U.S.
SECURITIES AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
10-Q
☒ QUARTERLY
REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For
the quarterly period ended November 30, 2015
☐ TRANSITION
REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For
the transition period from
Commission
File No. 333-154989
|
ENTEST
BIOMEDICAL, INC. |
|
|
(Exact name
of small business issuer as specified in its charter) |
|
Nevada |
26-3431263 |
(State
or other jurisdiction of incorporation or organization) |
(I.R.S.
Employer Identification No.) |
|
4700
Spring Street, St 304, La Mesa, California 91942 |
|
|
(Address
of Principal Executive Offices) |
|
|
|
|
|
(619)-702-1404 |
|
|
(Issuer’s
telephone number) |
|
|
|
|
|
|
|
|
None |
|
|
(Former
name, address and fiscal year, if changed since last report) |
|
Check
whether the issuer (1) has filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the preceding
12 months (or for such shorter period that the issuer was required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days. Yes ☒ No ☐
Indicate
by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive
Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the
preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes ☐
No ☒
Indicate
by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller
reporting company. See the definitions of “large accelerated filer,” “accelerated filer,” “non-accelerated
filer,” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.
☐ Large
accelerated filer |
☐ Accelerated
filer |
☐ Non-accelerated
filer |
☒ Smaller
reporting company |
APPLICABLE
ONLY TO CORPORATE ISSUERS:
As
of November 30, 2015 there were 40,170,472 shares of common stock issued and outstanding.
Indicate
by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act):
Yes ☐ No ☒
Transitional
Small Business Disclosure Format (Check One) Yes ☐ No ☒
PART
I - FINANCIAL INFORMATION
Item
1. - Financial Statements
ENTEST BIOMEDICAL, INC. | |
|
|
Consolidated Balance Sheet | |
|
|
| |
As
of | |
As
of |
| |
November
30, 2015 | |
August
31, 2015 |
| |
(unaudited) | |
|
| |
| |
|
ASSETS | |
| |
|
Current Assets | |
| | | |
| | |
Cash | |
| 3,035 | | |
| 2,159 | |
Current
Portion of Prepaid Expenses | |
| 8,000 | | |
| 8,000 | |
Accrued
Rent Receivable | |
| 10,000 | | |
| 10,000 | |
Total Current Assets | |
| 21,035 | | |
| 20,159 | |
| |
| | | |
| | |
Total Assets | |
| 21,035 | | |
| 20,159 | |
| |
| | | |
| | |
LIABILITES AND STOCKHOLDERS'
EQUITY | |
| | | |
| | |
Current Liabilities | |
| | | |
| | |
Accounts
Payable | |
| 105,118 | | |
| 106,425 | |
Notes
Payable | |
| 421,051 | | |
| 413,539 | |
Due
to Other | |
| 8,000 | | |
| 8,000 | |
Accrued
Expenses | |
| 215,635 | | |
| 279,574 | |
| |
| | | |
| | |
Total Current Liabilities | |
| 749,804 | | |
| 807,538 | |
| |
| | | |
| | |
| |
| | | |
| | |
TOTAL LIABILITIES | |
| 749,804 | | |
| 807,538 | |
| |
| | | |
| | |
STOCKHOLDERS' EQUITY | |
| | | |
| | |
Common
Stock, authorized 500,000,000 shares as of August 31, 2015 and November 30, 2015; issued and outstanding 32,170,472
(par value $0.0001) shares and 40,170,472(par value $0.0001) as of August 31, 2015 and November 30, 2015 respectively | |
| 4,011 | | |
| 3,211 | |
Preferred Stock, par value $0.0001;
5,000,000 shares authorized: | |
| | | |
| | |
Series
AA Preferred Stock, 100,000 shares authorized, 667 shares, par value $0.0001, issued and outstanding
at August 31, 2015 and as of November 30, 2015 | |
| 0 | | |
| 0 | |
Series
B Preferred 4,400,000 shares authorized, 28,009 (par value $0.0001) issued and outstanding as of August 31, 2015 and
November 30, 2015 respectively | |
| 3 | | |
| 3 | |
Series
AAA Preferred, 300,000 shares authorized, $0.0001 par value 533 shares outstanding as of August 31, 2015 and as of November
30, 2015 | |
| 0 | | |
| 0 | |
NonVoting
Convertible Preferred ($1 par value) 200,000 shares authorized, 0 and 0 issued and outstanding as of
August 31, 2015 and November 30, 2015, respectively | |
| 0 | | |
| 0 | |
Additional Paid in
Capital | |
| 6,055,654 | | |
| 5,833,654 | |
Contributed Capital | |
| 274,162 | | |
| 274,162 | |
Accumulated Deficit | |
| (7,062,599 | ) | |
| (6,898,409 | ) |
| |
| | | |
| | |
Total Stockholders'
Equity | |
| (728,769 | ) | |
| (787,379 | ) |
| |
| | | |
| | |
TOTAL LIABILITIES &
STOCKHOLDERS' EQUITY | |
| 21,035 | | |
| 20,159 | |
| |
| | | |
| | |
The
accompanying Notes are an integral part of these Financial Statements |
| |
| | | |
| | |
All
stock amounts have been retroactively adjusted to reflect a 1 for 150 reverse stock split of all issued series of stock with
the exception of the Corporation’s authorized Non Voting Convertible Preferred Stock effective as of . July 27, 2015. |
ENTEST BIOMEDICAL
INC. | |
| | | |
| | |
Consolidated Statement
of Operations (Unaudited) | |
| | | |
| | |
| |
| Quarter
Ended November 30, 2015 | | |
| Quarter
Ended November 30, 2014 | |
| |
| | | |
| | |
| |
| | | |
| | |
TOTAL REVENUE | |
| 0 | | |
| 0 | |
| |
| | | |
| | |
| |
| | | |
| | |
COSTS AND EXPENSES | |
| | | |
| | |
Research
and Development | |
| 92,500 | | |
| 0 | |
Rent
Costs | |
| 10,113 | | |
| 9,723 | |
General
and Administrative | |
| 56,499 | | |
| 56,529 | |
Consultant's
Expenses | |
| 13,505 | | |
| 6,250 | |
Total
Costs and Expenses | |
| 172,617 | | |
| 72,502 | |
| |
| | | |
| | |
OPERATING LOSS | |
| (172,617 | ) | |
| (72,502 | ) |
| |
| | | |
| | |
OTHER INCOME AND EXPENSE | |
| | | |
| | |
Rental
income | |
| 15,000 | | |
| 8,500 | |
Loss
on issuance of stock below fair value | |
| 0 | | |
| (20,000 | ) |
Interest
Expense | |
| (6,573 | ) | |
| (6,763 | ) |
TOTAL OTHER INCOME
AND EXPENSE | |
| 8,427 | | |
| (18,263 | ) |
| |
| | | |
| | |
LOSS BEFORE INCOME
TAXES | |
| (164,190 | ) | |
| (90,765 | ) |
income
Taxes | |
| | | |
| | |
| |
| | | |
| | |
NET LOSS | |
| | | |
| | |
| |
| | | |
| | |
NET LOSS from continuing Operations | |
| (164,190 | ) | |
| (90,765 | ) |
| |
| | | |
| | |
| |
| | | |
| | |
| |
| | | |
| | |
NET LOSS available
to common shareholders | |
| (164,190 | ) | |
| (90,765 | ) |
| |
| | | |
| | |
BASIC AND DILUTED EARNINGS
(LOSS) PER SHARE FROM CONTINUING OPERATIONS | |
| (0.00 | ) | |
| (0.01 | ) |
| |
| | | |
| | |
WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING | |
| 37,770,472 | | |
| 15,281,583 | |
| |
| | | |
| | |
The
accompanying Notes are an integral part of these Financial Statements |
| |
| | | |
| | |
All
stock amounts have been retroactively adjusted to reflect a 1 for 150 reverse stock split of all issued series of stock with
the exception of the Corporation’s authorized Non Voting Convertible Preferred Stock effective as of . July 27, 2015. |
ENTEST BIOMEDICAL,
INC. | |
| | | |
| | |
Consolidated Statement
of Cash Flows (Unaudited) | |
| | | |
| | |
| |
| | | |
| | |
| |
| Quarter
Ended | | |
| Quarter
Ended | |
| |
| November
30, 2015 | | |
| November
30, 2014 | |
| |
| | | |
| | |
| |
| | | |
| | |
OPERATING ACTIVITIES | |
| | | |
| | |
Net (loss) | |
| (164,190 | ) | |
| (90,765 | ) |
Adjustments to
reconcile net loss to net cash used by operating activities: | |
| | | |
| | |
Changes
in Operating Assets and Liabilities: | |
| | | |
| | |
Increase
(Decrease) in Accounts Payable | |
| (1,307 | ) | |
| (10,431 | ) |
Increase
(Decrease) in Accrued Expenses | |
| (63,939 | ) | |
| 34,263 | |
Increase
(Decrease) in Additional paid in Capital | |
| 30,800 | | |
| 30,800 | |
Increase
(Decrease) in Common Stock issued for expenses | |
| 192,000 | | |
| 0 | |
Net
Cash Provided Used in Operating Activities | |
| (6,636 | ) | |
| (36,133 | ) |
| |
| | | |
| | |
| |
| | | |
| | |
FINANCING ACTIVITIES | |
| | | |
| | |
Increase
(Decrease) in loss on issuance of stock for less than fair value | |
| 0 | | |
| 20,000 | |
Increase
(Decrease) in Notes Payable | |
| 7,512 | | |
| 17,250 | |
Net
Cash Provided by Financing Activities | |
| 7,512 | | |
| 37,250 | |
Net
(Decrease) Increase in Cash | |
| 876 | | |
| 1,117 | |
| |
| | | |
| | |
Cash at Beginning of
Period | |
| 2,159 | | |
| 734 | |
| |
| | | |
| | |
| |
| | | |
| | |
Cash at End of Period | |
| 3,035 | | |
| 1,851 | |
| |
| | | |
| | |
Supplemental Disclosure
of Noncash investing and financing activities: | |
| | | |
| | |
| |
| | | |
| | |
Stock issued in payment
of Debt | |
$ | 0 | | |
$ | 20,000 | |
| |
| | | |
| | |
The
accompanying Notes are an integral part of these Financial Statements |
Entest
BioMedical, Inc.
Notes
to Unaudited Condensed Consolidated Financial Statements
As
of November 30, 2015
The
accompanying unaudited interim condensed consolidated financial statements of Entest Biomedical, Inc. (“Entest” or
“the Company”) have been prepared in accordance with accounting principles generally accepted in the United States
of America and the rules of the United States Securities and Exchange Commission (“SEC”), and should be read in conjunction
with the audited financial statements and notes thereto contained in the Company’s annual report filed with the SEC on Form
10-K for the year ended August 31, 2015. In general, interim disclosures do not repeat those contained in the annual statements.
In the opinion of management, all adjustments consisting of normal recurring adjustments necessary for a fair presentation of
financial position and the results of operations for the interim periods presented have been reflected herein. The results of
operations for interim periods are not necessarily indicative of the results to be expected for the full year.
NOTE
1. ORGANIZATION AND DESCRIPTION OF BUSINESS
Entest
Biomedical, Inc ( The “Company”) was incorporated in the State of Nevada on September 24, 2008 as JB Clothing Corporation.
Until July 10, 2009, the Company’s principal business objective was the offering of active/leisure fashion design
clothing.
On
July 10, 2009 the Company abandoned its efforts in the field of active/leisure fashion design clothing when it acquired 100% of
the share capital of Entest BioMedical, Inc., a California corporation, (“Entest CA”).
On
June 18, 2015 the Company formed Zander Therapeutics, Inc. (“Zander”) , a Nevada corporation and a wholly owned subsidiary
of the Company.
The
Company’s current business consists of the development and commercialization of immunotherapeutic therapies for the veterinary
market as well as the acquisition and operation of veterinary hospitals.
NOTE
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
A.
BASIS OF ACCOUNTING
The
financial statements have been prepared using the basis of accounting generally accepted in the United States of America. Under
this basis of accounting, revenues are recorded as earned and expenses are recorded at the time liabilities are incurred. The
Company has adopted an August 31 fiscal year-end. The Company recognizes revenue from services and product sales when the
following four revenue recognition criteria are met: persuasive evidence of an arrangement exists, delivery has occurred or services
have been rendered, the selling price is fixed or determinable, and collectability is reasonably assured.
B.
PRINCIPLES OF CONSOLIDATION
The
consolidated financial statements include the accounts of Entest CA and Zander;. the Company’s wholly owned subsidiaries.
Significant inter-company transactions have been eliminated.
C.
USE OF ESTIMATES
The
preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates
and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities
at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual
results could differ from those estimates.
D.
