.~~

~~Note 8 – Royalties Payable~~

As part of a subscription agreement entered into in 2016, the Company had an obligation to pay a royalty of 5% of net sales on one of its generic products (Anastrozole) for a period of three (3) years from the date of the first sale of that product. In May 2018, the Company issued 50,000 shares of its Common Stock valued at $5,900 in exchange for cancellation of this royalty obligation.

Note 96 – Related Party Transactions

In addition to the related party ~~transactions~~transaction detailed in Note 4 above, the Company paid its Officers and Directors cash compensation totaling ~~$3,751~~$55,830 and ~~$41,000~~$43,952 for the ~~three~~six months ended ~~September~~June 30, ~~2019~~2020 and ~~2018 and $43,952 and $136,131 for the nine month periods ended September 30,~~ 2019, and 2018, respectively. The Company also paid its Officers and Directors non-cash compensation in the form of shares of Common Stock valued $74,100 and $171,000 for the three month periods ended September 30, 2019 and 2018 and $74,100 and $600,300 for the nine month periods ended September 30, 2019 and 2018, respectively.

~~Note 10 – Revenue Recognition~~

As of January 1, 2018, the Company adopted ASU No. 201409, “Revenue from Contracts with Customers” (ASC 606). Under the new guidance, an entity will recognize revenue to depict the transfer of promised goods or services to customers at an amount that the entity expects to be entitled to in exchange for those goods or services. A five-step model has been introduced for an entity to apply when recognizing revenue. The new guidance also includes enhanced disclosure requirements. The guidance was effective January 1, 2018 and was applied on a modified prospective basis. The adoption did not have an impact on the Company's financial statements.

Local governmental regulations require that companies recognize revenues upon completion of the work by issuing an invoice and remitting the applicable sales taxes (GST and QST) to the appropriate government agency. The Company’s revenue recognition policy is in compliance with these local regulations.

Note 117 – Subsequent Events

On ~~October 1, 2019~~July 7, 2020, the holder of a note payable dated ~~December 31, 2018 elected to convert $30,000 in principal into 30,000,000 shares of Common Stock leaving a principal balance of $106,744.~~

~~On October 1 and 17, 2019, the holder of a note payable dated March 18,~~November 30, 2019 elected to convert a total of ~~$28,594 in principal into 30,526,493 shares of Common Stock leaving a principal balance of $12,066.~~

~~On October 16, 2019 the holder of a note payable dated October 23, 2018 elected to convert a total of $6,000~~$35,785 in principal and ~~$469~~$441 in accrued interest into ~~7,282,716~~8,598,048 shares of Common Stock leaving a principal balance of $-0-.

On ~~October 23 and November~~July 7, ~~2019,~~2020, the ~~holder~~Company received monies in exchange for a Note Payable having a Face Value of ~~a note payable dated December 24, 2018, elected to convert a total of $28,000 in principal and $1,902 in accrued~~$48,000 with interest accruing at 8% is due July 7, 2021. The Note is convertible after 180 days from issuance into ~~42,228,183 shares of~~ Common Stock ~~leaving~~at a ~~principal balance of $59,000.~~price 35% below market value.

On ~~November 4 and 6, 2019,~~July 27, 2020, the ~~holder~~Company received monies in exchange for a Note Payable having a Face Value of ~~a note payable dated March 18, 2019, elected to convert a total of $17,500 in principal and $1,967 in accrued~~$102,000 with interest accruing at 8% is due July 27, 2021. The Note is convertible after 180 days from issuance into ~~32,668,293 shares of~~ Common Stock ~~leaving~~at a ~~principal balance~~price 30% below market value.

On August 14, 2020, the Company received monies in exchange for a Note Payable having a Face Value of ~~$11,660.~~

$67,000 with interest accruingat 8% is due August 14, 2021. The Note is convertible after 180 days from issuance into Common Stock at a price 30% below market value.

ITEM 2.~~ITEM 2.~~ M~~ANAGEMENT’S~~MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND

RESULTS OF OPERATIONS

The following discussion should be read in conjunction with our consolidated financial statements and notes thereto included herein. In connection with, and because we desire to take advantage of, the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995, we caution readers regarding certain forward looking statements in the following discussion and elsewhere in this report and in any other statement made by, or on our behalf, whether or not in future filings with the Securities and Exchange Commission. Forward looking statements are statements not based on historical information and which relate to future operations, strategies, financial results or other developments. Forward looking statements are necessarily based upon estimates and assumptions that are inherently subject to significant business, economic and competitive uncertainties and contingencies, many of which are beyond our control and many of which, with respect to future business decisions, are subject to change. These uncertainties and contingencies can affect actual results and could cause actual results to differ materially from those expressed in any forward looking statements made by, or on our behalf. We disclaim any obligation to update forward looking statements.

Overview and History

We were incorporated in the State of Colorado on August 31, 2006 under the name “Mountain West Business Solutions, Inc.” Until October 2009, our business was to provide management consulting with regard to accounting, computer and general business issues for small and home-office based companies.

In October 2009, we acquired Sunshine Biopharma, Inc., a Colorado corporation holding an exclusive license (the “License”) to a new anticancer drug bearing the laboratory name, Adva-27a. As a result of this transaction we changed our name to “Sunshine Biopharma, Inc.” and our officers and directors resigned their positions with us and were replaced by Sunshine Biopharma, Inc.’s management at the time, including our current CEO, Dr. Steve N. Slilaty, and our current CFO, Camille Sebaaly each of whom remain part of our current management. Our principal business became that of a pharmaceutical company focusing on the development of our licensed Adva-27a anticancer compound. In December 2015 we acquired all issued and pending patents pertaining to our Adva-27a technology and terminated the License.

In July 2014, we formed a wholly owned Canadian subsidiary, Sunshine Biopharma Canada Inc. (“Sunshine Canada”), for the purposes of offering generic pharmaceutical products in Canada and elsewhere around the world. In April and June 2016 Sunshine Canada ~~has~~ signed licensing agreements for four (4) generic prescription drugs for the treatment of breast cancer, prostate cancer and BPH (Benign Prostatic Hyperplasia). We have applied for and are currently awaiting the issuance by Health Canada of a Drug Establishment License and a Drug Identification Number for each of our four (4) generic products in order to begin marketing of the same.

In January 2018, we acquired all of the issued and outstanding shares of Atlas Pharma Inc. (“Atlas”), a ~~Canadian privately held analytical chemistry~~Health Canada certified company ~~offering sample testing services~~dedicated to ~~the~~chemical analysis of pharmaceutical and other industrial ~~sectors.~~samples. Effective April 1, 2019, we ~~assigned~~re-assigned all of our ~~interest~~stock in ~~the~~ Atlas ~~securities~~ back to the ~~seller~~original owner in exchange for the Atlas related debt. See “Discontinued Analytical Chemistry Services Operations” below for a more detailed explanation of this acquisition and the subsequent disposition thereof in April 2019.

