UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)

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

For the quarterly period ~~ended~~ended: ~~September~~June 30, ~~2022~~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: 000-55453

ENDONOVO THERAPEUTICS, INC.

(Exact name of registrant as specified in its charter)

Delaware		45-2552528
(State or other jurisdiction of		(I.R.S. Employer
incorporation or organization)		Identification No.)

6320 Canoga Avenue, 15th Floor, Woodland Hills, CA 91367

(Address of principal executive offices, zip code)

(800) 489-4774

(Registrant’s telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Securities Exchange Act: None

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 ~~November 18, 2022,~~August 21, 2023, there were ~~194,326,730~~317,902,405 shares of common stock, $0.0001 par value issued and outstanding.

ENDONOVO THERAPEUTICS, INC.

TABLE OF CONTENTS

FORM 10-Q REPORT

~~September~~June 30, ~~2022~~2023

		Page Number
PART I - FINANCIAL INFORMATION

Item 1.	Condensed Consolidated Financial Statements (unaudited).	3
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of ~~Operations.~~Operations	20
Item 3.	Quantitative and Qualitative Disclosures About Market ~~Risk.~~Risk	2423
Item 4.	Controls and ~~Procedures.~~Procedures	2423

PART II - OTHER INFORMATION

Item 1.	Legal ~~Proceedings.~~Proceedings	2524
Item 1A.	Risk ~~Factors.~~Factors	2524
Item 2.	Unregistered Sales of Equity Securities and Use of ~~Proceeds.~~Proceeds	24
Item 3.	Defaults Upon Senior Securities.	25
Item 3.	~~Defaults Upon Senior Securities.~~	26
~~Item~~ 4.	Mine Safety Disclosures	2625
Item 5.	Other Information.	2625
Item 6.	Exhibits.	2625

SIGNATURES		2726

PART I - FINANCIAL INFORMATION

Item 1. Financial Statements.

Endonovo Therapeutics, Inc.

Condensed Consolidated Balance Sheets

		September 30, 2022			December 31, 2021		June 30, 2023			December 31, 2022
	(Unaudited)			(Audited)			(Unaudited)			(Audited)

ASSETS
Current assets:
Cash	$	23,139		$	85,936		$	32,602		$	98
Accounts receivable, net of allowance for doubtful accounts of $0		944			944
Prepaid expenses and other current assets		-			7,975			40,231			15,724
Total current assets		24,083			94,855			72,833			15,822

Patents, net		1,427,172			1,912,356			941,988			1,265,444
Total assets	$	1,451,255		$	2,007,211		$	1,014,821		$	1,281,266

LIABILITIES AND SHAREHOLDERS’ DEFICIT
Current liabilities
Accounts payable and accrued liabilities	$	865,753		$	658,463		$	1,166,997		$	884,195
Accrued interest		3,279,906			2,528,459
Accounts payable and accrued liabilities – related party								282,000			-
Accounts payable and accrued liabilities								282,000			-
Accrued interest related to notes payable								4,134,397			3,542,650
Deferred compensation		4,355,923			3,891,361			4,053,368			3,918,788
Notes payable, net of discounts of $29,471 and $75,800 as of September 30, 2022, and December 31, 2021		7,123,433			7,055,030
Deferred compensation – related party								570,068			523,818
Deferred compensation								570,068			523,818
Notes payable, net of discounts of $25,585 and $10,587 as of June 30, 2023 and December 31, 2022								6,922,497			7,041,145
Notes payable – former related party		116,600			126,100			104,600			112,100
Notes payable								104,600			112,100
Derivative liability		5,235,694			3,442,297			5,902,829			17,359,064

Total current liabilities		20,977,309			17,701,710			23,136,756			33,381,760

Acquisition payable		79,825			79,825			79,825			79,825
Total liabilities		21,057,134			17,781,535			23,216,581			33,461,585
COMMITMENTS AND CONTINGENCIES, note 9		-						-			-

Shareholders’ deficit
Super AA super voting preferred stock, $0.001 par value; 1,000,000 authorized and 25,000 issued and outstanding at September 30, 2022, and December 31, 2021		25			25
Series B convertible preferred stock, $0.0001 par value; 50,000 shares authorized, 600 shares issued and outstanding at September 30, 2022, and December 31, 2021		1			1

Series C convertible preferred stock, $0.0001 par value; 8,000 shares authorized, 738 shares issued and outstanding at September 30, 2022, and December 31, 2021		-			-

Series D convertible preferred stock, $0.0001 par value; 20,000 shares authorized, 305 issued and outstanding at September 30, 2022, and December 31, 2021		-			-
Preferred value		-			-

Common stock, $0.0001 par value; 2,500,000,000 shares authorized; 159,227,538 and 74,498,761 shares issued and outstanding as of September 30, 2022, and December 31, 2021		15,922			7,449
Super AA super voting preferred stock, $0.001 par value; 1,000,000 authorized and 25,000 issued and outstanding at June 30, 2023 and December 31, 2022								25			25
Series B convertible preferred stock, $0.0001 par value; 50,000 shares authorized, 600 shares issued and outstanding at June 30, 2023 and December 31, 2022								1			1
Series C convertible preferred stock, $0.0001 par value; 8,000 shares authorized, 738 shares issued and outstanding at June 30, 2023 and December 31, 2022								-			-
Series D convertible preferred stock, $0.0001 par value; 20,000 shares authorized, 0 and 50 issued and outstanding at June 30, 2023 and December 31, 2022								-			-
Preferred stock value								-			-
Common stock, $0.0001 par value; 2,500,000,000 shares authorized; 278,802,405 and 213,227,538 shares issued and outstanding as of June 30, 2023 and December 31, 2022								27,880			21,322
Additional paid-in capital		42,365,859			40,663,187			43,636,323			42,919,086
Stock subscriptions payable		(1,570	)		(1,570	)
Stock subscriptions receivable								(1,570	)		(1,570	)
Accumulated deficit		(61,986,116	)		(56,443,416	)		(65,864,419	)		(75,119,183	)
Total shareholders’ deficit		(19,605,879	)		(15,774,324	)		(22,201,760	)		(32,180,319	)
Total liabilities and shareholders’ deficit	$	1,451,255		$	2,007,211		$	1,014,821		$	1,281,266

See accompanying summary of accounting policies and notes to unaudited condensed consolidated financial statements.

Endonovo Therapeutics, Inc.

Condensed Consolidated Statements of Operations

(Unaudited)

2023 2022 2023 2022
Three Months Ended Six Months Ended
June 30, June 30,
2023 2022 2023 2022

Revenue $ 45,200 $ 650 $ 132,740 $ 2,932
Cost of revenue - 383 3,996 1,097
Gross profit 45,200 267 128,744 1,835

Operating expenses 1,176,509 1,799,016 1,789,343 2,286,346
Loss from operations (1,131,309 ) (1,798,749 ) (1,660,599 ) (2,284,511 )

Other income (expense)
Change in fair value of derivative liability 3,419,564 (316,606 ) 11,445,466 (1,846,964 )
Gain (loss) on settlement of debt 103,602 104,760 156,062 43,813
Other expense (15,328 ) (178,000 ) (24,518 ) (178,000 )
Interest expense, net (312,869 ) (337,536 ) (622,249 ) (673,678 )
Other income (expense) 3,194,969 (727,382 ) 10,954,761 (2,654,829 )

Income (Loss) before income taxes 2,063,660 (2,526,131 ) 9,294,162 (4,939,340 )

Provision for income taxes - - - -

Net Income (Loss) $ 2,063,660 $ (2,526,131 ) $ 9,294,162 $ (4,939,340 )

Basic Income (Loss) per share $ 0.00 $ (0.02 ) $ 0.04 $ (0.05 )
Diluted Loss per share $ (0.01 ) $ (0.02 ) $ (0.00 ) $ (0.05 )
Weighted average common share outstanding:
Basic 276,330,405 134,360,871 263,948,243 106,696,127
Diluted 1,350,743,592 134,360,871 1,338,361,430 106,696,127

See accompanying summary of accounting policies and notes to unaudited condensed consolidated financial statements.

3 4
~~Endonovo Therapeutics, Inc.~~
~~Condensed Consolidated Statements of Operations~~
~~(Unaudited)~~
2022 2021 2022 2021
Three Months Ended Nine Months Ended
September 30, September 30,
2022 2021 2022 2021

Revenue $ 10,960 $ 7,790 $ 13,892 $ 72,789
Cost of revenue 4,027 3,103 5,124 6,124
Gross profit 6,933 4,687 8,768 66,665

Operating expenses 503,711 696,943 2,790,057 1,919,418
Loss from operations (496,778 ) (692,256 ) (2,781,289 ) (1,852,753 )

Other income (expense)
Change in fair value of derivative liability (56,213 ) (542,346 ) (1,903,177 ) (2,962,795 )
Gain (loss) on settlement of debt 319,081 (42,460 ) 362,894 28,536
Other expense (30,879 ) - (208,879 ) -
Interest expense, net (338,571 ) (246,612 ) (1,012,249 ) (714,212 )
Other expense (106,582 ) (831,418 ) (2,761,411 ) (3,648,471 )

Loss before income taxes (603,360 ) (1,523,674 ) (5,542,700 ) (5,501,224 )

Provision for income taxes - - - -

Net Loss $ (603,360 ) $ (1,523,674 ) $ (5,542,700 ) $ (5,501,224 )

Basic and Diluted Loss per share $ (0.00 ) $ (0.02 ) $ (0.05 ) $ (0.10 )
Weighted average common share outstanding:
Basic and diluted 153,599,760 66,291,292 122,537,266 55,303,026
~~See accompanying summary of accounting policies and notes to unaudited condensed consolidated financial statements.~~
4

Endonovo Therapeutics, Inc.
Condensed Consolidated Statements of Cash Flows
(Unaudited)