CASH EQUIVALENTS
The
Company considers all highly liquid investments with a maturity of three months or less when purchased to be cash equivalents.
E.
PROPERTY AND EQUIPMENT
As
of November 30, 2015 Property and Equipment consists of $0 of Computer equipment. An impairment charge of $1,919 has been recognized
by the Company on one personal computer during the quarter ended August 31, 2015 as the Company has determined that the equipment
has no value due to obsolescence.
F.
FAIR VALUE OF FINANCIAL INSTRUMENTS
Fair
value is the price that would be received for an asset or the exit price that would be paid to transfer a liability in the principal
or most advantageous market in an orderly transaction between market participants on the measurement date. A fair value
hierarchy requires an entity to maximize the use of observable inputs, where available. The following summarizes the three levels
of inputs required by the standard that the Company uses to measure fair value:
Level
1: Quoted prices in active markets for identical assets or liabilities
Level
2: Observable inputs other than Level 1 prices such as quoted prices for similar assets or liabilities; quoted prices in
markets that are not active or other inputs that are observable or can be corroborated by observable market data for substantially
the full term of the related assets or liabilities.
Level
3: Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of
the assets or liabilities.
The
Company’s financial instruments as of November 30, 2015 consisted of $421,051 of Notes Payable and $8,000 due to TheraCyte,
Inc.. The fair value of all of the Company’s financial instruments as of November 30, 2015 were valued according to the
Level 3 input. The carrying amount of the financial instruments is equal to the fair value as determined by the Company.
The
Company has determined that there are no Level 1 or Level 2 inputs for determining the fair value of the Company’s financial
instruments. Fair value was determined by the Company utilizing its own assumptions and estimation. There were no transfers between
levels for the period presented.
G.
INCOME TAXES
The
Company accounts for income taxes using the liability method prescribed by ASC 740, “ Income Taxes. ”
Under this method, deferred tax assets and liabilities are determined based on the difference between the financial reporting
and tax bases of assets and liabilities using enacted tax rates that will be in effect in the year in which the differences are
expected to reverse. The Company records a valuation allowance to offset deferred tax assets if based on the weight of available
evidence, it is more-likely-than-not that some portion, or all, of the deferred tax assets will not be realized. The effect on
deferred taxes of a change in tax rates is recognized as income or loss in the period that includes the enactment date.
The
Company applied the provisions of ASC 740-10-50, “Accounting for Uncertainty in Income Taxes”, which provides clarification
related to the process associated with accounting for uncertain tax positions recognized in our financial statements. Audit periods
remain open for review until the statute of limitations has passed. The completion of review or the expiration of the statute
of limitations for a given audit period could result in an adjustment to the Company’s liability for income taxes. Any such
adjustment could be material to the Company’s results of operations for any given quarterly or annual period based, in part,
upon the results of operations for the given period. As of November 30, 2015 the Company had no uncertain tax positions, and will
continue to evaluate for uncertain positions in the future.
The
Company generated a deferred tax credit through net operating loss carry forward. However, a valuation allowance of 100%
has been established.
Interest
and penalties on tax deficiencies recognized in accordance with ACS accounting standards are classified as income taxes in accordance
with ASC Topic 740-10-50-19.
H.
BASIC EARNINGS (LOSS) PER SHARE
The
Financial Accounting Standards Board (FASB) issued Accounting Standards Codification (ASC) 260, "Earnings Per Share",
which specifies the computation, presentation and disclosure requirements for earnings (loss) per share for entities with publicly
held common stock. ASC 260 requires the presentation of basic earnings (loss) per share and diluted earnings (loss) per share.
The Company has adopted the provisions of ASC 260 effective from inception. Basic net loss per share amounts is computed by dividing
the net income by the weighted average number of common shares outstanding. All convertible debt has an anti-dilutive effect on
the EPS, therefore Diluted earnings per share are the same as basic earnings per share.
NOTE
3. RECENT ACCOUNTING PRONOUNCEMENTS
In
June 2014, the Financial Accounting Standards Board issued Accounting Standards Update No. 2014-10, which eliminated certain financial
reporting requirements of companies previously identified as "Development Stage Entities" (Topic 915). The amendments
in this ASU simplify accounting guidance by removing all incremental financial reporting requirements for development stage entities.
The amendments also reduce data maintenance and, for those entities subject to audit, audit costs by eliminating the requirement
for development stage entities to present inception-to-date information in the statements of income, cash flows, and shareholder
equity. Early application of each of the amendments is permitted for any annual reporting period or interim period for which the
entity's financial statements have not yet been issued (public business entities) or made available for issuance (other entities).
Upon adoption, entities will no longer present or disclose any information required by Topic 915. The Company has adopted this
standard.
The
following accounting standards updates were recently issued and have not yet been adopted by the Company. These standards are
currently under review to determine their impact on the Company’s consolidated financial position, results of operations,
or cash flows.
In
May 2014, FASB issued Accounting Standards Update (ASU) No. 2014-09, Revenue from Contracts with Customers. The revenue recognition
standard affects all entities that have contracts with customers, except for certain items. The new revenue recognition standard
eliminates the transaction-and industry-specific revenue recognition guidance under current GAAP and replaces it with a principle-based
approach for determining revenue recognition. Public entities are required to adopt the revenue recognition standard for reporting
periods beginning after December 15, 2016, and interim and annual reporting periods thereafter. Early adoption is not permitted
for public entities. The Company has reviewed the applicable ASU and has not, at the current time, quantified the effects of this
pronouncement, however it believes that there will be no material effect on the consolidated financial statements.
In
June 2014, FASB issued Accounting Standards Update (ASU) No. 2014-12 Compensation — Stock Compensation (Topic 718), Accounting
for Share-Based Payments When the Terms of an Award Provide That a Performance Target Could Be Achieved after the Requisite Service
Period. A performance target in a share-based payment that affects vesting and that could be achieved after the requisite service
period should be accounted for as a performance condition under Accounting Standards Codification (ASC) 718, Compensation —
Stock Compensation. As a result, the target is not reflected in the estimation of the award's grant date fair value. Compensation
cost would be recognized over the required service period, if it is probable that the performance condition will be achieved.
The guidance is effective for annual periods beginning after 15 December 2015 and interim periods within those annual periods.
Early adoption is permitted. The Company has reviewed the applicable ASU and has not, at the current time, quantified the effects
of this pronouncement, however it believes that there will be no material effect on the consolidated financial statements.
In
August2014, FASB issued Accounting Standards Update (ASU) No. 2014-15 Preparation of Financial Statements – Going Concern
(Subtopic 205-40), Disclosure of Uncertainties about an Entity's Ability to Continue as a Going Concern. Under generally accepted
accounting principles (GAAP), continuation of a reporting entity as a going concern is presumed as the basis for preparing financial
statements unless and until the entity's liquidation becomes imminent. Preparation of financial statements under this presumption
is commonly referred to as the going concern basis of accounting. If and when an entity's liquidation becomes imminent, financial
statements should be prepared under the liquidation basis of accounting in accordance with Subtopic 205-30, Presentation of Financial
Statements—Liquidation Basis of Accounting. Even when an entity's liquidation is not imminent, there may be conditions or
events that raise substantial doubt about the entity's ability to continue as a going concern. In those situations, financial
statements should continue to be prepared under the going concern basis of accounting, but the amendments in this Update should
be followed to determine whether to disclose information about the relevant conditions and events. The amendments in this Update
are effective for the annual period ending after December 15, 2016, and for annual periods and interim periods thereafter. Early
application is permitted. The Company will evaluate the going concern considerations in this ASU, however, at the current period,
management does not believe that it has met the conditions which would subject these financial statements for additional disclosure.
NOTE
4. GOING CONCERN
The
accompanying financial statements have been prepared assuming that the Company will continue as a going concern. The Company generated
net losses of $7,062,599 during the period from August 22, 2008 (inception) through November 30, 2015. This condition raises substantial
doubt about the Company's ability to continue as a going concern. The Company's continuation as a going concern is dependent on
its ability to meet its obligations, to obtain additional financing as may be required and ultimately to attain profitability.
The financial statements do not include any adjustments that might result from the outcome of this uncertainty.
Management
plans to raise additional funds primarily by offering securities for cash. Management has yet to decide what type of offering
the Company will use or how much capital the Company will raise. There is no guarantee that the Company will be able to raise
any capital through any type of offerings.
NOTE
5. NOTES PAYABLE
As of November 30,
2015 | |
| |
Notes
Payable | |
| |
| |
| |
Bio
Technology Partners Business Trust | |
$ | 159,000 |
The
Sherman Family Trust (10% Interest) | |
$ | 38,500 |
The
Sherman Family Trust (0% Interest) | |
$ | 160,500 |
Regen
BioPharma Inc. ( See Note 6) | |
$ | 12,051 |
Bostonia
Partners | |
$ | 37,000 |
Dunhill
Ross Partners, Inc. | |
$ | 14,000 |
Total | |
$ | 421,051 |
Bio
Technology Partners Business Trust has provided a line of credit to the Company in the amount of $200,000 or so much thereof as
may be disbursed to, or for the benefit of the Company by Lender in Lender's sole and absolute discretion. The unpaid principal
of this line of credit bears simple interest at the rate of ten percent per annum. Interest is calculated based on the principal
balance as may be adjusted from time to time to reflect additional advances or payments made hereunder. Principal balance and
accrued interest shall become due and payable in whole or in part at the demand of the Lender. The Sherman Family Trust (10% Interest)
has provided a line of credit to the Company in the amount of $700,000 or so much thereof as may be disbursed to, or for the benefit
of the Company by Lender in Lender's sole and absolute discretion. The unpaid principal of this line of credit bears simple interest
at the rate of ten percent per annum. Interest is calculated based on the principal balance as may be adjusted from time to time
to reflect additional advances or payments made hereunder. Principal balance and accrued interest shall become due and payable
in whole or in part at the demand of the Lender. $160,500 due to The Sherman Family Trust (0% Interest) is due and payable in
whole or in part at the option of the Holder and bears no interest. Amounts due to Regen Biopharma Inc. are due and payable at
the demand of the holder and bear simple interest at a rate of 10% per annum. Amounts due to Dunhill Ross Partners, Inc. are due
and payable at the demand of the holder and bear simple interest at a rate of 10% per annum. $37,000 lent to the Company by Bostonia
Partners is due and payable September 3, 2016 and bears simple interest at a rate of 10% per annum
NOTE
6. RELATED PARTY TRANSACTIONS
As
of November 30, 2015 the Company remains indebted to Regen Biopharma, Inc. in the principal amount of $12,051 due and payable
in whole or in part at the demand of Regen Biopharma, Inc and bearing simple interest at a rate of 10% per annum. David Koos,
the Company’s Chairman and CEO, is also the Chairman and CEO of Regen of Regen Biopharma, Inc.
On
October 1, 2014 Regen Biopharma Inc. entered into an agreement to sublease approximately 2,320 square feet of office space from
the Company. Entest Biomedical Inc. is under common control with Regen Biopharma, Inc. as the Chairman and CEO of the Company
also serves as the Chairman and CEO of Regen Biopharma, Inc. The sublease is on a month to month basis and rent payable to the
Company by Regen Biopharma Inc is equal to the rent payable to the lessor by the Company and is to be paid in at such time specified
in accordance with the original lease agreement between the Company and the lessor. On January 20, 2015 the sublease was
amended retroactive to January 1, 2015 as follows:
The
rent payable to Entest BioMedical, Inc. by the subtenant is equal to Five Thousand Dollars per month ($5,000) and is to be paid
in at such time specified in accordance with the original lease agreement between the Entest BioMedical, Inc. (“Entest”)
and the lessor. All charges for utilities connected with premises which are to be paid under the master lease shall be paid by
Regen Biopharma, Inc. for the term of this sublease to the extent that such charges exceed the difference between the rent payable
to the lessor by Entest under the master lease and the rent payable to Entest by Regen Biopharma, Inc.
On
June 23, 2015 Regen Biopharma, Inc. ( “Regen”) entered into an agreement (“Agreement”) with Zander whereby
Regen granted to Zander an exclusive worldwide right and license for the development and commercialization of certain intellectual
property controlled by Regen (“ License IP”) for non-human veterinary therapeutic use for a term of fifteen years.
Pursuant
to the Agreement, Zander shall pay to Regen one-time, non-refundable, upfront payment of one hundred thousand US dollars ($100,000)
as a license initiation fee which must be paid within 90 days of June 23, 2015 and an annual non-refundable payment of one hundred
thousand US dollars ($100,000) on the first anniversary of the effective date of the Agreement and each subsequent anniversary.
The
abovementioned payments may be made, at Zander’s discretion, in cash or newly issued common stock of Zander or in common
stock of Entest BioMedical Inc. valued as of the lowest closing price on the principal exchange upon which said common stock trades
publicly within the 14 trading days prior to issuance.