In March 2018, we formed NOX Pharmaceuticals, Inc., a wholly owned Colorado corporation, and assigned all of our interest in our Adva-27a anticancer compound to that company. NOX Pharmaceuticals, Inc.’s mission is to research, develop and commercialize proprietary drugs including Adva-27a.

In December 2018, we completed the development of a new nutritional supplement which we trademarked Essential 9tm. This ~~nutritional~~new supplement is an over-the-counter tablet comprised of the nine ~~essential~~ amino acids which the human body cannot ~~synthesize.~~make. Essential 9tm has been authorized for marketing by Health Canada under NPN 80089663. On March 12, 2019 Essential 9tm became available for sale on Amazon.ca and shortly thereafter on Amazon.com.

Effective February 1, 2019, we completed a 20 to 1 reverse split of our $0.001 par value Common Stock reducing the issued and outstanding shares of Common Stock from 1,713,046,242 to 85,652,400 (the ~~“Reverse~~“First Reverse Stock Split”). ~~All~~The number of authorized shares of our $0.001 par value Common Stock remained at 3,000,000,000 shares.

In November 2019, we received Health Canada approval for a new Calcium-Vitamin D supplement. Health Canada issued NPN 80093432 through which it authorized us to manufacture and sell the new Calcium-Vitamin D supplement under the brand name Essential Calcium-Vitamin Dtm.

Effective April 6, 2020, we completed another 20 to 1 reverse split of our $0.001 par value Common Stock, reducing the issued and outstanding shares of Common Stock from 1,193,501,925 to 59,675,417 (the “Second Reverse Stock Split”). The authorized capital of our Common Stock remained as previously established at 3,000,000,000 shares. Except in the paragraphs describing the reverse stock splits, all references in this ~~report~~Report to our ~~issued and outstanding~~ Common Stock as well as the price per share of Common Stock are presented on a ~~retroactive~~ post First and Second Reverse Stock ~~Split~~Splits basis.

On ~~March 12, 2019 Essential 9~~tm ~~became available for sale on Amazon.ca and later on Amazon.com~~May 22, 2020, we filed a patent application in the United States for a new treatment for Coronavirus infections, including COVID-19. Our patent application covers composition subject matter pertaining to small molecules for inhibition of the main Coronavirus protease (Mpro), an enzyme that is essential for viral replication. The small molecules covered by the patent application were computer modelled and ~~elsewhere around the world. On March 23, 2019 we recorded~~designed by Dr. Steve N. Slilaty, our ~~first revenues~~CEO. The patent application has a priority date of ~~Essential 9~~tm ~~sales.~~May 22, 2020.

On ~~April 30, 2019,~~June 17, 2020, we ~~were issued United States Patent Number: 10,272,065,~~filed an amendment to our Articles of Incorporation (the “Amendment”) with the Secretary of State for the State of Colorado, to eliminate the Series “A” Preferred Shares consisting of Eight Hundred and Fifty Thousand (850,000) shares, par value $0.10 per share, and the designation thereof, such shares to be returned to the status of undesignated shares of Preferred Stock. In addition, the Amendment also increased the number of authorized Series “B” Preferred Shares from Five Hundred Thousand (500,000) to One Million (1,000,000) shares.

Also on June 17, 2020, our Board of Directors authorized the issuance of Five Hundred Thousand (500,000) shares of our Series “B” Preferred Stock in favor of Dr. Steve N. Slilaty, our CEO and a director, in consideration for his development of a new ~~patent extending proprietary coverage~~treatment for Coronavirus infections, including COVID-19. The Series “B” Preferred Stock is non-convertible, non-redeemable, non-retractable and has a superior liquidation value of $0.10 per share. Each share of Series “B” Preferred Stock is entitled to 1,000 votes per share. This stock issuance brought Dr. Slilaty’s holdings of our ~~Adva-27a anticancer drug until 2033.~~Series B Preferred Stock to One Million (1,000,000) shares.

Our principal place of business is located at 6500 Trans-Canada Highway, 4th Floor, Pointe-Claire, Quebec, Canada H9R 0A5. Our phone number is (514) ~~426-6161and~~426-6161 and our website address is www.sunshinebiopharma.com.

We have not been subject to any bankruptcy, receivership or similar proceeding.

Plan of Operation

Despite the fact that we ~~currently~~now are generating ~~revenue,~~revenues, we have elected to include a Plan of Operation to discuss our ongoing research and development activities relating to our proprietary drug development operations, as well as, our other business activities.

Proprietary Drug Development Operations

Coronavirus Treatment

On May 22, 2020, we filed a patent application in the United States for a new treatment for Coronavirus infections, including COVID-19. Our patent application covers composition subject matter pertaining to small molecules for inhibition of the main Coronavirus protease (Mpro), an enzyme that is essential for viral replication. The small molecules covered by the patent application were computer modelled and designed by Dr. Steve N. Slilaty, our CEO. The patent application has a priority date of May 22, 2020.

Viruses carry minimal genetic information as they rely, for the most part, on host cellular machinery to multiply. Coronavirus has a positive-sense RNA genome consisting of approximately 30,000 nucleotides, a size that places Coronavirus among the larger sized viruses. A positive-sense RNA genome is effectively a messenger RNA which allows the virus to express its genes immediately upon gaining entry into the host cell without the need for any prior replication or transcription steps as is the case with negative-sense RNA or DNA viruses. This is part of what makes Coronavirus a highly aggressive pathogen. Many of the causative agents of serious human diseases are positive-sense RNA viruses, including Hepatitis C, Zeka, Polio, West Nile, Dengue, Cardiovirus, and many others. Some positive-sense RNA viruses, such as the rhinoviruses that cause the common cold, are less clinically serious but they are responsible for widespread morbidity on a yearly basis.

The initial genome expression products of Severe Acute Respiratory Syndrome Coronavirus 2 (SARS-CoV-2), the causative agent of COVID-19, are two large polyproteins, referred to as pp1a and pp1ab. These two polyproteins are cleaved at 13 specific sites by the main Coronavirus virus encoded protease (Mpro or 3CLpro) to generate a number of mature viral proteins essential for viral replication. Mpro represents an attractive anti-viral drug development target as it plays a central role in the early stages of viral replication. The crystal structure of Mpro shows the presence of an active site Cysteine (Cys145) and a coordinated active site Histidine (His41), both of which are essential for the enzyme’s proteolytic activity. We have designed and filed a patent application for a series of Mpro inhibitors which we plan to synthesize and test for potential viral replication inhibitory activity soon.

