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Share Name | Share Symbol | Market | Type |
---|---|---|---|
Nemaura Medical Inc | NASDAQ:NMRD | NASDAQ | Common Stock |
Price Change | % Change | Share Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|---|---|
0.00 | 0.00% | 0.1053 | 0.11 | 0.13 | 0 | 01:00:00 |
Nemaura Medical Inc.
|
(Exact name of small business issuer as specified in its charter)
|
NEVADA
|
46-5027260
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|||
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(State or other jurisdiction of incorporation or organization)
|
|
(I.R.S. Tax. I.D. No.)
|
|
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||||
Advanced Technology Innovation Centre,
Loughborough University Science and Enterprise Parks,
5 Oakwood Drive,
Loughborough, Leicestershire
LE11 3QF
United Kingdom
|
||||
(Address of Principal Executive Offices)
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||||
|
||||
+ 00 44 1509 222912
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||||
(Registrant’s Telephone Number, Including Area Code)
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Large accelerated filer
☐
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Accelerated filer
☑
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Non-accelerated filer
☐
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Smaller reporting company
☐
Emerging growth company ☑ |
Page
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PART I: FINANCIAL INFORMATION
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3
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||
ITEM 1
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|
INTERIM FINANCIAL STATEMENTS
|
3
|
|
|
Condensed Consolidated Balance Sheets as of December 31, 2018 (unaudited) and March 31, 2018
|
3
|
|
|
Condensed
Consolidated Statements of Comprehensive Loss for the Three and Nine Months Ended December 31, 2018 and 2017 (unaudited)
|
4
|
|
|
Condensed
Consolidated Statements of Cash Flows for the Nine Months Ended December 31, 2018 and 2017 (unaudited)
|
5
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|
|
Notes to Condensed Consolidated Financial Statements (unaudited)
|
6
|
ITEM 2
|
|
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
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16
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ITEM 3
|
|
QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
|
20
|
ITEM 4
|
|
CONTROLS AND PROCEDURES
|
20
|
PART II: OTHER INFORMATION
|
23
|
||
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
|
23
|
ITEM 4
|
|
MINE SAFETY DISCLOSURES
|
23
|
ITEM 5
|
|
OTHER INFORMATION
|
23
|
ITEM 6
|
|
EXHIBITS
|
23
|
SIGNATURES
|
24
|
NEMAURA MEDICAL INC.
|
Condensed Consolidated Balance Sheets
|
As of December 31,
2018
($)
|
As of March 31,
2018
($)
|
|||||||
(Unaudited)
|
||||||||
ASSETS
|
||||||||
Current Assets:
|
||||||||
Cash
|
5,040,661
|
822,335
|
||||||
Fixed rate cash account
|
-
|
4,911,551
|
||||||
Prepaid expenses and other receivables
|
440,827
|
187,139
|
||||||
Accrued interest receivable
|
-
|
77,508
|
||||||
Total current assets
|
5,481,488
|
5,998,533
|
||||||
Other Assets:
|
||||||||
Property and equipment, net
|
43,190
|
5,770
|
||||||
Intangible assets, net of accumulated amortization
|
223,768
|
251,099
|
||||||
266,958
|
256,869
|
|||||||
Total assets
|
5,748,446
|
6,255,402
|
||||||
LIABILITIES AND STOCKHOLDERS’ EQUITY
|
||||||||
Current Liabilities:
|
||||||||
Accounts payable
|
205,521
|
49,912
|
||||||
Liability due to related party
|
918,794
|
613,818
|
||||||
Other liabilities and accrued expenses
|
188,009
|
77,414
|
||||||
Deferred revenue
|
98,559
|
70,165
|
||||||
Total current liabilities
|
1,410,883
|
811,309
|
||||||
Deferred revenue
|
1,181,132
|
1,333,128
|
||||||
Total liabilities
|
2,592,015
|
2,144,437
|
||||||
Commitments and contingencies:
|
||||||||
Stockholders’ Equity:
|
||||||||
Series A convertible preferred stock, $0.001 par value, 200,000 shares authorized; zero and 137,324 outstanding at December 31, 2018 and March 31, 2018, respectively.
|
-
|
137
|
||||||
Common stock, $0.001 par value,
|
||||||||
420,000,000 shares authorized; 207,274,559 and 67,676,000
|
||||||||
shares issued and outstanding at December 31, 2018 and March 31, 2018, respectively.