Pursuant
to the Agreement, Zander shall pay to Regen royalties equal to four percent (4%) of the Net Sales , as such term is defined in
the Agreement, of any Licensed Products, as such term is defined in the Agreement, in a Quarter.
Pursuant
to the Agreement, Zander will pay Regen ten percent (10%) of all consideration (in the case of in-kind consideration, at fair
market value as monetary consideration) received by Zander from sublicensees ( excluding royalties from sublicensees based on
Net Sales of any Licensed Products for which Regen receives payment pursuant to the terms and conditions of the Agreement).
Zander
is obligated pay to Regen minimum annual royalties of ten thousand US dollars ($10,000) payable per year on each anniversary of
the Effective Date of this Agreement, commencing on the second anniversary of June 23, 2015. This minimum annual royalty is only
payable to the extent that royalty payments made during the preceding 12-month period do not exceed ten thousand US dollars ($10,000).
The
Agreement may be terminated by Regen:
If
Zander has not sold any Licensed Product by ten years of the effective date of the Agreement or Zander has not sold any Licensed
Product for any twelve (12) month period after Zander’s first commercial sale of a Licensed Product.
The
Agreement may be terminated by Zander with regard to any of the License IP if by five years from the date of execution of the
Agreement a patent has not been granted by the United States patent and Trademark Office to Regen with regard to that License
IP.
The
Agreement may be terminated by Zander with regard to any of the License IP if a patent that has been granted by the United States
patent and Trademark Office to Regen with regard to that License IP is terminated.
The
Agreement may be terminated by either party in the event of a material breach by the other party.
On
September 28, 2015 the Company issued 8,000,000 of its common shares to Regen in satisfaction of the license initiation fee.
NOTE
7. INCOME TAXES
As
of November 30, 2015 | |
| |
| |
| |
Deferred
tax assets: | |
| |
Net
operating tax carry forwards | |
$ | 2,405,924 |
Other | |
| -0- |
| |
| |
Gross
deferred tax assets | |
| 2,405,924 |
Valuation
allowance | |
| (2,405,924 |
Net
deferred tax assets | |
$ | -0- |
As
of November 30, 2015 the Company has a Deferred Tax Asset of $ 2,405,924 completely attributable to net operating
loss carry forwards of approximately $7,076,246 (which expire 20 years from the date the loss was incurred) consisting of:
(a)
$ 13,647 of Net Operating Loss carry forwards acquired in the reverse acquisition of Entest BioMedical, Inc., a California corporation,
and
(b)
$ 7,062,599 of Net Operating Loss carry forwards attributable to Entest BioMedical, Inc.
Realization
of deferred tax assets is dependent upon sufficient future taxable income during the period that deductible temporary differences
and carry forwards are expected to be available to reduce taxable income. A valuation allowance is recorded when it is “more
likely-than-not” that a deferred tax asset will not be realized. In addition, the reverse acquisition in which Entest BioMedical,
Inc. was involved in 2009 has resulted in a change of control. Internal Revenue Code Sec 382 limits the amount of income
that may be offset by net operating loss (NOL) carryovers after an ownership change. As a result, the Company has recorded a valuation
allowance reducing all deferred tax assets to $ -0-.
Income
tax is calculated at the 34% Federal Corporate Rate.
NOTE
8. ACQUISITION OF ENTEST CA
On
July 10, 2009 the Company acquired 100% of Entest CA, a California corporation and wholly owned subsidiary of the Company, from
BMSN for consideration consisting of (a) the issuance to BMSN of 10,000,000 newly issued common shares of Entest and (b) the return
by Mr. Rick Plote of 10,000,000 shares of Entest’s common stock previously issued to him by Entest for cancellation.
NOTE
9. ACQUISITION OF THE ASSETS OF PET POINTERS, INC.
On
January 4, 2011 Entest CA acquired from Pet Pointers, Inc., a California corporation doing business as McDonald Animal Hospital
(“Seller”), and Dr. Gregory McDonald DVM (“McDonald”) all the goodwill from McDonald and assets of Seller
except cash and accounts receivables used in connection with the operation of a veterinary medical clinic located at 225 S. Milpas
Street, Santa Barbara, CA 93103 (the "Business").
Consideration
for the acquisition consisted of:
I.
$70,000 in cash
II.
$210,000 of the Company’s common shares valued at the closing price per share as of January 4, 2011
III.
Payment of no more than $78,000 to a creditor of the Seller to be paid in monthly installments of $1,500 per month
IV.
Payment of no more than $25,000 to additional creditors of the Seller to be paid in monthly installments of $825 per month
V.
Payment of $50,000 to McDonald on the first business day of the fourth month following the closing of the acquisition (“Closing”).
NOTE
10. DISPOSITION OF THE ASSETS OF PET POINTERS, INC.
On
November 28, 2012 the “Company executed an agreement (“Agreement”) with Gregory McDonald ("McDonald"),
Pet Pointers, Inc. ("Pet Pointer") whereby Mc Donald and Pet Pointer would acquire from the Company all assets (with
the exception of cash and accounts receivable) utilized by the Company in the operation of the McDonald Animal Hospital, a full
service veterinary clinic owned and operated by the Company and located in Santa Barbara, California (“McDonald Asset Sale”).
On
October 10, 2012 a Complaint (“Complaint”) was filed in the Superior Court of the State of California against the
Company and David Koos by McDonald, a former employee of the Company, alleging breach of contract and breach of the covenant of
good faith and dealing in connection with the assumption of lease obligations by the Company in connection with the acquisition
of the assets of Pet Pointers, Inc breach of contract and breach of the covenant of good faith and dealing in connection with
an employment agreement enters into with McDonald inc connection with the Acquisition, breach of contract in connection with the
Acquisition purchase agreement, breach of the covenant of good faith and dealing in connection with the Acquisition purchase agreement,
implied indemnity in connection to amounts owed by McDonald to Anthony and Judi Marinelli, the Internal Revenue Service, and the
California Franchise Tax Board, intentional misrepresentation, negligent misrepresentation , failure to pay wages and violations
of Sections 2802, 203, and 2806 of the California Labor Code. The Complaint sought judgment for nominal damages, actual damages,
compensatory damages, lost wages, compensation, expenses wage benefits and penalties pursuant to California Labor Code Sections
203 et al, 2802 and 2806, indemnification, accrued interest, punitive damages, costs of suit and attorney’s fees.
As
consideration to the Company for the assets acquired, McDonald and Pet Pointers provided to the Company a General release whereby
McDonald and Pet Pointer waive, release and discharge the Company and their respective assignees, officers, directors, shareholders,
boards, owners, employees, attorneys, agents, trustors, trustees, beneficiaries, heirs, successors, and representatives from all
known and unknown claims, demands, causes of action, attorney's fees, costs, or expenses including:
(1)
All claims relating to the Complaint.
(2)
Those owed by McDonald to Anthony and Judi Marinelli which the Company became obligated to pay on McDonald’s behalf pursuant
to the asset purchase agreement entered into between the Company and Gregory McDonald and Pet Pointers, Inc on January 4, 2011.
(3)
Those amounts owed by McDonald to the Internal Revenue Service which the Company became obligated to pay on McDonald’s behalf
pursuant to the asset purchase agreement entered into between the Company and Gregory McDonald and Pet Pointers, Inc on January
4, 2011.
(4)
Those amounts owed by McDonald to the California Franchise Tax Board which the Company became obligated to pay on McDonald’s
behalf pursuant to the asset purchase agreement entered into between the Company and Gregory McDonald and Pet Pointers, Inc on
January 4, 2011.
Assets
disposed of pursuant to the Agreement include approximately $4,840 of Property Plant and Equipment net of accumulated depreciation
as well as all inventory held at the McDonald Animal Hospital.
Assets
disposed of pursuant to the Agreement also include:
(i)
Essentially all intellectual property, including computer software, utilized in connection with the operation of the McDonald
Animal Hospital
(ii)
All telephone numbers, fax numbers, service marks, trademarks, trade names, fictitious business names, websites, business email
addresses, vendor lists, promotional materials, vendor records and any and all business records including, but not limited to,
such items stored in computer memories, microfiche, paper record or by any other means relevant to the operation of the McDonald
Animal Hospital.
(iii)
All customer lists, customer contacts, and any and all customer records that are related to the McDonald Animal Hospital.
As
a result of the agreement, the Company recorded a non-cash pre-tax charge for the impairment of goodwill recorded in connection
with the acquisition of the McDonald Animal Hospital of approximately $405,000 for the quarter ended November 30, 2012.
Pursuant
to the Agreement, the Company is obligated to make payment of $13,000 within five days of the Closing of the Agreement as such
term is defined in the Agreement.
Pursuant
to the Agreement, the Company agrees to waive, release and discharge McDonald and Pet Pointer from all known and unknown claims,
demands, causes of action, attorney's fees, costs, or expenses.
NOTE
11. COMMITMENTS AND CONTINGENCIES
On
November 1, 2011, the Company entered into an agreement to lease approximately 2,320 square feet of office space beginning December
1, 2011 for a period of five years.
Rent
to be charged to the Company pursuant to the lease is as follows:
$2,996
per month for the period beginning December 1, 2011 and ending November 30, 2012
$3,116
per month for the period beginning December 1, 2012 and ending November 30, 2013
$3,241
per month for the period beginning December 1, 2013 and ending November 30, 2014
$3,371
per month for the period beginning December 1, 2014 and ending November 30, 2015
$3,506
per month for the period beginning December 1, 2015 and ending November 30, 2016
This
property is utilized as office space. The Company believes that the foregoing property is adequate to meet its current needs.
While it is anticipated that the Company will require access to laboratory facilities in the future, the Company believes that
access to such facilities are available from a variety of sources.
NOTE
12. STOCKHOLDERS EQUITY
The
stockholders' equity section of the Company contains the following classes of capital stock as of November 30, 2015:
Common
Stock:
$0.0001
par value, 500,000,000 shares authorized and 40,170,472 shares issued and outstanding as of November 30, 2015.
Preferred
Stock:
$0.0001
par value 5,000,000 shares authorized of which:
|
(a) |
100,000
are authorized as Series AA Preferred Stock of which 667 shares are issued and outstanding as of November 30,
2015 and |
|
(b) |
4,400,000
are authorized as Series B Preferred Stock of which 28,009 shares are issued and outstanding as of November 30, 2015
and |
|
(c) |
300,000
are authorized as Series AAA Preferred Stock of which 533 shares are issued and outstanding as of November
30, 2015. |
Upon
any liquidation, dissolution, or winding up of the Company, whether voluntary or involuntary (collectively, a “Liquidation”),
before any distribution or payment shall be made to any of the holders of Common Stock or any other series of preferred stock,
the holders of Series B Preferred Stock shall be entitled to receive out of the assets of the Company, whether such assets are
capital, surplus or earnings, an amount equal to $0.10 per share of Series B Preferred Stock (the “Liquidation Amount”)
plus all declared and unpaid dividends thereon, for each share of Series B Preferred Stock held by them.
If,
upon any Liquidation, the assets of the Company shall be insufficient to pay the Liquidation Amount, together with declared and
unpaid dividends thereon, in full to all holders of Series B Preferred Stock, then the entire net assets of the Company shall
be distributed among the holders of the Series B Preferred Stock, ratably in proportion to the full amounts to which they would
otherwise be respectively entitled and such distributions may be made in cash or in property taken at its fair value (as determined
in good faith by the Board), or both, at the election of the Board.
Non
Voting Convertible Preferred Stock having a $1.00 par value:
200,000
shares authorized of which 0 shares are issued and outstanding as of November 30, 2015 .
Non
Voting Convertible Preferred Stock shall convert at the option of the holder into shares of the corporation’s common stock
at a conversion price equal to seventy percent (70%) of the lowest Closing Price for the five (5) trading days immediately preceding
written receipt by the corporation of the holder’s intent to convert.
“CLOSING
PRICE" shall mean the closing bid price for the corporation’s common stock on the Principal Market on a Trading Day
as reported by Bloomberg Finance L.P.
“PRINCIPAL
MARKET" shall mean the principal trading exchange or market for the corporation’s common stock.
“TRADING
DAY” shall mean a day on which the Principal Market shall be open for business.
On
July 2, 2015 the Company filed a Certificate of Change with the Nevada Secretary of State authorizing changes to the Company’s
Articles of Incorporation.
The
changes are as follows:
(i)
Authorized common shares have been reduced from 6,000,000,000 to 500,000,000 authorized shares.
