RenovarO Inc. Files Amended 10-Q

TL;DR

RenovarO (formerly Enochian) filed an updated 10-Q for Q3 2024. Check financials.

AI Summary

RenovarO Inc. filed an amended 10-Q for the period ending March 31, 2024, on August 20, 2024. The filing details financial information for the company, previously known as Enochian Biosciences Inc. and Renovaro Biosciences Inc., with its last name change on August 7, 2023.

Why It Matters

This amended filing provides updated financial and operational information for investors and stakeholders, reflecting the company's current status and historical changes.

Risk Assessment

Risk Level: medium — Amended filings can indicate a need for clarification or correction of previously submitted information, potentially signaling underlying issues.

Key Numbers

• 0630 — Fiscal Year End (Indicates the end of the company's fiscal year.)
• 20240331 — Period End Date (The end date for the financial reporting period covered by the 10-Q.)
• 20240820 — Filing Date (The date the amended 10-Q was filed with the SEC.)

Key Players & Entities

• RENOVARO INC. (company) — Filer
• Enochian Biosciences Inc. (company) — Former Company Name
• Renovaro Biosciences Inc. (company) — Former Company Name
• 0001731122-24-001290 (filing_id) — Accession Number
• 20240820 (date) — Filing Date
• 20240331 (date) — Period of Report

FAQ

Key Financial Figures

• $0.0001 — ch Registered Common Stock, par value $0.0001 per share RENB The Nasdaq Stock Mar
• $1.2 million — Shares issued in lieu of interest on $1.2 million notes payable extension — — 198,439

Filing Documents

• e5858_10qa.htm (10-Q/A) — 1471KB
• e5858_ex31-1.htm (EX-31.1) — 8KB
• e5858_ex31-2.htm (EX-31.2) — 8KB
• e5858_ex32-1.htm (EX-32.1) — 5KB
• e5858_ex32-2.htm (EX-32.2) — 5KB
• 0001731122-24-001290.txt ( ) — 7776KB
• renb-20240331.xsd (EX-101.SCH) — 64KB
• renb-20240331_cal.xml (EX-101.CAL) — 52KB
• renb-20240331_def.xml (EX-101.DEF) — 272KB
• renb-20240331_lab.xml (EX-101.LAB) — 465KB
• renb-20240331_pre.xml (EX-101.PRE) — 415KB
• e5858_10qa_htm.xml (XML) — 1157KB

– FINANCIAL INFORMATION

PART I – FINANCIAL INFORMATION: 1 Item 1. Restated Financial Statements (Unaudited): 1 Restated Condensed Consolidated Balance Sheets as of March 31, 2024 (Unaudited) and June 30, 2023 2 Restated Condensed Consolidated Statements of Operations for the Three and Nine Months Ended March 31, 2024, and 2023 (Unaudited) 3 Restated Condensed Consolidated Statements of Comprehensive Loss for the Three and Nine Months Ended March 31, 2024, and 2023 (Unaudited) 4 Condensed Consolidated Statements of Stockholders' Equity for the Nine Months Ended March 31, 2024, and 2023 (Unaudited) 5 Condensed Consolidated Statements of Cash Flows for the Nine Months Ended March 31, 2024, and 2023 (Unaudited) 7 Notes to the Condensed Consolidated Financial Statements (Unaudited) 8 Item 2.

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

Management's Discussion and Analysis of Financial Condition and Results of Operations 36 Item 3.

Quantitative and Qualitative Disclosures About Market Risk

Quantitative and Qualitative Disclosures About Market Risk 45 Item 4.

Controls and Procedures

Controls and Procedures 45

– OTHER INFORMATION

PART II – OTHER INFORMATION: 46 Item 1.

Legal Proceedings

Legal Proceedings 46 Item 1A.

Risk Factors

Risk Factors 48 Item 2. Unregistered Sales of Equity Securities and Use of Proceeds 63 Item 3. Defaults Upon Senior Securities 64 Item 4. Mine Safety Disclosures 64 Item 5. Other Information 64 Item 6. Exhibits 65

