Note 3 - Restatement | The Company is restated its December 31, 2015 financial statements and is restating the interim financial statements for the three months ended March 31, 2016, the six months ended June 30, 2016 and nine months ended September 30, 2016 in order to account for embedded derivatives within the Redwood Notes, rather than beneficial conversion feature discounts. The financial statements will be restated prospectively during 2017. The Company determined that it had not properly recognized embedded derivative liabilities within the Redwood Notes that originated on various dates between December 28, 2015 and May 27, 2016. The Company has recognized a derivative liability in lieu of the previously recognized beneficial conversion feature and the related change in derivative liabilities and amortization of the debt discount expenses have been adjusted to correct this error. The following adjustments were made to the September 30, 2016 Restated Balance Sheet: PREMIER BIOMEDICAL, INC. BALANCE SHEET As Originally Reported As Restated September 30, September 30, 2016 Adjustments 2016 ASSETS Current assets: Cash $ 27,821 $ - $ 27,821 Prepaid expenses 13,045 - 13,045 Total current assets 50,133 - 50,133 Property and equipment, net 5,629 - 5,629 Total assets $ 46,495 $ - $ 46,495 LIABILITIES AND STOCKHOLDERS EQUITY (DEFICIT) Current liabilities: Accounts payable $ 210,055 $ - $ 210,055 Accounts payable, related parties 52,244 - 52,244 Accrued interest 43,330 - 43,330 Accrued interest, related parties 2,970 - 2,970 Judgment payable 340,647 - 340,647 Convertible notes payable, net of discounts of $74,287 184,470 (28,837 ) 155,633 Notes payable, related parties 30,000 - 30,000 Derivative liabilities - 184,583 184,583 Total current liabilities 863,716 155,746 1,019,462 Total liabilities 863,716 155,746 1,019,462 Commitments and contingencies - - - Stockholders equity (deficit): Preferred stock, $0.001 par value, 10,000,000 shares authorized, 2,000,000 shares issued and outstanding 2,000 - 2,000 Common stock, $0.00001 par value, 1,000,000,000 shares authorized, 185,858,819 shares issued and outstanding 1,859 - 1,859 Additional paid in capital 11,529,099 (124,296 ) 11,404,803 Accumulated deficit (12,350,179 ) (31,450 ) (12,381,629 ) Total stockholders equity (deficit) (817,221 ) (155,746 ) (972,967 ) Total liabilities and stockholders equity (deficit) $ 46,495 $ - $ 46,495 The following adjustments were made to the Nine Months Ended September 30, 2016 Restated Statement of Operations: PREMIER BIOMEDICAL, INC. STATEMENT OF OPERATIONS As Originally Reported As Restated September 30, September 30, 2016 Adjustments 2016 Revenue $ - $ - $ - Operating expenses: Research and development 105,742 - 105,742 General and administrative 128,032 - 128,032 Professional fees 294,496 - 294,496 Total operating expenses 528,270 - 528,270 Net operating loss (528,270 ) - (528,270 ) Other expense: Interest expense (703,465 ) 12,220 (691,245 ) Other expense (340,647 ) - (340,647 ) Change in derivative liabilities - (24,434 ) (24,434 ) Total other expenses (1,044,112 ) (12,214 ) (1,056,326 ) Net loss $ (1,572,382 ) $ (12,214 ) $ (1,584,596 ) The following adjustments were made to the Three Months Ended September 30, 2016 Restated Statement of Operations: PREMIER BIOMEDICAL, INC. STATEMENT OF OPERATIONS As Originally Reported As Restated September 30, September 30, 2016 Adjustments 2016 Revenue $ - $ - $ - Operating expenses: Research and development 46,056 - 46,056 General and administrative 36,566 - 36,566 Professional fees 68,537 - 68,537 Total operating expenses 151,159 - 151,159 Net operating loss (151,159 ) - (151,159 ) Other expense: Interest expense (283,988 ) 1,554 (282,434 ) Change in derivative liabilities - 63,428 - Total other expenses (283,988 ) 64,982 (219,006 ) Net loss $ (435,147 ) $ 64,982 $ (370,165 ) The following adjustments were made to the September 30, 2016 Restated Statement of Cash Flows: PREMIER BIOMEDICAL, INC. STATEMENT OF CASH FLOWS As Originally Reported As Restated September 30, September 30, 2016 Adjustments 2016 CASH FLOWS FROM OPERATING ACTIVITIES Net loss $ (1,572,382 ) $ (12,214 ) $ (1,584,596 ) Adjustments to reconcile net loss to net cash used in operating activities: Depreciation 1,554 - 1,554 Change in fair market value of derivative liabilities - 24,434 24,434 Amortization of debt discounts 645,365 (12,220 ) 633,145 Stock based compensation, related parties 19,595 - 19,595 Stock based compensation 74,832 - 74,832 Decrease (increase) in assets: Prepaid expenses (3,879 ) - (3,879 ) Increase (decrease) in liabilities: Accounts payable 21,790 - 21,790 Accounts payable, related parties 11,341 - 11,341 Accrued interest 56,299 - 56,299 Accrued interest, related parties 1,800 - 1,800 Judgment payable 340,647 - 340,647 Net cash used in operating activities (403,038 ) - (403,038 ) CASH FLOWS FROM INVESTING ACTIVITIES Purchases of property and equipment (3,536 ) - (3,536 ) Net cash used in investing activities (3,536 ) - (3,536 ) CASH FLOWS FROM FINANCING ACTIVITIES Proceeds from exercise of warrants, related party 2,000 - 2,000 Proceeds from sale of stock on equity line of credit 68,520 - 68,520 Proceeds from convertible notes payable 417,500 - 417,500 Repayments from convertible notes payable (89,039 ) - (89,039 ) Net cash provided by financing activities 398,981 - 398,981 NET CHANGE IN CASH (7,593 ) - (7,593 ) CASH AT BEGINNING OF PERIOD 35,414 - 35,414 CASH AT END OF PERIOD $ 27,821 $ - $ 27,821 SUPPLEMENTAL INFORMATION: Interest paid $ 13,539 $ - $ 13,539 Income taxes paid $ - $ - $ - NON-CASH INVESTING AND FINANCING ACTIVITIES: Discount on beneficial conversion feature on convertible note $ 364,220 $ (364,220 ) $ - Value of debt discounts $ - $ 369,924 $ 369,924 Value of shares issued for conversion of debt $ 488,552 $ - $ 488,552 Cashless exercise of common stock warrants $ 22 $ - $ 22 Common stock issued for settlement of accounts payable $ 13,765 $ - $ 13,765 |