2022 2021 2023 2022
Nine Months ended September 30, Six Months ended June 30,
2022 2021 2023 2022
Operating activities:
Net Loss $ (5,542,700) $ (5,501,224)
Adjustments to reconcile net loss to cash used in operating activities:
Depreciation and amortization expense 485,184 486,764
Net Income (Loss) $ 9,294,162 $ (4,939,340 )
Adjustments to reconcile net income (loss) to cash used in operating activities:
Amortization expense 323,457 323,456
Stock compensation expense - 61,453 566,500 -
Fair value of commitment shares issued with debt - 70,971
Fair value of equity issued for services 1,281,900 95,250 107,468 1,281,900
Loss (gain) on extinguishment of debt (362,894) (28,536) (156,062 ) (43,813 )
Amortization of note discount and original issue discount 90,427 103,659 14,627 59,138
Amortization of discount on Series C Preferred stock liability - -
Non-cash interest expense - -
Change in fair value of derivative liability 1,903,177 2,962,795 (11,445,466 ) 1,846,964
Changes in assets and liabilities:
Accounts receivable - (6,150)
Prepaid expenses and other current assets 7,975 (17,900) 11,974 2,975
Account payable & accrued liabilities 297,250 52,109
Account payable and accrued liabilities (related and unrelated parties) 74,827 205,844
Accrued interest 921,822 539,582 600,747 614,540
Deferred compensation 464,562 585,939 268,770 318,900
Net cash used in operating activities (453,297 ) (595,288) (338,996 ) (329,436 )

Financing activities:
Proceeds from the issuance of notes payable 400,000 475,000
Proceeds from the issuance of notes payable not of costs 146,000 250,000
Repayments on former related party of notes payable (9,500 ) (10,400) (7,500 ) (6,500 )
Repayments of convertible debt in cash - (3,000) (20,000 ) -
Proceeds from issuance of common stock and units - 126,000
Proceeds from issuance of common stock and units, net 253,000 -
Net cash provided by financing activities 390,500 587,600 371,500 243,500

Net decrease in cash (62,797 ) (7,688)
Net increase (decrease) in cash 32,504 (85,936 )
Cash, beginning of year 85,936 13,420 98 85,936
Cash, end of period $ 23,139 $ 5,732 $ 32,602 $ -

Supplemental disclosure of cash flow information:
Cash paid for interest $ - $ - $ - $ -
Cash paid for income taxes $ - $ - $ - $ -

Non-Cash Investing and Financing Activities:
Conversion of notes payable and accrued interest to common stock $ 339,000 $ 458,335 $ 109,000 $ 204,000
Conversion of Preferred C Stock to common stock $ 500 $ -
Issuance of common stock to settle debt $ $ 127,522 $ 45,000 $ -
Conversion of Preferred C Stock to common stock $ - $ 33,333
Debt discount from commitment shares issued with notes $ 44,098 $ -
Debt discount from issuance of debt $ 29,625 $ 33,167
Conversion of notes to common stock pursuant to settlement agreement
$ 159,419 $ -

See accompanying summary of accounting policies and notes to unaudited condensed consolidated financial statements.

5

Endonovo Therapeutics, Inc.
Condensed Consolidated Statement of Shareholders’ Deficit
(Unaudited)

For three and ~~nine~~six months ended ~~September~~June 30, ~~2022~~2023

Shares Amount Shares Amount Shares Amount Shares Amount Shares Amount Capital Re ceivable Deficit Deficit
Series AA Preferred Stock Series B Convertible Preferred Stock Series C Convertible Preferred Stock Series D Convertible Preferred Stock Common Stock
Additional
Paid-in
Subscription Accumulated
Total
Shareholder’s

Shares Amount Shares Amount Shares Amount Shares Amount Shares Amount Capital Receivable Deficit Deficit

Balance December 31, 2022 25,000 $    25 600 $ 1 738 $       - 50 $      - 213,227,538 $ 21,322 $ 42,919,086 $ (1,570 ) $ (75,119,183 ) $ (32,180,319 )

Shares issued for conversion of notes payable and accrued interest - - - - - - - - 10,900,000 1,090 107,910 - - 109,000
Shares issued pursuant to make good provision 1,507,277 151 24,719 24,870
Shares issued for settlement of debt - - - - - - - - 4,300,590 430 66,659 - - 67,089
Issuance of common shares for services - - - - - - - - 12,850,000 1,285 171,665 - - 172,950
Common stock issued for cash, net of fees - - - - - - - - 22,500,000 2,250 204,750 - - 207,000
Shares issued for conversion of Preferred Series D to common shares - - - - - - (50 ) - 5,000,000 500 (500 ) - - -
Inducement loss related to conversion of preferred stock - - - - - - - - - - 39,398 - (39,398 ) -
Net income - - - - - - - - - - - - 7,230,502 7,230,502
Balance March 31, 2023 25,000 $ 25 600 $ 1 738 $ - - $ - 270,285,405 $ 27,028 $ 43,533,687 $ (1,570 ) $ (67,928,079 ) $ (24,368,908 )
Shares issued for conversion of deferred compensation - - - - - - - - 1,667,000 167 24,171 - - 24,338
Issuance of commitment shares in connection with promissory notes - - - - - - - - 850,000 85 11,040 - - 11,125
Stock-based compensation - - - - - - - - - - 6,025 - - 6,025
Common Shares issued for services - - - - - - - - 1,000,000 100 15,900 - - 16,000
Common stock issued for cash, net of fees - - - - - - - - 5,000,000 500 45,500 - - 46,000
Net Income - - - - - - - - - - - - 2,063,660 2,063,660
Balance June 30, 2023 25,000 $ 25 600 $ 1 738 $ - - $ - 278,802,405 $ 27,880 $ 43,636,323 $ (1,570 ) $ (65,864,419 ) $ (22,201,760 )
Shares Amount Shares Amount Shares Amount Shares Amount Shares Amount Capital Receivable Earnings Deficit
Series AA Preferred Stock Series B Convertible Preferred Stock Series C Convertible Preferred Stock Series D Convertible Preferred Stock Common Stock Additional Paid-in Subscription Retained Total Shareholder’s
Shares Amount Shares Amount Shares Amount Shares Amount Shares Amount Capital Receivable Earnings Deficit

Balance December 31, 2021 25,000 $ 25 600 $ 1 738 $ - 305 $ - 74,498,761 $ 7,449 $ 40,663,187 $ (1,570 ) $ (56,443,416 ) $ (15,774,324 )

Shares issued for conversion of notes payable and accrued interest - - - - - - - - 3,700,000 370 88,430 - - 88,800
Common stock issued for settlement of debt 2,428,777 243 45,904 46,147
Issuance of commitment shares in connection with promissory note - - - - - - - - 700,000 70 15,680 - - 15,750
Net loss for the quarter ended March 31, 2022 - - - - -       - - - - - - (2,413,209 ) (2,413,209 )
Balance March 31, 2022 25,000 $ 25 600 $ 1 738 $ - 305 $ - 81,327,538 $ 8,132 $ 40,813,201 $ (1,570 ) $ (58,856,625 ) $ (18,036,836 )

Shares issued for conversion of notes payable and accrued interest - - - - - - - - 6,500,000 650 114,550 - - 115,200
Issuance of commitment shares in connection with promissory note - - - - - - - - 350,000 35 5,698 - - 5,733
Common Shares issued for services - - - - - - - - 62,250,000 6,225 1,275,675 - - 1,281,900
Net loss for the quarter ended June 30, 2022 - - - - - - - - - - - - (2,526,131 ) (2,526,131 )
Balance June 30, 2022 25,000 $ 25 600 $ 1 738 $ - 305 $ - 150,427,538 $ 15,042 $ 42,209,124 $ (1,570 ) $ (61,382,756 ) $ (19,160,134 )

Issuance of commitment shares in connection with promissory notes - - - - - - - - 2,050,000 205 22,410 - - 22,615
Common shares issued for services
- - - - - - - - 6,750,000 675 134,325 - - 135,000
Net loss for the quarter ended September 30, 2022 - - - - - - - - - - - - (603,360 ) (603,360 )
Balance September 30, 2022 25,000 $ 25 600 $ 1 738 $ - 305 $ - 159,227,538 15,922 42,365,859 (1,570 ) (61,986,116 ) (19,605,879 )
6
For three and ~~nine~~six months ended ~~September~~June 30, ~~2021~~2022

Series AA Preferred Stock Series B Convertible Preferred Stock Series C Convertible Preferred Stock Series D Convertible Preferred Stock Common Stock Additional Paid-in Subscription Retained Total Shareholder’s
Shares Amount Shares Amount Shares Amount Shares Amount Shares Amount Capital Receivable Earnings Deficit

Balance December 31, 2020 25,000 $ 25 600 $ 1 763 $ - 305 $ - 24,536,689 $ 2,453 $ 38,963,827 $ (1,570 ) $ (53,338,522 ) $ (14,373,786

Shares issued as commitment to note holders - - - - - - - - 2,300,334 230 101,652 - - 101,882
Common stock issued for cash 7,000,000 700 125,300 126,000
Shares issued for conversion of notes payable and accrued interest - - - - - - - - 17,686,548 1,769 831,429 - - 833,198
Valuation of stock options issued for services - - - - - - - - - - 20,471 - - 20,471
Net loss for the quarter ended March 31, 2021 - - - - - - - - - - - (2,680,881 ) (2,680,881
Balance March 31, 2021 25,000 $ 25 600 $ 1 763 $ - 305 $ - 51,523,571 $ 5,152 $ 40,042,679 $ (1,570 ) $ (56,019,403 ) $ (15,973,116

