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FORM 10-Q APPLIED BIOSCIENCES CORP. ... Applied BioSciences Corp. (formerly First Fixtures, Inc.)...

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  • UNITED STATES

    SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549

    FORM 10-Q x x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

    For the quarterly period ended June 30, 2018

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

    For the transition period from _____ to ____

    Commission File No. 000-55523

    APPLIED BIOSCIENCES CORP. (Exact name of registrant as specified in its charter)

    Nevada None

    (State or other jurisdiction of incorporation or organization)

    (I.R.S. Employer Identification No.)

    9701 Wilshire Blvd., Suite 1000 Beverly Hills, California 90212

    (Address of principal executive offices) (Zip Code)

    (310) 356-7374 (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 issuer (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 x 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 x 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” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. (check one):

    Large accelerated filer o Accelerated filer o Non-accelerated filer o Smaller reporting company x (Do not check if a smaller reporting company) Emerging growth company o

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

    APPLICABLE ONLY TO CORPORATE ISSUERS As of August 12, 2018 there were 10,664,610 shares of common stock, $0.00001 par value per share, outstanding.

  • APPLIED BIOSCIENCES CORP.

    QUARTERLY REPORT ON FORM 10-Q FOR THE PERIOD ENDED JUNE 30, 2018

    INDEX

    Index Page

    Part I. Financial Information

    Item 1. Unaudited Condensed Consolidated Financial Statements 4

    Condensed Consolidated Balance Sheets as of June 30, 2018 (Unaudited) and March 31, 2018. 4

    Condensed Unaudited Consolidated Statements of Operations for the three months ended June 30, 2018 and June 30, 2017. 5

    Condensed Unaudited Consolidated Statements of Stockholders’ Equity for the three months ended June 30, 2018. 6

    Condensed Unaudited Consolidated Statement of Cash Flows for the three months ended June 30, 2018 and June 30, 2017. 7

    Notes to Condensed Consolidated Financial Statements (Unaudited). 8

    Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations. 14

    Item 3. Quantitative and Qualitative Disclosures About Market Risk. 17

    Item 4. Controls and Procedures. 17

    Part II. Other Information

    Item 1. Legal Proceedings. 18

    Item 1A. Risk Factors. 18

    Item 2. Unregistered Sales of Equity Securities and Use of Proceeds. 18

    Item 3. Defaults Upon Senior Securities. 18

    Item 4. Mine Safety Disclosures. 18

    Item 5. Other Information. 18

    Item 6. Exhibits. 19

    Signatures 20

    2

  • CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS

    This Quarterly Report on Form 10-Q of Applied Biosciences Corp., a Nevada corporation (the “Company”), contains “forward-looking

    statements,” as defined in the United States Private Securities Litigation Reform Act of 1995. In some cases, you can identify forward-looking statements by terminology such as “may”, “will”, “should”, “could”, “expects”, “plans”, “intends”, “anticipates”, “believes”, “estimates”, “predicts”, “potential” or “continue” or the negative of such terms and other comparable terminology. These forward-looking statements include, without limitation, statements about our market opportunity, our strategies, competition, expected activities and expenditures as we pursue our business plan, and the adequacy of our available cash resources. Although we believe that the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee future results, levels of activity, performance or achievements. Actual results may differ materially from the predictions discussed in these forward-looking statements. The economic environment within which we operate could materially affect our actual results. Additional factors that could materially affect these forward-looking statements and/or predictions include, among other things: the possibility that we will not receive sufficient customers to grow our business, the Company’s need for and ability to obtain additional financing, other factors over which we have little or no control; and other factors discussed in the Company’s filings with the Securities and Exchange Commission (“SEC”).

    Our management has included projections and estimates in this Form 10-Q, which are based primarily on management’s experience in the

    industry, assessments of our results of operations, discussions and negotiations with third parties and a review of information filed by our competitors with the SEC or otherwise publicly available. We caution readers not to place undue reliance on any such forward-looking statements, which speak only as of the date made. We disclaim any obligation subsequently to revise any forward-looking statements to reflect events or circumstances after the date of such statements or to reflect the occurrence of anticipated or unanticipated events.

    3

  • Table of Contents PART I—FINANCIAL INFORMATION Item 1. Financial statements.

    APPLIED BIOSCIENCES CORP. CONDENSED CONSOLIDATED BALANCE SHEETS

    June 30,

    2018 March 31,

    2018 (unaudited)

    ASSETS Current Assets

    Cash $ 3,398 $ 60,934 Accounts receivable, net of allowance of $724 and $2,227 at June 30, 2018 (unaudited) and March 31, 2018, respectively 13,805 12,386 Inventory 54,393 29,074 Prepaids and other current assets 97,850 124,455

    Total Current Assets 169,446 226,849

    Property and equipment, net 4,148 4,441 Equity investments 627,466 468,537 Other asset 5,500 5,500

    TOTAL ASSETS $ 806,560 $ 705,327 LIABILITIES AND STOCKHOLDERS' EQUITY

    Current Liabilities Accounts payable $ 35,054 $ 21,846 Convertible note payable, net of debt discount of $26,906 at June 30, 2018 2,594 - Accrued expenses 120,596 14,039

    Total Current Liabilities 158,244 35,885 Stockholders' Equity

    Preferred stock; $0.00001 par value; 5,000,000 shares authorized; none issued and outstanding at June 30, 2018 (unaudited) and March 31, 2018 - -

  • Common stock; $0.00001 par value; 200,000,000 shares authorized; 10,664,610 and 10,499,610 issued and outstanding at June 30, 2018 (unaudited) and March 31, 2018, respectively 107 105 Additional paid in capital 3,414,000 3,054,297 Common stock to be issued, 272,640 and 200,000 shares at June 30, 2018 (unaudited) and March 31, 2018, respectively 546,926 526,000 Accumulated deficit (3,297,434) (2,901,933)

    Total Applied BioSciences Corp. Stockholders' Equity 663,599 678,469 Non-controlling deficit (15,283) (9,027)

    Total Stockholders' Equity 648,316 669,442 TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ 806,560 $ 705,327

    The accompanying notes are an integral part of these condensed consolidated financial statements.

    4

  • Table of Contents

    APPLIED BIOSCIENCES CORP. CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

    Three Months Three Months Ended Ended

    June 30,

    2018 June 30,

    2017 (unaudited) (unaudited) PRODUCT REVENUE, NET $ 10,434 $ 55,332 COST OF REVENUE, PRODUCT 17,758 37,946

  • GROSS (LOSS) MARGIN (7,324) 17,386 EXPENSES

    Sales and marketing 344,044 19,565 General and administrative 207,146 138,897 Depreciation and Amortization 293 56,128

    TOTAL OPERATING EXPENSES 551,483 214,590 OPERATING LOSS (558,807) (197,204) Other Income (Expense)

    Unrecognized gain on equity investments 158,929 - Interest Expense (1,879) -

    NET LOSS (401,757) (197,204) Less: Net loss attributable to non controlling interest 6,256 (1,196)

    NE

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