Coeptis Therapeutics Holdings, Inc. Files 2023 10-K

TL;DR

<b>Coeptis Therapeutics Holdings, Inc. has filed its annual 10-K report for the fiscal year ending December 31, 2023.</b>

AI Summary

Coeptis Therapeutics Holdings, Inc. (COEPW) filed a Annual Report (10-K) with the SEC on March 26, 2024. Coeptis Therapeutics Holdings, Inc. filed its 2023 10-K on March 26, 2024. The company's fiscal year ends on December 31st. Coeptis Therapeutics Holdings, Inc. was formerly known as Bull Horn Holdings Corp. The company is incorporated in Delaware. Its business and mailing address is 105 Bradford Road, Suite 420, Wexford, PA 15090.

Why It Matters

For investors and stakeholders tracking Coeptis Therapeutics Holdings, Inc., this filing contains several important signals. This filing provides a comprehensive overview of the company's financial performance, operations, and risk factors for the 2023 fiscal year. Investors and stakeholders can use this report to assess the company's financial health, strategic direction, and potential future performance.

Risk Assessment

Risk Level: medium — Coeptis Therapeutics Holdings, Inc. shows moderate risk based on this filing. The company's financial statements and risk factors indicate potential challenges in revenue generation and operational execution, common for biotechnology firms in early development stages.

Analyst Insight

Review the detailed financial statements and risk factor disclosures in the 10-K to understand the company's current financial position and future outlook.

Key Numbers

• 2023-12-31 — Fiscal Year End (Reported period)
• 2024-03-26 — Filing Date (Date of submission)
• 001-39669 — SEC File Number (Company's SEC file number)
• 2836 — SIC Code (Standard Industrial Classification for Biological Products)

Key Players & Entities

• Coeptis Therapeutics Holdings, Inc. (company) — Filer name
• Bull Horn Holdings Corp. (company) — Former company name
• 2023-12-31 (date) — Fiscal year end
• 2024-03-26 (date) — Filing date
• 105 Bradford Road, Suite 420, Wexford, PA 15090 (address) — Business and mailing address
• DE (state) — State of incorporation
• 2836 (industry_code) — Standard Industrial Classification
• 001-39669 (sec_file_number) — SEC file number

FAQ

Risk Factors

• Financial Condition [high — financial]: The company's financial condition, including its ability to fund operations and future development, is a significant risk factor.
• Development Stage Risks [high — operational]: As a biotechnology company, Coeptis faces inherent risks associated with drug development, clinical trials, and regulatory approvals.
• Market Acceptance [medium — market]: The success of the company's products depends on market acceptance and competition within the biotechnology sector.

Key Dates

• 2023-12-31: Fiscal Year End — End of the reporting period for the 10-K.
• 2024-03-26: 10-K Filing Date — Date the annual report was officially filed with the SEC.

Key Financial Figures

• $0.0001 — ch Registered Common Stock, par value $0.0001 per share COEP Nasdaq Capital Marke
• $11.50 — e-half of one share of Common Stock for $11.50 per whole share COEPW Nasdaq Capita
• $1.55 — ter, based on the closing sale price of $1.55 reported on the Nasdaq Capital Market w
• $570,000 — ed above, we paid Deverra approximately $570,000 in cash, issued to Deverra 4,000,000 sh
• $16.27 billion — ma market size in these 8 countries was $16.27 billion in 2019 and is expected to increase mod
• $750,000 — 2021, we made initial payments totaling $750,000 under the CD38 Agreements, to acquire t
• $3,250,000 — to Vy-Gen promissory notes aggregating $3,250,000 with maturity dates of December 31, 202
• $1,000,000 — er 31, 2021, and made a cash payment of $1,000,000, upon which cash payment we exercised t
• $75,000 — h a non-refundable fee in the amount of $75,000 for the exclusive patent rights to the
• $15,000 — annual maintenance fees ranging between $15,000 and $25,000, as well as developmental m
• $25,000 — enance fees ranging between $15,000 and $25,000, as well as developmental milestone pay

Filing Documents

• coeptis_i10k-123123.htm (10-K) — 1492KB
• coeptis_ex2101.htm (EX-21.1) — 2KB
• coeptis_ex3101.htm (EX-31.1) — 13KB
• coeptis_ex3102.htm (EX-31.2) — 13KB
• coeptis_ex3201.htm (EX-32.1) — 5KB
• coeptis_ex3202.htm (EX-32.2) — 5KB
• image_007.jpg (GRAPHIC) — 2KB
• image_008.jpg (GRAPHIC) — 2KB
• image_009.jpg (GRAPHIC) — 1KB
• image_010.jpg (GRAPHIC) — 1KB
• image_011.jpg (GRAPHIC) — 1KB
• image_012.jpg (GRAPHIC) — 11KB
• 0001683168-24-001685.txt (&nbsp;) — 6780KB
• coep-20231231.xsd (EX-101.SCH) — 50KB
• coep-20231231_cal.xml (EX-101.CAL) — 55KB
• coep-20231231_def.xml (EX-101.DEF) — 214KB
• coep-20231231_lab.xml (EX-101.LAB) — 398KB
• coep-20231231_pre.xml (EX-101.PRE) — 323KB
• coeptis_i10k-123123_htm.xml (XML) — 843KB

Risk Factors

Risk Factors 9 1B. Unresolved Staff Comments 24 1C. Cybersecurity 24 2.