(ii)
A 1 for 150 reverse stock split of all issued series of stock with the exception of the Corporation’s authorized Non Voting
Convertible Preferred Stock. One share of Common Stock will be issued after the exchange for one hundred and fifty shares of Common
Stock issued. One share of each series of preferred Stock (with the exception of the Corporation’s authorized Non Voting
Convertible Preferred Stock) will be issued after the exchange for one hundred and fifty shares of each series of Preferred Stock
issued.
The
changes became effective July 27, 2015.
NOTE
13. STOCK TRANSACTIONS
During
the quarter ended November 30, 2015:
On
September 28, 2015 the Company issued 8,000,000 shares of the Company’s Common Stock in satisfaction of a license initiation
fee due pursuant to that agreement by and between Zander and Regen Biopharma, Inc ( Note 6).
Item
2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS.
CERTAIN
FORWARD-LOOKING INFORMATION
Information
provided in this Quarterly report on Form 10Q may contain forward-looking statements within the meaning of Section 21E or Securities
Exchange Act of 1934 that are not historical facts and information. These statements represent the Company's expectations or beliefs,
including, but not limited to, statements concerning future and operating results, statements concerning industry performance,
the Company's operations, economic performance, financial conditions, margins and growth in sales of the Company's products, capital
expenditures, financing needs, as well assumptions related to the forgoing. For this purpose, any statements contained in this
Quarterly Report that are not statement of historical fact may be deemed to be forward-looking statements. These forward-looking
statements are based on current expectations and involve various risks and uncertainties that could cause actual results and outcomes
for future periods to differ materially from any forward-looking statement or views expressed herein. The Company's financial
performance and the forward-looking statements contained herein are further qualified by other risks including those set forth
from time to time in the documents filed by the Company with the Securities and Exchange Commission, including the Company's most
recent Form 10K for the year ended August 31, 2015. All references to” We”, “Us”, “Company”
or the “Company” refer to Entest BioMedical, Inc.
Material
Changes in Financial Condition
As
of November 30, 2015, we had Cash of $3,035 and as of August 31, 2015 we had Cash of $2159.
The
increase in Cash of approximately 40.57 % is primarily attributable to $37,000 being loaned to the Company by an unaffiliated
third party lender during the quarter ended November 30, 2015 as well as cash rental payment of $5,000 received pursuant to the
Company’s sublease agreement with Regen Biopharma, Inc. ( a company under common control with Entest) during the quarter
ended November 30, 2015 offset by :
| (a) | Repayment
to the Company’s Chief Executive Officer of $29,488 of principal indebtedness and
$512 in accrued interest during the quarter ended November 30, 2015 |
| (b) | expenses
incurred by the Company in the operation of its business during the quarter ended November
30, 2015 |
As
of November 30, 2015, we had Accrued Expenses of $215,635 and as of August 31, 2015 we had Accrued Expenses of $279,574 .
The
decrease in Accrued Expenses of approximately 22 % is primarily attributable to the issuance by the Company of 8,000,000
common shares in satisfaction of $100,000 of expenses incurred pursuant to that agreement by and between Zander Therapeutics,
Inc. and Regen Biopharma, Inc. ( a company under common control with Zander Therapeutics, Inc and the Company) entered into on
June 23, 2015.
Material
Changes in Results of Operations
Revenues
from continuing operations were $0 for the three months ended November 30, 2015 and -0- for the three months ended November 30,
2014. Net Losses from continuing operations were $164,190for the three months ended November 30, 2015 and $90,765 for the
same period ended 2014.
The
increase in Net Losses from continuing operations of approximately 81% is primarily attributable to :
| (a) | $92,000
of Research and Development Expenses incurred during the quarter ended November 30, 2015 |
| (b) | Greater
Rental expenses incurred during the quarter ended November 30, 2015 when compared to
the same period ended 2014. |
| (c) | Greater
consulting expenses incurred during the quarter ended November 30, 2015 when compared
to the same period ended 2014. |
Offset
by:
| (a) | Greater
Rental income recognized during the quarter ended November 30, 2015 when compared to
the same period ended 2014 |
| (b) | The
recognition during the quarter ended November 30, 2014 of $20,000 of expenses resulting
from the issuance by the Company of the Company’s equity securities for less than
fair value. |
As
of November 30, 2015 we had $3,035 cash current liabilities of $749,804 such liabilities consisting of Accounts Payable,
Notes Payable, Amounts due to Others and Accrued Expenses.
We
feel we will not be able to satisfy its cash requirements over the next twelve months and shall be required to seek additional
financing.
We
currently plan to raise additional funds primarily by offering securities for cash and acquiring existing veterinary clinics with
the ability to generate cash flow to fund operations.
There
is no guarantee that we will be able to raise any capital through any type of offerings. We can provide no assurance that we can
acquire veterinary clinics which can generate sufficient cash flow to neither fund our operations nor can any assurance be made
that we can acquire one or more additional veterinary clinics in the near future or at all. We cannot assure that we will be successful
in obtaining additional financing necessary to implement our business plan. We have not received any commitment or expression
of interest from any financing source that has given us any assurance that we will obtain the amount of additional financing in
the future that we currently anticipate. For these and other reasons, we are not able to assure that we will obtain any additional
financing or, if we are successful, that we can obtain any such financing on terms that may be reasonable in light of our current
circumstances.
We
were not party to any material commitments for capital expenditures as of the end of the quarter ended November 30, 2015.
Item
3. Quantitative and Qualitative Disclosures About Market Risk
As
a smaller reporting company, as defined by Rule 229.10(f) (1) of Regulation S-K, we are not required to provide the information
required by this Item. We have chosen to disclose, however, that we have not engaged in any transactions, issued or bought any
financial instruments or entered into any contracts that are required to be disclosed in response to this item.
Item
4. Controls and Procedures.
Evaluation
of Disclosure Controls and Procedure.
As
of the end of the period covered by this report, the Company carried out an evaluation, under the supervision and with the participation
of David Koos, who is the Company's Principal Executive Officer/Principal Financial Officer, of the effectiveness of the design
and operation of the Company's disclosure controls and procedures. The Company's disclosure controls and procedures are designed
to provide a reasonable level of assurance of achieving the Company's disclosure control objectives. The Company's Principal Executive
Officer/Principal Financial Officer has concluded that the Company's disclosure controls and procedures are, in fact, effective
at this reasonable assurance level as of the period covered.
Changes
in Internal Controls over Financial Reporting
In
connection with the evaluation of the Company's internal controls during the period commencing on September 1, 2015 and ending
on November 30, 2015, David Koos, who is both the Company's Principal Executive Officer and Principal Financial Officer has determined
that there were no changes to the Company's internal controls over financial reporting that have been materially affected, or
is reasonably likely to materially effect, the Company's internal controls over financial reporting.
PART
II - OTHER INFORMATION
Item
1. Legal Proceedings.
None.
Item
2. Unregistered Sales of Equity Securities and Use of Proceeds
On
September 28, 2015 the Company issued 8,000,000 shares of the Company’s Common Stock (“Shares”) in satisfaction
of a license initiation fee due pursuant to an agreement by and between Zander Therapeutics, Inc. ( a subsidiary of the Company)
and Regen Biopharma, Inc. David Koos serves as Chief Executive Officer of the Company , Zander Therapeutics, Inc. and Regen Biopharma,
Inc.
The
Shares were issued pursuant to Section 4(a) (2) of the Securities Act of 1933, as amended. No underwriters were retained to serve
as placement agents for the sale. The Shares were sold directly through our management. No commission or other consideration was
paid in connection with the sale of the Shares. There was no advertisement or general solicitation made in connection with this
Offer and Sale of Shares.
Item
3. Defaults Upon Senior Securities
None.
Item
4. Reserved
None.
Item
5. Other Information
None.
Item
6. Exhibits
31.1 |
Certification
of Chief Executive Officer |
31.2 |
Certification
of Chief Financial Officer |
32.1 |
Certification
of Chief Executive Officer under Section 906 of the Sarbanes-Oxley Act of 2002 |
32.2 |
Certification
of Chief Financial Officer under Section 906 of the Sarbanes-Oxley Act of 2002 |
SIGNATURES
In
accordance with the requirements of the Exchange Act, the Company caused this report to be signed on its behalf by the undersigned,
thereunto duly authorized.
|
Entest
BioMedical, Inc. |
|
a
Nevada corporation |
|
|
Dated:
January 14,2016 |
By:
/s/ David R. Koos |
|
David
R. Koos |
|
Chief
Executive Officer |
Exhibit 31.1
CERTIFICATION
OF CHIEF EXECUTIVE OFFICER PURSUANT TO
SECTION 302
OF THE SARBANES-OXLEY ACT OF 2002
I, David Koos, certify that:
1. I have reviewed this Quarterly Report
on Form 10-Q of Entest Biomedical, Inc.;
2. Based on my knowledge, this report
does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made,
in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this
report;
3. Based on my knowledge, the financial
statements, and other financial information included in this report, fairly present in all material respects the financial condition,
results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
4. The registrant's other certifying
officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act
Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f))
for the registrant and have:
(a) Designed such disclosure
controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that
material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within
those entities, particularly during the period in which this report is being prepared;
(b) Designed such internal
control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision,
to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for
external purposes in accordance with generally accepted accounting principles;
(c) Evaluated the effectiveness
of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of
the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
(d) Disclosed in this report
any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal
quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably
likely to materially affect, the registrant's internal control over financial reporting; and
5. The registrant's other certifying
officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's
auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):
(a) All significant deficiencies
and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to
adversely affect the registrant's ability to record, process, summarize and report financial information; and
(b) Any fraud, whether or not
material, that involves management or other employees who have a significant role in the registrant's internal control over financial
reporting.
Date: January 14, 2016 |
By: |
/s/ David R. Koos |
|
|
David R. Koos
Chief Executive Officer |
Exhibit 31.2
CERTIFICATION
OF ACTING CHIEF FINANCIAL OFFICER PURSUANT TO
SECTION 302
OF THE SARBANES-OXLEY ACT OF 2002
I, David Koos, certify that:
1. I have reviewed this Quarterly Report
on Form 10-Q of Entest Biomedical, Inc.;
2. Based on my knowledge, this report
does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made,
in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this
report;
3. Based on my knowledge, the financial
statements, and other financial information included in this report, fairly present in all material respects the financial condition,
results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
4. The registrant's other certifying
officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act
Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f))
for the registrant and have:
(a) Designed such disclosure
controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that
material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within
those entities, particularly during the period in which this report is being prepared;
(b) Designed such internal
control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision,
to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for
external purposes in accordance with generally accepted accounting principles;
(c) Evaluated the effectiveness
of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of
the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
(d) Disclosed in this report
any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal
quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably
likely to materially affect, the registrant's internal control over financial reporting; and
5. The registrant's other certifying
officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's
auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):
(a) All significant deficiencies
and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to
adversely affect the registrant's ability to record, process, summarize and report financial information; and
(b) Any fraud, whether or not
material, that involves management or other employees who have a significant role in the registrant's internal control over financial
reporting.
Date: January 14, 2016 |
By: |
/s/ David R. Koos |
|
|
David R. Koos
Acting Chief Financial Officer |
Exhibit 32.1
CERTIFICATION OF CHIEF EXECUTIVE OFFICER
PURSUANT TO 18 U.S.C. SECTION 1350
AS ADOPTED PURSUANT TO SECTION 906
OF THE SARBANES-OXLEY ACT OF 2002
In connection with
the Quarterly report of Entest BioMedical, Inc. (the “Company”) on Form 10-Q for the quarter ended November 30, 2015
as filed with the Securities and Exchange Commission on the date hereof (the “Report”), the undersigned, in the capacities
and on the dates indicated below, hereby certifies pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the
Sarbanes-Oxley Act of 2002, that to his knowledge:
1. The Report fully complies with the
requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934 and
2. The information contained in the
Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
Dated: January 14, 2016 |
|
|
|
By: |
/s/ David R. Koos |
|
|
David R. Koos |
|
|
Chief Executive Officer |
A signed original of this written statement
required by Section 906 of the Sarbanes-Oxley Act of 2002, or other document authentications, acknowledging, or otherwise adopting
the signature that appears in typed form within the electronic version of this written statement required by Section 906, has been
provided to Entest BioMedical, Inc. and will be retained by Entest BioMedical, Inc. and furnished to the Securities and Exchange
Commission or its staff upon request.
