Form 10-Q - Quarterly report [Sections 13 or 15(d)]

Table of Contents

UNITED STATES

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 May 31, 2023

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from ______ to ______.

Commission File Number: 000-52403

___________________________________________________

CNBX PHARMACEUTICALS INC.

(Exact name of registrant as specified in its charter)

___________________________________________________

Nevada		46-5644005
(State or other jurisdiction of incorporation or organization)		(IRS Employer Identification No.)

#3 Bethesda Metro Center, Suite 700 Bethesda, MD		20814
(Address of principal executive offices)		(Zip Code)

(877) 424-2429

(Registrant’s telephone number, including area code)

____________________________________________________

(Former name, former address and former fiscal year, if changed since last report)

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant 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 every Interactive Data File required to be submitted 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 such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer”, “accelerated filer,” “smaller reporting company," and “emerging growth company” in Rule 12b-2 of the Exchange Act:

Large accelerated filer ☐	Accelerated filer ☐
Non-accelerated filer ☒	Smaller reporting company ☒
	Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

As of July 14, 2023, the registrant had 17,033,732 shares of its Common Stock, $0.0001 par value, outstanding.

When used in this quarterly report, the terms “CNBX,” “the Company,” “we,” “our,” and “us” refer to CNBX Pharmaceuticals Inc. and its wholly owned subsidiaries, G.R.I.N Ultra Ltd., and Digestix Bioscience Inc.

CNBX PHARMACEUTICALS INC.

FORM 10-Q

MAY 31ST, 2023

INDEX

Cautionary Note Regarding Forward-Looking Statements		3

PART I – FINANCIAL INFORMATION		4

Item 1.	Consolidated Financial Statements	4
	Consolidated Balance Sheets as of May 31st, 2023 (unaudited) and August 31, 2022	4
	Consolidated Statements of Operations for the Three and Nine Months Ended May 31st, 2023 and 2022 (unaudited)	5
	Consolidated Statements of Stockholders’ Equity (Deficit) for the Three and Nine Months Ended May 31st, 2023 and 2022 and the Year Ended August 31, 2022	6
	Consolidated Statements of Cash Flows for the Nine Months Ended May 31st, 2023 and 2022 (unaudited)	8
	Notes to Consolidated Financial Statements (unaudited)	9
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	12
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	15
Item 4.	Controls and Procedures	15

PART II -- OTHER INFORMATION		16
Item 1.	Legal Proceedings	16
Item 1A.	Risk Factors	16
Item 2.	Recent Sale of Unregistered Securities	16
Item 6.	Exhibits	16

SIGNATURES		17

CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS

Certain information set forth in this Quarterly Report on Form 10-Q, including in Item 2, “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and elsewhere herein may address or relate to future events and expectations and as such constitutes “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Statements which are not historical reflect our current expectations and projections about our future results, performance, liquidity, financial condition, prospects and opportunities and are based upon information currently available to us and our management and their interpretation of what is believed to be significant factors affecting our business, including many assumptions regarding future events. Such forward-looking statements include statements regarding, among other things:

	·	the size and growth of the potential markets for our products and the ability to serve those markets;

	·	our expectations regarding our expenses and revenue, the sufficiency of our cash resources and needs for additional financing;

	·	the rate and degree of market acceptance of any of our products;

	·	our expectations regarding competition;

	·	our anticipated growth strategies;

	·	our ability to attract or retain key personnel;

	·	our ability to establish and maintain development partnerships;

	·	regulatory developments in the U.S. and foreign countries, especially those related to change in, and enforcement of, cannabis laws;

	·	our ability to obtain and maintain intellectual property protection for our products; and

	·	the anticipated trends and challenges in our business and the market in which we operate.

Forward-looking statements, which involve assumptions and describe our future plans, strategies, and expectations, are generally identifiable by use of the words “may,” “should,” “would,” “could,” “scheduled,” “expect,” “anticipate,” “estimate,” “believe,” “intend,” “seek,” or “project” or the negative of these words or other variations on these words or comparable terminology. Actual results, performance, liquidity, financial condition and results of operations, prospects and opportunities could differ materially and perhaps substantially from those expressed in, or implied by, these forward-looking statements as a result of various risks, uncertainties and other factors. These statements may be found under the section of our Annual Report on Form 10-K for the year ended August 31, 2022, entitled “Risk Factors” as well as in our other public filings.

In light of these risks and uncertainties, and especially given the start-up nature of our business, there can be no assurance that the forward-looking statements contained herein will in fact occur. Readers should not place undue reliance on any forward-looking statements. Except as expressly required by the federal securities laws, we undertake no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events, changed circumstances or any other reason.

PART I - FINANCIAL INFORMATION

Item 1. Financial Statements

CNBX PHARMACEUTICALS INC.

Consolidated Balance Sheets


	May 31,			August 31,
	2023			2022
	Unaudited			Audited
ASSETS

Current assets:
Cash and cash equivalents	$	44,151		$	117,515
Prepaid expenses and other receivables		304,645			80,772
Total current assets		348,796			198,287

Available for sale Investment		–			176,087

Equipment, net		313,223			436,792

Total assets	$	662,019		$	811,166

LIABILITIES AND STOCKHOLDERS' EQUITY

Current liabilities:
Accounts payable and accrued liabilities	$	1,015,240		$	461,128
Convertible loan		1,332,577			1,758,702
Due to a related party		223,645			223,645
Total current liabilities	$	2,571,462		$	2,443,475

Stockholders' equity (deficit):
Preferred stock, $0.0001 par value, 100,000,000 shares authorized, no shares issued and outstanding.		–			–
Common stock, $0.0001 par value, 900,000,000 shares authorized, 16,033,732 shares issued and outstanding at May 31, 2023 and 1,257,927 shares issued and outstanding at August 31, 2022.		1,603			124
Additional paid-in capital		18,646,026			18,031,869
Issuance of warrants		3,459,510			3,459,510
Other comprehensive loss		(330,933	)		(2,574,846	)
Accumulated deficit		(23,685,648	)		(20,548,968	)
Total stockholders' equity		(1,909,442	)		(1,632,311	)

Total liabilities and stockholders' equity	$	662,019		$	811,166

See accompanying notes to consolidated financial statements.

CNBX PHARMACEUTICALS INC.