Legal Proceedings

Legal Proceedings 2 4 4. Mine Safety Disclosures 24 Part II 5. Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities 25 6.

Selected Financial Data

Selected Financial Data 32 7.

Management's Discussion and Analysis of Financial Condition and Results of Operations

Management's Discussion and Analysis of Financial Condition and Results of Operations 32 7A.

Quantitative and Qualitative Disclosures About Market Risk

Quantitative and Qualitative Disclosures About Market Risk 37 8.

Financial Statements and Supplementary Data

Financial Statements and Supplementary Data 37 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure 38 9A.

Controls and Procedures

Controls and Procedures 3 8 9B. Other Information 39 Part III 10. Directors, Executive Officers and Corporate Governance 40 11.

Executive Compensation

Executive Compensation 47 12.

Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters

Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters 50 13. Certain Relationships and Related Transactions, and Director Independence 51 14. Principal Accountant Fees and Services 55 Part IV 15. Exhibits and Financial Statement Schedules 56 16. Form 10-K Summary 56 17. Exhibit Index 5 7 18.

Signatures

Signatures 5 9 i PRESENTATION OF FINANCIAL AND OTHER INFORMATION On October 28, 2022, Coeptis Therapeutics Holdings, Inc. ("Coeptis", we'', us'' or the "Company"), formerly Bull Horn Holdings Corp., acquired Coeptis Therapeutics, Inc. ("Coeptis Sub") in an all-stock transaction. The acquisition of Coeptis Sub was accomplished through a reverse merger of our wholly owned subsidiary BH Merger Sub, Inc. with and into Coeptis Sub, with Coeptis Sub determined to be the accounting acquirer of us (the "Merger"). As such, the historical financial statements of the registrant for periods prior to October 28, 2022, are those of Coeptis Sub and, in connection with the acquisition, Coeptis Sub's equity was exchanged for shares of our common stock. The acquisition of Coeptis Sub was treated as a "reverse merger." Unless otherwise of the acquisition of Coeptis Sub is that of Coeptis Sub and, following consummation of the acquisition of Coeptis Sub, reflects business information of us and Coeptis Sub on a consolidated basis. This report includes our audited consolidated financial year ended December 31, 2022. CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS This Annual Report on Form 10-K contains forward-looking covered by the safe harbor provisions for forward-looking statements contained in Section 27A of the Securities Act of 1933, as amended (the "Securities Act") and Section 21E of the Securities Exchange Act of 1934, as amended (the "Exchange Act"). All statements other than statements of historical facts contained in this Annual Report on Form 10-K a

BUSINESS

ITEM 1. BUSINESS As discussed elsewhere in this Annual Report on Form 10-K, pursuant to the Merger, we acquired our primary operating subsidiary Coeptis Therapeutics, Inc. Since prior to the Merger the Company was a shell company, the business description below is a description of the Company's business based on our subsidiaries' operations. Company History General . We were originally incorporated in the British Virgin Islands on November 27, 2018, under the name Bull Horn Holdings Corp. On October 27, 2022, Bull Horn Holdings Corp. domesticated from the British Virgin Islands to the State of Delaware. On October 28, 2022, in connection with the closing of the Merger, we changed our corporate name from Bull Horn Holdings Corp. to "Coeptis Therapeutics Holdings, Inc." The Merger Transaction . On October 28, 2022, a wholly owned subsidiary of Bull Horn Holdings Corp., merged with and into Coeptis Therapeutics, Inc., with Coeptis Therapeutics, Inc. as the surviving corporation of the Merger. As a result of the Merger, we acquired the business of Coeptis Therapeutics, Inc., which we now continue to operate as our wholly owned subsidiary. About the Company's Subsidiaries . We are now a holding company that currently operates through our direct and indirect wholly owned subsidiaries Coeptis Therapeutics, Inc., Coeptis Pharmaceuticals, Inc. and Coeptis Pharmaceuticals, LLC. Our current business model is designed around furthering the development of our current product portfolio. We are continually exploring partnership opportunities with companies that have novel therapies in various stages of development or companies with technologies that improve the way that drugs are delivered to patients. We seek the best strategic relationships, which relationships could include in-license agreements, out-license agreements, co-development arrangements and other strategic partnerships in new and exciting therapeutic areas such as oncology, respiratory viral infections, and

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View this 10-K filing on SEC EDGAR