Adva-27a Anticancer Drug

Since inception, our proprietary drug development activities have been focused on the development of a small molecule called Adva-27a for the treatment of aggressive forms of cancer. A Topoisomerase II inhibitor, Adva-27a has been shown to be effective at destroying Multidrug Resistant Cancer cells including Pancreatic Cancer cells, Breast Cancer cells, Small-Cell Lung Cancer cells and Uterine Sarcoma cells (Published in ANTICANCER RESEARCH, Volume 32, Pages 4423-4432, October 2012). Sunshine Biopharma is direct owner of all issued and pending worldwide patents pertaining to Adva-27a including U.S. ~~Patent Numbers~~Patents Number 8,236,935 and 10,272,065.

Figure 1

Adva-27a is a GEM-difluorinated C-glycoside derivative of Podophyllotoxin (see Figure 1). Another derivative of Podophyllotoxin called Etoposide is currently on the market and is used to treat various types of cancer including leukemia, lymphoma, testicular cancer, lung cancer, brain cancer, prostate cancer, bladder cancer, colon cancer, ovarian cancer, liver cancer and several other forms of cancer. Etoposide is one of the most widely used anticancer drugs. Adva-27a and Etoposide are similar in that they both attack the same target in cancer cells, namely the DNA unwinding enzyme, Topoisomerase II. Unlike Etoposide ~~and other anti-tumor drugs currently in use,~~however, Adva-27a is able to penetrate and destroy Multidrug Resistant Cancer cells. Adva-27a is the only compound known today that is capable of destroying Multidrug Resistant Cancer. In addition, Adva-27a has been shown to have distinct and more desirable biological and pharmacological properties compared to Etoposide. In side-by-side studies using Multidrug Resistant Breast Cancer cells and Etoposide as a reference, Adva-27a showed markedly greater cell killing activity (see Figure 2).

Figure 2

Our preclinical studies to date have shown that:

●

Adva-27a is effective at killing different types of Multidrug Resistant cancer cells, including Pancreatic Cancer Cells (Panc-1), Breast Cancer Cells (MCF-7/MDR), Small-Cell Lung Cancer Cells (H69AR), and Uterine Sarcoma Cells (MES-SA/Dx5).

●

Adva-27a is unaffected by P-Glycoprotein, the enzyme responsible for making cancer cells resistant to anti-tumor drugs.

●

Adva-27a has excellent clearance time (half-life = 54 minutes) as indicated by human microsomes stability studies and pharmacokinetics data in rats.

●

Adva-27a clearance is independent of Cytochrome P450, a mechanism that is less likely to produce toxic intermediates.

●

Adva-27a is an excellent inhibitor of Topoisomerase II with an IC50 of only 13.7 micromolar (this number has recently been reduce to 1.44 micromolar as a result of resolving the two isomeric forms of Adva-27a).

●

Adva-27a has shown excellent pharmacokinetics profile as indicated by studies done in rats.

●

Adva-27a does not inhibit tubulin assembly.

These and other preclinical data have been published in ANTICANCER RESEARCH, a peer-reviewed International Journal of Cancer Research and Treatment. The publication which is entitled “Adva-27a, a Novel Podophyllotoxin Derivative Found to Be Effective Against Multidrug Resistant Human Cancer Cells” [ANTICANCER RESEARCH 32: 4423-4432 (2012)] is available on our website at www.sunshinebiopharma.com.

We have been delayed in our clinical development program due to lack of funding. Our fund raising efforts are continuing and as soon as adequate financing is in place we will continue our clinical development program of Adva-27a by conducting the following next sequence of steps:

●

GMP Manufacturing of 2 kilogram for use in IND-Enabling Studies and Phase I Clinical Trials

●

IND-Enabling Studies

●

Regulatory Filing (Fast-Track Status Anticipated)

●

Phase I Clinical Trials (Pancreatic Cancer Indication)

Adva-27a’s initial indication will be Pancreatic Cancer for which there are currently little or no treatment options available. We are planning to conduct our clinical trials at McGill University’s Jewish General Hospital in Montreal, Canada. All aspects of the clinical trials in Canada will employ FDA standards at all levels.

According to the American Cancer Society, nearly 1.5 million new cases of cancer are diagnosed in the U.S. each year. While particularly effective against Multidrug Resistant Cancer, we believe Adva-27a can potentially treat all cancer types as it is a general chemotherapy drug. We believe that upon successful completion of Phase I Clinical Trials we may receive one or more offers from large pharmaceutical companies to buyout or license our drug. However, there are no assurances that our Phase I Trials will be successful, or if successful, that any pharmaceutical companies will make an acceptable offer to us. In the event we do not consummate such a transaction, we will require significant capital in order to manufacture and market our new ~~drug.~~drug on our own. The following, Figure 3, is a space-filling molecular model of our Adva-27a.

Figure 3

Generic Pharmaceuticals Operations

In 2016, our Canadian wholly owned subsidiary, Sunshine Biopharma Canada Inc. (“Sunshine Canada”), signed Licensing Agreements with a major pharmaceutical company for four prescription generic drugs for the treatment of Breast Cancer, Prostate Cancer and Enlarged Prostate. We have since been working towards ~~securing regulatory approval to commence~~commencement of marketing of these pharmaceutical products under our own, Sunshine Biopharma, label. These four generic products are as follows:

●

Anastrozole (brand name Arimidex® by AstraZeneca) for treatment of Breast Cancer;

●

Letrozole (brand name Femara® by Novartis) for treatment of Breast Cancer;

●

Bicalutamide (brand name Casodex® by AstraZeneca) for treatment of Prostate Cancer;

●

Finasteride (brand name Propecia® by Merck) for treatment of BPH (Benign Prostatic Hyperplasia)

Sunshine Canada is currently in the process of securing a Drug Identification Number (“DIN”) for each of these products from Health Canada. We are also required to obtain a Drug Establishment License (“DEL”) from Health Canada. Upon receipt of the DEL and DIN’s, we will be able to accept orders for our own label SBI-Anastrozole, SBI-Letrozole, SBI-Bicalutamide and SBI-Finasteride. We cannot estimate the timing for our obtaining either the DIN’s or the DEL due to variables involved that are out of our control. Figure 4 ~~below~~ shows ~~a draft~~our 30-Pill blister pack of ~~our Generic Pharmaceuticals label using Anastrozole as an example.~~Anastrozole.

Figure 4

We ~~are~~ currently ~~looking into~~have a number of additional Generic Pharmaceuticals under review for ~~possible~~ in-licensing. NoWhile no assurances can be provided that we will acquire the rights to ~~all or~~ any ~~of these~~additional generic ~~drugs. We~~drugs, we believe that a larger product portfolio will provide us with more opportunities and a greater reach into the marketplace. ~~We hope to further build our Generic Pharmaceuticals portfolio over time. There are no assurances this will occur.~~

Various publicly available sources indicate that the worldwide sales of generic pharmaceuticals are approximately ~~$250~~$200 billion per year. In the United States and Canada, the sales of generic pharmaceuticals are approximately ~~$70~~$50 billion and $7$5 billion, respectively. The generic pharmaceuticals business is ~~very competitive. There~~fairly competitive and there are several multinational players in the field including Teva (Israel), Novartis - Sandoz (Switzerland), Hospira (USA), Mylan (Netherlands), Sanofi (France), Fresenius Kabi (Germany) and ~~Pharmascience~~Apotex (Canada). While no assurances can be provided, with our offering of Canadian approved products we believe that we will be able to access at least a small percentage of the generic ~~pharmaceuticals~~pharmaceutical marketplace.