Shares issued for conversion of notes payable and accrued interest - - - - - - - - 3,804,103 381 116,165 - - 116,546
Shares issued for conversion of Preferred Series C to Common share - - - - (25 ) - - - 1,111,111 111 (111 ) - - -
Common Shares issued for debt settlement - - - - - - - - 1,515,152 152 57,576 - - 57,728
Shares issued as commitment to note holders - - - - - - - - 200,000 20 6,280 - - 6,300
Shares issued as settlement of debt with former related party - - - - - - - - 2,505,834 251 84,446 - - 84,697
Valuation of stock options issued for services - - - - - - - - - - 20,491 - - 20,491
Net loss for the quarter ended June 30, 2021 - - - - - - - - - - - - (1,296,669 ) (1,296,669 )
Balance June 30, 2021 25,000 $ 25 600 $ 1 738 $ - 305 $ - 60,659,771 $ 6,067 $ 40,327,526 $ (1,570 ) $ (57,316,072 ) $ (16,984,023 )
Balance 25,000 $ 25 600 $ 1 738 $ - 305 $ - 60,659,771 $ 6,067 $ 40,327,526 $ (1,570 ) $ (57,316,072 ) $ (16,984,023 )

Common shares issued as commitment to note holders - - - - - - - 1,833,334 183 46,917 - - 47,100
Shares issued for conversion of notes payable and accrued interest - - - - - - - 4,200,000 420 126,040 - - 126,460
Stock-based compensation - - - - - - - - - 20,491 - - 20,491
Common shares issued pursuant to consulting agreement - - - - - - - 2,500,000 250 95,000 - - 95,250
Net loss for the quarter ended September 30, 2021 - - - - - - - - - - - - (1,523,674 ) (1,523,674 )

Balance September 30, 2021 25,000 $ 25 600 $ 1 738 $ - 305 $ - $ 69,193,105 $ 6,920 40,615,974 $ (1,570 ) $ (58,839,746 ) $ (18,218,396 )
Balance 25,000 $ 25 600 $ 1 738 $ - 305 - $ 69,193,105 $ 6,920 40,615,974 $ (1,570 ) $ (58,839,746 ) $ (18,218,396 )
Series AA Preferred Stock Series B Convertible Preferred Stock Series C Convertible Preferred Stock Series D Convertible Preferred Stock Common Stock
Additional
Paid-in
Subscription Accumulated
Total
Shareholder’s

Shares Amount Shares Amount Shares Amount Shares Amount Shares Amount Capital Receivable Deficit Deficit

Balance December 31, 2020 25,000 $ 25 600 $      1 738 $      - 305 $      - 74,498,760 $ 7,449 $ 40,663,187 $ (1,570 ) $ (56,443,416 ) $ (15,774,324 )

Shares issued for conversion of notes payable and accrued interest - - - - - - - - 3,700,000 370 88,430 - - 88,800
Common stock issued for settlement of debt 2,428,777 243 45,904 46,147
Issuance of commitment shares in connection with promissory note - - - - - - - - 700,000 70 15,680 - - 15,750
Net loss for the quarter ended March 31, 2022 - - - - - - - - - - - (2,413,209 ) (2,413,209 )
Balance March 31, 2022 25,000 $ 25 600 $ 1 738 $ - 305 $ - 81,327,538 $ 8,132 $ 40,813,201 $ (1,570 ) $ (58,856,625 ) $ (18,036,836 )
Balance 25,000 $ 25 600 $ 1 738 $ - 305 $ - 81,327,538 $ 8,132 $ 40,813,201 $ (1,570 ) $ (58,856,625 ) $ (18,036,836 )
Shares issued for conversion of notes payable and accrued interest - - - - - - - - 6,500,000 650 114,550 - - 115,200
Issuance of commitment shares in connection with promissory note - - - - - - - - 350,000 35 5,698 - - 5,733
Common Shares issued for services - - - - - - - - 62,250,000 6,225 1,275,675 - - 1,281,900
Net loss - - - - - - - - - - - - (2,526,131 ) (2,526,131 )
Net Income (loss) - - - - - - - - - - - - (2,526,131 ) (2,526,131 )
Balance June 30, 2022 25,000 $ 25 600 $ 1 738 $ - 305 $ - 150,427,538 $ 15,042 $ 42,209,124 $ (1,570 ) $ 61,382,756 $ (19,160,134 )
Balance 25,000 $ 25 600 $ 1 738 $ - 305 $ - 150,427,538 $ 15,042 $ 42,209,124 $ (1,570 ) $ 61,382,756 $ (19,160,134 )

See accompanying summary of accounting policies and notes to unaudited condensed consolidated financial statements.

7
Endonovo Therapeutics, Inc.
Notes to Condensed Consolidated Financial Statements

Note 1 - Organization and Nature of Business

Endonovo Therapeutics, Inc. (Endonovo or the “Company”) is an innovative biotechnology company that has developed a bio-electronic approach to regenerative medicine. Endonovo is a growth stage company whose stock is publicly traded (OTCQB: ENDV).

The Company develops, manufactures, and distributes evolutionary medical devices focused on the rapid healing of wounds and reduction of pain, edema, and inflammation in the human body. The Company’s non-invasive bioelectric medical devices are designed to target inflammation, cardiovascular diseases, chronic kidney disease, and central nervous system disorders (“CNS” disorders).

The Company’s non-invasive Electroceutical® therapeutics device, SofPulse®, using pulsed short-wave radiofrequency at 27.12 MHz has been FDA-Cleared and CE Marked for the palliative treatment of soft tissue injuries and post-operative plain and edema, and has CMS National Coverage for the treatment of chronic wounds. The Company’s current portfolio of pre-clinical stage Electroceutical® therapeutics devices address chronic kidney disease, liver disease non-alcoholic steatohepatitis (NASH), cardiovascular and peripheral artery disease (PAD) and ischemic stroke.

Endonovo’s core mission is to transform the field of medicine by developing safe, wearable, non-invasive bioelectric medical devices that deliver the Company’s Electroceutical^® Therapy. Endonovo’s bioelectric Electroceutical^® devices harnesses bioelectricity to restore key electrochemical processes that initiate anti-inflammatory processes and growth factors in the body necessary for healing to rapidly occur.

The Company intends to be structured into two separate divisions:
■ A commercial stage developer primarily of non-invasive wearable Electroceuticals® therapeutic devices for pain relief, general wellness, and wound curatives with many of its products marketed under the SofPulse® brand name. This division will be controlled by Ira Weisberg, the Company’s President and Chief Commercial Officer.
■ M&A division with a strategy of purchasing profitable companies, which will be managed by the Company’s current Chief Executive Officer.
Note 2 – Summary of significant accounting policies.

Basis of Presentation and Principles of Consolidation

The accompanying unaudited interim condensed consolidated financial statements have been presented in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and the instructions to Article 8 of Regulation S-X. Accordingly, the financial statements do not include all of the information and notes required by GAAP for complete financial statements. The accompanying consolidated condensed ~~consolidated~~ balance sheet as of ~~September~~June 30, ~~2022,~~2023, the ~~condensed~~ consolidated statements of operations for the three and ~~nine~~six months ended ~~September~~June 30, 2023 and 2022, ~~and 2021,~~ the ~~condensed~~ consolidated statements of cash flows for the ~~nine~~six months ended ~~September~~June 30, 2023 and 2022, and ~~2021, and~~ the ~~condensed~~ consolidated statements of shareholders’ deficit for the three and ~~nine~~six months ended ~~September~~June 30, ~~2022~~2023 and ~~2021~~2022 are unaudited; however, in the opinion of management such interim ~~condensed~~ consolidated financial statements reflect all adjustments, consisting solely of normal recurring adjustments, necessary for a fair presentation of the results for the periods presented. The accompanying financial information should be read in conjunction with the financial statements and the notes thereto in the Company’s most recent Annual Report on Form 10-K, as filed with the Securities and Exchange Commission (the “SEC”) on April ~~14, 2022.~~17, 2023. The results of operations for the period presented are not necessarily indicative of the results that might be expected for future interim periods or for the full year.

Liquidity and Going Concern

The Company’s unaudited condensed consolidated financial statements are prepared using GAAP applicable to a going concern, which contemplates the realization of assets and liquidation of liabilities in the normal course of business. The Company has not yet established an ongoing source of revenues sufficient to cover its operating costs and to continue as a going concern. The ability of the Company to continue as a going concern is dependent on the Company’s ability to obtain adequate capital to fund operating losses until it becomes profitable.

As of ~~September~~June 30, ~~2022,~~2023, the Company had cash of approximately $~~23,100~~32,600 and a working capital deficiency of approximately $~~20.9~~23.1 million. During the ~~nine~~six months ended ~~September~~June 30, ~~2022,~~2023, the Company used approximately $~~0.5~~0.3 million of cash in its operation. The Company has incurred recurring losses resulting in an accumulated deficit of approximately $~~62.0~~65.9 million as of ~~September~~June 30, ~~2022.~~2023. These conditions raise substantial doubt as to its ability to continue as going concern within one year from issuance date of these unaudited consolidated financial statements.

8

Endonovo Therapeutics, Inc.
Notes to Condensed Consolidated Financial Statements (continued)

During the ~~nine~~six months ended ~~September~~June 30, ~~2022,~~2023, the Company has raised $0.4 million in equity and debt ~~financing through the issuance of promissory notes with fixed-rate conversion feature.~~financings. The Company ~~continues~~will continue to raise additional capital through either debt or equity financing to fund its operations. However, there is no assurance that the Company can raise enough funds or generate sufficient revenues to pay its obligations as they become due, which raises substantial doubt about our ability to continue as a going concern.

On September 26, 2022, the Company entered into an asset purchase agreement with a Company, which is engaged in the business of providing and laying of concrete primarily for residential tract developers, pursuant to which the Company will acquire all of the assets and liabilities for approximately $25.2 million. The Company intends to raise the consideration through debt and equity financing. Such a transaction has not yet closed at the report date.

No adjustments have been made to the carrying value of assets or liabilities as a result of this uncertainty. To reduce the risk of not being able to continue as a going concern, management is commercializing its FDA cleared and CE marked products and has commenced implementing its business plan to materialize revenues from potential future license agreements, and or diversifying its business activities with the potential acquisition of specialty construction company. The Company will continue to raise additional capital through the issuance of fixed-rate conversion feature promissory notes.