Exhibit 32.2
CERTIFICATION OF CHIEF FINANCIAL OFFICER
PURSUANT TO 18 U.S.C. SECTION 1350
AS ADOPTED PURSUANT TO SECTION 906
OF THE SARBANES-OXLEY ACT OF 2002
In connection with
the Quarterly report of Entest BioMedical, Inc. (the “Company”) on Form 10-Q for the quarter ended November 30, 2015
as filed with the Securities and Exchange Commission on the date hereof (the “Report”), the undersigned, in the capacities
and on the dates indicated below, hereby certifies pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the
Sarbanes-Oxley Act of 2002, that to her knowledge:
1. The Report fully complies with the
requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934 and
2. The information contained in the
Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
Dated: January 14, 2016 |
|
|
|
By: |
/s/ David R. Koos |
|
|
David R. Koos |
|
|
Acting Chief Financial Officer |
A signed original of this written statement
required by Section 906 of the Sarbanes-Oxley Act of 2002, or other document authentications, acknowledging, or otherwise adopting
the signature that appears in typed form within the electronic version of this written statement required by Section 906, has been
provided to Entest BioMedical, Inc. and will be retained by Entest BioMedical, Inc. and furnished to the Securities and Exchange
Commission or its staff upon request.
v3.3.1.900
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v3.3.1.900
Consolidated Balance Sheet (Unaudited) - USD ($)
|
Nov. 30, 2015 |
Aug. 31, 2015 |
Current Assets |
|
|
Cash |
$ 3,035
|
$ 2,159
|
Current Portion of Prepaid Expenses |
8,000
|
8,000
|
Accrued Rent Receivable |
10,000
|
10,000
|
Total Current Assets |
21,035
|
20,159
|
TOTAL ASSETS |
21,035
|
20,159
|
Current Liabilities |
|
|
Accounts Payable |
105,118
|
106,425
|
Notes Payable |
421,051
|
413,539
|
Due to Other |
8,000
|
8,000
|
Accrued Expenses |
215,635
|
279,574
|
Total Current Liabilities |
749,804
|
807,538
|
TOTAL LIABILITIES |
749,804
|
807,538
|
STOCKHOLDERS' EQUITY |
|
|
Common Stock, authorized 500,000,000 shares as of August 31, 2015 and November 30, 2015; issued and outstanding 32,170,472 (par value $0.0001) shares and 40,170,472(par value $0.0001) as of August 31, 2015 and November 30, 2015 respectively |
4,011
|
3,211
|
Additional Paid in Capital |
6,055,654
|
5,833,654
|
Contributed Capital |
274,162
|
274,162
|
Accumulated Deficit |
(7,062,599)
|
(6,898,409)
|
Total Stockholders' Equity |
(728,769)
|
(787,379)
|
TOTAL LIABILITIES & STOCKHOLDERS' EQUITY |
21,035
|
20,159
|
Series AA |
|
|
STOCKHOLDERS' EQUITY |
|
|
Series AA Preferred Stock, 100,000 shares authorized, 667 shares, par value $0.0001, issued and outstanding at August 31, 2015 and as of November 30, 2015 |
0
|
0
|
Series B |
|
|
STOCKHOLDERS' EQUITY |
|
|
Series B Preferred, 4,400,000 shares authorized, 28,009 (par value $0.0001) issued and outstanding as of August 31, 2015 and November 30, 2015 respectively |
3
|
3
|
Series AAA |
|
|
STOCKHOLDERS' EQUITY |
|
|
Series AAA Preferred, 300,000 shares authorized, $0.0001 par value; 533 shares outstanding as of August 31, 2015 and as of November 30, 2015 |
0
|
0
|
NonVoting |
|
|
STOCKHOLDERS' EQUITY |
|
|
NonVoting Convertible Preferred ($1 par value) 200,000 shares authorized, 0 and 0 issued and outstanding as of August 31, 2015 and November 30, 2015 respectively |
$ 0
|
$ 0
|
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v3.3.1.900
Consolidated Balance Sheet (Parenthetical) - $ / shares
|
Nov. 30, 2015 |
Aug. 31, 2015 |
Common stock, par value |
$ 0.0001
|
$ 0.0001
|
Common stock, shares authorized |
500,000,000
|
500,000,000
|
Common stock, shares issued |
40,170,472
|
32,170,472
|
Common stock, shares outstanding |
40,170,472
|
32,170,472
|
Preferred stock, par value |
$ 0.0001
|
$ 0.0001
|
Preferred stock, shares authorized |
5,000,000
|
5,000,000
|
Preferred stock, shares issued |
0
|
0
|
Preferred stock, shares outstanding |
0
|
0
|
Series AA |
|
|
Preferred stock, par value |
$ 0.0001
|
$ 0.0001
|
Preferred stock, shares authorized |
100,000
|
100,000
|
Preferred stock, shares issued |
667
|
667
|
Preferred stock, shares outstanding |
667
|
667
|
Series B |
|
|
Preferred stock, par value |
$ 0.0001
|
$ 0.0001
|
Preferred stock, shares authorized |
4,400,000
|
4,400,000
|
Preferred stock, shares issued |
28,009
|
28,009
|
Preferred stock, shares outstanding |
28,009
|
28,009
|
Series AAA |
|
|
Preferred stock, par value |
$ 0.0001
|
$ 0.0001
|
Preferred stock, shares authorized |
300,000
|
300,000
|
Preferred stock, shares issued |
533
|
533
|
Preferred stock, shares outstanding |
533
|
533
|
NonVoting |
|
|
Preferred stock, par value |
$ 1.00
|
$ 1.00
|
Preferred stock, shares authorized |
200,000
|
200,000
|
Preferred stock, shares issued |
0
|
0
|
Preferred stock, shares outstanding |
0
|
0
|
X |
- DefinitionFace amount or stated value per share of common stock.
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v3.3.1.900
Consolidated Statement of Operations (Unaudited) - USD ($)
|
3 Months Ended |
Nov. 30, 2015 |
Nov. 30, 2014 |
REVENUES |
|
|
TOTAL REVENUE |
$ 0
|
$ 0
|
COSTS AND EXPENSES |
|
|
Research and Development |
92,500
|
0
|
Rent Costs |
10,113
|
9,723
|
General and Administrative |
56,499
|
56,529
|
Consultant's Expenses |
13,505
|
6,250
|
Total Costs and Expenses |
172,617
|
72,502
|
OPERATING LOSS |
(172,617)
|
(72,502)
|
OTHER INCOME AND EXPENSE |
|
|
Rental Income |
15,000
|
8,500
|
Loss on issuance of stock below fair value |
0
|
(20,000)
|
Interest Expense |
(6,573)
|
(6,763)
|
TOTAL OTHER INCOME AND EXPENSE |
8,427
|
(18,263)
|
LOSS BEFORE INCOME TAXES |
(164,190)
|
(90,765)
|
Income Taxes |
0
|
0
|
NET LOSS |
(164,190)
|
(90,765)
|
NET LOSS from continuing Operations |
(164,190)
|
(90,765)
|
NET LOSS available to common shareholders |
$ (164,190)
|
$ (90,765)
|
BASIC AND DILUTED EARNINGS (LOSS) PER SHARE FROM CONTINUING OPERATIONS |
$ (0.00)
|
$ (0.01)
|
WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING |
37,770,472
|
15,281,583
|
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v3.3.1.900
Consolidated Statement of Cash Flows (Unaudited) - USD ($)
|
3 Months Ended |
Nov. 30, 2015 |
Nov. 30, 2014 |
OPERATING ACTIVITIES |
|
|
Net (loss) |
$ (164,190)
|
$ (90,765)
|
Changes in Operating Assets and Liabilities: |
|
|
Increase (Decrease) in Accounts Payable |
(1,307)
|
(10,431)
|
Increase (Decrease) in Accrued Expenses |
(63,939)
|
34,263
|
Increase (Decrease) in Additional paid in Capital |
30,800
|
30,800
|
Increase (Decrease) in Common Stock issued for expenses |
192,000
|
0
|
Net Cash Provided Used in Operating Activities |
(6,636)
|
(36,133)
|
FINANCING ACTIVITIES |
|
|
Increase (Decrease) in loss on issuance of stock for less than fair value |
0
|
20,000
|
Increase (Decrease) in Notes Payable |
7,512
|
17,250
|
Net Cash Provided by Financing Activities |
7,512
|
37,250
|
Net (Decrease) Increase in Cash |
876
|
1,117
|
Cash at Beginning of Period |
2,159
|
734
|
Cash at End of Period |
3,035
|
1,851
|
Supplemental Disclosure of Noncash investing and financing activities: |
|
|
Stock issued in payment of Debt |
$ 0
|
$ 20,000
|
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v3.3.1.900
Organization and Description of Business
|
3 Months Ended |
Nov. 30, 2015 |
Accounting Policies [Abstract] |
|
Organization and Description of Business |
NOTE 1. ORGANIZATION AND DESCRIPTION
OF BUSINESS
Entest Biomedical, Inc
( The Company) was incorporated in the State of Nevada on September 24, 2008 as JB Clothing Corporation. Until
July 10, 2009, the Companys principal business objective was the offering of active/leisure fashion design clothing.
On July 10, 2009 the
Company abandoned its efforts in the field of active/leisure fashion design clothing when it acquired 100% of the share capital
of Entest BioMedical, Inc., a California corporation, (Entest CA).
On June 18, 2015 the
Company formed Zander Therapeutics, Inc. (Zander), a Nevada corporation and a wholly owned subsidiary of the Company.
The Companys current
business consists of the development and commercialization of immunotherapeutic therapies for the veterinary market as well as
the acquisition and operation of veterinary hospitals.
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v3.3.1.900
Summary of Significant Accounting Policies
|
3 Months Ended |
Nov. 30, 2015 |
Accounting Policies [Abstract] |
|
Summary of Significant Accounting Policies |
NOTE 2. SUMMARY OF SIGNIFICANT ACCOUNTING
POLICIES
A. BASIS OF ACCOUNTING
The financial statements
have been prepared using the basis of accounting generally accepted in the United States of America. Under this basis of accounting,
revenues are recorded as earned and expenses are recorded at the time liabilities are incurred. The Company has adopted an August
31 fiscal year-end. The Company recognizes revenue from services and product sales when the following four revenue recognition
criteria are met: persuasive evidence of an arrangement exists, delivery has occurred or services have been rendered, the selling
price is fixed or determinable, and collectability is reasonably assured.
B. PRINCIPLES OF CONSOLIDATION
The consolidated financial
statements include the accounts of Entest CA and Zander;. the Companys wholly owned subsidiaries. Significant inter-company
transactions have been eliminated.
C. USE OF ESTIMATES
The preparation of financial
statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that
affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial
statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those
estimates.
D. CASH EQUIVALENTS
The Company considers
all highly liquid investments with a maturity of three months or less when purchased to be cash equivalents.
E. PROPERTY AND EQUIPMENT
As of November 30, 2015
Property and Equipment consists of $0 of Computer equipment. An impairment charge of $1,919 has been recognized by the Company
on one personal computer during the quarter ended August 31, 2015 as the Company has determined that the equipment has no value
due to obsolescence.
F. FAIR VALUE OF FINANCIAL INSTRUMENTS
Fair value is the price
that would be received for an asset or the exit price that would be paid to transfer a liability in the principal or most advantageous
market in an orderly transaction between market participants on the measurement date. A fair value hierarchy requires an
entity to maximize the use of observable inputs, where available. The following summarizes the three levels of inputs required
by the standard that the Company uses to measure fair value:
Level 1: Quoted
prices in active markets for identical assets or liabilities
Level 2: Observable
inputs other than Level 1 prices such as quoted prices for similar assets or liabilities; quoted prices in markets that are not
active or other inputs that are observable or can be corroborated by observable market data for substantially the full term of
the related assets or liabilities.
Level 3: Unobservable
inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities.
The Companys financial
instruments as of November 30, 2015 consisted of $ 421,051 of Notes Payable and $8,000 due to TheraCyte, Inc.. The fair value
of all of the Companys financial instruments as of November 30, 2015 were valued according to the Level 3 input. The carrying
amount of the financial instruments is equal to the fair value as determined by the Company.
The Company has determined
that there are no Level 1 or Level 2 inputs for determining the fair value of the Companys financial instruments. Fair value
was determined by the Company utilizing its own assumptions and estimation. There were no transfers between levels for the period
presented.
G. INCOME TAXES
The Company accounts
for income taxes using the liability method prescribed by ASC 740, Income Taxes. Under this method,
deferred tax assets and liabilities are determined based on the difference between the financial reporting and tax bases of assets
and liabilities using enacted tax rates that will be in effect in the year in which the differences are expected to reverse. The
Company records a valuation allowance to offset deferred tax assets if based on the weight of available evidence, it is more-likely-than-not
that some portion, or all, of the deferred tax assets will not be realized. The effect on deferred taxes of a change in tax rates
is recognized as income or loss in the period that includes the enactment date.
The Company applied the
provisions of ASC 740-10-50, Accounting for Uncertainty in Income Taxes, which provides clarification related to
the process associated with accounting for uncertain tax positions recognized in our financial statements. Audit periods remain
open for review until the statute of limitations has passed. The completion of review or the expiration of the statute of limitations
for a given audit period could result in an adjustment to the Companys liability for income taxes. Any such adjustment could
be material to the Companys results of operations for any given quarterly or annual period based, in part, upon the results
of operations for the given period. As of November 30, 2015 the Company had no uncertain tax positions, and will continue to evaluate
for uncertain positions in the future.