Consolidated Statements of Operations and Comprehensive Loss

(Unaudited)


	For the Three Months Ended						For the Nine Months Ended
	May 31,			May 31,			May 31,			May 31,
	2023			2022			2023			2022
	Unaudited
Revenues	$	310,165		$	–		$	310,165		$	–

Operating expenses:
Research and development expense	$	263,115		$	249,061		$	338,330		$	1,019,682
General and administrative expenses		220,132			385,945			741,716			1,455,935
Total operating expenses		483,247			635,006			1,080,046			2,475,617

Loss from operations		(173,082	)		(635,006	)		(769,881	)		(2,475,617	)

Other income
Capital Loss		–			–			(2,395,298	)		–
Financial Income (Loss)		18,392			(46,646	)		28,499			(767,926	)
Net loss		(154,690	)		(681,652	)		(3,136,680	)		(3,243,543	)

Profit (loss) from available for sale assets		–			42,261			(59,870	)		(605,740	)
Total comprehensive (income) loss	$	(154,690	)	$	(639,392	)	$	(3,196,550	)	$	(3,849,283	)

Net loss per share - basic	$	(0.02	)	$	(0.05	)	$	(0.78	)	$	(2.65	)
Net loss per share - diluted	$	(0.02	)	$	(0.05	)	$	(0.78	)	$	(2.65	)
Weighted average number of shares outstanding - Basic		9,265,865			1,238,826			4,030,048			1,221,478
Weighted average number of shares outstanding - Diluted		9,265,865			1,238,826			4,030,048			1,221,478

See accompanying notes to consolidated financial statements.

CNBX PHARMACEUTICALS INC.

Consolidated Statements of Stockholders' Equity (Deficit)


	Common stock				Additional paid in				Unrealized gain (loss) on available-for sale financial			Accumulated			Total stockholders’ equity
	Shares		Amount		capital		Warrants		gain			deficit			(deficit)
Balance, August 31, 2022		1,238,659	$	124	$	18,031,869	$	3,459,510	$	(2,574,846	)	$	(20,548,968	)	$	(1,632,311	)

Exercise of CLA to shares		14,795,073		1,479		468,652		–		–			–			470,131

Share based payment		–		–		145,505		–		–			–			145,505

Realization of available for sale asset		–		–		–		–		2,243,913			–			2,243,913

Net loss		–		–		–		–		–			(3,136,680	)		(3,136,680	)

Balance, May 31, 2023		16,033,732	$	1,603	$	18,646,026	$	3,459,510	$	(330,933	)	$	(23,685,648	)	$	(1,909,442	)

	Common stock				Additional paid in				Unrealized gain (loss) on available-for sale financial			Accumulated			Total stockholders’ equity
	Shares		Amount		capital		Warrants		gain			deficit			(deficit)
Balance, February 28, 2023		2,190,138	$	222	$	18,390,628	$	3,459,510	$	(330,933	)	$	(23,530,958	)	$	(2,011,531	)

Exercise of CLA to shares		13,843,594		1,381		220,423		–		–			–			221,804

Share based payment		–		–		34,975		–		–			–			34,975

Net Loss		–		–		–		–		–			(154,690	)		(154,690	)

Balance, May 31, 2023		16,033,732	$	1,603	$	18,646,026	$	3,459,510	$	(330,933	)	$	(23,685,648	)	$	(1,909,442	)

CNBX PHARMACEUTICALS INC.

Consolidated Statements of Stockholders' Equity (Deficit)

(continued)


	Common stock				Additional paid in				Unrealized gain (loss) on available-for sale financial			Accumulated			Total stockholders’ equity
	Shares		Amount		capital		Warrants		gain			deficit			(deficit)
Balance, August 31, 2021		1,218,799	$	122	$	17,077,715	$	3,459,510	$	(1,905,715	)	$	(16,825,718	)	$	1,805,914

Exercise of CLA to shares		20,027		2		225,287		–		–			–			225,289

Share based payment		–		–		635,587		–		–			–			635,587

Other comprehensive loss		–		–		–		–		(605,740	)		–			(605,740	)

Net loss		–		–		–		–		–			(3,243,543	)		(3,243,543	)

Balance, May 31, 2022		1,238,826	$	124	$	17,938,589	$	3,459,510	$	(2,511,455	)	$	(20,069,261	)	$	(1,182,493	)


	Common stock				Additional paid in				Unrealized gain (loss) on available-for sale financial			Accumulated			Total stockholders’ equity
	Shares		Amount		capital		Warrants		gain			deficit			(deficit)
Balance, February 28, 2022		1,238,826	$	124	$	17,833,663	$	3,459,510	$	(2,553,716	)	$	(19,387,609	)	$	(648,028	)

Share based payment		–		–		104,926		–		–			–			104,926

Other comprehensive gain		–		–		–		–		42,261			–			42,261

Net Loss		–		–		–		–		–			(681,652	)		(681,652	)

Balance, May 31, 2022		1,238,826	$	124	$	17,938,589	$	3,459,510	$	(2,511,455	)	$	(20,069,261	)	$	(1,182,493	)

See accompanying notes to consolidated financial statements.

CNBX PHARMACEUTICALS INC.

Consolidated Statements of Cash Flows

(Unaudited)


	For the nine months ended,
	May 31,			May 31,
	2023			2022
Cash flows from operating activities:
Net Loss	$	(3,136,680	)	$	(3,243,543	)
Adjustments required to reconcile net loss to net cash used in operating activities:
Depreciation		123,569			151,239
Interest on loans		–			–
Capital Gain		2,395,298			–
Due to related party		–			–
Royalties receivables valuation		–			–
Stock issued for services		–			–
Profit from held for trading investments		–			–
Convertible loan valuation		9,033			718,392
Share based payment		145,505			635,587
Changes in operating assets and liabilities:
Accounts Receivable and pre paid expenses		(223,873	)		66,560
Accounts payable and accrued liabilities		554,110			142,083
Net cash used in operating activities		(133,038	)		(1,529,682	)

Cash flows from investing activities:
Proceeds from sale of available for sale investments		24,702			–
Held for trading investments		–			–
Acquisition of equipment		–			(513	)
Net cash gain in investing activities		24,702			(513	)

Cash flows from financing activities:
Convertible loan		34,972			240,000
Proceeds from sale of common stock		–			–
Costs of raising capital		–			–
Net cash provided by financing activities		34,972			240,000

Effect of exchange rate fluctuations on cash		–			–
Net decrease in cash		(73,364	)		(1,290,195	)
Cash and cash equivalents at beginning of the Period		117,515			1,386,472
Cash and cash equivalents at end of the Period	$	44,151		$	96,277

Significant non-cash transactions:
Exercise of a Convertible loan to shares of common stock.	$	470,131		$	225,287

See accompanying notes to consolidated financial statements.

CNBX PHARMACEUTICALS INC.

Notes to Consolidated Financial Statements

(Unaudited)

Note 1 – Nature of Business, Presentation and Going Concern

Organization

CNBX Pharmaceuticals Inc. (the “Company”), was incorporated in the State of Nevada, on September 15, 2004, under the name of Thrust Energy Corp.