Nutritional Supplements Operations

In December 2018, we completed the development of Essential 9tm, the first in a line of essential micronutrients products that we are planning to launch. On December 14, 2018, Health Canada issued NPN 80089663 through which it authorized Sunshine Biopharma Inc. to manufacture and sell the Essential 9tm product. Our Essential 9tm ~~dietary~~nutritional supplement tablets contain a balanced formula of the 9 Essential Amino Acids that the human body cannot make. Essential Amino Acids are 9 out of the 20 amino acids required for protein synthesis. Proteins are involved in all body functions – From the musculature and immune system to hormones and neurotransmitters. Like vitamins, Essential Amino Acids cannot be made by the human body and must be obtained through diet. Deficiency in one or more of the 9 Essential Amino Acids can lead to loss of muscle mass, fatigue, weight gain and reduced ability to build muscle mass in athletes. Sunshine Biopharma’s Essential 9tm provides all 9 Essential Amino Acids in freeform and in the proportions recommended by Health Canada. Essential 9tm is currently available on Amazon.com ~~Amazon.ca~~ and ~~soon other Amazon sites.~~Amazon.ca. Figure 5 below shows our 60-Tablet Essential 9tm product.

Figure 5

In November 2019, we received Health Canada approval for another nutritional supplement, a new Calcium-Vitamin D tablets. Health Canada issued NPN 80093432 through which it authorized us to manufacture and sell the new Calcium-Vitamin D supplement under the brand name Essential Calcium-Vitamin D™.

Vitamin D is a group of steroid-like molecules responsible for increasing intestinal absorption of calcium, magnesium, and phosphate. They are also involved in multiple other biological functions, including promoting the healthy growth and remodeling of bone, cell growth, neuromuscular and immune functions, and reduction of inflammation. The most important compounds in this group are Vitamin D2 (ergocalciferol) and Vitamin D3 (cholecalciferol). Sunshine Biopharma’s Essential Calcium-Vitamin D™ tablets contain both of these compounds as well as Calcium for optimum health benefits. We anticipate that Essential Calcium-Vitamin D™ will be available on Amazon.ca in the third quarter of 2020.

Discontinued Analytical Chemistry Services Operations

On January 1, 2018, we acquired all of the issued and outstanding shares of Atlas Pharma Inc. (“Atlas”), a privately held Canadian company providing analytical chemistry testing services (“Atlas Business”). The purchase price for the shares was $848,000 Canadian ($676,748 US). The purchase price included a cash payment of $100,500 Canadian ($80,289 US), plus the issuance of 50,000 shares of the Company’s Common Stock valued at $238,000, and a promissory note in the principal amount of $450,000 Canadian ($358,407 US), with interest payable at the rate of 3% per annum (“Atlas Note”).

Effective April 1, 2019, we disposed of Atlas by re-assigning all of our stock in Atlas back to the original owner in exchange for the Atlas Note. As a consequence of the sale, the operating results and the assets and liabilities of the discontinued Atlas Business are presented separately in the Company's financial statements as Discontinued Operations. In additions, prior period balances have been reclassified to present the operations of the Atlas Business as Discontinued Operations.

Results Of Operations

Comparison of Results of Operations for the ~~Nine~~Six Months ended ~~September~~June 30, ~~2019~~2020 and ~~2018~~2019

During the ~~nine~~six months ended ~~September~~June 30, ~~2019,~~2020, we generated revenues of ~~$10,565~~$26,247 from the sale of products generated by our Nutritional Supplements Operations which we launched in March 2019. The direct cost for generating these revenues was ~~$6,865.~~$9,044. We ~~did not generate any~~generated $3,239 in revenues during the comparable period in ~~2018.~~2019, which included a little over three months of sales activities. The direct cost for generating these revenues was $1,572.

General and Administrative Expenses during the ~~nine~~six months ended ~~September~~June 30, ~~2019~~2020 was ~~$394,746,~~$183,471, compared to ~~$1,020,579~~$190,073 during the ~~nine~~six months ended ~~September~~June 30, ~~2018,~~2019, a decrease of ~~$625,833.~~$6,602. The reason for this relatively ~~large~~small decrease was andue to our continuing effort to reduce expenses across the board. ~~Specifically,~~In terms of specific expense categories that saw a relatively large change were executive compensation ~~decreased by $601,879, accounting by $37,031, legal by $31,560 and office by $10,649. The only category that saw an increase was consulting expenses~~ which increased by ~~$42,438 as a result~~$11,878 due to the issuance of ~~the launching of~~Series B Preferred Stock to our ~~Nutritional Supplements products~~CEO and consulting which decreased by $18,108 owing to our continuing effort to raise capital to fund our Proprietary Drug Development program. In addition, we incurred $15,204 in research and development (R&D) expenses during the nine months ended September 30, 2019 compared to no R&D expenses incurred during the similar period in 2018.ongoing cost cutting effort.

We incurred ~~$185,814~~$550,390 in losses arising from debt conversion during the ~~nine~~six months ended ~~September~~June 30, ~~2019,~~2020, compared to ~~$685,348~~$65,094 in losses from debt conversion during the similar period in ~~2018.~~2019. This large increase was due to the specific structure of our convertible debt combined with recent volatility in our stock price. We also incurred ~~$92,486~~$36,719 in interest expense during the ~~nine~~six months ended ~~September~~June 30, ~~2019,~~2020, compared to ~~$115,910~~$64,639 in interest expense during the similar period in ~~2018.~~2019. The decrease ~~in both of these two expense categories~~ was a result of ~~some convertible notes having been paid off or reduced prior to maturity.~~a more rapid rate of conversion by our debt holders. In addition, we incurred ~~a loss of~~ $582,237 ~~during the nine months ended September 30, 2019, compared to $8,847~~ in losses from discontinued operations during the ~~similar period in 2018~~six month ended June 30, 2019 as a result of the sale of Atlas Pharma Inc. and termination of our Analytical Chemistry Services ~~Operations and sale of Atlas Pharma Inc.~~Operations. We did not incur this loss during the similar period in 2020.

As a result, we incurred a Net Loss of ~~$1,263,673~~$732,572 ($0.01 per share) ~~for~~during the ~~nine~~six month period ended ~~September~~June 30, ~~2019,~~2020, compared to a ~~Net Loss~~net loss of ~~$1,817,500~~$913,432 ($~~0.04~~0.07 per share) during the ~~nine~~six month period ended ~~September~~June 30, ~~2018.~~2019.