The Company generated
a deferred tax credit through net operating loss carry forward. However, a valuation allowance of 100% has been established.
Interest and penalties
on tax deficiencies recognized in accordance with ACS accounting standards are classified as income taxes in accordance with ASC
Topic 740-10-50-19.
H. BASIC EARNINGS
(LOSS) PER SHARE
The Financial Accounting
Standards Board (FASB) issued Accounting Standards Codification (ASC) 260, "Earnings Per Share", which specifies the
computation, presentation and disclosure requirements for earnings (loss) per share for entities with publicly held common stock.
ASC 260 requires the presentation of basic earnings (loss) per share and diluted earnings (loss) per share. The Company has adopted
the provisions of ASC 260 effective from inception. Basic net loss per share amounts is computed by dividing the net income by
the weighted average number of common shares outstanding. All convertible debt has an anti-dilutive effect on the EPS, therefore
Diluted earnings per share are the same as basic earnings per share.
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v3.3.1.900
Recent Accounting Pronouncements
|
3 Months Ended |
Nov. 30, 2015 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] |
|
Recent Accounting Pronouncements |
NOTE 3. RECENT ACCOUNTING PRONOUNCEMENTS
In
June 2014, the Financial Accounting Standards Board issued Accounting Standards Update No. 2014-10, which eliminated certain financial
reporting requirements of companies previously identified as "Development Stage Entities" (Topic 915). The amendments
in this ASU simplify accounting guidance by removing all incremental financial reporting requirements for development stage entities.
The amendments also reduce data maintenance and, for those entities subject to audit, audit costs by eliminating the requirement
for development stage entities to present inception-to-date information in the statements of income, cash flows, and shareholder
equity. Early application of each of the amendments is permitted for any annual reporting period or interim period for which the
entity's financial statements have not yet been issued (public business entities) or made available for issuance (other entities).
Upon adoption, entities will no longer present or disclose any information required by Topic 915. The Company has adopted this
standard.
The
following accounting standards updates were recently issued and have not yet been adopted by the Company. These standards are currently
under review to determine their impact on the Companys consolidated financial position, results of operations, or cash flows.
In May 2014, FASB
issued Accounting Standards Update (ASU) No. 2014-09, Revenue from Contracts with Customers. The revenue recognition standard affects
all entities that have contracts with customers, except for certain items. The new revenue recognition standard eliminates the
transaction-and industry-specific revenue recognition guidance under current GAAP and replaces it with a principle-based approach
for determining revenue recognition. Public entities are required to adopt the revenue recognition standard for reporting periods
beginning after December 15, 2016, and interim and annual reporting periods thereafter. Early adoption is not permitted for public
entities. The Company has reviewed the applicable ASU and has not, at the current time, quantified the effects of this pronouncement,
however it believes that there will be no material effect on the consolidated financial statements.
In June 2014,
FASB issued Accounting Standards Update (ASU) No. 2014-12 Compensation Stock Compensation (Topic 718), Accounting for Share-Based
Payments When the Terms of an Award Provide That a Performance Target Could Be Achieved after the Requisite Service Period. A performance
target in a share-based payment that affects vesting and that could be achieved after the requisite service period should be accounted
for as a performance condition under Accounting Standards Codification (ASC) 718, Compensation Stock Compensation. As a
result, the target is not reflected in the estimation of the award's grant date fair value. Compensation cost would be recognized
over the required service period, if it is probable that the performance condition will be achieved. The guidance is effective
for annual periods beginning after 15 December 2015 and interim periods within those annual periods. Early adoption is permitted.
The Company has reviewed the applicable ASU and has not, at the current time, quantified the effects of this pronouncement, however
it believes that there will be no material effect on the consolidated financial statements.
In
August2014, FASB issued Accounting Standards Update (ASU) No. 2014-15 Preparation of Financial Statements Going Concern
(Subtopic 205-40), Disclosure of Uncertainties about an Entity's Ability to Continue as a Going Concern. Under generally accepted
accounting principles (GAAP), continuation of a reporting entity as a going concern is presumed as the basis for preparing financial
statements unless and until the entity's liquidation becomes imminent. Preparation of financial statements under this presumption
is commonly referred to as the going concern basis of accounting. If and when an entity's liquidation becomes imminent, financial
statements should be prepared under the liquidation basis of accounting in accordance with Subtopic 205-30, Presentation of Financial
StatementsLiquidation Basis of Accounting. Even when an entity's liquidation is not imminent, there may be conditions or
events that raise substantial doubt about the entity's ability to continue as a going concern. In those situations, financial statements
should continue to be prepared under the going concern basis of accounting, but the amendments in this Update should be followed
to determine whether to disclose information about the relevant conditions and events. The amendments in this Update are effective
for the annual period ending after December 15, 2016, and for annual periods and interim periods thereafter. Early application
is permitted. The Company will evaluate the going concern considerations in this ASU, however, at the current period, management
does not believe that it has met the conditions which would subject these financial statements for additional disclosure.
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v3.3.1.900
Going Concern
|
3 Months Ended |
Nov. 30, 2015 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] |
|
Going Concern |
NOTE 4. GOING CONCERN
The accompanying financial
statements have been prepared assuming that the Company will continue as a going concern. The Company generated net losses of $7,062,599
during the period from August 22, 2008 (inception) through November 30, 2015. This condition raises substantial doubt about the
Company's ability to continue as a going concern. The Company's continuation as a going concern is dependent on its ability to
meet its obligations, to obtain additional financing as may be required and ultimately to attain profitability. The financial statements
do not include any adjustments that might result from the outcome of this uncertainty.
Management plans to raise
additional funds primarily by offering securities for cash. Management has yet to decide what type of offering the Company
will use or how much capital the Company will raise. There is no guarantee that the Company will be able to raise any capital through
any type of offerings.
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- DefinitionThe entire disclosure when substantial doubt is raised about the ability to continue as a going concern. Includes, but is not limited to, principal conditions or events that raised substantial doubt about the ability to continue as a going concern, management's evaluation of the significance of those conditions or events in relation to the ability to meet its obligations, and management's plans that alleviated or are intended to mitigate the conditions or events that raise substantial doubt about the ability to continue as a going concern.
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v3.3.1.900
Notes Payable
|
3 Months Ended |
Nov. 30, 2015 |
Debt Disclosure [Abstract] |
|
Notes Payable |
NOTE 5. NOTES PAYABLE
As of November 30, 2015 |
|
|
|
Notes:Payable |
|
|
|
|
|
|
|
Bio Technology Partners Business Trust |
|
$ |
159,000 |
The Sherman Family Trust (10% Interest) |
|
$ |
38,500 |
The Sherman Family Trust (0% Interest) |
|
$ |
160,500 |
Regen BioPharma Inc. ( See Note 6) |
|
$ |
12,051 |
Bostonia Partners |
|
$ |
37,000 |
Dunhill Ross Partners, Inc. |
|
$ |
14,000 |
Total |
|
$ |
421,051 |
Bio Technology Partners
Business Trust has provided a line of credit to the Company in the amount of $200,000 or so much thereof as may be disbursed to,
or for the benefit of the Company by Lender in Lender's sole and absolute discretion. The unpaid principal of this line
of credit bears simple interest at the rate of ten percent per annum. Interest is calculated based on the principal balance as
may be adjusted from time to time to reflect additional advances or payments made hereunder. Principal balance and accrued interest
shall become due and payable in whole or in part at the demand of the Lender. The Sherman Family Trust (10% Interest) has provided
a line of credit to the Company in the amount of $700,000 or so much thereof as may be disbursed to, or for the benefit of the
Company by Lender in Lender's sole and absolute discretion. The unpaid principal of this line of credit bears simple interest at
the rate of ten percent per annum. Interest is calculated based on the principal balance as may be adjusted from time to time to
reflect additional advances or payments made hereunder. Principal balance and accrued interest shall become due and payable in
whole or in part at the demand of the Lender. $160,500 due to The Sherman Family Trust (0% Interest) is due and payable in whole
or in part at the option of the Holder and bears no interest. Amounts due to Regen Biopharma Inc. are due and payable at the demand
of the holder and bear simple interest at a rate of 10% per annum. Amounts due to Dunhill Ross Partners, Inc. are due and payable
at the demand of the holder and bear simple interest at a rate of 10% per annum. $37,000 lent to the Company by Bostonia Partners
is due and payable September 3, 2016 and bears simple interest at a rate of 10% per annum
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- DefinitionThe entire disclosure for information about short-term and long-term debt arrangements, which includes amounts of borrowings under each line of credit, note payable, commercial paper issue, bonds indenture, debenture issue, own-share lending arrangements and any other contractual agreement to repay funds, and about the underlying arrangements, rationale for a classification as long-term, including repayment terms, interest rates, collateral provided, restrictions on use of assets and activities, whether or not in compliance with debt covenants, and other matters important to users of the financial statements, such as the effects of refinancing and noncompliance with debt covenants.
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v3.3.1.900
Related Party Transactions
|
3 Months Ended |
Nov. 30, 2015 |
Related Party Transactions [Abstract] |
|
Related Party Transactions |
NOTE 6. RELATED PARTY TRANSACTIONS
As of November 30, 2015
the Company remains indebted to Regen Biopharma, Inc. in the principal amount of $12,051 due and payable in whole or in part
at the demand of Regen Biopharma, Inc and bearing simple interest at a rate of 10% per annum. David Koos, the Companys Chairman
and CEO, is also the Chairman and CEO of Regen of Regen Biopharma, Inc.
On
October 1, 2014 Regen Biopharma Inc. entered into an agreement to sublease approximately 2,320 square feet of office space from
the Company. Entest Biomedical Inc. is under common control with Regen Biopharma, Inc. as the Chairman and CEO of the Company also
serves as the Chairman and CEO of Regen Biopharma, Inc. The sublease is on a month to month basis and rent payable to the Company
by Regen Biopharma Inc is equal to the rent payable to the lessor by the Company and is to be paid in at such time specified in
accordance with the original lease agreement between the Company and the lessor. On January 20, 2015 the sublease was amended
retroactive to January 1, 2015 as follows:
The rent payable to Entest
BioMedical, Inc. by the subtenant is equal to Five Thousand Dollars per month ($5,000) and is to be paid in at such time specified
in accordance with the original lease agreement between the Entest BioMedical, Inc. (Entest) and the lessor. All
charges for utilities connected with premises which are to be paid under the master lease shall be paid by Regen Biopharma, Inc.
for the term of this sublease to the extent that such charges exceed the difference between the rent payable to the lessor by Entest
under the master lease and the rent payable to Entest by Regen Biopharma, Inc.
On June 23, 2015 Regen
Biopharma, Inc. ( Regen) entered into an agreement (Agreement) with Zander whereby Regen granted to
Zander an exclusive worldwide right and license for the development and commercialization of certain intellectual property controlled
by Regen ( License IP) for non-human veterinary therapeutic use for a term of fifteen years.
Pursuant to the Agreement,
Zander shall pay to Regen one-time, non-refundable, upfront payment of one hundred thousand US dollars ($100,000) as a license
initiation fee which must be paid within 90 days of June 23, 2015 and an annual non-refundable payment of one hundred thousand
US dollars ($100,000) on the first anniversary of the effective date of the Agreement and each subsequent anniversary.
The abovementioned payments
may be made, at Zanders discretion, in cash or newly issued common stock of Zander or in common stock of Entest BioMedical
Inc. valued as of the lowest closing price on the principal exchange upon which said common stock trades publicly within the 14
trading days prior to issuance.
Pursuant to the Agreement,
Zander shall pay to Regen royalties equal to four percent (4%) of the Net Sales , as such term is defined in the Agreement, of
any Licensed Products, as such term is defined in the Agreement, in a Quarter.
Pursuant to the Agreement,
Zander will pay Regen ten percent (10%) of all consideration (in the case of in-kind consideration, at fair market value as monetary
consideration) received by Zander from sublicensees ( excluding royalties from sublicensees based on Net Sales of any Licensed
Products for which Regen receives payment pursuant to the terms and conditions of the Agreement).
Zander is obligated pay
to Regen minimum annual royalties of ten thousand US dollars ($10,000) payable per year on each anniversary of the Effective Date
of this Agreement, commencing on the second anniversary of June 23, 2015. This minimum annual royalty is only payable to the extent
that royalty payments made during the preceding 12-month period do not exceed ten thousand US dollars ($10,000).
The Agreement may be
terminated by Regen:
If Zander has not sold
any Licensed Product by ten years of the effective date of the Agreement or Zander has not sold any Licensed Product for any twelve
(12) month period after Zanders first commercial sale of a Licensed Product.