|
207,275
|
67,676
|
||||||
Additional paid-in capital
|
15,102,898
|
13,056,859
|
||||||
Accumulated deficit
|
(11,801,399
|
)
|
(8,973,082
|
)
|
||||
Accumulated other comprehensive loss
|
(352,343
|
)
|
(40,625
|
)
|
||||
Total stockholders’ equity
|
3,156,431
|
4,110,965
|
||||||
Total liabilities and stockholders’ equity
|
5,748,446
|
6,255,402
|
NEMAURA MEDICAL INC.
|
Condensed Consolidated Statements of Comprehensive Loss
|
(Unaudited)
|
Three Months Ended December 31,
|
Nine Months Ended December 31,
|
|||||||||||||||
2018
($)
|
2017
($)
|
2018
($)
|
2017
($)
|
|||||||||||||
Revenue:
|
-
|
-
|
-
|
-
|
||||||||||||
Total revenue
|
-
|
-
|
-
|
-
|
||||||||||||
Operating Expenses:
|
||||||||||||||||
Research and development
|
443,380
|
355,300
|
1,495,201
|
713,585
|
||||||||||||
General and administrative
|
489,545
|
121,053
|
1,357,044
|
627,605
|
||||||||||||
Total operating expenses
|
932,925
|
476,353
|
2,852,245
|
1,341,190
|
||||||||||||
Loss from operations
|
(932,925
|
)
|
(476,353
|
)
|
(2,852,245
|
)
|
(1,341,190
|
)
|
||||||||
Interest income
|
7,036
|
9,988
|
23,927
|
74,006
|
||||||||||||
Net loss
|
(925,889
|
)
|
(466,365
|
)
|
(2,828,318
|
)
|
(1,267,184
|
)
|
||||||||
Other comprehensive income (loss):
|
||||||||||||||||
Foreign currency translation adjustment
|
(38,626
|
)
|
36,641
|
(311,718
|
)
|
398,705
|
||||||||||
Comprehensive loss
|
(964,515
|
)
|
(429,724
|
)
|
(3,140,036
|
)
|
(868,479
|
)
|
||||||||
Loss per share
|
||||||||||||||||
Basic and diluted
|
*
|
*
|
(0.02
|
)
|
*
|
|||||||||||
Weighted average number of shares outstanding
|
205,407,088
|
121,411,478
|
172,179,520
|
177,035,840
|
NEMAURA MEDICAL INC.
|
Condensed Consolidated Statements of Cash Flows
|
(Unaudited)
|
Nine Months Ended
December 31, |
||||||||
2018
($)
|
2017
($)
|
|||||||
Cash Flows From Operating Activities:
|
||||||||
Net Loss
|
(2,828,318
|
)
|
(1,267,184
|
)
|
||||
Adjustments to reconcile net loss to net cash used in operating activities:
|
||||||||
Depreciation and amortization
|
21,924
|
22,467
|
||||||
Stock-based compensation
|
183,667
|
-
|
||||||
Changes in assets and liabilities:
|
||||||||
Prepaid expenses and other receivables
|
(236,976
|
)
|
(63,405
|
)
|
||||
Accounts payable
|
155,286
|
(15,355
|
)
|
|||||
Liability due to related party
|
359,842
|
77,654
|
||||||
Other liabilities and accrued expenses
|
(44,318
|
)
|
43,223
|
|||||
Accrued interest receivable
|
70,527
|
(58,504
|
)
|
|||||
Net cash used in operating activities
|
(2,318,366
|
)
|
(1,261,104
|
)
|
||||
Cash Flows from Investing Activities:
|
||||||||
Capitalized patent costs
|
(13,844
|
)
|
(29,732
|
)
|
||||
Purchase of property and equipment
|
(43,216
|
)
|
-
|
|||||
Fixed rate savings account
|
4,469,150
|
1,955,489
|
||||||
Net cash provided by investing activities
|
4,412,090
|
1,925,757
|
||||||
Cash Flows from Financing
|
||||||||
Cash costs incurred in relation to ATM financing
|
(121,880
|
)
|
-
|
|||||
Cash costs incurred in relation to public offering
|
(217,922
|
)
|
-
|
|||||
Gross proceeds from issuance of common stock in relation to ATM financing
|
455,105
|
-
|
||||||
Gross proceeds from public offering
|
2,019,743
|
-
|
||||||
Gross proceeds from warrant exercise/unit option purchase
|
600
|
-
|
||||||
Net cash provided by financing activities
|
2,135,646
|
-
|
||||||
Net increase in cash
|
4,229,370
|
664,653
|
||||||
Effect of exchange rate changes on cash
|
(11,044
|
)
|
88,604
|
|||||
Cash at beginning of period
|
822,335
|
911,359
|
||||||
Cash at end of period
|
5,040,661
|
1,664,616
|
||||||
Supplemental disclosure of non-cash financing activities:
|
||||||||
Conversion of Series A preferred stock to common stock
|
137,324
|
-
|
||||||
Accrual of costs incurred in connection with the issuance of equity
|
149,644
|
-
|
Nine Months Ended December 31
,
2018
(unaudited)
|
Nine Months Ended December 31
,
2017
(unaudited)