Comparison of Results of Operations for the Three Months Ended ~~September~~June 30, ~~2019~~2020 and ~~2018~~ 2019

~~For~~During the three months ended ~~September~~June 30, ~~2019,~~2020, we generated ~~$7,326~~$15,145 in revenues, compared to no$3,033 in revenues for the same three months period of ~~2018.~~2019, an increase of $12,112. All of these revenues were generated from our ~~newly launched~~new Nutritional Supplements ~~Operations.~~Operations which we launched in March 2019. The direct cost for generating these revenues was ~~$5,293.~~$5,161 for the period ended June 30, 2020, compared to $1,460 for the same period in 2019. Our gross profit increased to $9,984 for the period ended June 30, 2020, compared to a gross profit of $1,573 for the same period in 2019.

General and Administrative ~~Expenses~~expenses during the three month period ended ~~September~~June 30, ~~2019~~2020 were ~~$204,673,~~$138,553, compared to General and Administrative ~~Expenses~~expense of ~~$288,825~~$67,770 incurred during the three month period ended ~~September~~June 30, ~~2018, a decrease~~2019, an increase of ~~$84,152. The reason for this decrease was an effort to reduce~~$70,783. Nearly all categories of our General and Administrative expenses ~~across the board. Specifically, executive compensation decreased by $121,400, office by $19,925 and legal by $11,444. The two categories that~~ saw an increase were accounting which increased by $5,929 and consulting by $48,222 as a result of the launching of our Nutritional Supplements products and our continuing effort to raise capital to fund our Proprietary Drug Development program. ~~In addition, we incurred $15,204 in R&D expenses~~ during the three ~~months~~month period ended ~~September~~June 30, ~~2019~~2020, compared to ~~no R&D~~the same period in 2019, except for consulting which decreased by $8,756. The expense categories that increased included accounting fees by $13,060, legal fees by $14,038, office expenses by $4,633, and officer and director compensation by $48,249. The increase in officer and director compensation was due to the issuance of Series B Preferred Stock to our CEO. Overall, we incurred ~~during~~a loss of $138,553 from our operations in the three month period ended June 30, 2020, compared to a loss of $67,770 in the similar period ~~in 2018.~~of 2019.

WeIn the area of other expenses, we incurred ~~$27,847~~$20,363 in interest expense during the three months ended ~~September~~June 30, ~~2019,~~2020, compared to ~~$20,546~~$18,342 in interest expense during the similar period in ~~2018. We also~~2019. In addition, we incurred ~~$120,720~~$498,997 in losses arising from debt conversion during the three months ended ~~September~~June 30, ~~2019,~~2020, compared to ~~$591,763~~$42,786 in losses from debt conversion during the similar period in 2018. Both of these decreases were a result of decreased borrowings or prepayment of principal balances prior to maturity. In addition, we incurred a loss of $-0- during the three months ended September 30, 2019, compared to $5,278 in income from discontinued operations during the similar period in 2018 as a result of termination of our Analytical Chemistry Services Operations and sale of Atlas Pharma Inc.

2019.

As a result, we incurred a ~~Net Loss~~net loss of ~~$350,241~~$638,313 ($~~0.00~~0.01 per share) for the three month period ended ~~September~~June 30, ~~2019,~~2020, compared to a ~~Net Loss~~net loss of ~~$907,556~~$710,890 ($~~0.02~~0.03 per share) during the three month period ended ~~September~~June 30, ~~2018.~~2019.

Liquidity and Capital Resources

As of ~~September~~June 30, ~~2019,~~2020, we had cash or cash equivalents of ~~$81,973.~~$85,593.

Net cash used in ~~Operating Activities~~operating activities was ~~$367,959~~$113,050 during the ~~nine~~six month period ended ~~September~~June 30, ~~2019,~~2020, compared to ~~$396,759~~$281,423 for the ~~nine~~six month period ended ~~September~~June 30, ~~2018.~~2019. We anticipate that overhead costs and other expenses will increase in the future as we move forward with our Proprietary Drug Development activities and expansion of our Generic Pharmaceuticals and Nutritional Supplements operations as discussed above.

Cash flows provided by ~~Financing Activities~~financing activities were ~~$352,100~~$159,007 for the ~~nine~~six month ~~period~~periods ended ~~September~~June 30, 2019, compared to ~~$354,853~~$219,428 during the ~~nine~~six months ended ~~September~~June 30, ~~2018.~~2019. Cash ~~Flows~~flows used in ~~Investing Activities~~investing activities were ~~$14,416~~$-0- for both the ~~nine~~six month period ended ~~September~~June 30, ~~2019~~2020, compared to ~~$22,370~~$12,976 during the ~~same nine~~six month period ~~in 2018.~~ended June 30, 2019.

During the ~~nine~~six months ended ~~September~~June 30, ~~2019,~~2020, we issued a total of ~~225,773,660~~156,390,606 shares of ~~$0.001 par value~~our Common Stock valued at $807,909 for the conversion of outstanding notes payable, reducing the debt by ~~$241,160~~$230,074 and interest payable by ~~$11,402~~$27,445 and generating a loss on conversion of ~~$221,813.~~$550,390.

During the ~~nine~~six month period ended June 30, 2019, we issued a total of 931,751 shares of our Common Stock valued at $151,169 for the conversion of outstanding notes payable, reducing debt by $83,000 and interest payable by $3,841 and generating a loss on conversion of $65,094.

During the six months ended ~~September~~June 30, ~~2019,~~2020, we did not sell any of our capital stock for cash; however, we entered into the following new debt arrangements:

●

On ~~January 8, 2019,~~April 27, 2020, we received ~~net proceeds~~a Paycheck Protection Program loan in the principal amount of ~~$50,500 in exchange for a note payable having a face value~~$50,655 from the US Small Business Administration as part of ~~$54,000 and accruing~~the US government’s COVID-19 relief program. This loan accrues interest at the rate of 8%1% per annum. We are obligated to make payments of principal and interest totaling $2,133 each month commencing November 27, 2020, with any remaining balances due and payable on or before April 27, 2022. The ~~note,~~proceeds derived from this loan may only be used for payroll costs, interest on mortgages, rent and utilities (“Admissible Expenses”). In addition, the Paycheck Protection Program provides for conditional loan forgiveness if we utilize at least 75% of the proceeds from the loan to pay Admissible Expenses. As of the date of this Report, all of the proceeds from this loan have been utilized for Admissible Expenses and we believe that we will qualify for forgiveness of the entire amount of the loan.

On June 1, 2020, we received monies in exchange for a Note Payable having a Face Value of $42,000 with interest accruing at 8% is due ~~on January 8, 2020,~~June 1, 2021. The Note is convertible after 180 days from issuance into ~~$0.001 par value~~ Common Stock at a price 35% below market value.