On September 30, 2010, we increased our authorized capital to 900 million shares of common stock (par value $0.0001) and 100 million shares of preferred stock (par value $0.0001) and effected a 20-for-1 reverse split of our issued and outstanding common stock. As a result of the reverse split, our issued and outstanding common stock was reduced from 13,604,000 shares to 680,202 common shares, 100,000,000 preferred shares were unaffected.

On April 25, 2014, the Company experienced a change in control. Cannabics, Inc. (“Cannabics”) acquired a majority of the issued and outstanding common stock of the Company in accordance with stock purchase agreements. On the closing date, April 25, 2014, pursuant to the terms of the Stock Purchase Agreement, CNBX Pharmaceuticals Inc. purchased 41,000,000 shares of the Company’s outstanding restricted common stock for $198,000, representing 51%.

On May 21, 2014, the Company changed its name, via merger in the state of Nevada, to CNBX Pharmaceuticals Inc. The Company’s principal offices are in Bethesda, Maryland. The Company changed its course of business to laboratory research and development.

On June 19, 2014, FINRA granted final approval of Change of Name & Ticker Symbol of the Corporation from American Mining Corporation to CNBX PHARMACEUTICALS INC., with the new Ticker Symbol of “CNBX”. Said approval was predicated upon CNBX Pharmaceuticals Inc.’s filing of Articles of Merger with American Mining Corporation with the Nevada Secretary of State on May 21st, 2014. Under the laws of the State of Nevada, CNBX Pharmaceuticals Inc. was merged with and into the Registrant, with the Registrant being the surviving entity. The Merger was completed under Section 92A.180 of the Nevada Revised Statutes, Chapter 92A, as amended, and as such, does not require the approval of the stockholders of either the Registrant or CNBX Pharmaceuticals Inc.

On August 25, 2014, the Company organized G.R.I.N. Ultra Ltd. (“GRIN”), an Israeli corporation, as a wholly-owned subsidiary. GRIN will provide research and development activities for the Company’s products in Israel.

On July 24, 2017, the Company announced its establishment of a genetics laboratory to develop diagnostic tools based on human genome, tumor genetics and specific cannabinoids.

On August 20^th, 2020, the Company announced the creation of a new Division for its Anti-Tumor drug candidate RCC-33, for the treatment of colorectal cancer. The emanates from the Company’s focus on a clinical validation path, including in-vivo experiments, collaborations with key medical centers, and the preparation of a product dossier with which the company plans to schedule a Pre IND-Meeting with the US FDA.

On February 13^th, 2022, the company established a Nomination and Governance Committee.

On May 10, 2022, the Company filed a certificate of change (the “Certificate”) with the Secretary of State of the State of Nevada. Pursuant to the Certificate, the Company effectuated a one-for-one hundred twenty (1:120) reverse split of the issued and outstanding shares of common stock of the Company without changing the par value of the stock.

Basis of Presentation

The accompanying unaudited financial statements have been prepared in accordance with accounting principles generally accepted in the United States (“U.S. GAAP”) for interim financial statement presentation and in accordance with Form 10-Q. Accordingly, they do not include all of the information and footnotes required in annual financial statements. In the opinion of management, the unaudited financial statements contain all adjustments (consisting only of normal recurring accruals) necessary to present fairly the financial position and results of operations and cash flows. The results of operations presented are not necessarily indicative of the results to be expected for any other interim period or for the entire year.

These unaudited financial statements should be read in conjunction with our August 31, 2022 annual financial statements included in our Form 10-K, filed with the U.S. Securities and Exchange Commission (“SEC”) on November 30^th, 2022.

Principles of Consolidation

The consolidated financial statements include the accounts of the Company and its subsidiaries GRIN Ultra and Digestix Bioscience Inc. All significant inter-company balances and transactions have been eliminated in consolidation.

Going Concern

The accompanying unaudited financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. While the Company has incurred a net loss of $3,136,680 for the nine months ended May 31st, 2023, it has incurred cumulative losses since inception of $23,685,648. These conditions raise substantial doubt about the ability of the Company to continue as a going concern.

The ability of the Company to continue as a going concern is dependent upon its abilities to generate revenues, to continue to raise investment capital, and develop and implement its business plan. No assurance can be given that the Company will be successful in these efforts.

Research and Development Costs

The Company accounts for research and development costs in accordance with Accounting Standards Codification 730 “Research and Development” (“ASC 730”). ASC 730 requires that research and development costs be charged to expense when incurred. Research and development costs charged to expense were $338,330 and $1,019,682 for the nine months ended May 31st, 2023 and 2022, respectively.

Reclassifications

Certain amounts in the prior period financial statements have been reclassified to conform to the current period presentation. These reclassifications had no effect on reported losses, total assets, or stockholders’ equity as previously reported.

Note 2 – Related Party Transactions

During the nine months ending May 31st, 2023, the Company paid $7,000 in salaries, including socials benefits, to two directors, compared to $264,061 for the nine months ending May 31, 2022.

During the nine months ending May 31st, 2023 the Company accrued $334,658 in salaries, including socials benefits, to two directors compared to $115,039 for the nine months ending May 31, 2022.

As of May 31, 2023, the Company had a balance outstanding payable to two directors: Gabriel Yariv and Eyal Barad in the total of $449,697 under Accounts payable and accrued liabilities.

The Company had a balance outstanding at May 31st, 2023 and at May 31, 2022 of $223,645, payable to Cannabics, Inc. The advance is due on demand and bears no interest.

During the nine months ending May 31, 2023, the Company recorded a non-cash expense of $145,505 in share-based payment, to the company chairman, board members and advisor.

Note 3 – Stockholders’ Equity (Deficit)

Authorized Shares

The Company is authorized to issue up to 900,000,000 shares of common stock, par value $0.0001 per share. There is also 100,000,000 shares of Preferred stock, none of which has been issued. Each outstanding share of common stock entitles the holder to one vote per share on all matters submitted to a stockholder vote. All shares of common stock are non-assessable and non-cumulative, with no pre-emptive rights.

For the period ending at May 31, 2023, the company issued 14,795,073 shares as a result of a convertible of a loan at the total of $470,131.

Note 4 – Commitments and Contingencies

We currently rent our laboratory located in Rehovot, Israel, for a monthly fee of $6,500. Our existing lease agreement will expire at the end of February 2024. Although we have the option to renew for two additional years, it is more unlikely than likely that we will exercise the two-year option

As security for its obligation under credit cards, the Company’s subsidiary provided a bank guarantee in the amount of shekels $5,700.

