Restatement of Previously Issued Unaudited Condensed Financial Statements | (12) Restatement of Previously Issued Unaudited Condensed Financial Statements During its preparation of its 2022 audited combined financial statements and notes thereto, the Company concluded that there were material research and development expenses and related balance sheet errors in its previously issued unaudited condensed financial statements as of and for each of the quarterly and year to date periods ended March 31, 2022, June 30, 2022 and September 30, 2022, primarily relating to the timing of payments for research and development expenses and recognition of expenses. The Company noted the following items were improperly expensed during the three months ended March 31, 2022: ● Payments, in the amount of $800,840 , were improperly recorded in research and development expenses during the three months ended March 31, 2022. These amounts should have been recorded as prepaid expenses and other current assets as of March 31, 2022. ● Research and development expense amounts totaling $140,690 were not recorded during the three months ended March 31, 2022. This amount should have been recorded in accrued expenses and other current liabilities as of March 31, 2022. These errors in the accounting for research and development expenses resulted in an understatement of prepaid assets and other current assets of $800,840 , accrued expenses and other current liabilities of $140,690 and an overstatement of operating expenses and net loss of $660,150 as of and for the three months ended March 31, 2022. The Company noted the following items were improperly expensed during the three and six months ended June 30, 2022: ● Payments, in the amount of $2,883,977 were improperly recorded in research and development expenses during the three months ended June 30, 2022. These amounts should have been recorded in prepaid expenses and other current assets as of June 30, 2022. Additionally, $102,232 was expensed during the three months ended June 30, 2022 related to the prior quarter restatements. These errors, including the errors from the three months ended March 31, 2022, in the accounting for research and development expenses resulted in a cumulative understatement of prepaid assets and other current assets of $3,441,895 , as of June 30, 2022, and an overstatement operating expenses and net loss of $2,781,745 and $3,441,895 for the three and six months ended June 30, 2022, respectively. The Company noted the following items were improperly expensed during the three and nine months ended September 30, 2022: ● Payments, in the amount of $1,320,321 , were improperly recorded in research and development expenses during the three months ended September 30, 2022. These amounts should have been recorded in prepaid expenses and other current assets as of September 30, 2022. Additionally, $130,826 was expensed during the three months ended September 30, 2022 related to the prior quarter restatements. These errors, including the errors from the six months ended June 30, 2022, in the accounting for research and development expenses resulted in an understatement of prepaid assets and other current assets of $4,631,390 as of September 30, 2022, and an overstatement of operating expenses and net loss of $1,189,495 and $4,631,390 for the three and nine months ended September 30, 2022, respectively. As a result of such errors, the Company concluded that the previously issued 2022 unaudited condensed financial statements were materially misstated and has restated herein our previously issued unaudited condensed financial statements for each interim period within the fiscal year ended December 31, 2022. The restatement corrections impact certain components within operating cash flows of the unaudited condensed statements of cash flows. Total operating cash flows, investing activities, financing activities, and cash and cash equivalents are unchanged as a result of the restatements and as a result are not restated herein. The following tables present the amounts previously reported, the restatement impact and the amount as restated. The 2022 quarterly restatements will be effective with the filing of our future 2023 unaudited interim condensed financial statement filings in Quarterly Reports on Form 10-Q. The values as previously reported for the fiscal quarters ended September 30, 2022, June 30, 2022, and March 31, 2022 were derived from our Quarterly Reports on Form 10-Q filed on November 8, 2022, August 8, 2022 and May 4, 2022, respectively. Annovis Bio, Inc. Balance Sheets As of March 31, 2022 (unaudited) As Restatement As Reported Impacts Restated Assets Current assets: Cash and cash equivalents $ 42,668,838 $ — $ 42,668,838 Prepaid expenses and other current assets 627,902 800,840 1,428,742 Deferred clinical materials — — — Total current assets 43,296,740 800,840 44,097,580 Total Assets $ 43,296,740 $ 800,840 $ 44,097,580 Liabilities and Stockholders’ Equity Current liabilities: Accounts payable $ 928,997 $ — $ 928,997 Accrued expenses 327,435 140,690 468,125 Total current liabilities 1,256,432 140,690 1,397,122 Total liabilities $ 1,256,432 $ 140,690 $ 1,397,122 Commitments and contingencies (Note 7) Stockholders’ equity: Preferred stock – $0.0001 par value, 2,000,000 shares authorized and 0 shares issued and outstanding — — — Common stock – $0.0001 par value, 35,000,000 shares authorized and 8,163,923 and 8,100,570 shares issued outstanding 816 — 816 Additional paid-in capital 76,659,912 — 76,659,912 Accumulated deficit (34,620,420) 660,150 (33,960,270) Total stockholders’ equity 42,040,308 660,150 42,700,458 Total liabilities and stockholders’ equity $ 43,296,740 $ 800,840 $ 44,097,580 Annovis Bio, Inc. Statements of Operations (unaudited) Three Months Ended March 31, 2022 As Restatement As Reported Impacts Restated Operating expenses: Research and development $ 2,809,791 $ (660,150) $ 2,149,641 General and administrative 3,104,071 — 3,104,071 Total operating expenses 5,913,862 (660,150) 5,253,712 Operating loss (5,913,862) 660,150 (5,253,712) Other income: Interest income 19,649 — 19,649 Grant Income — — — Total other income 19,649 — 19,649 Loss before income taxes (5,894,213) 660,150 (5,234,063) Income tax expense (benefit) — — — Net loss $ (5,894,213) $ 660,150 $ (5,234,063) Basic and diluted loss per common share $ (0.72) — $ (0.64) Weighted average number of common shares outstanding, basic and diluted 8,157,445 — 8,157,445 Annovis Bio, Inc. Statements of Cash Flows (unaudited) Three Months Ended March 31, 2022 As As Reported Restatement Impacts Restated Cash flows from operating activities: Net loss $ (5,894,213) 660,150 $ (5,234,063) Adjustments to reconcile net loss to net cash used in operating activities: Stock-based compensation expense 3,434,944 — 3,434,944 Changes in operating assets and liabilities: Prepaid expenses and other current assets (312,438) (800,840) (1,113,278) Accounts payable 240,923 — 240,923 Accrued expenses (491,005) 140,690 (350,315) Net cash used in operating activities (3,021,789) — (3,021,789) Cash flows from financing activities: Proceeds from exercise of stock options 4,613 — 4,613 Net cash used in financing activities 4,613 — 4,613 Net (decrease) increase in cash and cash equivalents (3,017,176) — (3,017,176) Cash and cash equivalents, beginning of period 45,686,014 — 45,686,014 Cash and cash equivalents, end of period $ 42,668,838 — $ 42,668,838 Annovis Bio, Inc. Balance Sheets As of June 30, 2022 (unaudited) As Restatement As Reported Impacts Restated Assets Current assets: Cash and cash equivalents $ 35,974,251 $ — $ 35,974,251 Prepaid expenses and other current assets 551,072 3,441,895 3,992,967 Deferred clinical materials — — — Total current assets 36,525,323 3,441,895 39,967,218 Total Assets $ 36,525,323 $ 3,441,895 $ 39,967,218 Liabilities and Stockholders’ Equity Current liabilities: Accounts payable $ 901,841 $ — $ 901,841 Accrued expenses 397,544 — 397,544 Total current liabilities 1,299,385 — 1,299,385 Total liabilities $ 1,299,385 $ — $ 1,299,385 Commitments and contingencies (Note 7) Stockholders’ equity: Preferred stock – $0.0001 par value, 2,000,000 shares authorized and 0 shares issued and outstanding — — — Common stock – $0.0001 par value, 35,000,000 shares authorized and 8,163,923 and 8,100,570 shares issued outstanding 816 — 816 Additional paid-in capital 78,563,673 — 78,563,673 Accumulated deficit (43,338,551) 3,441,895 (39,896,656) Total stockholders’ equity 35,225,938 3,441,895 38,667,833 Total liabilities and stockholders’ equity $ 36,525,323 $ 3,441,895 $ 39,967,218 Annovis Bio, Inc. Statements of Operations (unaudited) Three Months Ended June 30, 2022 As Restatement As Reported Impacts Restated Operating expenses: Research and development $ 6,815,708 $ (2,781,745) $ 4,033,963 General and administrative 1,938,447 – 1,938,447 Total operating expenses 8,754,155 (2,781,745) 5,972,410 Operating loss (8,754,155) 2,781,745 (5,972,410) Other income: Interest income 36,024 — 36,024 Grant Income — — — Total other income 36,024 — 36,024 Loss before income taxes (8,718,131) 2,781,745 (5,936,386) Income tax expense (benefit) — — — Net loss $ (8,718,131) $ 2,781,745 $ (5,936,386) Basic and diluted loss per common share $ (1.07) — $ (0.73) Weighted average number of common shares outstanding, basic and diluted 8,163,923 — 8,163,923 Annovis Bio, Inc. Statements of Operations (unaudited) Six Months Ended June 30, 2022 As Restatement As Reported Impacts Restated Operating expenses: Research and development $ 9,625,499 $ (3,441,895) $ 6,183,604 General and administrative 5,042,518 — 5,042,518 Total operating expenses 14,668,017 (3,441,895) 11,226,122 Operating loss (14,668,017) 3,441,895 (11,226,122) Other income: Interest income 55,673 — 55,673 Grant Income — — — Total other income 55,673 — 55,673 Loss before income taxes (14,612,344) 3,441,895 (11,170,449) Income tax expense (benefit) — — — Net