●

On ~~January 10, 2019,~~June 9, 2020, we received ~~net proceeds of $38,000~~monies in exchange for a ~~note payable~~Note Payable having a ~~face value~~Face Value of ~~$40,660 and~~$37,000 with interest accruing ~~interest~~ at ~~the rate of~~ 8% ~~per annum.~~is due June 9, 2021. The ~~note, due on October 10, 2019,~~Note is convertible after 180 days from issuance into ~~$0.001 par value~~ Common Stock at a price 35% below market value. Through September 2019, the holder of this note elected to convert a total of $40,660 in principal and $1,693 in accrued interest into 32,096,307 shares of $0.001 par value Common Stock valued at $75,469 leaving a principal balance of $-0- and incurring a loss on conversion of $33,116.

●

On February 5, 2019, we received net proceeds of $35,000 in exchange for a note payable having a face value of $37,450 and accruing interest at the rate of 8% per annum. The note, due on October 10, 2019, is convertible after 180 days from issuance into $0.001 par value Common Stock at a price 35% below market value.

●

On February 11, 2019, we received net proceeds of $50,000 in exchange for a note payable having a face value of $52,000 and accruing interest at the rate of 8% per annum. The note, due on November 30, 2019 is convertible after 180 days from issuance into $0.001 par value Common Stock at a price 35% below market value. Through September 2019 the holder of this note elected to convert a total of $52,000 in principal and $2,080 in accrued interest into 45,763,500 shares of $0.001 par value Common Stock valued at $81,990 leaving a principal balance of $-0- and incurring a loss on conversion of $27,910.

●

On March 18, 2019, we received net proceeds of $38,000 in exchange for a note payable having a face value of $40,660 and accruing interest at the rate of 8% per annum. The note, due on December 18, 2019 is convertible after 180 days from issuance into $0.001 par value Common Stock at a price 35% below market value. Through September 2019 the holder of this note elected to convert a total of $11,500 in principal into 12,945,591 shares of $0.001 par value Common Stock valued at $22,008 leaving a principal balance of $29,160 and incurring a loss on conversion of $10,508.

●

On July 2, 2019, we received net proceeds of $38,000 in exchange for a note payable having a face value of $40,000 and accruing interest at the rate of 8% per annum. The note, due on April 30, 2020 and is convertible after 180 days from issuance into $0.001 par value Common Stock at a price 35% below market value.

●

On July 26, 2019, we received net proceeds of $47,500 in exchange for a note payable having a face value of $50,000 and accruing interest at the rate of 8% per annum. The note, due on July 26, 2020 and is convertible after 180 days from issuance into $0.001 par value Common Stock at a price 35% below market value.

●

On September 12, 2019, we received net proceeds of $41,000 in exchange for a note payable having a face value of $43,000 and accruing interest at the rate of 8% per annum. The note, due on July 15, 2020 and is convertible after 180 days from issuance into $0.001 par value Common Stock at a price 35% below market value.

We are not generating adequate revenues from our operations to fully implement our business plan as set forth herein. As a result, our future success will depend on the future availability of financing, among other things. Such financing will be required to enable us to ~~expand~~actualize our ~~Nutritional Supplements Business~~Proprietary Drug Development program and further develop our Generic Pharmaceuticals Operations and ~~Proprietary Drug Development Program.~~Nutritional Supplements plans. We intend to raise funds through private placements of our Common Stock and/or debt financing. We estimate that we will require approximately $7$20 million ~~(approximately $2~~($2 million for the Generic Pharmaceuticals and Nutritional Supplements operations and ~~Generic Pharmaceuticals Operations and approximately $5~~$18 million for the recently expanded Proprietary Drug Development ~~Program)~~program) to fully implement our business plan in the future and there are no assurances that we will be able to raise this capital. Our inability to obtain sufficient funds from external sources when needed will have a material adverse effect on our plan of operation, results of operations and financial ~~condition.~~condition Our plan is to fund our Proprietary Drug Development Program through the sales of Generic Drugs and Nutritional Supplements if we are unable to find any additional financing. There are also no assurances that we will generate sufficient revenues and profits from our products sales program to accomplish these objectives..

Our cost of operations is expected to increase as we move forward with implementation of our business plan. We do not have sufficient funds to cover the anticipated increase in the relevant expenses. We need to raise additional capital in order to continue our existing operations and finance our expansion plans for the next year. If we are successful in raising additional funds, we expect our operations and business efforts to continue and expand. There are no assurances this will occur.

Subsequent Events

On ~~October 23 and November~~July 7, ~~2019, the holder~~2020, we received monies in exchange for a Note Payable having a Face Value of ~~a note payable dated December 24, 2018, elected to convert a total of $28,000 in principal and $1,902 in accrued~~$48,000 with interest accruing at 8% is due July 7, 2021. The Note is convertible after 180 days from issuance into ~~42,228,183 shares of~~ Common Stock ~~leaving~~at a ~~principal balance of $59,000.~~price 35% below market value.

On ~~November 4 and 6, 2019, the holder~~July 27, 2020, we received monies in exchange for a Note Payable having a Face Value of ~~a note payable dated March 18, 2019, elected to convert a total of $17,500 in principal and $1,967 in accrued~~$102,000 with interest accruing at 8% is due July 27, 2021. The Note is convertible after 180 days from issuance into ~~32,668,293 shares of~~ Common Stock ~~leaving~~at a ~~principal balance of $11,660.~~price 30% below market value.

On August 14, 2020, the Company received monies in exchange for a Note Payable having a Face Value of $67,000 with interest accruingat 8% is due August 14, 2021. The Note is convertible after 180 days from issuance into Common Stock at a price 30% below market value.

Off Balance Sheet Arrangements

None

I~~ITEM~~TEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.

We are a smaller reporting company and are not required to provide the information under this item pursuant to Regulation S-K.

I~~ITEM~~TEM 4. CONTROLS AND PROCEDURES.

Disclosure Controls and Procedures – Our management, with the participation of our Chief Executive Officer and Chief Financial Officer, has evaluated the effectiveness of our disclosure controls and procedures (as such term is defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”) as of the end of the period covered by this Report.

These controls are designed to ensure that information required to be disclosed in the reports we file or submit pursuant to the Securities Exchange Act of 1934 is recorded, processed, summarized and reported within the time periods specified in the rules and forms of the Securities and Exchange Commission, and that such information is accumulated and communicated to our management, including our CEO and CFO to allow timely decisions regarding required disclosure.