– FINANCIAL INFORMATION

PART I – FINANCIAL INFORMATION

Restated Financial

Item 1. Restated Financial During the preparation of the Company's response to an SEC comment letter dated July 12, 2024, the Company's management identified an error in the March 31, 2024 financial statements resulting from an error in the method used to measure the impairment charge associated with the termination of a license agreement with Weird Science, LLC. The error resulted in, among other things, an overstatement of the Company's assets and an understatement of the Company's net loss and net loss per share for the three and nine months ended March 31, 2024. Refer to "Note 2 - Restatement of Previously Issued Financial Statements" for additional information. The accompanying restated financial with the instructions for Form 10-Q. Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. In the opinion of management, the restated financial statements contain all material adjustments, consisting only of normal recurring adjustments necessary to present fairly the financial condition, results of operations, and cash flows of the Company for the interim periods presented. The results for the period ended March 31, 2024, are not necessarily indicative of the results of operations for the full year. These restated financial statements and related footnotes should be read in conjunction with the financial statements and footnotes thereto included in the Company's Form 10-K for the fiscal year ended June 30, 2023, filed with the Securities and Exchange Commission on October 2, 2023. 1 RENOVARO INC. AND SUBSIDIARIES CONDENSED CONSOLIDATED BALANCE SHEETS March 31, June 30, 2024 2023 (Unaudited) ASSETS (As restated) CURRENT ASSETS: Cash $ 312,697 $ 1,874,480 Prepaids and other assets

financial statements

financial statements. 2 RENOVARO INC. AND SUBSIDIARIES CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED) For the Three Months Ended For the Nine Months Ended March 31, March 31, 2024 2023 2024 2023 (As restated) (As restated) Operating Expenses General and administrative $ 7,652,379 $ 3,796,057 $ 19,558,981 $ 12,365,960 Research and development 1,087,156 239,137 2,274,321 3,170,471 Intangible asset impairment (Note 6) 42,611,000 — 42,611,000 — Depreciation and amortization 30,305 28,242 90,727 85,487 Total Operating Expenses 51,380,840 4,063,436 64,535,029 15,621,918 LOSS FROM OPERATIONS ( 51,380,840 ) ( 4,063,436 ) ( 64,535,029 ) ( 15,621,918 ) Other Income (Expense) Change in fair value of contingent consideration (Note 4) 486,500 — 486,500 — Loss on extinguishment of debt — — ( 120,018 ) — Loss on extinguishment of contingent consideration liability — — — ( 419,182 ) Interest expense ( 303,802 ) ( 122,289 ) ( 758,057 ) ( 310,766 ) Interest and other income (expense) ( 16,272 ) ( 142,571 ) 8,041 ( 133,938 ) Total Other Income (Expense) 166,426 ( 264,860 ) ( 383,534 ) ( 863,886 ) NET LOSS $ ( 51,214,414 ) $ ( 4,328,296 ) $ ( 64,918,563 ) $ ( 16,485,804 ) BASIC AND DILUTED NET LOSS PER SHARE $ ( 0.48 ) $ ( 0.08 ) $ ( 0.82 ) $ ( 0.30 ) WEIGHTED AVERAGE NUMBER OF SHARES OF COMMON STOCK OUTSTANDING - BASIC AND DILUTED 107,480,475 55,974,605 79,168,663 55,524,511 See accompanying notes to the unaudited condensed consolidated

financial statements

financial statements. 3 RENOVARO INC. AND SUBSIDIARIES CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS (UNAUDITED) For the Three Months Ended For the Nine Months Ended March 31, March 31, 2024 2023 2024 2023 (As restated) (As restated) Net Loss $ ( 51,214,414 ) $ ( 4,328,296 ) $ ( 64,918,563 ) $ ( 16,485,804 ) Other Comprehensive Income (Loss) Foreign currency translation, net of taxes 1,061,201 ( 2,110 ) 1,063,852 ( 1,949 ) Comprehensive Loss $ ( 50,153,213 ) $ ( 4,330,406 ) $ ( 63,854,711 ) $ ( 16,487,753 ) See accompanying notes to the unaudited condensed consolidated

financial statements

financial statements. 4 RENOVARO INC. AND SUBSIDIARIES CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (UNAUDITED) # of Series A Preferred Shares Series A Preferred Shares Amount # of common Shares Common Shares Additional Paid-In Capital Accumulated Deficit Accumulated Other Comprehensive Income Total June 30, 2023 — — 63,698,144 $ 6,371 $ 290,554,875 $ ( 244,029,253 ) $ ( 29,882 ) $ 46,502,111 Issuance of preferred stock and warrants in private placement 280,505 28 — — 1,999,972 — — 2,000,000 Issuance of preferred stock and warrants for conversion of Note Payable 280,505 28 — — 1,999,973 — — 2,000,001 Restricted shares issued for services rendered — — 2,000,000 200 4,469,800 — — 4,470,000 Stock-based compensation — — — — 983,829 — — 983,829 Net loss — — — — — ( 9,175,028 ) — ( 9,175,028 ) Foreign currency translation adjustment — — — — — — ( 34,601 ) ( 34,601 ) September 30, 2023 561,010 56 65,698,144 6,571 300,008,449 ( 253,204,281 ) ( 64,483 ) 46,746,312 Stock issued pursuant to warrants exercised — — 525,945 53 341,812 — — 341,865 Restricted shares issued for advisory services — — 1,000,000 100 ( 100 ) — — — Stock-based compensation — — — — 999,228 — — 999,228 Net loss — — — — — ( 4,529,121 ) — ( 4,529,121 ) Foreign currency translation adjustment — — — — — — 37,252 37,252 December 31, 2023 561,010 56 67,224,089 6,724 301,349,389 ( 257,733,402 ) ( 27,231 ) 43,595,536 Non-cash exercise of warrants — — 3,425,399 343 1,999,657 — — 2,000,000 Restricted shares issued for services rendered — — 50,000 5 99,995 — — 100,000 Issuance of common stock under private placement offering — — 344,827 34 999,966 — — 1,000,000 Issuance of common stock pursuant to acquisition of GEDi Cube (Note 12) — — 70,834,183 7,083 135,994,548 — — 136,001,631 Preferred stock converted to co