Use of Estimates

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the amounts reported in the condensed consolidated financial statements and accompanying notes. Critical estimates include the ~~value~~assessment of ~~shares issued for services, in connection with notes payable agreements, in connection with note extension agreements, and as repayment for outstanding debt, the useful lives~~impairment of ~~property and equipment,~~finite lived intangibles, the valuation of the derivative liability, the valuation of warrants and stock options, and the valuation of deferred income tax assets. Management uses its historical records and knowledge of its business in making these estimates. Actual results could differ from these estimates.

Earnings (Loss) Per Share

The Company utilizes Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 260, “Earnings per Share.” Basic earnings (loss) per share is computed based on the earnings (loss) attributable to common shareholders divided by the weighted average number of shares outstanding for the period excluding any dilutive effects of options, warrants, unvested share awards and convertible securities. Diluted earnings (loss) per common share is calculated similar to basic earnings (loss) per share except that the denominator is increased to include additional common share equivalents available upon exercise of stock option, warrants, common shares issuable under convertible debt and restricted stock using the treasury stock method. Dilutive common share equivalents include the dilutive effect of in-the-money share equivalents, which are calculated based on the average share price for each period using the treasury stock method, excluding any common share equivalents if their effect would be anti-dilutive. In periods in which a net loss has been incurred, all potentially dilutive common shares are considered anti-dilutive and thus are excluded from the calculation. Securities that are excluded from the calculation of weighted average dilutive common shares because their inclusion would have been antidilutive for the ~~three and nine~~six months ended ~~September~~June 30, ~~2022,~~2023, include stock options, warrants, and notes payable.

The Company has ~~263,070~~6,011,750 stock options to purchase an equivalent number of shares of common stock outstanding at June 30, 2023. The Company has 513,730 options and 2,000 warrants to purchase common stock outstanding at ~~September~~June 30, 2022. ~~The Company has~~ ~~3,013,730~~ ~~options and~~ ~~26,115~~ ~~warrants to purchase common stock outstanding at September 30, 2021~~

The components of basic and diluted income (loss) per share for the six months ended June 30, 2023 and 2022 were as follows:
Schedule of Earnings Per Share Basic and Diluted
2023 2022
Six months ended June 30,
2023 2022
Numerator:
Net income (loss) attributable to common shareholders $ 9,294,162 $ (4,939,340 )

Effect of dilutive securities
Convertible notes (10,823,217 ) -
Net loss for diluted earnings per share $ (1,529,055 ) $ (4,939,340 )
Denominator:
Weighted-average number of common shares outstanding during the period 263,948,243 106,696,127
Dilutive effect of convertible notes payable 1,074,413,187 -
Common stock and common stock equivalents used for diluted loss per share 1,338,361,430 106,696,127
The components of basic and diluted income (loss) per share for the three months ended June 30, 2023 and 2022 were as follows:
2023 2022
Three months ended June 30,
2023 2022
Numerator:
Net income (loss) attributable to common shareholders $ 2,063,660 $ (2,526,131 )

Effect of dilutive securities
Convertible notes (3,106,695 ) -
Net loss for diluted earnings per share $ (1,043,035 ) $ (2,526,131 )
Denominator:
Weighted-average number of common shares outstanding during the period 276,330,405 134,360,871
Dilutive effect of convertible notes payable 1,074,413,187 -
Common stock and common stock equivalents used for diluted loss per share 1,350,743,592 134,360,871
Accounts Receivable

The Company uses the specific identification method for recording the provision for doubtful accounts, which was $0 as of ~~September~~June 30, ~~2022,~~2023 and December 31, ~~2021.~~2022. Account receivables are written off when all collection attempts have failed.

9

Endonovo Therapeutics, Inc.
Notes to Condensed Consolidated Financial Statements (continued)

Newly Adopted Accounting Principles
In August 2020, the FASB issued ASU No. 2020-06 (“ASU 2020-06”) “Debt-Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging-Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity.” ASU 2020-06 simplifies the accounting for convertible instruments by reducing the number of accounting models for convertible debt instruments and convertible preferred stock. Limiting the accounting models results in fewer embedded conversion features being separately recognized from the host contract as compared with current GAAP. Convertible instruments that continue to be subject to separation models are (1) those with embedded conversion features that are not clearly and closely related to the host contract, that meet the definition of a derivative, and that do not qualify for a scope exception from derivative accounting and (2) convertible debt instruments issued with substantial premiums for which the premiums are recorded as paid-in capital. In addition, ASU 2020-06 amends the guidance for the derivatives scope exception for contracts in an entity’s own equity to reduce form-over-substance-based accounting conclusions. The Amendments also affects the diluted EPS calculation for instruments that may be settled in cash or shares and for convertible instruments. The amendments are effective for public entities excluding smaller reporting companies for fiscal years beginning after December 15, 2021, including interim periods within those fiscal years. For all other entities, the amendments are effective for fiscal years beginning after December 15, 2023, including interim periods within those fiscal years. Early adoption is permitted, but no earlier than fiscal years beginning after December 15, 2020, including interim periods. The Company adopted the new standard update on January 1, 2021, which did not result in a material impact on the Company’s condensed consolidated results of operations, financial position, and cash flows.

The Company has evaluated all the recent accounting pronouncements and determined that there are no other accounting pronouncements that will have a material effect on the Company’s consolidated financial statements.

Note 3 - Revenue Recognition

Contracts with Customers

The Company adopted ASC 606, Revenue from Contracts with Customers effective January 1, 2019, using the modified retrospective method applied to those contracts which were not substantially completed as of January 1, 2019. These standards provide guidance on recognizing revenue, including a five-step model to determine when revenue recognition is appropriate. The standard requires that an entity recognize revenue to depict the transfer of control of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services.

The Company routinely ~~plan~~plans on entering into contracts with customers that include general commercial terms and conditions, notification requirements for price increases, shipping terms and in most cases prices for the products and services that we offer. The Company’s performance obligations are established when a customer submits a purchase order notification (in writing, electronically or verbally) for goods and services, and we accept the order. The Company identified performance obligations as the delivery of the requested product or service in appropriate quantities and to the location specified in the customer’s contract and/or purchase order. The Company generally recognize revenue upon the satisfaction of these criteria when control of the product or service has been transferred to the customer at which time, the Company has an unconditional right to receive payment. The Company’s sales and sale prices are final, and our prices are not affected by contingent events that could impact the transaction price.

Revenues for our SofPulse® product is typically recognized at the time the product is shipped, at which time the title passes to the customer, and there are no further performance obligations. Royalty/licensing revenue is also recognized at one point in time, when the units are shipped.

In connection with offering products and services provided to the end user by third-party vendors, the Company reviews the relationship between us, the vendor, and the end user to assess whether revenue should be reported on a gross or net basis. In asserting whether revenue should be reported on a gross or net basis, the Company considers whether the Company acts as a principal in the transaction and control the goods and services used to fulfill the performance obligation(s) associated with the transaction.

10

Endonovo Therapeutics, Inc.
Notes to Condensed Consolidated Financial Statements (continued)

Sources of Revenue

The Company has identified the following revenues by revenue source:

1. ~~Medical~~Sales to plastic surgeons
2. Sales to wound care ~~providers~~facilities
3. Sales to hospital
4. Sales to other physicians
5. Royalty fee from licensing, net

For the three and ~~nine~~six months ended ~~September~~June 30, ~~2022,~~2023 and ~~2021,~~2022, the sources of revenue were as follows:

Schedule of Source of Revenue
2022 2021 2022 2021 2023 2022 2023 2022
Three Months Ended Nine Months Ended Three Months Ended June 30, Six Months Ended June 30,
September 30, September 30, 2023 2022 2023 2022
2022 2021 2022 2021

Royalty/licensing, net $ 45,200 $ - $ 126,520 $ -
Direct sales- medical care providers, gross $ 10,960 $ 7,790 $ 13,892 $ 72,789 - 650 6,220 2,932
Total sources of revenue $ 10,960 $ 7,790 $ 13,892 $ 72,789 $ 45,200 $ 650 $ 132,740 $ 2,932
The royalty/licensing revenue recognized in the six months ended June 30, 2023, resulted from specific transactions. No general patent rights were assigned to the distributor. The royalty / licensing revenue is recorded on a net basis as the Company was not considered the principal but an agent for accounting purposes. The royalty / licensing revenue, net includes an ongoing contract with a customer that has a total gross sales value of $300,000, for which the Company recognized net revenue of $126,520 based on 1,000 units delivered during the period ended June 30, 2023. The royalty/licensing revenue is recognized when Pulse Therapeutic Technology picks up the units from the Company’s vendor.
On January 25, 2023, the Company entered into a sales support services agreement with Pulse Therapeutic Technology (“PTT”), an entity controlled by a former related party, under which PTT has been selling Sofpulse® on a nonexclusive basis. Pursuant to such agreement, the deferred compensation owed to this former related party has been fully extinguished for a total amount of approximately $118,000.

Warranty

Our general product warranties do not extend beyond an assurance that the product delivered will be consistent with stated specifications and do not include separate performance obligations.

Significant Judgments in the Application of the Guidance in ASC 606

There are no significant judgments associated with the satisfaction of our performance obligations. We generally satisfy performance obligations upon shipment of the product to the customer. This is consistent with the time in which the customer obtains control of the products. Performance obligations are also generally settled quickly after the purchase order acceptance, therefore the value of unsatisfied performance obligations at the end of any reporting period is generally immaterial.

We consider variable consideration in establishing the transaction price. Forms of variable consideration applicable to our arrangements include sales returns, rebates, volume-based bonuses, and prompt pay discounts. We use historical information along with an analysis of the expected value to properly calculate and to consider the need to constrain estimates of variable consideration. Such amounts are included as a reduction to revenue from the sale of products in the periods in which the related revenue is recognized and adjusted in future periods as necessary.

Practical Expedients

Our payment terms for sales direct to distributors are substantially less than the one-year collection period that falls within the practical expedient in determination of whether a significant financing component exists.