Based on this evaluation, our CEO and CFO have concluded that our disclosure controls and procedures were not effective as of ~~September~~June 30, ~~2019,~~2020, at reasonable assurance level, for the following reasons:

●

Ineffective control environment and lack of qualified full-time CFO who has SEC experience to focus on our financial affairs;

●

Lack of qualified and sufficient personnel, and processes to adequately and timely identify making any and all required public disclosures;

●

Deficiencies in the period-end reporting process and accounting policies;

●

Inadequate internal controls over the application of new accounting principles or the application of existing accounting principles to new transactions;

●

Inadequate internal controls relating to the authorization, recognition, capture, and review of transactions, facts, circumstances, and events that could have a material impact on the ~~company’s~~Company’s financial reporting process;

●

Deficient revenue recognition policies;

●

Inadequate internal controls with respect to inventory transactions; and

●

Improper and lack of timely accounting for accruals such as prepaid expenses, accounts payable and accrued liabilities.

Our Board of Directors has assigned a priority to the short-term and long-term improvement of our internal control over financial reporting. We are reviewing various potential solutions to remedy the processes that would eliminate the issues that may arise due to the absence of separation of duties within the financial reporting functions.

Additionally, the Board of Directors will continuously review controls and procedures to identified deficiencies and implement remediation within our internal controls over financial reporting and our disclosure controls and procedures.

We believe that our financial statements presented in this quarterly report on Form 10-Q fairly present, in all material respects, our financial position, results of operations, and cash flows for all periods presented herein.

Inherent Limitations – Our management, including our Chief Executive Officer and Chief Financial Officer, does not expect that our disclosure controls and procedures will prevent all error and all fraud. A control system, no matter how well conceived and operated, can provide only reasonable, not absolute, assurance that the objectives of the control system are met. The design of any system of controls is based in part upon certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions. Further, the design of a control system must reflect the fact that there are resource constraints, and the benefits of controls must be considered relative to their costs. Because of the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, within our company have been detected. These inherent limitations include the realities that judgments in decision-making can be faulty, and that breakdown can occur because of simple error or mistake. In particular, many of our current processes rely upon manual reviews and processes to ensure that neither human error nor system weakness has resulted in erroneous reporting of financial data.

Changes in Internal Control over Financial Reporting – There were no changes in our internal control over financial reporting during the ~~nine~~six month period ended ~~September~~June 30, ~~2019,~~2020, which were identified in conjunction with management’s evaluation required by paragraph (d) of Rules 13a-15 and 15d-15 under the Exchange Act, that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

~~PART~~

PART II. OTHER INFORMATION

~~ITEM~~ITEM 1. LEGAL PROCEEDINGS

In June 2018 we filed an action in the Superior Court of the Province of Quebec in the District of Montreal (Canada) against one of our existing shareholders residing in Quebec City (Canada) arising out of a possible equity investment intended to be completed by August 2018. The complaint alleges among other things, claims of misrepresentations and misleading conduct resulting in damages to us in an amount of approximately $200,000 Canadian (approximately $154,000 US). On April 1, 2019, a note payable held by the defendant having a face value of $100,000 Canadian (approximately $76,000 US) became due and payable. We have elected not to pay the amount due and to petition the courts to link this matter to the ongoing litigation. AsOn March 6, 2020, the Superior Court in the District of Montreal granted our motion and the ~~date of this report we are awaiting a court~~two proceedings were linked. A date for the hearings to ~~commence.~~commence was subsequently set for April 7, 2020, however due to the ongoing Coronavirus (COVID-19) Pandemic the date has been postponed until further notice.

To the best of our management’s knowledge and belief, there are no other material claims that have been brought against us nor have there been any claims threatened.

~~ITEM~~ITEM 1A. RISK FACTORS

We are a smaller reporting company and are not required to provide the information under this item pursuant to Regulation S-K.

I~~ITEM~~TEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

During the ~~nine~~six months ended ~~September~~June 30, ~~2019~~2020, we issued a total of ~~225,773,660~~156,390,606 shares of ~~$0.001 par value~~our Common Stock valued at ~~$443,481~~$807,909 for the conversion of outstanding notes payable, reducing the debt by ~~$241,160~~$230,074 and interest payable by ~~$11,402~~$27,445 and generating a loss on conversion of ~~$221,813. In addition,~~$550,390.

During the six month period ended June 30, 2019, we issued ~~29,100,000~~a total of 931,751 shares of ~~$0.001 par value~~our Common Stock valued at ~~$57,390~~$151,169 for ~~consulting services. We also issued 39,000,000 shares~~the conversion of ~~$0.001 par value Common Stock valued at $74,100 as remuneration for our Officers~~outstanding notes payable, reducing debt by $83,000 and ~~Directors.~~interest payable by $3,841 and generating a loss on conversion of $65,094.

We relied upon the exemption from registration provided by Section 4(a)(2) of the Securities Act of 1933, as amended, to issue these shares.

~~Subsequent Events~~

~~On October 1, 2019 the holder of a note payable dated December 31, 2018 elected to convert $30,000 in principal into 30,000,000 shares of Common Stock leaving a principal balance of $106,744.~~

On October 1 and 17, 2019, the holder of a note payable dated March 18, 2019 elected to convert a total of $28,594 in principal into 30,526,493 shares of Common Stock leaving a principal balance of $12,066.

On October 16, 2019 the holder of a note payable dated October 23, 2018 elected to convert a total of $6,000 in principal and $469 in accrued interest into 7,282,716 shares of Common Stock leaving a principal balance of $-0-.

On October 23 and November 7, 2019, the holder of a note payable dated December 24, 2018, elected to convert a total of $28,000 in principal and $1,902 in accrued interest into 42,228,183 shares of Common Stock leaving a principal balance of $59,000.

On November 4 and 6, 2019, the holder of a note payable dated March 18, 2019, elected to convert a total of $17,500 in principal and $1,967 in accrued interest into 32,668,293 shares of Common Stock leaving a principal balance of $11,660.

Other than reduction of debt from the conversion of the outstanding convertible notes payable described above, ~~and acquisition of Atlas Pharma Inc.,~~ we did not receive any direct proceeds from the issuance of these shares. The proceeds from the convertible notes payable were used for ~~the acquisition of Atlas Pharma Inc. and~~ working capital.

I~~ITEM~~TEM 3. DEFAULTS UPON SENIOR SECURITIES

None.

~~ITEM~~ITEM 4. MINE SAFETY DISCLOSURE

Not Applicable.

~~ITEM~~ITEM 5. OTHER INFORMATION

None.

I~~ITEM~~TEM 6. EXHIBITS

Exhibit No.		Description

31.1		Certification of Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

31.2		Certification of Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

32		Certification of Chief Executive Officer and Chief Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

101.INS		XBRL Instance Document*
101.SCH		XBRL Schema Document*
101.CAL		XBRL Calculation Linkbase Document*
101.DEF		XBRL Definition Linkbase Document*
101.LAB		XBRL Label Linkbase Document*
101.PRE		XBRL Presentation Linkbase Document*

______________________

* Pursuant to Rule 406T of Regulation S-T, these interactive data files are not deemed filed or part of a registration statement or prospectus for purposes of Section 11 or 12 of the Securities Act or Section 18 of the Securities Exchange Act and otherwise not subject to liability.