Note 5 – Subsequent Events

On June 1, 2023, the company issued 1,000, 000 shares as a result of a convertible of a loan at the total of $11,491.

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations.

Company Overview

We are a pre-clinical-stage, platform technology biopharmaceutical company which has developed proprietary innovative medicines in areas of significant unmet medical needs in oncology, with a current focus on colorectal cancer ("CRC"). Our drug candidate under development for colon cancer is RCC-33, a first-in-class therapy being developed primarily in two settings: one to reduce tumor cell activity in colon cancer patients as a standalone in neoadjuvant treatment or "window of opportunity" at the time after colonoscopy, prior to cancer staging; and another for patients with refractory to therapy and adjuvant to surgery also at the time after colonoscopy. The Company hopes to start first in human Phase I/II clinical trials in 2024. Neoadjuvant treatment is the administration of a therapy before the surgical treatment to improve patient outcome, and our business strategy is to advance our programs through clinical studies including with partners, and to opportunistically add programs in areas of high unmet medical needs through acquisition, collaboration, or internal development.

Results of Operations

For the Three Months Ended May 31st, 2023 and 2022

Revenues

For the three months ended May 31, 2023, our total income $310,165 compared to non for the three months ended May 31, 2022

The company revenues are consisting of laboratory services.

Operating Expenses

For the three months ended May 31, 2023, our total operating expenses were $483,247 compared to $635,006 for the three months ended May 31, 2022, resulting in a decrease of $151,759. The decrease is attributable to a decrease of $165,813 in general administration, and sales and marketing expenses and a decrease of $75,215 in research and development expenses.

We realized financial gain of $18,392 for the three months ended May 31st, 2023, compared to incurring financial loss of $46,646 for the three months ended May 31, 2022.

As a result, the net loss was $154,690 for the three months ended May 31st, 2023, compared to a net loss of $681,652 for the three months ended May 31, 2022.

Net Loss

Net loss was $154,690 compared to net loss $681,652 for the three months ended May 31st, 2023, for the reasons noted supra.

For the nine Months Ended May 31st, 2023 and 2022

Revenues

For the nine months ended May 31, 2023, our total income $310,165 compared to non for the nine months ended May 31, 2022.

The company revenues are consisting of laboratory services.

Operating Expenses

For the nine months ended May 31st, 2023, our total operating expenses were $1,080,046 compared to $2,475,617 for the nine months ended May 31, 2022, resulting in a decrease of $1,395,571. The decrease is attributable to a decrease of $741,219 in general administration, and sales and marketing expenses mostly due to share based payment of $490,082 and Professional services of $284,975and a decrease of $681,352 in research and development expenses.

We realized financial income of $28,499 for the nine months ended May 31, 2023, compared to financial loss of $767,926 for the nine months ended May 31, 2022. The decrease in financial expense was mainly attributable to a convertible loan valuation expense of $9,033 for the nine month ended May 31,2023 comparing to $718,392 for the nine months ended May 31, 2022.

We realized capital loss due to a realization of the Company’s shares held in Sativus Inc of $2,395,298 for the nine months ended May 31,2023 comparing to none for the nine months ended May 31, 2022.

As a result, the net loss was $3,136,680 for the nine months ended May 31st, 2023, compared to a net loss of $3,243,543 for the nine months ended May 31, 2022.

Net loss

Net loss was $3,136,680 compared to net income of $3,243,543 for the nine months ended May 31st, 2023 and May 31, 2022, for the reasons explained supra.

Liquidity and Capital Resources

Overview

As of May 31st, 2023, we had $44,151 in cash compared to $117,515 on August 31, 2022. We expect to incur a minimum of $1,000,000 in expenses during the next twelve months of operations. We estimate that these expenses will be comprised primarily of general expenses including overhead, legal and accounting fees, research and development expenses, and fees payable to outside medical centers for clinical studies.

Liquidity and Capital Resources during the nine Months Ended May 31st, 2023 compared to the nine Months Ended May 31, 2022

We used cash in operations of $133,038 for the nine months ended May 31st, 2023 compared to cash used in operations of $1,529,683 for the nine months ended May 31, 2022. The negative cash flow from operating activities for the nine months ended May 31st, 2023 is primarily attributable to the Company's net loss from operations of $3,163,680, offset by depreciation of $123,569, an increase in accounts payables and accrued liabilities of $554,110, an increase of $223,873 in account receivables and prepaid expenses, convertible loan valuation of $9,033, and share based payment in a total of $145,505.

We had cash flow from investing activities of $24,702 during the nine months ended May 31st, 2023, compared to cash flow used investing activities of $513 for the nine months ended May 31, 2022. The cash flow from investing activities is due to the Company’s Realization of Sativus Inc shares of $24,702.

We had cash flow from financing activities of $34,972 convertible loan during the nine months ended May 31st, 2023, compared to $240,000 convertible loan for the nine months ended May 31, 2022.

We will have to raise funds to pay for our expenses. We may have to borrow money from shareholders, issue equity or enter into a strategic arrangement with a third party. There can be no assurance that additional capital will be available to us. We currently have no arrangements or understandings with any person to obtain funds through bank loans, lines of credit or any other sources. Since we have no such arrangements or plans currently in effect, our inability to raise funds for our operations will have a severe negative impact on our ability to remain a viable company.

Going Concern

Due to the uncertainty of our ability to meet our current operating and capital expenses, our independent auditors included an explanatory paragraph in their report on the audited financial statements for the year ended August 31, 2022 regarding concerns about our ability to continue as a going concern. Our financial statements contain additional note disclosures describing the circumstances that lead to this disclosure by our independent auditors.

Our unaudited financial statements have been prepared on a going concern basis, which assumes the realization of assets and settlement of liabilities in the normal course of business. Our ability to continue as a going concern is dependent upon our ability to generate profitable operations in the future and/or to obtain the necessary financing to meet our obligations and repay our liabilities arising from normal business operations when they become due. The outcome of these matters cannot be predicted with any certainty at this time and raise substantial doubt that we will be able to continue as a going concern. Our unaudited financial statements do not include any adjustments to the amount and classification of assets and liabilities that may be necessary should we be unable to continue as a going concern.

There is no assurance that our operations will be profitable. Our continued existence and plans for future growth depend on our ability to obtain the additional capital necessary to operate either through the generation of revenue or the issuance of additional debt or equity.

Off-Balance Sheet Arrangements

We currently have no off-balance sheet arrangements that have or are reasonably likely to have a current or future material effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources.