11
Endonovo Therapeutics, Inc.
Notes to Condensed Consolidated Financial Statements (continued)

Note 4 – Patents.

In December 2017, we acquired from Rio Grande Neurosciences, Inc. (RGN) a patent portfolio for $4,500,000. The earliest patents expire in 2024. The following is a summary of patents less accumulated amortization at ~~September~~June 30, ~~2022,~~2023 and December 31, ~~2021:~~2022:

Schedule of Patents
September 30,
2022 December 31,
2021 June 30, 2023 December 31, 2022

Patents $ 4,500,000 $ 4,500,000 $ 4,500,000 $ 4,500,000

Less accumulated amortization 3,072,828 2,587,644 3,558,012 3,234,556

Patents, net $ 1,427,172 $ 1,912,356 $ 941,988 $ 1,265,444

Amortization expense associated with patents was $~~485,184~~323,456 for the ~~nine~~six months ended ~~September~~June 30, ~~2022,~~2023 and ~~2021, respectively.~~2022.

The estimated future amortization expense related to patents as of ~~September~~June 30, ~~2022,~~2023, is as follows:

Schedule of Estimated Future Amortization Expense
Twelve Months Ending September 30, Amount
Twelve Months Ending June 30, Amount

2023 $ 646,910
2024 646,910 $ 646,910
2025 133,352 295,078

Total $ 1,427,172 $ 941,988

Note 5- Notes Payable

As of ~~September~~June 30, ~~2022,~~2023, and December 31, ~~2021,~~2022, the notes payable activity was as follows:

Schedule of Notes Payable
September 30,
2022 December 31,
2021 June 30, 2023 December 31, 2022

Notes payable at beginning of period $ 7,256,930 $ 6,835,196 $ 7,163,832 $ 7,256,930
Notes payable issued 400,000 950,000 150,000 465,000
Repayments of notes payable in cash (9,500 ) (16,900 ) (27,500 ) (14,000 )
Settlement on note payable (163,826 ) (117,770 ) (133,650 ) (163,826 )
Less amounts converted to stock (214,100 ) (393,596 ) (100,000 ) (380,272 )
Notes payable at end of period 7,269,504 7,256,930 7,052,682 7,163,832
Less debt discount (29,471 ) (75,800 ) (25,585 ) (10,587 )
Note payable, net $ 7,240,033 $ 7,181,730 $ 7,027,097 $ 7,153,245

Notes payable issued to a former related party $ 116,600 $ 126,100 $ 104,600 $ 112,100
Notes payable issued to non-related parties $ 7,123,433 $ 7,055,030 $ 6,922,497 $ 7,041,145

The maturity dates on the notes-payable are as follows:

Schedule of Maturity Dates of Notes Payable
Notes to
12 months ending,
Former
related party

Non-related
parties
Total

Past due $ 104,600 $ 6,733,082 $ 6,837,682
June 30, 2024 - 215,000 215,000
$ 104,600 $ 6,948,082 $ 7,052,682
Notes to
12 months ending, Former related party Non-related parties Total

Past due $ 116,600 $ 6,277,904 $ 6,394,504
September 30, 2023 - 875,000 875,000
$ 116,600 $ 7,152,904 $ 7,269,504
Activity for the six months ended June 30, 2023
Fixed rate notes
During the six months ended June 30, 2023, the Company converted $100,000 in principal and $9,000 in accrued interest into 10,900,000 shares of common stock.
During the six months ended June 30, 2023, the Company executed a second amendment to a fixed rate note to extend the maturity date in exchange for $20,000 payment to the current balance of the note as of June 30, 2023, and $2,500 in extension fee payable at the revised maturity date.
During the six months ended June 30, 2023, the Company issued three fixed-rate notes for an aggregate amount of $150,000, which carry interest between 10% and 15% and with maturity ranging between one to nine (1 to 9) months from issuance.

12
Endonovo Therapeutics, Inc.
Notes to Condensed Consolidated Financial Statements (continued)
As of June 30, 2023, the Company has a total of twenty-two (22) fixed-rate notes, of which sixteen (16) have a make good provision for a total principal of $1,395,000 and $338,403 in accrued interest. Balance of fixed-rate notes was $1,849,728 and $1,819,728 as of June 30, 2023, and December 31, 2022, respectively. Accrued interest on fixed-rate notes was approximately $429,500 and $310,960 as of June 30, 2023, and December 31, 2023, respectively.
Such provision will require the Company to issue additional shares to ensure that the investor can realize a profit of 15% or 18% reselling the conversion shares. The value of the make good provision was approximately $250,000 as of June 30, 2023 and is reported under Accounts payable and accrued liabilities in the condensed consolidated balance sheet as of June 30, 2023. In addition, certain fixed-rate notes include a prepayment provision, which entitles the holder to a 15% cash premium. The Company concluded that such provision was not deemed material and probable as of June 30, 2023.
Variable-rate notes
During the six months ended June 30, 2023, the Company executed a settlement agreement with one investor to extinguish the remaining principal balance of a promissory note into 4,300,590 shares of common stock, which resulted in a gain from debt extinguishment of approximately $77,000.
Fixed Rate note (former related party)
Notes payable to a former related party in the aggregate amount of $104,600 were outstanding at June 30, 2023, which are past maturity date. The notes bear interest between 10% and 12% per annum. During the six months ended June 30, 2023, the Company repaid $7,500 in principal amount to this former related party. Refer to Note 7- Related Party Transactions.
Activity for the ~~nine~~six months ended ~~September~~June 30, 2022

Fixed rates Notes

During the ~~nine~~six months ended ~~September~~June 30, 2022, the Company issued ~~five (5)~~three (3) fixed rate promissory notes totaling $~~400,000~~250,000 for funding of $~~400,000~~250,000 with original terms of nine months and interest rates of 15~~% and~~ 18%. The holder of the promissory note can convert the outstanding unpaid principal and accrued interest at a fixed conversion rate, subject to standard anti-dilution features, ~~six-month~~six months after issuance ~~date~~.date.

As of ~~September~~June 30, 2022, the Company has ~~eighteen (18)~~sixteen (16) fixed-rate promissory notes with an outstanding balance of $~~1,920,900~~1,891,204, of which $~~1,045,900~~1,116,204 are past maturity.
In October 2013, July 2014, October 2014 and August 2015, the Company initiated a series of private placements for up to $500,000, each, of financing by the issuance of notes payable at a minimum of $25,000, one unit. The notes bear interest at 10% per annum and were due and payable with accrued interest one year from issuance. During the six months ended June 30, 2022, the Company did not issue notes in connection with these private placements and did not repay any of these notes. As of ~~September~~June 30, 2022, and December 31, 2021, notes payable outstanding under these private placements are $624,903, all of which are past maturity.
During the six months ended June 30, 2022, the Company converted $110,204 in accrued interest and $93,796 in principal balance into 10,200,000 shares of common stock.
As of June 30, 2022, the Company has a total of ~~fourteen (14) fixed rate~~sixteen (16) fixed-rate notes, of which twelve (12) for total principal amount of $~~1,400,000~~1,250,000 includes a make good shares provision. Such provision will require the Company to issue additional shares to ensure that the investor can realize a profit of 15% ~~or 18%~~ reselling the conversion shares. The Company accrued ~~approximately~~ $~~209,000~~178,000 related to the make-good provision as the amount is probable and can be reasonably estimated pursuant to ASC 450 Contingencies. Such amount was presented as other expense in the condensed consolidated ~~statements~~statement of operations.
~~During the nine months ended September 30, 2022, the Company converted $124,900~~ ~~in accrued interest and $214,100~~ ~~in principal balance into~~ ~~16,950,000~~ ~~shares of common stock.~~

Certain fixed-rate notes include a prepayment provision, which entitles the holder to a 15% ~~or 18%~~ premium upon cash redemption by the Company. The prepayment penalty approximates $~~243,000~~121,000 as of ~~September~~June 30, 2022, but the Company determined that such liability is not probable as of ~~September~~June 30, 2022, pursuant to ASC 450 Contingencies.

Variable-rate notes

The gross amount of all convertible notes with variable conversion rates outstanding as of ~~September~~June 30, 2022, is $~~4,607,100~~4,770,926, of which $4,770,926are ~~all~~ past maturity. There has been no conversion of notes into the Company’s common stock during the three and ~~nine~~six months ended ~~September~~June 30, 2022.
~~During the nine months ended September 30, 2022, the Company settled one variable note with a principal of $163,826~~ ~~and $45,475~~ ~~in accrued interest is no longer outstanding.~~
~~Activity for the nine months ended September 30, 2021~~
~~During the nine months ended September 30, 2021, the Company issued five (5) fixed rate promissory notes totaling $475,000~~ ~~for funding of $475,000~~ ~~with~~ ~~original terms of twelve months and interest rates of~~ 15~~%. The holders of the promissory notes can convert the outstanding unpaid principal and accrued interest at a fixed conversion rate, subject to standard anti-dilution features~~.
During the nine months ended September 30, 2021, the Company amended the terms of two of its promissory notes to accelerate the conversion feature and amend the conversion price of the instruments. The Company recorded the modification in accordance with ASC 470-50 ~~Debt-Modifications and Extinguishments~~ ~~and recorded $58,407~~ ~~as loss from debt extinguishment in the condensed consolidated statements of operations.~~
~~During the nine months ended September 30, 2021, the Company settled one of its promissory notes by issuing~~ ~~1,515,152~~ ~~restricted shares of the Company’s common stock with a fifteen percent (15%) make-whole provision. The Company recorded a gain on debt extinguishment of approximately $128,000~~.
~~During the nine months ended September 30, 2021, the Company paid $3,000~~ ~~in cash for one of its fixed rate promissory notes.~~
~~During the nine months ended September 30, 2021, the Company converted $358,443~~ ~~in principal and $99,892~~ ~~in accrued but unpaid interest into~~ ~~25,690,651~~ ~~shares of common stock.~~
~~The gross amount of all convertible notes with variable conversion rates outstanding as of September 30, 2021, is $4,770,926, of which $2,660,476~~ ~~are past maturity.~~
~~Fixed Rate note (former related-party)~~
~~Notes payable to a former related party in the aggregate amount of $116,600~~ ~~were outstanding at September 30, 2022, which are past maturity date. The notes bear interest between~~ 10~~% and~~ 12~~% per annum. During the nine months ended September 30, 2022, the Company paid $9,500~~ ~~in principal amount to this former related party. Refer to Note 7- Related Party Transactions.~~
13
Endonovo Therapeutics, Inc.
Notes to Condensed Consolidated Financial Statements (continued)