S ~~SIGNATURES~~IGNATURES

Pursuant to the requirements of Section 12 of the Securities and Exchange Act of 1934, the Registrant has duly caused this Report to be signed on its behalf by the undersigned, thereunto duly authorized on ~~November 13, 2019.~~August 18, 2020.

	SUNSHINE BIOPHARMA, INC.

	By:	s/ Dr. Steve N. Slilaty
		Dr. Steve N. Slilaty,
		Principal Executive Officer


	By:	s/ Camille Sebaaly
		Camille Sebaaly, Principal Financial Officer and
		Principal Accounting Officer

2524

Sunshine Biopharma, Inc.
Unaudited Consolidated Balance Sheets
	September 30,	December 31,
	2019	2018
ASSETS
Current Assets:
Cash and cash equivalents	$81,973	$110,534
Inventory	17,778	-
Prepaid expenses	3,155	1,341
Deposits	7,590	-
Assets of discontinued operations	-	989,572
Total Current Assets	110,496	1,101,447

Equipment (net of $33,479 and $23,005 depreciation, respectively)	35,839	45,124
Patents (net of $58,918 amortization and $556,120 impairment)	-	-

TOTAL ASSETS	$146,335	$1,146,571

LIABILITIES AND SHAREHOLDERS' EQUITY

Current Liabilities:
Notes payable	662,917	419,663
Notes payable - related party	88,751	243,094
Advances - related party	27,541	20,871
Accounts payable & accrued expenses	64,829	115,826
Interest payable	45,153	9,291
Liability of discontinued operations	-	103,732
Total Current Liabilities	889,191	912,477

Longterm Liabilities	-	289,847

TOTAL LIABILITIES	889,191	1,202,324

COMMITMENTS AND CONTINGENCIES

SHAREHOLDERS' EQUITY (DEFICIT)

Preferred Stock, Series A $0.10 par value per share; Authorized 850,00 shares;
Issued and outstanding -0- shares at September 30, 2019 and December 31, 2018	-	-

Preferred Stock, Series B $0.10 par value per share; Authorized 500,000 shares;
Issued and outstanding 500,000 shares at September 30, 2019 and December 31, 2018	50,000	50,000

Common Stock, $0.001 par value per share; Authorized 3,000,000,000 shares;
Issued and outstanding 311,426,060 and 85,652,400 at September 30, 2019 and December 31, 2018, respectively	311,426	85,652

Capital paid in excess of par value	15,935,875	15,586,678
Accumulated comprehensive income	(2,139)	(3,738)
Accumulated (Deficit)	(17,038,018)	(15,774,345)

TOTAL SHAREHOLDERS' EQUITY (DEFICIT)	(742,856)	(55,753)

TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY (DEFICIT)	$146,335	$1,146,571

Sunshine Biopharma, Inc.
Unaudited Consolidated Statements Of Operations and Comprehensive Income (Loss)

	3 Months	3 Months	9 Months	9 Months
	Ended	Ended	Ended	Ended
	September 30,	September 30,	September 30,	September 30,
	2019	2018	2019	2018

Sales:	$7,326	$-	$10,565	$-
Cost of sales	5,293	-	6,865	-
Gross profit	2,033	-	3,700	-

General & Administrative Expenses:
Accounting	16,402	10,473	57,542	94,573
Consulting	48,222	-	70,238	27,800
Legal	13,219	24,663	52,188	83,748
Office	17,035	36,960	51,945	62,594
Officer & director remuneration	90,600	212,000	134,552	736,431
Rent	518	1,544	2,775	5,116
Research & development	15,204	-	15,204	-
Depreciation	3,473	3,185	10,302	10,317
Total General & Administrative Expenses	204,673	288,825	394,746	1,020,579

Income (Loss) from operations	(202,640)	(288,825)	(391,046)	(1,020,579)

Other Income (Expense):
Interest income	5	-	5	-
Foreign exchange gain (loss)	961	(11,700)	(12,095)	13,184
Interest expense	(27,847)	(20,546)	(92,486)	(115,910)
Loss on debt conversions	(120,720)	(591,763)	(185,814)	(685,348)
Total Other Income (Expense)	(147,601)	(624,009)	(290,390)	(788,074)

Income (Loss) before income taxes	(350,241)	(912,834)	(681,436)	(1,808,653)

Income taxes	-	-	-	-
Income (Loss) from continuing operations	(350,241)	(912,834)	(681,436)	(1,808,653)

Income (Loss) from discontinued operations	-	5,278	(582,237)	(8,847)

Net Income (Loss)	$(350,241)	$(907,556)	$(1,263,673)	$(1,817,500)

Unrealized gain (loss) from foreign exchange translation	(115)	12,002	1,599	3,232
Comprehensive Income (Loss)	(350,356)	(899,610)	(1,262,074)	(1,814,268)

Basic and diluted loss from continuing operations per common share	$0.00	$(0.02)	$(0.01)	$(0.04)

Basic and diluted loss from discontinued operations per common share	$0.00	$0.00	$(0.01)	$0.00

Basic and diluted loss per common share	$0.00	$(0.02)	$(0.01)	$(0.04)

Weighted Average Common Shares Outstanding (Basic and Diluted)	165,376,483	50,018,580	88,407,255	48,557,571

	Three Months ended		Nine Months Ended
	September 30,		September 30,
	2019	2018	2019	2018

Beginning Shareholders' Equity (Deficit)	$(816,302)	$(276,130)	$(55,753)	$(573,363)

Beginning and ending Series B Rreferred Stock	50,000	50,000	50,000	50,000

Beginning Common Stock	104,287	55,205	85,652	45,936
Common Stock issued	207,139	24,076	225,774	33,345
Ending Common Stock	311,426	79,281	311,426	79,281

Beginning additonal paid in capital	15,719,212	14,155,065	15,586,678	12,948,386
Increase in additional paid in capital	216,663	1,192,271	349,197	2,398,950
Ending additional paid in capital	15,935,875	15,347,336	15,935,875	15,347,336

Beginning other comprehensive income (loss)	(2,024)	(8,266)	(3,738)	504
Other comprehensive income (loss)	(115)	12,002	1,599	3,232
Ending other comprehensive income (loss)	(2,139)	3,736	(2,139)	3,736

Beginning retained earnings (deficit)	(16,687,777)	(14,528,134)	(15,774,345)	(13,618,190)
Net income (loss)	(350,241)	(907,556)	(1,263,673)	(1,817,500)
Ending retained income (deficit)	(17,038,018)	(15,435,690)	(17,038,018)	(15,435,690)

Ending Shareholders' Equity (Deficit)	$(742,856)	$44,663	$(742,856)	$44,663