Critical Accounting Policies

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires us to make a number of 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. Such estimates and assumptions affect the reported amounts of revenues and expenses during the reporting period. We base our estimates on historical experiences and on various other assumptions that we believe to be reasonable under the circumstances. Actual results may differ materially from these estimates under different assumptions and conditions. We continue to monitor significant estimates made during the preparation of our financial statements. On an ongoing basis, we evaluate estimates and assumptions based upon historical experience and various other factors and circumstances. We believe our estimates and assumptions are reasonable in the circumstances; however, actual results may differ from these estimates under different future conditions.

See Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and Note 2, “Summary of Significant Accounting Policies” in our audited consolidated financial statements for the year ended August 31, 2022, included in our Annual Report on Form 10-K as filed on November 30^th, 2022, for a discussion of our critical accounting policies and estimates.

Item 3. Quantitative and Qualitative Disclosures About Market Risk.

The disclosure required under this item is not required to be reported by smaller reporting companies; as such term is defined by Item 503(e) of Regulation S-K.

Item 4. Controls and Procedures.

(a)

Evaluation of Disclosure Controls and Procedures

The Company maintains a set of disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) of the Exchange Act) designed to ensure that information required to be disclosed by the Company in reports that it files or submits under the Exchange Act, is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms and is accumulated and communicated to the Company’s management, including the Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure. In accordance with Rule 13a-15(b) of the Exchange Act, as of the end of the period covered by this Quarterly Report on Form 10-Q, an evaluation was carried out under the supervision and with the participation of the Company’s management, including its Chief Executive Officer, Chief Financial Officer and the full Audit Committee, of the effectiveness of its disclosure controls and procedures. The Audit Committee assessed, reviewed and determined that the Company’s disclosure controls and procedures were effective as to this quarterly filing. Based on that evaluation, The Board accepted and ratified the findings of the Audit Committee that the Company’s disclosure controls and procedures, as of May 31^st, 2023, the end of the period covered by this Quarterly Report on Form 10-Q, were effective to provide reasonable assurance that information required to be disclosed by the Company in reports that it files or submits under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms and is accumulated and communicated to the Company’s management, including the Chief Executive Officer, Chief Financial Officer, and Audit Committee as appropriate to allow timely decisions regarding required disclosure.

(b)

Changes in Internal Control over Financial Reporting

Since our annual report, the Company has maintained an Audit Committee to better review our internal financial reporting. There were no other changes in our internal control over financial reporting during the period ending May 31, 2023, that materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

(c)

Limitations on the Effectiveness of Internal Controls

Readers are cautioned that our management does not expect that our disclosure controls and procedures or our internal control over financial reporting will necessarily prevent all fraud and material error. An internal control system, no matter how well conceived and operated, can provide only reasonable, not absolute, assurance that the objectives of the control system are met. Because of the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, within our control have been detected. The design of any system of controls also is based in part upon certain assumptions about the likelihood of future events, and there can be no assurance that any control design will succeed in achieving its stated goals under all potential future conditions. Over time, controls may become inadequate because of changes in conditions, or the degree of compliance with the policies or procedures may deteriorate.

PART II - OTHER INFORMATION

Item 1. Legal Proceedings

None.

Item 1A. Risk Factors

We are a smaller reporting company as defined in Rule 12b-2 of the Exchange Act and are not required to provide the information required under this item.

Item 2. Recent Sale of Unregistered Securities

None.

Item 6. Exhibits

Exhibit 31.1*	Certification by the Principal Executive Officer of Registrant pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (Rule 13a-14(a) or Rule 15d-14(a)).

Exhibit 31.2*	Certification by the Principal Financial Officer of Registrant pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (Rule 13a-14(a) or Rule 15d-14(a)).

Exhibit 32.1**	Certification by the Principal Executive Officer pursuant to 18 U.S.C. 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

Exhibit 32.2**	Certification by the Principal Financial Officer pursuant to 18 U.S.C. 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

101.INS***	XBRL Instance Document

101.SCH***	XBRL Taxonomy Extension Schema Document

101.CAL***	XBRL Taxonomy Extension Calculation Linkbase Document

101.DEF***	XBRL Taxonomy Extension Definition Linkbase Document

101.LAB***	XBRL Taxonomy Extension Label Linkbase Document

101.PRE***	XBRL Taxonomy Extension Presentation Linkbase Document

______________________________

*	Filed herewith.

**	Furnished herewith.

***	XBRL (Extensible Business Reporting Language) information is furnished and not filed or a part of a registration statement or prospectus for purposes of Sections 11 or 12 of the Securities Act of 1933, as amended, is deemed not filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and otherwise is not subject to liability under these sections.

SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

	CNBX Pharmaceuticals Inc.

Date: July 14, 2023	By:	/s/ Eyal Barad
		Eyal Barad
	Title:	Chief Executive Officer (Principal Executive Officer)


Date: July 14, 2023	By:	/s/ Uri Ben Or
		Uri Ben Or
	Title:	Chief Financial Officer (Principal Financial Officer)

Exhibit 31.1

CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER

PURSUANT TO 18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO SECTION 302 OF

THE SARBANES-OXLEY ACT OF 2002

I, Eyal Barad, certify that:

1.	I have reviewed this Form 10-Q of CNBX PHARMACEUTICALS 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 present in this report;

4.	I am 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 13-a-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.	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 involved management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: July 14, 2023

By:

/s/ Eyal Barad

Eyal Barad

Director, Chief Executive Officer

CNBX PHARMACEUTICALS INC.

Exhibit 31.2

CERTIFICATION OF PRINCIPAL FINANCIAL OFFICER

PURSUANT TO 18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO SECTION 302 OF

THE SARBANES-OXLEY ACT OF 2002

I, Uri Ben Or, certify that:

1.	I have reviewed this Form 10-Q of CNBX PHARMACEUTICALS 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 present in this report;

4.	I am 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 13-a-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.	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 involved management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: July 14, 2023

By:

/s/ Uri Ben Or

Uri Ben Or

Chief Financial Officer

CNBX PHARMACEUTICALS INC.

Exhibit 32.1

CERTIFICATION OF

PRINCIPAL 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 this Quarterly Report of CNBX PHARMACEUTICALS INC. (the “Company”) on Form 10-Q for the quarter ending May 31st, 2023, as filed with the U.S. Securities and Exchange Commission on the date hereof (the “Report”), I, Eyal Barad, Director and Chief Executive Officer (Principal Executive Officer) of the Company, certify to the best of my knowledge, pursuant to 18 U.S.C. Sec. 1350, as adopted pursuant to Sec. 906 of the Sarbanes-Oxley Act of 2002, that:

1.	Such Quarterly Report on Form 10-Q for the quarter ending May 31st, 2023, 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 such Quarterly Report on Form 10-Q for the quarter ending May 31st, 2023, fairly presents, in all material respects, the financial condition and results of operations of the Company.