Note 6 - Shareholders’ Deficit

Preferred Stock

The Company has authorized 5,000,000 shares of preferred stock which have been designated as follows:

Schedule of Preferred Stock
Number of Shares Authorized Number of Shares Outstanding at September 30, 2022 Par
Value Liquidation
Value Number of Shares
Authorized Number of Shares
Outstanding at
June 30, 2023 Par Value
Liquidation
Value

Series AA 1,000,000 25,000 $ 0.0010 $ - 1,000,000 25,000 $ 0.0010 $ -
Preferred Series B 50,000 600 $ 0.0001 $ 100 50,000 600 $ 0.0001 $ 100
Preferred Series C 8,000 738 $ 0.0001 $ 1,000 8,000 738 $ 0.0001 $ 1,000
Preferred Series D 20,000 305 $ 0.0001 $ 1,000 20,000 - $ 0.0001 $ 1,000
Undesignated 3,922,000 - - - 3,922,000 - - -

Series AA Preferred Shares

On February 22, 2013, the Board of Directors of the Company authorized an amendment to the Company’s Articles of Incorporation, as amended (the “Articles of Incorporation”), in the form of a Certificate of Designation that authorized the issuance of up to one million (1,000,000) shares of a new series of preferred stock, par value $0.001 per share, designated “Series AA Super Voting Preferred Stock,” for which the board of ~~directors~~director established the rights, preferences and limitations thereof.

Each holder of outstanding shares of Series AA Super Voting Preferred Stock shall be entitled to one hundred thousand (100,000) votes for each share of Series AA Super Voting Preferred Stock held on the record date for the determination of stockholders entitled to vote at each meeting of stockholders of the Company. The Series AA Super Voting Preferred Stockholders will receive no dividends nor any value on liquidation.
There was no activity during the ~~nine~~six months ended ~~September~~June 30, ~~2022. As of September 30, 2022, there~~2023. There were 25,000 shares of Series AA Preferred stock ~~outstanding.~~outstanding as of June 30, 2023 and December 31, 2022.

Series B Convertible Preferred Stock

On February 7, 2017, the Company filed a certificate of designation for 50,000 shares of Series B Convertible Preferred Stock designated as Series B (“Series B”) which are authorized and convertible, at the option of the holder, commencing six months from the date of issuance into common shares and warrants. For each share of Series B, the holder, on conversion, shall receive the stated value divided by 75% of the market price on the date of purchase of Series B and a three-year warrant exercisable into up to a like amount of common shares with an exercise price of 150% of the market price as defined in the Certificate of Designation. Dividends shall be paid only if dividends on the Company’s issued and outstanding Common Stock are paid, and the amount paid to the Series B holder will be as though the conversion shares had been issued. ~~The~~ Series B holders have no voting rights. Upon liquidation, the holder of Series B, shall be entitled to receive an amount equal to the stated value, $100 per share, plus any accrued and unpaid dividends thereon before any distribution is made to Series C Secured Redeemable Preferred Stock or common stockholders.
There was no activity during the ~~nine~~six months ended ~~September~~June 30, ~~2022. As of September 30, 2022,~~2023. There were 600 shares of Series B ~~are outstanding.~~outstanding as of June 30, 2023 and December 31, 2022.
14
Endonovo Therapeutics, Inc.
Notes to Condensed Consolidated Financial Statements (continued)

Series C Convertible Redeemable Preferred Stock

On December 22, 2017, the Company filed a certificate of designation for 8,000 shares of Series C Secured Redeemable Preferred Stock (“Series C”). Each share of the C Preferred is entitled to receive a $~~20.00~~20 quarterly dividend commencing March 31, 2018, and each quarter thereafter and is to be redeemed for the stated value, $1,000 per share, plus accrued dividends in cash (i) at the Company’s option, commencing one year from issuance and (ii) mandatorily as of December 31, 2019. Management determined that the Series C should be classified as liability per the guidance in ASC 480 Distinguishing Liabilities from Equity as of December 31, 2019. On January 29, 2020, the Company filed the amended and restated certificate of designation fort its Series C Secured Redeemable Preferred Stock. The amendment changed the rights of the Series C by (a) removing the requirement to redeem the Series C, (b) removing the obligation to pay dividends on the Series C, (c) Allowing the holders of shares of Series C to convert the stated value of their shares into common stock of the Company at 75% of the closing price of such common stock on the day prior to the conversion. The C Preferred does not have any rights to vote with the common stock.

Upon liquidation, the holder of Series C, shall be entitled to receive an amount equal to the stated value, $1,000 per share, plus any accrued and unpaid dividends thereon before any distribution is made to common stockholders but after distributions are made to holders of Series B.

There was no activity during the ~~nine~~six months ended ~~September~~June 30, ~~2022. As of September 30, 2022, there are~~2023. There were 738 shares of Series C outstanding,
14
~~Endonovo Therapeutics, Inc.~~
~~Notes to Condensed Consolidated Financial Statements (continued)~~ as of June 30, 2023 and December 31, 2022

Series D Convertible Preferred Stock

On November 11, 2019, the Company filed a certificate of designation for 20,000 shares of Series D Convertible Preferred Stock designated as Series D (“Series D”), which are authorized and convertible, at the option of the holder, at any time from the date of issuance, into shares of common shares. On or prior to August 1, 2020, for each share of Series D, the holder, on conversion, shall receive a number of common shares equal to 0.01% of the Company’s issued and outstanding shares on conversion date and for conversion on or after August 2, 2020, the holder shall receive conversion shares as though the conversion date was August 1, 2020, with no further adjustments for issuances by the Company of common stock after August 1, 2020, except for stock split or reverse stock splits of the common stock. Management classified the Series D in permanent equity as of ~~September~~June 30, ~~2022.~~2023.

The Series D holders have no voting rights. Upon liquidation, the holder of Series D, shall be entitled to receive an amount equal to the stated value, $1,000 per share, plus any accrued and unpaid dividends thereon before any distribution is made to common stockholders. ~~The~~
During the six months ended June 30, 2023, the Company ~~did not issue any~~issued 5,000,000 shares of ~~Series D in~~common stock upon conversion of the ~~nine months ended September 30, 2022. As of September 30, 2022, there are~~remaining ~~305~~50 shares of Series D ~~outstanding.~~
preferred stock.
~~On September 27, 2022, the~~The Company ~~offered to all holders of Series D the opportunity through October 31, 2022, to convert each share of Series D into~~ ~~100,000~~ ~~shares of common stock which~~ is ~~an effective conversion price of $0.01~~ ~~per share. The Company~~ also committed to ~~provide~~providing additional shares of common stock if the ~~holder~~holders of Series D ~~does~~do not realize a 15% profit on the resale ~~in an ordinary market transaction~~of the conversion shares. ~~No conversion took place in the nine months ended September~~As of June 30, ~~2022. Refer to subsequent disclosures (Note 11).~~2023, and December 31, 2022, there were 0 and 50 shares of Series D outstanding, respectively.

Common Stock

Activity during the ~~nine~~six months ended ~~September~~June 30, ~~2022~~2023

During the ~~nine~~six months ended ~~September~~June 30, ~~2022,~~2023, the Company issued ~~16,950,000~~10,900,000 shares of common stock for the conversion of $~~214,100~~109,000 of principal accrued interest from one note holder.
During the six months ended June 30, 2023, the Company issued 1,507,277 shares of common stock pursuant to a make-good provision, which resulted in a loss on debt extinguishment of $24,870.
During the six months June 30, 2023, the Company issued 4,300,590 shares of common stock pursuant to a debt settlement of aggregate principal of $113,650, resulting in a gain on debt extinguishment of approximately $77,000.
During the six months June 30, 2023, the Company issued 1667,000 shares of common stock pursuant to a deferred compensation settlement with a fair value of $24,338.
During the six months ended June 30, 2023, the Company issued 5,967,590 shares of common stock pursuant to a debt settlement.
During the six months ended June 30, 2023, the Company issued 13,850,000 shares of common stock for services for a total fair value of $188,950.
During the six months ended June 30, 2023, the Company issued 5,000,000 shares of common stock in exchange for 50 shares of Series D Preferred, which resulted in an inducement loss of $39,398 recorded as a deemed dividend in the shareholders’ deficit as of June 30, 2023.
During the six months ended June 30, 2023, the Company issued 5 1/2 units or the equivalent of 27,500,000 shares of common stock pursuant to a private placement for total net cash receipt of $253,000.
During the six months ended June 30, 2023, the Company issued 850,000 commitment shares pursuant to executed securities purchase agreements with an estimated fair value of $11,125.
Activity during the six months ended June 30, 2022
During the six months ended June 30, 2022, the Company issued 10,200,000 shares of common stock for the conversion of $93,796 of principal notes and accrued interest in the amount of $~~124,900~~110,204.

During the ~~nine~~six months ended ~~September~~June 30, 2022, the Company issued2,428,777 shares of common stock pursuant to a make-whole provision from an April 2021 debt settlement with one investor.

During the ~~nine~~six months ended ~~September~~June 30, 2022, the Company issued ~~3,100,000~~1,050,000 shares of common stock as commitment shares in connection with ~~promissory notes.~~securities purchase agreements.