The Agreement may be
terminated by Zander with regard to any of the License IP if by five years from the date of execution of the Agreement a patent
has not been granted by the United States patent and Trademark Office to Regen with regard to that License IP.
The Agreement may be
terminated by Zander with regard to any of the License IP if a patent that has been granted by the United States patent and Trademark
Office to Regen with regard to that License IP is terminated.
The Agreement may be
terminated by either party in the event of a material breach by the other party.
On September 28, 2015
the Company issued 8,000,000 of its common shares to Regen in satisfaction of the license initiation fee.
|
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- DefinitionThe entire disclosure for related party transactions. Examples of related party transactions include transactions between (a) a parent company and its subsidiary; (b) subsidiaries of a common parent; (c) and entity and its principal owners; and (d) affiliates.
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v3.3.1.900
Income Taxes
|
3 Months Ended |
Nov. 30, 2015 |
Income Tax Disclosure [Abstract] |
|
Income Taxes |
NOTE 7. INCOME TAXES
As of November 30, 2015 |
|
|
|
|
|
|
|
Deferred tax assets: |
|
|
|
Net operating tax carry forwards |
|
$ |
2,405,924 |
Other |
|
|
-0- |
|
|
|
|
Gross deferred tax assets |
|
|
2,405,924 |
Valuation allowance |
|
|
(2,405,924 |
Net deferred tax assets |
|
$ |
-0- |
As of November 30, 2015 the Company
has a Deferred Tax Asset of $ 2,405,924 completely attributable to net operating loss carry forwards of approximately $7,076,246
(which expire 20 years from the date the loss was incurred) consisting of:
(a)
$ 13,647 of Net Operating Loss carry forwards acquired in the reverse acquisition of Entest BioMedical, Inc., a California corporation,
and
(b)
$ 7,062,599 of Net Operating Loss carry forwards attributable to Entest BioMedical, Inc.
Realization of deferred
tax assets is dependent upon sufficient future taxable income during the period that deductible temporary differences and carry
forwards are expected to be available to reduce taxable income. A valuation allowance is recorded when it is more likely-than-not
that a deferred tax asset will not be realized. In addition, the reverse acquisition in which Entest BioMedical, Inc. was involved
in 2009 has resulted in a change of control. Internal Revenue Code Sec 382 limits the amount of income that may be offset
by net operating loss (NOL) carryovers after an ownership change. As a result, the Company has recorded a valuation allowance reducing
all deferred tax assets to $ -0-.
Income tax is calculated at the 34% Federal
Corporate Rate.
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v3.3.1.900
Acquisition of Entest CA
|
3 Months Ended |
Nov. 30, 2015 |
Business Combinations [Abstract] |
|
Acquisition of Entest CA |
NOTE 8. ACQUISITION OF ENTEST CA
On July 10, 2009 the
Company acquired 100% of Entest CA, a California corporation and wholly owned subsidiary of the Company, from BMSN for consideration
consisting of (a) the issuance to BMSN of 10,000,000 newly issued common shares of Entest and (b) the return by Mr. Rick Plote
of 10,000,000 shares of Entests common stock previously issued to him by Entest for cancellation.
|
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- DefinitionTabular disclosure of pro forma results of operations for a material business acquisition or series of individually immaterial business acquisitions that are material in the aggregate.
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v3.3.1.900
Acquisition of the Assets of Pet Pointers, Inc.
|
3 Months Ended |
Nov. 30, 2015 |
Accounting Policies [Abstract] |
|
Acquisition of the Assets of Pet Pointers, Inc. |
NOTE 9. ACQUISITION OF THE ASSETS
OF PET POINTERS, INC.
On January 4, 2011 Entest
CA acquired from Pet Pointers, Inc., a California corporation doing business as McDonald Animal Hospital (Seller),
and Dr. Gregory McDonald DVM (McDonald) all the goodwill from McDonald and assets of Seller except cash and accounts
receivables used in connection with the operation of a veterinary medical clinic located at 225 S. Milpas Street, Santa Barbara,
CA 93103 (the "Business").
Consideration for the
acquisition consisted of:
I.
$70,000 in cash
II.
$210,000 of the Companys common shares valued at the closing price per share as of January 4, 2011
III.
Payment of no more than $78,000 to a creditor of the Seller to be paid in monthly installments of $1,500 per month
IV.
Payment of no more than $25,000 to additional creditors of the Seller to be paid in monthly installments of $825 per month
V.
Payment of $50,000 to McDonald on the first business day of the fourth month following the closing of the acquisition (Closing).
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Disposition of the Assets of Pet Pointers, Inc.
|
3 Months Ended |
Nov. 30, 2015 |
Business Combinations [Abstract] |
|
Disposition of the Assets of Pet Pointers, Inc. |
NOTE 10. DISPOSITION
OF THE ASSETS OF PET POINTERS, INC.
On November 28, 2012
the Company executed an agreement (Agreement) with Gregory McDonald ("McDonald"), Pet Pointers,
Inc. ("Pet Pointer") whereby Mc Donald and Pet Pointer would acquire from the Company all assets (with the exception
of cash and accounts receivable) utilized by the Company in the operation of the McDonald Animal Hospital, a full service veterinary
clinic owned and operated by the Company and located in Santa Barbara, California (McDonald Asset Sale).
On October 10, 2012 a
Complaint (Complaint) was filed in the Superior Court of the State of California against the Company and David Koos
by McDonald, a former employee of the Company, alleging breach of contract and breach of the covenant of good faith and dealing
in connection with the assumption of lease obligations by the Company in connection with the acquisition of the assets of Pet Pointers,
Inc breach of contract and breach of the covenant of good faith and dealing in connection with an employment agreement enters into
with McDonald inc connection with the Acquisition, breach of contract in connection with the Acquisition purchase agreement, breach
of the covenant of good faith and dealing in connection with the Acquisition purchase agreement, implied indemnity in connection
to amounts owed by McDonald to Anthony and Judi Marinelli, the Internal Revenue Service, and the California Franchise Tax Board,
intentional misrepresentation, negligent misrepresentation , failure to pay wages and violations of Sections 2802, 203, and 2806
of the California Labor Code. The Complaint sought judgment for nominal damages, actual damages, compensatory damages, lost wages,
compensation, expenses wage benefits and penalties pursuant to California Labor Code Sections 203 et al, 2802 and 2806, indemnification,
accrued interest, punitive damages, costs of suit and attorneys fees.
As consideration to the
Company for the assets acquired, McDonald and Pet Pointers provided to the Company a General release whereby McDonald and Pet Pointer
waive, release and discharge the Company and their respective assignees, officers, directors, shareholders, boards, owners, employees,
attorneys, agents, trustors, trustees, beneficiaries, heirs, successors, and representatives from all known and unknown claims,
demands, causes of action, attorney's fees, costs, or expenses including:
(1) All claims relating to the Complaint.
(2) Those owed by
McDonald to Anthony and Judi Marinelli which the Company became obligated to pay on McDonalds behalf pursuant to the asset
purchase agreement entered into between the Company and Gregory McDonald and Pet Pointers, Inc on January 4, 2011.
(3) Those amounts
owed by McDonald to the Internal Revenue Service which the Company became obligated to pay on McDonalds behalf pursuant
to the asset purchase agreement entered into between the Company and Gregory McDonald and Pet Pointers, Inc on January 4, 2011.
(4) Those amounts
owed by McDonald to the California Franchise Tax Board which the Company became obligated to pay on McDonalds behalf pursuant
to the asset purchase agreement entered into between the Company and Gregory McDonald and Pet Pointers, Inc on January 4, 2011.
Assets disposed of pursuant
to the Agreement include approximately $4,840 of Property Plant and Equipment net of accumulated depreciation as well as all inventory
held at the McDonald Animal Hospital.
Assets disposed of pursuant
to the Agreement also include:
(i) Essentially all
intellectual property, including computer software, utilized in connection with the operation of the McDonald Animal Hospital
(ii) All telephone
numbers, fax numbers, service marks, trademarks, trade names, fictitious business names, websites, business email addresses, vendor
lists, promotional materials, vendor records and any and all business records including, but not limited to, such items stored
in computer memories, microfiche, paper record or by any other means relevant to the operation of the McDonald Animal Hospital.
(iii) All customer
lists, customer contacts, and any and all customer records that are related to the McDonald Animal Hospital.
As a result of the agreement,
the Company recorded a non-cash pre-tax charge for the impairment of goodwill recorded in connection with the acquisition of the
McDonald Animal Hospital of approximately $405,000 for the quarter ended November 30, 2012.
Pursuant to the Agreement,
the Company is obligated to make payment of $13,000 within five days of the Closing of the Agreement as such term is defined in
the Agreement.
Pursuant to the Agreement,
the Company agrees to waive, release and discharge McDonald and Pet Pointer from all known and unknown claims, demands, causes
of action, attorney's fees, costs, or expenses.
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v3.3.1.900
Commitments and Contingencies
|
3 Months Ended |
Nov. 30, 2015 |
Commitments and Contingencies Disclosure [Abstract] |
|
Commitments and Contingencies |
NOTE 11. COMMITMENTS
AND CONTINGENCIES
On November 1, 2011,
the Company entered into an agreement to lease approximately 2,320 square feet of office space beginning December 1, 2011 for a
period of five years.
Rent to be charged to
the Company pursuant to the lease is as follows:
$2,996 per month for
the period beginning December 1, 2011 and ending November 30, 2012
$3,116 per month for
the period beginning December 1, 2012 and ending November 30, 2013
$3,241 per month for
the period beginning December 1, 2013 and ending November 30, 2014
$3,371 per month for
the period beginning December 1, 2014 and ending November 30, 2015
$3,506 per month for
the period beginning December 1, 2015 and ending November 30, 2016
This property is utilized
as office space. The Company believes that the foregoing property is adequate to meet its current needs. While it is anticipated
that the Company will require access to laboratory facilities in the future, the Company believes that access to such facilities
are available from a variety of sources.
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- DefinitionThe entire disclosure for commitments and contingencies.
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v3.3.1.900
Stockholders Equity
|
3 Months Ended |
Nov. 30, 2015 |
Equity [Abstract] |
|
Stockholders Equity |
NOTE 12. STOCKHOLDERS
EQUITY
The stockholders' equity
section of the Company contains the following classes of capital stock as of November 30, 2015:
Common Stock:
$0.0001 par value,
500,000,000 shares authorized and 40,170,472 shares issued and outstanding as of November 30, 2015.
Preferred Stock:
$0.0001 par value
5,000,000 shares authorized of which:
|
(a) |
100,000 are authorized as Series AA Preferred Stock of which 667 shares are issued and outstanding as of November 30, 2015 and |
|
(b) |
4,400,000 are authorized as Series B Preferred Stock of which 28,009 shares are issued and outstanding as of November 30, 2015 and |
|
(c) |
300,000 are authorized as Series AAA Preferred Stock of which 533 shares are issued and outstanding as of November 30, 2015. |
Upon any liquidation,
dissolution, or winding up of the Company, whether voluntary or involuntary (collectively, a Liquidation), before
any distribution or payment shall be made to any of the holders of Common Stock or any other series of preferred stock, the holders
of Series B Preferred Stock shall be entitled to receive out of the assets of the Company, whether such assets are capital, surplus
or earnings, an amount equal to $0.10 per share of Series B Preferred Stock (the Liquidation Amount) plus all declared
and unpaid dividends thereon, for each share of Series B Preferred Stock held by them.
If, upon any Liquidation,
the assets of the Company shall be insufficient to pay the Liquidation Amount, together with declared and unpaid dividends thereon,
in full to all holders of Series B Preferred Stock, then the entire net assets of the Company shall be distributed among the holders
of the Series B Preferred Stock, ratably in proportion to the full amounts to which they would otherwise be respectively entitled
and such distributions may be made in cash or in property taken at its fair value (as determined in good faith by the Board), or
both, at the election of the Board..
Non Voting Convertible
Preferred Stock having a $1.00 par value:
200,000
shares authorized of which 0 shares are issued and outstanding as of November 30, 2015 .
Non Voting Convertible
Preferred Stock shall convert at the option of the holder into shares of the corporations common stock at a conversion price
equal to seventy percent (70%) of the lowest Closing Price for the five (5) trading days immediately preceding written receipt
by the corporation of the holders intent to convert.
CLOSING
PRICE" shall mean the closing bid price for the corporations common stock on the Principal Market on a Trading Day
as reported by Bloomberg Finance L.P.
PRINCIPAL
MARKET" shall mean the principal trading exchange or market for the corporations common stock.
TRADING
DAY shall mean a day on which the Principal Market shall be open for business.