Date: July 14, 2023	By:	/s/ Eyal Barad
		Eyal Barad
		Director, Chief Executive Officer CNBX PHARMACEUTICALS INC.

Exhibit 32.2

CERTIFICATION OF

PRINCIPAL 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 this Quarterly Report of CNBX PHARMACEUTICALS INC. (the “Company”) on Form 10-Q for the quarter ending May 31st, 2023, as filed with the U.S. Securities and Exchange Commission on the date hereof (the “Report”), I, Uri Ben Or, Chief Financial Officer (Principal Financial Officer) of the Company, certify to the best of my knowledge, pursuant to 18 U.S.C. Sec. 1350, as adopted pursuant to Sec. 906 of the Sarbanes-Oxley Act of 2002, that:

1.	Such Quarterly Report on Form 10-Q for the quarter ending May 31st, 2023, 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 such Quarterly Report on Form 10-Q for the quarter ending May 31st, 2023, fairly presents, in all material respects, the financial condition and results of operations of the Company.


Date: July 14, 2023	By:	/s/ Uri Ben Or
		Uri Ben Or
		Chief Financial Officer CNBX PHARMACEUTICALS INC.

Cover - shares	9 Months Ended
Cover - shares	May 31, 2023	Jul. 14, 2023
Cover [Abstract]
Document Type	10-Q
Amendment Flag	false
Document Quarterly Report	true
Document Transition Report	false
Document Period End Date	May 31, 2023
Document Fiscal Period Focus	Q3
Document Fiscal Year Focus	2023
Current Fiscal Year End Date	--08-31
Entity File Number	000-52403
Entity Registrant Name	CNBX PHARMACEUTICALS INC.
Entity Central Index Key	0001343009
Entity Tax Identification Number	46-5644005
Entity Incorporation, State or Country Code	NV
Entity Address, Address Line One	#3 Bethesda Metro Center
Entity Address, Address Line Two	Suite 700
Entity Address, City or Town	Bethesda
Entity Address, State or Province	MD
Entity Address, Postal Zip Code	20814
City Area Code	(877)
Local Phone Number	424-2429
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		17,033,732

Consolidated Balance Sheets (Unaudited) - USD ($)	May 31, 2023	Aug. 31, 2022
Current assets:
Cash and cash equivalents	$ 44,151	$ 117,515
Prepaid expenses and other receivables	304,645	80,772
Total current assets	348,796	198,287
Available for sale Investment	0	176,087
Equipment, net	313,223	436,792
Total assets	662,019	811,166
Current liabilities:
Accounts payable and accrued liabilities	1,015,240	461,128
Convertible loan	1,332,577	1,758,702
Due to a related party	223,645	223,645
Total current liabilities	2,571,462	2,443,475
Stockholders' equity (deficit):
Preferred stock, $0.0001 par value, 100,000,000 shares authorized, no shares issued and outstanding.	0	0
Common stock, $0.0001 par value, 900,000,000 shares authorized, 16,033,732 shares issued and outstanding at May 31, 2023 and 1,257,927 shares issued and outstanding at August 31, 2022.	1,603	124
Additional paid-in capital	18,646,026	18,031,869
Issuance of warrants	3,459,510	3,459,510
Other comprehensive loss	(330,933)	(2,574,846)
Accumulated deficit	(23,685,648)	(20,548,968)
Total stockholders' equity	(1,909,442)	(1,632,311)
Total liabilities and stockholders' equity	$ 662,019	$ 811,166

Consolidated Balance Sheets (Unaudited) (Parenthetical) - $ / shares	May 31, 2023	Aug. 31, 2022
Statement of Financial Position [Abstract]
Preferred Stock, Par or Stated Value Per Share	$ 0.0001	$ 0.0001
Preferred Stock, Shares Authorized	100,000,000	100,000,000
Preferred Stock, Shares Issued	0	0
Preferred Stock, Shares Outstanding	0	0
Common Stock, Par or Stated Value Per Share	$ 0.0001	$ 0.0001
Common Stock, Shares Authorized	900,000,000	900,000,000
Common Stock, Shares, Issued	16,033,732	1,257,927
Common Stock, Shares, Outstanding	16,033,732	1,257,927

Consolidated Statements of Operations and Comprehensive Loss (Unaudited) - USD ($)	3 Months Ended		9 Months Ended
	May 31, 2023	May 31, 2022	May 31, 2023	May 31, 2022
Income Statement [Abstract]
Revenues	$ 310,165	$ 0	$ 310,165	$ 0
Operating expenses:
Research and development expense	263,115	249,061	338,330	1,019,682
General and administrative expenses	220,132	385,945	741,716	1,455,935
Total operating expenses	483,247	635,006	1,080,046	2,475,617
Loss from operations	(173,082)	(635,006)	(769,881)	(2,475,617)
Other income
Capital Loss	0	0	(2,395,298)	0
Financial Income (Loss)	18,392	(46,646)	28,499	(767,926)
Net loss	(154,690)	(681,652)	(3,136,680)	(3,243,543)
Profit (loss) from available for sale assets	0	42,261	(59,870)	(605,740)
Total comprehensive (income) loss	$ (154,690)	$ (639,392)	$ (3,196,550)	$ (3,849,283)
Net loss per share - basic	$ (0.02)	$ (0.05)	$ (0.78)	$ (2.65)
Net loss per share - diluted	$ (0.02)	$ (0.05)	$ (0.78)	$ (2.65)
Weighted average number of shares outstanding - Basic	9,265,865	1,238,826	4,030,048	1,221,478
Weighted average number of shares outstanding - Diluted	9,265,865	1,238,826	4,030,048	1,221,478