During the ~~nine~~six months ended ~~September~~June 30, 2022, the Company issued 62,250,000 shares of common stock for services for total fair value of $1,281,900.

~~Activity during the nine months ended September 30, 2021~~
~~During the nine months ended September 30, 2021, the Company issued~~ ~~25,690,651~~ ~~shares of common stock for the conversion of principal notes and accrued interest in the amount of $458,335~~.
~~During the nine months ended September 30, 2021, the Company issued~~ ~~4,333,668~~ ~~shares of common stock labeled as commitment shares in connection with the issuance of promissory notes.~~
~~During the nine months ended September 30, 2021, the Company issued~~ ~~7,000,000~~ ~~shares of common stock pursuant to securities purchase agreement for total consideration of $126,000~~.
~~During the nine months ended September 30, 2021, the Company issued~~ ~~1,111,111~~ ~~shares of common stock with a value of $33,333, related to the conversion of Series C.~~
~~During the nine months ended September 30, 2021, the Company issued~~ ~~4,020,986~~ ~~shares of common stock with a value of $142,424, related to the settlement of debts, of which~~ ~~2,505,834~~ ~~shares of common stock were issued with a fair value of $84,697~~ ~~to a former related party.~~
~~During the nine months ended September 30, 2021, the Company issued~~ ~~2,500,000~~ ~~shares of common stock in connection with the consulting agreement.~~
15

Endonovo Therapeutics, Inc.
Notes to Condensed Consolidated Financial Statements (continued)

Stock Options

The balance of all stock options outstanding as of ~~September~~June 30, ~~2022,~~2023, is as follows:

Schedule of Stock Options Outstanding
Weighted
Average Weighted
Average
Remaining Aggregate Weighted
Average Weighted
Average
Remaining Aggregate
Exercise Price Contractual Intrinsic Exercise Price Contractual Intrinsic
Options Per Share Term (years) Value Options Per Share Term (years) Value
Outstanding at December 31, 2021 513,730 $ 1.43 0.76 -
Outstanding at December 31, 2022 3,012,410 $ 0.22 3.40 31,200
Granted - $ - - - 3,000,000 $ 0.01 -
Cancelled (250,660 ) $ 0.18 - - (660 ) $ 11.60 -
Exercised - $ - - - - $ - -
Outstanding at September 30, 2022 263,730 $ 2.61 0.35 $ -
Outstanding at June 30, 2023 6,011,750 $ 0.12 3.06 $ -
��
Exercisable at September 30, 2022 263,070 $ 2.61 0.35 $ -
Exercisable at June 30, 2023 1,011,750 $ 0.64 1.83 $ -

Share-based compensation ~~expense~~expenses for the ~~nine~~six months ended ~~September~~June 30, 2023 and 2022, ~~and 2021,~~ totaled approximately $06,000 and $~~61,000~~0, respectively. The remaining stock-based compensation to be recognized is approximately $36,000, which will be recognized over 2.5 years.

Warrants

The balance of all warrants outstanding as of ~~September~~June 30, ~~2022,~~2023, is as follows:

Schedule of Warrants Outstanding
Outstanding Warrants Outstanding Warrants
Weighted
Average Weighted Average Remaining Weighted
Average Weighted Average Remaining
Exercise Price Contractual Exercise Price Contractual
Shares Per Share Term (years) Shares Per Share Term (years)
Outstanding at December 31, 2021 22,200 $ 59.25 0.32
Outstanding at December 31, 2022 2,000 $ 50.0 0.22
Granted - $ - - - $ - -
Cancelled (20,200 ) $ 60.17 - (2,000 ) $ 50.0 -
Exercised - $ - - $ -
Outstanding at September 30, 2022 2,000 $ 50.00 0.47
Outstanding at June 30, 2023 - $ - -

Exercisable at September 30, 2022 2,000 $ 50.00 0.47
Exercisable at June 30, 2023 - $ - -
16

Endonovo Therapeutics, Inc.
Notes to Condensed Consolidated Financial Statements (continued)

Note 7 – Related Party and former related parties Transactions.

One executive officer of the Company has agreed to defer a portion of his compensation until cash flow improves. As of ~~September~~June 30, ~~2022,~~2023, the balance of the deferred compensation was $~~504,818~~570,068, which reflects $~~225,000~~150,000 accrual of deferred compensation and $~~114,000~~103,750 of cash repayment of deferred compensation during the ~~nine~~six months ended ~~September~~June 30, 2023.
As of June 30, 2023, the Company accrued for the issuance of 20,000,000 shares of the Company’s common stock with a fair value of $282,000. Such balance is reported under accounts payable and accrued liabilities related party in the condensed consolidated balance sheet as of June 30, 2022.

One former executive of the Company has agreed to defer a portion of his compensation until cash flow improves. As of ~~September~~June 30, ~~2022,~~2023, the balance of his deferred compensation was $632,257. No activity occurred during the ~~nine~~six months ended ~~September~~June 30, ~~2022~~2023.

From time-to-time officer of the Company advance monies to the Company to cover costs. The balance of short-term advances due to one officer of the Company at ~~September~~June 30, ~~2022,~~2023, was $~~125~~375 and is included in the Company’s accounts payable and accrued liabilities balance as of ~~September~~June 30, ~~2022.~~2023. During the ~~nine~~six months ended ~~September~~June 30, ~~2022,~~2023, the Company’s executive officer advanced an aggregate amount of $~~15,921~~250 for corporate expenses, ~~of which~~and $~~15,921~~2,500 was repaid back as of ~~September~~June 30, ~~2022.~~2023.

As of ~~September~~June 30, ~~2022,~~2023, notes payable remained outstanding to the former President of the Company, in the amount of $~~116,600~~104,600. As of ~~September~~June 30, ~~2022,~~2023, accrued interests on these notes payable totaled approximately $~~77,180~~85,445, and are included in accrued expenses on the condensed consolidated balance ~~sheet.~~sheets.

Note 8 – Fair Value Measurements

The Company ~~has~~ issued Variable Debentures, which contained variable conversion rates based on unknown future prices of the Company’s common stock. This results in a conversion feature. The Company measures the conversion feature using the Black Scholes option pricing model using the following assumptions:

Schedule of Conversion Feature Using Black Scholes Option Pricing Model
Nine months ended September 30, Six months ended June 30,
2022 2021 2023 2022

Expected term 1 months 1 – 4 months 1 month 1 month
Exercise price $0.004-$0.015 $0.012-$0.030 $ 0.0066-$0.0151 $
0.004 – $0.015

Expected volatility 153%-169% 177%-206% 154%-158 % 152%-169 %
Expected dividends None None None None
Risk-free interest rate 1.63% to 4.05% 0.06% to 0.13% 4.64%-5.40 % 1.63% to 2.80 %
Forfeitures None None None None

The assumptions used in determining fair value represent management’s best estimates, but these estimates involve inherent uncertainties and the application of management’s judgment. As a result, if factors change, including changes in the market value of the Company’s common stock, managements’ assessment, or significant fluctuations in the volatility of the trading market for the Company’s common stock, the Company’s fair value estimates could be materially different in the future.

The Company computes the fair value of the derivative liability at each reporting period and the change in the fair value is recorded as non-cash expense or ~~non-cash~~ income. The key component in the value of the derivative liability is the Company’s stock price, which is subject to significant fluctuation and is not under its control. The resulting effect on net ~~loss~~income (loss) is therefore subject to significant fluctuation and will continue to be so until the Company’s variable debentures, which the convertible feature is associated with, are converted into common stock or paid in full ~~with~~in cash. Assuming all other fair value inputs remain constant, the Company will record non-cash expense when its stock price increases and non-cash income when its stock price decreases.

17

Endonovo Therapeutics, Inc.
Notes to Condensed Consolidated Financial Statements (continued)

The following table presents changes in the liabilities with significant unobservable inputs (level 3) for the ~~nine~~three months ended ~~September~~June 30, ~~2022:~~2023:

Schedule of Fair Value of Derivative Liability
Derivative
Liability
Balance December 31, 2021 $ 3,442,297

Extinguishment (109,780 )
Change in estimated fair value 1,903,177

Balance September 30, 2022 $ 5,235,694
Derivative
Liability
Balance December 31, 2022 $ 17,359,064

Settlement debt (10,769 )
Change in estimated fair value (11,445,466 )

Balance June 30, 2023 $ 5,902,829

Accounting guidance on fair value measurements and disclosures defines fair value, establishes a framework for measuring the fair value of assets and liabilities using a hierarchy system, and defines required disclosures. It clarifies that fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants in the market in which the reporting entity transacts business.

The Company’s balance sheet contains derivative liabilities that are recorded at fair value on a recurring basis. The three-level valuation hierarchy for disclosure of fair value is as follows:

Level 1: uses quoted market prices in active markets for identical assets or liabilities.

Level 2: uses observable market-based inputs or unobservable inputs that are corroborated by market data.

Level 3: uses unobservable inputs that are not corroborated by market data.

The fair value of the Company’s recorded derivative liability is determined based on unobservable inputs that are not corroborated by market data, which require a Level 3 classification. A Black Scholes option pricing model was used to determine the fair value. The Company records derivative liability on the condensed consolidated balance sheets at fair value with changes in fair value recorded in the condensed consolidated statements of operation.

The following table presents balances in the liabilities with significant unobservable inputs (Level 3) as of ~~September~~June 30, ~~2022:~~2023:

Schedule of Liabilities Significant Unobservable Inputs
Fair Value Measurements Using Fair Value Measurements Using
Quoted
Prices in Quoted
Prices in
Active
Markets for Significant Other Significant Active
Markets for Significant Other Significant
Identical
Assets Observable
Inputs Unobservable
Inputs Identical
Assets Observable
Inputs Unobservable
Inputs
(Level 1) (Level 2) (Level 3) Total (Level 1) (Level 2) (Level 3) Total

As of September 30, 2022
As of June 30, 2023
Derivative liability $ - $ - $ 5,235,694 $ 5,235,694 $     - $     - $ 5,902,829 $ 5,902,829
Total $ - $ - $ 5,235,694 $ 5,235,694 $ - $ - $ 5,902,829 $ 5,902,829
18
Endonovo Therapeutics, Inc.
Notes to Condensed Consolidated Financial Statements (continued)
Note 9 – Commitments and Contingencies

Legal Matters

The Company is subject to certain legal proceedings, which it considers routine to its business activities. As of ~~September~~June 30, ~~2022,~~2023, the Company believes, after consultation with legal counsel, that the ultimate outcome of such legal proceedings, whether individually or in the aggregate, is not likely to have a material adverse effect on the Company’s financial position, results of operations or liquidity.