|
Three Months Ended December 31
,
2018
(unaudited)
|
Three Months Ended December 31
,
2017
(unaudited)
|
Twelve Months Ended March 31,
2018
|
||||||||||||||||
Period end GBP : US$ exchange rate
|
1.277
|
1.351
|
1.277
|
1.351
|
1.403
|
|||||||||||||||
Average period/yearly GBP : US$ exchange rate
|
1.308
|
1.300
|
1.277
|
1.343
|
1.331
|
Three Months Ended
December 31, 2018
(unaudited)
($)
|
Three Months Ended
December 31, 2017
(unaudited)
($)
|
Nine Months Ended
December 31, 2018
(unaudited)
($)
|
Nine Months Ended
December 31, 2017
(unaudited)
($)
|
Year Ended
March 31, 2018
($)
|
||||||||||||||||
Balance due from (to) Pharma and NDM at beginning of period
|
(642,513
|
)
|
(507,376
|
)
|
(613,818
|
)
|
(687,609
|
)
|
(687,609
|
)
|
||||||||||
Amounts invoiced by Pharma to DDL, NM and TCL (1)
|
(389,329
|
)
|
(314,706
|
)
|
(1,539,114
|
)
|
(554,464
|
)
|
(842,739
|
)
|
||||||||||
Amounts repaid by DDL to Pharma
|
92,025
|
-
|
1,130,755
|
440,266
|
1,096,767
|
|||||||||||||||
Amounts paid by DDL on behalf of Pharma
|
-
|
-
|
-
|
19,889
|
19,889
|
|||||||||||||||
Amounts received from Pharma
|
-
|
-
|
-
|
-
|
(145,214
|
)
|
||||||||||||||
Foreign exchange differences
|
21,023
|
(4,228
|
)
|
103,383
|
(44,392
|
)
|
(54,912
|
)
|
||||||||||||
Balance due to Pharma and NDM at end of the period
|
(918,794
|
)
|
(826,310
|
)
|
(918,794
|
)
|
(826,310
|
)
|
(613,818
|
)
|
(1) |
These amounts are included primarily in research and development expenses charged to the Company by Pharma.
|
– |
Establish commercial manufacturing operations for commercial supply of the sugarBEAT device and patches.
|
– |
Obtain CE approval of the body worn miniaturised device with Bluetooth connectivity.
|
– |
Continue clinical and human factor studies to support a US FDA submission.
|
- |
Deferred offering costs and cutoff for accrued expenses were not properly accounted for.
|
- |
Stock based compensation was not properly accounted for.
|
- |
Preparation of condensed consolidated financial statements.
|
- |
Since the September quarter end the Company has enhanced the quarterly reporting process by taking the following actions:
|
o |
External advice from a specialized third-party provider has been sought to provide technical guidance on accounting for December 2018 Public offering and related costs.
|
o |
Additional training for accounting personnel on the proper accounting and reporting for stock-based compensation and complex equity transactions.
|
o |
The month end process has been enhanced and additional controls such as full balance sheet reconciliations have been implemented.
|
o |
In addition, the increased size of the finance team has enabled and increased level of segregation of duties and enhanced opportunity for review.
|
Exhibit No.
|
Document Description
|
101
|
Interactive Data Files (1)
|
|
NEMAURA MEDICAL INC.
|
|
|
Dated: February 11, 2019
|
/s/ Dewan F.H. Chowdhury
|
Dewan F.H. Chowdhury
|
|
Chief Executive Officer (Principal Executive Officer)
|
|
Dated: February 11, 2019
|
/s/ Dewan F.H. Chowdhury
|
Dewan F.H. Chowdhury
|
|
Interim Chief Financial Officer (Principal Financial and Accounting Officer)
|
Exhibit No.
|
Document Description
|
31.1
|
Certification of the Principal Executive Officer pursuant to Rule 13A-14(A)/15D-14(A) of the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
|
31.2
|
Certification of the Principal Financial and Accounting Officer pursuant to Rule 13A-14(A)/15D-14(A) of the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
|
32.1
|
Certification of the Principal Executive Officer pursuant to Rule 13A-14(A)/15D-14(A) of the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
|
32.2
|
Certification of the Principal Financial and Accounting Officer pursuant to Rule 13A-14(A)/15D-14(A) of the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
|
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