Consolidated Statements of Stockholders' Equity (Deficit) (Unaudited) - USD ($)	Common Stock [Member]	Additional Paid-in Capital [Member]	Warrants [Member]	AOCI, Accumulated Gain (Loss), Debt Securities, Available-for-Sale, Parent [Member]	Retained Earnings [Member]	Total
Beginning balance, value at Aug. 31, 2021	$ 122	$ 17,077,715	$ 3,459,510	$ (1,905,715)	$ (16,825,718)	$ 1,805,914
Beginning balance, shares at Aug. 31, 2021	1,218,799
Exercise of CLA to shares	$ 2	225,287				225,289
Beginning balance, shares	20,027
Share based payment		635,587				635,587
Net Loss					(3,243,543)	(3,243,543)
Other comprehensive gain				(605,740)		(605,740)
Ending balance, value at May. 31, 2022	$ 124	17,938,589	3,459,510	(2,511,455)	(20,069,261)	(1,182,493)
Beginning balance, shares at May. 31, 2022	1,238,826
Beginning balance, value at Feb. 28, 2022	$ 124	17,833,663	3,459,510	(2,553,716)	(19,387,609)	(648,028)
Beginning balance, shares at Feb. 28, 2022	1,238,826
Share based payment		104,926				104,926
Net Loss					(681,652)	(681,652)
Other comprehensive gain				42,261		42,261
Ending balance, value at May. 31, 2022	$ 124	17,938,589	3,459,510	(2,511,455)	(20,069,261)	(1,182,493)
Beginning balance, shares at May. 31, 2022	1,238,826
Beginning balance, value at Aug. 31, 2022	$ 124	18,031,869	3,459,510	(2,574,846)	(20,548,968)	(1,632,311)
Beginning balance, shares at Aug. 31, 2022	1,238,659
Exercise of CLA to shares	$ 1,479	468,652				470,131
Beginning balance, shares	14,795,073
Share based payment		145,505				145,505
Realization of available for sale asset				2,243,913		2,243,913
Net Loss					(3,136,680)	(3,136,680)
Ending balance, value at May. 31, 2023	$ 1,603	18,646,026	3,459,510	(330,933)	(23,685,648)	(1,909,442)
Beginning balance, shares at May. 31, 2023	16,033,732
Beginning balance, value at Feb. 28, 2023	$ 222	18,390,628	3,459,510	(330,933)	(23,530,958)	(2,011,531)
Beginning balance, shares at Feb. 28, 2023	2,190,138
Exercise of CLA to shares	$ 1,381	220,423				221,804
Beginning balance, shares	13,843,594
Share based payment		34,975				34,975
Net Loss					(154,690)	(154,690)
Ending balance, value at May. 31, 2023	$ 1,603	$ 18,646,026	$ 3,459,510	$ (330,933)	$ (23,685,648)	$ (1,909,442)
Beginning balance, shares at May. 31, 2023	16,033,732

Consolidated Statements of Cash Flows (Unaudited) - USD ($)	9 Months Ended
	May 31, 2023	May 31, 2022
Cash flows from operating activities:
Net Loss	$ (3,136,680)	$ (3,243,543)
Adjustments required to reconcile net loss to net cash used in operating activities:
Depreciation	123,569	151,239
Interest on loans	0	0
Capital Gain	2,395,298	0
Due to related party	0	0
Royalties receivables valuation	0	0
Stock issued for services	0	0
Profit from held for trading investments	0	0
Convertible loan valuation	9,033	718,392
Share based payment	145,505	635,587
Changes in operating assets and liabilities:
Accounts Receivable and pre paid expenses	(223,873)	66,560
Accounts payable and accrued liabilities	554,110	142,083
Net cash used in operating activities	(133,038)	(1,529,682)
Cash flows from investing activities:
Proceeds from sale of available for sale investments	24,702	0
Acquisition of equipment	0	(513)
Net cash gain in investing activities	24,702	(513)
Cash flows from financing activities:
Convertible loan	34,972	240,000
Net cash provided by financing activities	34,972	240,000
Effect of exchange rate fluctuations on cash	0	0
Net decrease in cash	(73,364)	(1,290,195)
Cash and cash equivalents at beginning of the Period	117,515	1,386,472
Cash and cash equivalents at end of the Period	44,151	96,277
Significant non-cash transactions:
Exercise of a Convertible loan to shares of common stock.	$ 470,131	$ 225,287

Nature of Business, Presentation and Going Concern

9 Months Ended

May 31, 2023

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Nature of Business, Presentation and Going Concern

Note 1 – Nature of Business, Presentation and Going Concern

Organization

CNBX Pharmaceuticals Inc. (the “Company”), was incorporated in the State of Nevada, on September 15, 2004, under the name of Thrust Energy Corp.

On July 24, 2017, the Company announced its establishment of a genetics laboratory to develop diagnostic tools based on human genome, tumor genetics and specific cannabinoids.

On February 13^th, 2022, the company established a Nomination and Governance Committee.

Basis of Presentation

Principles of Consolidation

Going Concern

Research and Development Costs

Reclassifications

Related Party Transactions

9 Months Ended

May 31, 2023

Related Party Transactions

Note 2 – Related Party Transactions

During the nine months ending May 31st, 2023, the Company paid $7,000 in salaries, including socials benefits, to two directors, compared to $264,061 for the nine months ending May 31, 2022.

During the nine months ending May 31st, 2023 the Company accrued $334,658 in salaries, including socials benefits, to two directors compared to $115,039 for the nine months ending May 31, 2022.

As of May 31, 2023, the Company had a balance outstanding payable to two directors: Gabriel Yariv and Eyal Barad in the total of $449,697 under Accounts payable and accrued liabilities.

The Company had a balance outstanding at May 31st, 2023 and at May 31, 2022 of $223,645, payable to Cannabics, Inc. The advance is due on demand and bears no interest.

During the nine months ending May 31, 2023, the Company recorded a non-cash expense of $145,505 in share-based payment, to the company chairman, board members and advisor.

Stockholders’ Equity (Deficit)

9 Months Ended

May 31, 2023

Equity [Abstract]

Stockholders’ Equity (Deficit)

Note 3 – Stockholders’ Equity (Deficit)

Authorized Shares

For the period ending at May 31, 2023, the company issued 14,795,073 shares as a result of a convertible of a loan at the total of $470,131.

Commitments and Contingencies

9 Months Ended

May 31, 2023

Commitments and Contingencies Disclosure [Abstract]

Commitments and Contingencies

Note 4 – Commitments and Contingencies

As security for its obligation under credit cards, the Company’s subsidiary provided a bank guarantee in the amount of shekels $5,700.

Subsequent Events

9 Months Ended

May 31, 2023

Subsequent Events [Abstract]

Subsequent Events

Note 5 – Subsequent Events

On June 1, 2023, the company issued 1,000, 000 shares as a result of a convertible of a loan at the total of $11,491.