loss $ (14,612,344) $ 3,441,895 $ (11,170,449) Basic and diluted loss per common share $ (1.79) — $ (1.37) Weighted average number of common shares outstanding, basic and diluted 8,160,702 — 8,160,702 Annovis Bio, Inc. Statements of Cash Flows (unaudited) Six Months Ended June 30, 2022 As As Reported Restatement Impacts Restated Cash flows from operating activities: Net loss $ (14,612,344) 3,441,895 $ (11,170,449) Adjustments to reconcile net loss to net cash used in operating activities: Stock-based compensation expense 5,338,705 — 5,338,705 Changes in operating assets and liabilities: Prepaid expenses and other current assets (235,608) (3,441,895) (3,677,503) Accounts payable 213,767 $ 213,767 Accrued expenses (420,896) $ (420,896) Net cash used in operating activities (9,716,376) — (9,716,376) Cash flows from financing activities: Proceeds from issuance of common stock, net of issuance costs — — — Proceeds from exercise of stock options 4,613 — 4,613 Net cash used in financing activities 4,613 — 4,613 Net (decrease) increase in cash and cash equivalents (9,711,763) — (9,711,763) Cash and cash equivalents, beginning of period 45,686,014 — 45,686,014 Cash and cash equivalents, end of period $ 35,974,251 — $ 35,974,251 Annovis Bio, Inc. Balance Sheets As of September 30, 2022 (unaudited) As Restatement As Reported Impacts Restated Assets Current assets: Cash and cash equivalents $ 31,987,091 $ — $ 31,987,091 Prepaid expenses and other current assets 499,947 4,631,390 5,131,337 Total current assets 32,487,038 4,631,390 37,118,428 Total Assets $ 32,487,038 $ 4,631,390 $ 37,118,428 Liabilities and Stockholders’ Equity Current liabilities: Accounts payable $ 1,845,705 $ — $ 1,845,705 Accrued expenses 680,830 — 680,830 Total current liabilities 2,526,535 — 2,526,535 Total liabilities $ 2,526,535 $ — $ 2,526,535 Commitments and contingencies (Note 7) Stockholders’ equity: Preferred stock – $0.0001 par value, 2,000,000 shares authorized and 0 shares issued and outstanding — — — Common stock – $0.0001 par value, 35,000,000 shares authorized and 8,163,923 and 8,100,570 shares issued outstanding 816 — 816 Additional paid-in capital 80,919,684 — 80,919,684 Accumulated deficit (50,959,997) 4,631,390 (46,328,607) Total stockholders’ equity 29,960,503 4,631,390 34,591,893 Total liabilities and stockholders’ equity $ 32,487,038 $ 4,631,390 $ 37,118,428 Annovis Bio, Inc. Statements of Operations (unaudited) Three Months Ended September 30, 2022 As Restatement As Reported Impacts Restated Operating expenses: Research and development $ 5,313,033 $ (1,189,495) $ 4,123,538 General and administrative 2,361,299 — 2,361,299 Total operating expenses 7,674,332 (1,189,495) 6,484,837 Operating loss (7,674,332) 1,189,495 (6,484,837) Other income: Interest income 52,886 — 52,886 Grant Income — — — Total other income 52,886 — 52,886 Loss before income taxes (7,621,446) 1,189,495 (6,431,951) Income tax expense (benefit) — — — Net loss $ (7,621,446) $ 1,189,495 $ (6,431,951) Basic and diluted loss per common share $ (0.93) — $ (0.79) Weighted average number of common shares outstanding, basic and diluted 8,163,923 — 8,163,923 Annovis Bio, Inc. Statements of Operations (unaudited) Nine Months Ended September 30, 2022 As Restatement As Reported Impacts Restated Operating expenses: Research and development $ 14,938,532 $ (4,631,390) $ 10,307,142 General and administrative 7,403,817 – 7,403,817 Total operating expenses 22,342,349 (4,631,390) 17,710,959 Operating loss (22,342,349) 4,631,390 (17,710,959) Other income: Interest income 108,559 — 108,559 Grant Income — — – Total other income 108,559 — 108,559 Loss before income taxes (22,233,790) 4,631,390 (17,602,400) Income tax expense (benefit) — — — Net loss $ (22,233,790) $ 4,631,390 $ (17,602,400) Basic and diluted loss per common share $ (2.72) — $ (2.16) Weighted average number of common shares outstanding, basic and diluted 8,161,787 — 8,161,787 Annovis Bio, Inc. Statements of Cash Flows (unaudited) Nine Months Ended September 30, 2022 As As Reported Restatement Impacts Restated Cash flows from operating activities: Net loss $ (22,233,790) 4,631,390 $ (17,602,400) Adjustments to reconcile net loss to net cash used in operating activities: Stock-based compensation expense 7,694,716 — 7,694,716 Changes in operating assets and liabilities: Prepaid expenses and other current assets (184,483) (4,631,390) (4,815,873) Accounts payable 1,157,631 — 1,157,631 Accrued expenses (137,610) — (137,610) Net cash used in operating activities (13,703,536) — (13,703,536) Cash flows from financing activities: Proceeds from issuance of common stock, net of issuance costs — — — Proceeds from exercise of stock options 4,613 — 4,613 Net cash used in financing activities 4,613 — 4,613 Net (decrease) increase in cash and cash equivalents (13,698,923) — (13,698,923) Cash and cash equivalents, beginning of period 45,686,014 — 45,686,014 Cash and cash equivalents, end of period $ 31,987,091 — $ 31,987,091 |