On July 2, 2015
the Company filed a Certificate of Change with the Nevada Secretary of State authorizing changes to the Companys Articles
of Incorporation.
The changes are as follows:
(i) Authorized common shares have been
reduced from 6,000,000,000 to 500,000,000 authorized shares.
(ii) A 1 for 150 reverse
stock split of all issued series of stock with the exception of the Corporations authorized Non Voting Convertible Preferred
Stock. One share of Common Stock will be issued after the exchange for one hundred and fifty shares of Common Stock issued. One
share of each series of preferred Stock (with the exception of the Corporations authorized Non Voting Convertible Preferred
Stock) will be issued after the exchange for one hundred and fifty shares of each series of Preferred Stock issued
The changes became effective July 27, 2015.
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- DefinitionThe entire disclosure for shareholders' equity comprised of portions attributable to the parent entity and noncontrolling interest, including other comprehensive income. Includes, but is not limited to, balances of common stock, preferred stock, additional paid-in capital, other capital and retained earnings, accumulated balance for each classification of other comprehensive income and amount of comprehensive income.
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Stock Transactions
|
3 Months Ended |
Nov. 30, 2015 |
Equity [Abstract] |
|
Stock Transactions |
NOTE 13. STOCK TRANSACTIONS
During the quarter ended
November 30, 2015:
On September 28, 2015
the Company issued 8,000,000 shares of the Companys Common Stock in satisfaction of a license initiation fee due pursuant
to that agreement by and between Zander and Regen Biopharma, Inc ( Note 6).
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v3.3.1.900
Summary of Significant Accounting Policies (Policies)
|
3 Months Ended |
Nov. 30, 2015 |
Accounting Policies [Abstract] |
|
Basis of Accounting |
A. BASIS OF ACCOUNTING
The financial statements
have been prepared using the basis of accounting generally accepted in the United States of America. Under this basis of accounting,
revenues are recorded as earned and expenses are recorded at the time liabilities are incurred. The Company has adopted an August
31 fiscal year-end. The Company recognizes revenue from services and product sales when the following four revenue recognition
criteria are met: persuasive evidence of an arrangement exists, delivery has occurred or services have been rendered, the selling
price is fixed or determinable, and collectability is reasonably assured.
|
Principles of Consolidation |
B. PRINCIPLES OF CONSOLIDATION
The consolidated financial
statements include the accounts of Entest CA and Zander;. the Companys wholly owned subsidiaries. Significant inter-company
transactions have been eliminated.
|
Use of Estimates |
C. USE OF ESTIMATES
The preparation of financial
statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that
affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial
statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those
estimates.
|
Cash Equivalents |
D. CASH EQUIVALENTS
The Company considers
all highly liquid investments with a maturity of three months or less when purchased to be cash equivalents.
|
Property and Equipment |
E. PROPERTY AND EQUIPMENT
As of November 30, 2015
Property and Equipment consists of $0 of Computer equipment. An impairment charge of $1,919 has been recognized by the Company
on one personal computer during the quarter ended August 31, 2015 as the Company has determined that the equipment has no value
due to obsolescence.
|
Fair Value of Financial Instruments |
F.
FAIR VALUE OF FINANCIAL INSTRUMENTS
Fair
value is the price that would be received for an asset or the exit price that would be paid to transfer a liability in the principal
or most advantageous market in an orderly transaction between market participants on the measurement date. A fair value
hierarchy requires an entity to maximize the use of observable inputs, where available. The following summarizes the three levels
of inputs required by the standard that the Company uses to measure fair value:
Level
1: Quoted prices in active markets for identical assets or liabilities
Level
2: Observable inputs other than Level 1 prices such as quoted prices for similar assets or liabilities; quoted prices in
markets that are not active or other inputs that are observable or can be corroborated by observable market data for substantially
the full term of the related assets or liabilities.
Level
3: Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of
the assets or liabilities.
The
Companys financial instruments as of November 30, 2015 consisted of $421,051 of Notes Payable and $8,000 due to TheraCyte,
Inc.. The fair value of all of the Companys financial instruments as of November 30, 2015 were valued according to the
Level 3 input. The carrying amount of the financial instruments is equal to the fair value as determined by the Company.
The
Company has determined that there are no Level 1 or Level 2 inputs for determining the fair value of the Companys financial
instruments. Fair value was determined by the Company utilizing its own assumptions and estimation. There were no transfers between
levels for the period presented.
|
Income Taxes |
G. INCOME TAXES
The Company accounts
for income taxes using the liability method prescribed by ASC 740, Income Taxes. Under this method,
deferred tax assets and liabilities are determined based on the difference between the financial reporting and tax bases of assets
and liabilities using enacted tax rates that will be in effect in the year in which the differences are expected to reverse. The
Company records a valuation allowance to offset deferred tax assets if based on the weight of available evidence, it is more-likely-than-not
that some portion, or all, of the deferred tax assets will not be realized. The effect on deferred taxes of a change in tax rates
is recognized as income or loss in the period that includes the enactment date.
The Company applied the
provisions of ASC 740-10-50, Accounting for Uncertainty in Income Taxes, which provides clarification related to
the process associated with accounting for uncertain tax positions recognized in our financial statements. Audit periods remain
open for review until the statute of limitations has passed. The completion of review or the expiration of the statute of limitations
for a given audit period could result in an adjustment to the Companys liability for income taxes. Any such adjustment could
be material to the Companys results of operations for any given quarterly or annual period based, in part, upon the results
of operations for the given period. As of November 30, 2015 the Company had no uncertain tax positions, and will continue to evaluate
for uncertain positions in the future.
The Company generated
a deferred tax credit through net operating loss carry forward. However, a valuation allowance of 100% has been established.
Interest and penalties
on tax deficiencies recognized in accordance with ACS accounting standards are classified as income taxes in accordance with ASC
Topic 740-10-50-19.
|
Basic Earnings (Loss) Per Share |
H. BASIC EARNINGS
(LOSS) PER SHARE
The Financial Accounting
Standards Board (FASB) issued Accounting Standards Codification (ASC) 260, "Earnings Per Share", which specifies the
computation, presentation and disclosure requirements for earnings (loss) per share for entities with publicly held common stock.
ASC 260 requires the presentation of basic earnings (loss) per share and diluted earnings (loss) per share. The Company has adopted
the provisions of ASC 260 effective from inception. Basic net loss per share amounts is computed by dividing the net income by
the weighted average number of common shares outstanding. All convertible debt has an anti-dilutive effect on the EPS, therefore
Diluted earnings per share are the same as basic earnings per share.
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|
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Debt Disclosure [Abstract] |
|
Notes Payable |
As of November 30, 2015 |
|
|
|
Notes:Payable |
|
|
|
|
|
|
|
Bio Technology Partners Business Trust |
|
$ |
159,000 |
The Sherman Family Trust (10% Interest) |
|
$ |
38,500 |
The Sherman Family Trust (0% Interest) |
|
$ |
160,500 |
Regen BioPharma Inc. ( See Note 6) |
|
$ |
12,051 |
Bostonia Partners |
|
$ |
37,000 |
Dunhill Ross Partners, Inc. |
|
$ |
14,000 |
Total |
|
$ |
421,051 |
|
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Nov. 30, 2015 |
Income Tax Disclosure [Abstract] |
|
Deferred Tax Assets |
As of November 30, 2015 |
|
|
|
|
|
|
|
Deferred tax assets: |
|
|
|
Net operating tax carry forwards |
|
$ |
2,405,924 |
Other |
|
|
-0- |
|
|
|
|
Gross deferred tax assets |
|
|
2,405,924 |
Valuation allowance |
|
|
(2,405,924 |
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|
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|
3 Months Ended |
|
Nov. 30, 2015 |
Sep. 28, 2015 |
Monthly rent revenue |
$ 5,000
|
|
License fee |
$ 100,000
|
|
Royalties receivable, percentage |
4.00%
|
|
Royalties, receivable |
$ 10,000
|
|
Common shares issued in satisfaction of license fee |
|
8,000,000
|
Regen BioPharma Inc. |
|
|
Amount due |
$ 12,051
|
|
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10.00%
|
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Income Taxes (Details Narrative)
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3 Months Ended |
Nov. 30, 2015
USD ($)
|
Income Tax Disclosure [Abstract] |
|
Deferred tax asset |
$ 2,405,924
|
Net operating loss carry forwards |
7,076,246
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Net operating loss carry forwards acquired in the reverse acquisition of Entest BioMedical, Inc. |
13,647
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Net operating loss carry forwards attributable to Entest BioMedical, Inc. |
7,062,599
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Commitments and Contingencies (Details Narrative) - USD ($)
|
12 Months Ended |
Nov. 30, 2016 |
Nov. 30, 2015 |
Nov. 30, 2014 |
Nov. 30, 2013 |
Nov. 30, 2012 |
Commitments and Contingencies Disclosure [Abstract] |
|
|
|
|
|
Office monthly lease payments |
$ 3,506
|
$ 3,371
|
$ 3,241
|
$ 3,116
|
$ 2,996
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Stockholders Equity (Details Narrative)
|
3 Months Ended |
|
Nov. 30, 2015
$ / shares
shares
|
Aug. 31, 2015
$ / shares
shares
|
Common stock, par value | $ / shares |
$ 0.0001
|
$ 0.0001
|
Common stock, shares authorized |
500,000,000
|
500,000,000
|
Common stock, shares issued |
40,170,472
|
32,170,472
|
Common stock, shares outstanding |
40,170,472
|
32,170,472
|
Preferred stock, par value | $ / shares |
$ 0.0001
|
$ 0.0001
|
Preferred stock, shares authorized |
5,000,000
|
5,000,000
|
Preferred stock, shares issued |
0
|
0
|
Preferred stock, shares outstanding |
0
|
0
|
Reverse Stock Split terms |
(i) Authorized common shares have been
reduced from 6,000,000,000 to 500,000,000 authorized shares.
(ii) A 1 for 150 reverse
stock split of all issued series of stock with the exception of the Corporations authorized Non Voting Convertible Preferred
Stock. One share of Common Stock will be issued after the exchange for one hundred and fifty shares of Common Stock issued. One
share of each series of preferred Stock (with the exception of the Corporations authorized Non Voting Convertible Preferred
Stock) will be issued after the exchange for one hundred and fifty shares of each series of Preferred Stock issued
|
|
Stock split conversion ratio |
0.0067
|
|
Series AA |
|
|
Preferred stock, par value | $ / shares |
$ 0.0001
|
$ 0.0001
|
Preferred stock, shares authorized |
100,000
|
100,000
|
Preferred stock, shares issued |
667
|
667
|
Preferred stock, shares outstanding |
667
|
667
|
Series B |
|
|
Preferred stock, par value | $ / shares |
$ 0.0001
|
$ 0.0001
|
Preferred stock, shares authorized |
4,400,000
|
4,400,000
|
Preferred stock, shares issued |
28,009
|
28,009
|
Preferred stock, shares outstanding |
28,009
|
28,009
|
Liquidation terms |
Upon any liquidation,
dissolution, or winding up of the Company, whether voluntary or involuntary (collectively, a Liquidation), before
any distribution or payment shall be made to any of the holders of Common Stock or any other series of preferred stock, the holders
of Series B Preferred Stock shall be entitled to receive out of the assets of the Company, whether such assets are capital, surplus
or earnings, an amount equal to $0.10 per share of Series B Preferred Stock (the Liquidation Amount) plus all declared
and unpaid dividends thereon, for each share of Series B Preferred Stock held by them.
If, upon any Liquidation,
the assets of the Company shall be insufficient to pay the Liquidation Amount, together with declared and unpaid dividends thereon,
in full to all holders of Series B Preferred Stock, then the entire net assets of the Company shall be distributed among the holders
of the Series B Preferred Stock, ratably in proportion to the full amounts to which they would otherwise be respectively entitled
and such distributions may be made in cash or in property taken at its fair value (as determined in good faith by the Board), or
both, at the election of the Board.
|
|
Series AAA |
|
|
Preferred stock, par value | $ / shares |
$ 0.0001
|
$ 0.0001
|
Preferred stock, shares authorized |
300,000
|
300,000
|
Preferred stock, shares issued |
533
|
533
|
Preferred stock, shares outstanding |
533
|
533
|
NonVoting |
|
|
Preferred stock, par value | $ / shares |
$ 1.00
|
$ 1.00
|
Preferred stock, shares authorized |
200,000
|
200,000
|
Preferred stock, shares issued |
0
|
0
|
Preferred stock, shares outstanding |
0
|
0
|
Liquidation terms |
Non Voting Convertible
Preferred Stock shall convert at the option of the holder into shares of the corporations common stock at a conversion price
equal to seventy percent (70%) of the lowest Closing Price for the five (5) trading days immediately preceding written receipt
by the corporation of the holders intent to convert.
|
|
X |
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