financial statements

financial statements. 6 RENOVARO INC. AND SUBSIDIARIES CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) For the Nine Months Ended March 31, 2024 2023 CASH FLOWS FROM OPERATING ACTIVITIES: (As restated) Net loss $ ( 64,918,563 ) $ ( 16,485,804 ) ADJUSTMENTS TO RECONCILE NET LOSS TO NET CASH USED IN OPERATING ACTIVITIES: Depreciation and amortization 90,727 85,487 Change in fair value of contingent consideration ( 486,500 ) — Loss on extinguishment of debt 120,018 — Loss on extinguishment of contingent consideration liability — 419,182 Stock based compensation expense 3,844,658 2,922,166 Intangible asset impairment 42,611,000 — Restricted shares for services rendered 4,570,000 — Amortization of discount on notes payable 494,809 223,863 Changes in assets and liabilities: Other receivables — 46 Prepaid expenses/deposits 798,741 689,273 Accounts payable 2,110,232 3,069,487 Accrued expenses 2,194,293 ( 407,433 ) Other current liabilities — ( 18,520 ) Operating leases, net 12,936 ( 10,684 ) NET CASH USED IN OPERATING ACTIVITIES ( 8,557,649 ) ( 9,512,937 ) CASH FLOWS FROM INVESTING ACTIVITIES: Notes receivable prior to acquisition ( 1,225,779 ) — Cash received from acquisition 65,851 — Purchase of property and equipment ( 46,878 ) ( 23,633 ) NET CASH USED IN INVESTING ACTIVITIES ( 1,206,806 ) ( 23,633 ) CASH FLOWS FROM FINANCING ACTIVITIES: Proceeds from issuance of promissory notes 3,645,000 — Repayment of finance agreement ( 646,128 ) ( 840,992 ) Proceeds from private placement 3,000,000 2,483,000 Proceeds from notes payable 1,710,000 — Proceeds from exercise of warrants 341,865 1,625,000 NET CASH PROVIDED BY FINANCING ACTIVITIES 8,050,737 3,267,008 Effect of exchange rates on cash 151,935 45,462 NET CHANGE IN CASH ( 1,561,783 ) ( 6,224,100 ) CASH, BE

financial statements

financial statements. 7 RENOVARO INC. AND SUBSIDIARIES NOTES TO UNAUDITED RESTATED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS NOTE 1 — ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Business

Business – On February 13, 2024, the Company changed its corporate name from Renovaro Biosciences Inc. to Renovaro Inc. ("Renovaro", and together with its subsidiaries, the "Company", "we" or "us"). In August 2023, the Company changed its corporate name from Enochian Biosciences Inc. to Renovaro Biosciences Inc. The Company engages in the research and development of pharmaceutical and biological products for the treatment of cancer, HIV, and HBV with the intent to manufacture said products. On February 13, 2024, Renovaro Inc. acquired Renovaro Cube Intl Ltd and its subsidiaries ("Renovaro Cube"), as a wholly owned subsidiary pursuant to a stock purchase agreement. Basis of Presentation – The Company prepares consolidated financial statements in accordance with accounting principles generally accepted in the United States of America ("U.S. GAAP") and follows the rules and regulations of the U.S. Securities and Exchange Commission ("SEC"). The accompanying financial statements are unaudited. In the opinion of management, all adjustments (which include only normal recurring adjustments) necessary to present fairly the financial position, results of operations and cash flows at March 31, 2024, and 2023 and for the periods then ended have been made. Certain information and footnote disclosures normally included in financial statements prepared in accordance with U.S. GAAP have been condensed or omitted. The accompanying unaudited condensed consolidated financial statements should be read in conjunction with the financial statements and notes thereto included in the Company's June 30, 2023, audited financial statements. The results of operations for the period ended March 31, 2024 are not necessarily indicative of the operating results for the full year. Consolidation – For the three and nine months ended March 31, 2024, and 2023, the condensed consolidated financial statements include the accounts and operations of the Company and its subsidiaries. All material inter

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