Nature of Business, Presentation and Going Concern (Policies)	9 Months Ended
	May 31, 2023
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Organization	*Organization* CNBX Pharmaceuticals Inc. (the “Company”), was incorporated in the State of Nevada, on September 15, 2004, under the name of Thrust Energy Corp. On September 30, 2010, we increased our authorized capital to 900 million shares of common stock (par value $0.0001) and 100 million shares of preferred stock (par value $0.0001) and effected a 20-for-1 reverse split of our issued and outstanding common stock. As a result of the reverse split, our issued and outstanding common stock was reduced from 13,604,000 shares to 680,202 common shares, 100,000,000 preferred shares were unaffected. On April 25, 2014, the Company experienced a change in control. Cannabics, Inc. (“Cannabics”) acquired a majority of the issued and outstanding common stock of the Company in accordance with stock purchase agreements. On the closing date, April 25, 2014, pursuant to the terms of the Stock Purchase Agreement, CNBX Pharmaceuticals Inc. purchased 41,000,000 shares of the Company’s outstanding restricted common stock for $198,000, representing 51%. On May 21, 2014, the Company changed its name, via merger in the state of Nevada, to CNBX Pharmaceuticals Inc. The Company’s principal offices are in Bethesda, Maryland. The Company changed its course of business to laboratory research and development. On June 19, 2014, FINRA granted final approval of Change of Name & Ticker Symbol of the Corporation from American Mining Corporation to CNBX PHARMACEUTICALS INC., with the new Ticker Symbol of “CNBX”. Said approval was predicated upon CNBX Pharmaceuticals Inc.’s filing of Articles of Merger with American Mining Corporation with the Nevada Secretary of State on May 21st, 2014. Under the laws of the State of Nevada, CNBX Pharmaceuticals Inc. was merged with and into the Registrant, with the Registrant being the surviving entity. The Merger was completed under Section 92A.180 of the Nevada Revised Statutes, Chapter 92A, as amended, and as such, does not require the approval of the stockholders of either the Registrant or CNBX Pharmaceuticals Inc. On August 25, 2014, the Company organized G.R.I.N. Ultra Ltd. (“GRIN”), an Israeli corporation, as a wholly-owned subsidiary. GRIN will provide research and development activities for the Company’s products in Israel. On July 24, 2017, the Company announced its establishment of a genetics laboratory to develop diagnostic tools based on human genome, tumor genetics and specific cannabinoids. On August 20^th, 2020, the Company announced the creation of a new Division for its Anti-Tumor drug candidate RCC-33, for the treatment of colorectal cancer. The emanates from the Company’s focus on a clinical validation path, including in-vivo experiments, collaborations with key medical centers, and the preparation of a product dossier with which the company plans to schedule a Pre IND-Meeting with the US FDA. On February 13^th, 2022, the company established a Nomination and Governance Committee. On May 10, 2022, the Company filed a certificate of change (the “Certificate”) with the Secretary of State of the State of Nevada. Pursuant to the Certificate, the Company effectuated a one-for-one hundred twenty (1:120) reverse split of the issued and outstanding shares of common stock of the Company without changing the par value of the stock.
Basis of Presentation	*Basis of Presentation* The accompanying unaudited financial statements have been prepared in accordance with accounting principles generally accepted in the United States (“U.S. GAAP”) for interim financial statement presentation and in accordance with Form 10-Q. Accordingly, they do not include all of the information and footnotes required in annual financial statements. In the opinion of management, the unaudited financial statements contain all adjustments (consisting only of normal recurring accruals) necessary to present fairly the financial position and results of operations and cash flows. The results of operations presented are not necessarily indicative of the results to be expected for any other interim period or for the entire year. These unaudited financial statements should be read in conjunction with our August 31, 2022 annual financial statements included in our Form 10-K, filed with the U.S. Securities and Exchange Commission (“SEC”) on November 30^th, 2022.
Principles of Consolidation	*Principles of Consolidation* The consolidated financial statements include the accounts of the Company and its subsidiaries GRIN Ultra and Digestix Bioscience Inc. All significant inter-company balances and transactions have been eliminated in consolidation.
Going Concern	*Going Concern* The accompanying unaudited financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. While the Company has incurred a net loss of $3,136,680 for the nine months ended May 31st, 2023, it has incurred cumulative losses since inception of $23,685,648. These conditions raise substantial doubt about the ability of the Company to continue as a going concern. The ability of the Company to continue as a going concern is dependent upon its abilities to generate revenues, to continue to raise investment capital, and develop and implement its business plan. No assurance can be given that the Company will be successful in these efforts.
Research and Development Costs	*Research and Development Costs* The Company accounts for research and development costs in accordance with Accounting Standards Codification 730 “Research and Development” (“ASC 730”). ASC 730 requires that research and development costs be charged to expense when incurred. Research and development costs charged to expense were $338,330 and $1,019,682 for the nine months ended May 31st, 2023 and 2022, respectively.
Reclassifications	*Reclassifications* Certain amounts in the prior period financial statements have been reclassified to conform to the current period presentation. These reclassifications had no effect on reported losses, total assets, or stockholders’ equity as previously reported.

Nature of Business, Presentation and Going Concern (Details Narrative) - USD ($)	3 Months Ended		9 Months Ended
	May 31, 2023	May 31, 2022	May 31, 2023	May 31, 2022	Aug. 31, 2022
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Net Income (Loss) Attributable to Parent	$ 154,690	$ 681,652	$ 3,136,680	$ 3,243,543
Retained Earnings (Accumulated Deficit)	23,685,648		23,685,648		$ 20,548,968
Research and Development Expense	$ 263,115	$ 249,061	$ 338,330	$ 1,019,682

Related Party Transactions (Details Narrative) - USD ($)	9 Months Ended
	May 31, 2023	May 31, 2022	Aug. 31, 2022
Related Party Transaction [Line Items]
Accounts Payable and Accrued Liabilities, Current	$ 1,015,240		$ 461,128
Yariv And Barad [Member]
Related Party Transaction [Line Items]
Accounts Payable and Accrued Liabilities, Current	449,697
Cannabics [Member]
Related Party Transaction [Line Items]
[custom:DueToRelatedPartiesCurrent1-0]	223,645	$ 223,645
Two Directors [Member]
Related Party Transaction [Line Items]
Salary and Wage, NonOfficer, Excluding Cost of Good and Service Sold	7,000	264,061
Accrued Salaries	334,658	$ 115,039
Chairman Board Members And Advisor [Member] \| Share Based Payment [Member]
Related Party Transaction [Line Items]
Other Noncash Expense	$ 145,505

Stockholders’ Equity (Deficit) (Details Narrative) - USD ($)	9 Months Ended
	May 31, 2023	Aug. 31, 2022
Equity [Abstract]
Common Stock, Shares Authorized	900,000,000	900,000,000
Common Stock, Par or Stated Value Per Share	$ 0.0001	$ 0.0001
Preferred Stock, Shares Authorized	100,000,000	100,000,000
Debt Conversion, Converted Instrument, Shares Issued	14,795,073
Debt Conversion, Converted Instrument, Amount	$ 470,131

Commitments and Contingencies (Details Narrative)	9 Months Ended
Commitments and Contingencies (Details Narrative)	May 31, 2023 USD ($)
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Monthly operating lease expense	$ 6,500
Subsidiary [Member] \| Israel, New Shekels
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Other Commitment	$ 5,700