Note 10 – Concentrations.

Sales

During the ~~nine~~six months ended ~~September~~June 30, ~~2022,~~2023, we had ~~two~~one significant ~~customers,~~customer, which accounted for approximately 72100% of sales. In addition, the Company generated all of its royalty/licensing revenue from one former related party.

Supplier

We also have a single source for our bioelectric medical devices, which account for 100% of our sales. The interruption of products provided by this supplier would adversely affect our business and financial condition unless an alternative source of products could be found.
~~Accounts Receivable~~
~~At September 30, 2022, we had two customers which accounted for approximately~~ ~~100% of our account receivable balances.~~

Note 11 – Subsequent Events

Management has evaluated events that have occurred subsequent to the date of these consolidated condensed ~~consolidated~~ financial statements and has determined that, other than those listed below, no such reportable subsequent events exist through the date the financial statements were issued in accordance with FASB ASC Topic 855, “Subsequent Events.”

Subsequent to ~~September~~June 30, ~~2022, the Company issued~~ ~~5,000,000~~2023, ~~common shares for $50,000~~ ~~in cash, of which $25,000~~ ~~was paid prior to September 30, 2022 and reported in Accounts payable and accrued liabilities, and the remaining $25,000~~ ~~was paid prior to report release date.~~
~~Subsequent to September 30, 2022, the Company issued~~ ~~4,250,000~~ ~~common shares pursuant to consulting agreements.~~
~~Subsequent to September 30, 2022, the Company executed two convertible notes for aggregate price of $65,000~~ ~~carrying coupon from~~ 15~~% to~~ 18~~% with one year term. In conjunction with these convertible notes,~~ the Company issued 500,000 ~~commitment shares.~~shares of common stock pursuant to two notes extension agreements.
~~On September 27, 2022,~~Subsequent to June 30, 2023, the Company ~~extended an offer to the holders of Series D, under which, the Company offers to convert each share of Series D into~~issued ~~100,000~~1,000,000 shares of common ~~stock. As incentive,~~stock pursuant to a securities purchase agreement with one investor. Such a liability was accrued for and reported under accounts payable and accrued liabilities in the consolidated balance sheet as of June 30, 2023.
Subsequent to June 30, 2023, the Company ~~also provides each investor additional~~issued 8,000,000 shares of common stock ~~if the investor does not realize at least 15% profit on the resale after the six-month holding period.~~ pursuant to a production agreement.
Subsequent to ~~September~~June 30, ~~2022,~~2023, the Company ~~exchanged~~ issued a convertible note in the principal amount of $~~255~~20,000 ~~Series D shares into~~carrying a coupon of ~~25,500,000~~10% and a three-month maturity date.
Subsequent to June 30, 2023, the Company issued an aggregate of 29,600,000 shares of common ~~stock.~~
~~Subsequent~~stock for additional consideration to ~~September~~consultants and to the Company’s Chief Executive Officer, previously granted in the first fiscal quarter. Such a liability was accrued for and reported under accounts payable and accrued liabilities in the consolidated balance sheet as of June 30, ~~2022, the Company extended the maturity date of one convertible note with total payment of $16,250, including $7,500~~ ~~of accrued but unpaid interest on the note. The Company made a payment of $11,250~~ ~~at report date and the remaining $5,000~~ ~~will be paid in a six-month promissory note at~~ 15~~% due March of~~ 2023.
~~Subsequent to September 30, 2022, the Company settled two promissory notes for a total amount of $60,630~~ ~~(principal and accrued interest) with the issuance of~~ ~~6,063,000~~ ~~shares of common stock. None of the shares have been issued at report date.~~
On September 26, 2022, the Company entered into an Asset Purchase Agreement (“APA”) by and among the Company, Western Star Concrete, LLC (“Western Star”), and Mark Gabriel Salmons (the “Owner”) pursuant to which the Company will acquire substantially all of the assets and assume certain liabilities of Western Star. Western Star is engaged in the business of providing and laying of concrete primarily for residential tract developers. The purchase price formula is four times Western Star’s EBITDA for the twelve full months prior to closing subject to certain adjustments as set forth in the APA. Closing is conditioned on the satisfactory completion of the Company’s due diligence and the completion of an audit of Western Star’s financial statements for the last two fiscal years. The effectiveness of the closing is contingent upon the securement of a financing. The purchase price is estimated to be approximately $~~25.2~~ million plus transactional expenses, which the Company intends to pay through the raising of debt and equity financing. The asset purchase agreement has not closed as of September 30, 2022, and no consideration was exchanged.
19
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Cautionary Notice Regarding Forward Looking Statements

The information contained in Item 2 contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Actual results may materially differ from those projected in the forward-looking statements as a result of certain risks and uncertainties set forth in this report. Although management believes that the assumptions made and expectations reflected in the forward-looking statements are reasonable, there is no assurance that the underlying assumptions will, in fact, prove to be correct or that actual results will not be different from expectations expressed in this report.

This filing contains a number of forward-looking statements which reflect management’s current views and expectations with respect to our business, strategies, products, future results and events, and financial performance. All statements made in this filing other than statements of historical fact, including statements addressing operating performance, events, or developments which management expects or anticipates will or may occur in the future, including statements related to distributor channels, volume growth, revenues, profitability, new products, adequacy of funds from operations, statements expressing general optimism about future operating results, and non-historical information, are forward looking statements. In particular, the words “believe,” “expect,” “intend,” “anticipate,” “estimate,” “may,” and variations of such words, and similar expressions identify forward-looking statements, but are not the exclusive means of identifying such statements, and their absence does not mean that the statement is not forward-looking. These forward-looking statements are subject to certain risks and uncertainties, including those discussed below. Our actual results, performance or achievements could differ materially from historical results as well as those expressed in, anticipated, or implied by these forward-looking statements. We do not undertake any obligation to revise these forward-looking statements to reflect any future events or circumstances.

Readers should not place undue reliance on these forward-looking statements, which are based on management’s current expectations and projections about future events, are not guarantees of future performance, are subject to risks, uncertainties and assumptions (including those described below), and apply only as of the date of this filing. Our actual results, performance or achievements could differ materially from the results expressed in, or implied by, these forward-looking statements. We undertake no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise.

Overview

Endonovo Therapeutics, Inc. (Endonovo or the “Company”) is an innovative biotechnology company that has developed a bio-electronic approach to regenerative medicine. Endonovo is a growth stage company whose stock is publicly traded (OTCQB: ENDV).

The Company develops, manufactures and distributes evolutionary medical devices focused on the rapid healing of wounds and reduction of pain, edema and inflammation in the human body. The Company’s non-invasive bioelectric medical devices are designed to target inflammation, cardiovascular diseases, chronic kidney disease, and central nervous system disorders (“CNS” disorders).

The Company’s non-invasive Electroceutical® therapeutics device, SofPulse®, using pulsed short-wave radiofrequency at 27.12 MHz has been FDA-Cleared and CE Marked for the palliative treatment of soft tissue injuries and post-operative plain and edema, and has CMS National Coverage for the treatment of chronic wounds. The Company’s current portfolio of pre-clinical stage Electroceutical® therapeutics devices address chronic kidney disease, liver disease non-alcoholic steatohepatitis (NASH), cardiovascular and peripheral artery disease (PAD) and ischemic stroke.

Endonovo’s core mission is to transform the field of medicine by developing safe, wearable, non-invasive bioelectric medical devices that deliver the Company’s Electroceutical^® Therapy. Endonovo’s bioelectric Electroceutical^® devices harnesses bioelectricity to restore key electrochemical processes that initiate anti-inflammatory processes and growth factors in the body necessary for healing to rapidly occur.

20
Going Concern

Our independent registered auditors included an explanatory paragraph in their opinion on our consolidated financial statements as of and for the fiscal year ended December 31, ~~2021,~~2022, that states that our ongoing losses and lack of resources ~~causes~~cause reasonable doubt about our ability to continue as a going concern.
The World Health Organization declared the Coronavirus outbreak a pandemic on March 11, 2020, and in the United States various emergency actions have been taken on the National, State and Local levels. The effects of this pandemic on the Company’s business are uncertain.

Critical Accounting Policies

A summary of our significant accounting policies is included in Note 1 of the “Notes to the Consolidated Financial Statements,” contained in our Form 10-K for the year ended December 31, ~~2021.~~2022. Management believes that the consistent application of these policies enables us to provide users of the financial statements with useful and reliable information about our operating results and financial condition. The summary condensed consolidated financial statements are prepared in accordance with accounting principles generally accepted in the U.S., which require us to make estimates and assumptions. We did not experience any significant changes during the ~~nine~~six months ended ~~September~~June 30, ~~2022,~~2023, in any of our ~~Critical Accounting Policies~~critical accounting policies from those contained in our Form 10-K for the year ended December 31, ~~2021.~~2022.

20
New Accounting Pronouncements

See Note 1 of Notes to Condensed Consolidated Financial Statements for further discussion of new accounting standards that have been adopted or are being evaluated for future adoption.

Results of Operations

~~Nine~~Six Months ended ~~September 30, 2022,~~June 31, 2023, and ~~2021:~~2022:

Nine Months Ended
September 30, Favorable Six Months Ended June 30, Favorable
2022 2021 (Unfavorable) % 2023 2022 (Unfavorable) %

Revenue $ 13,892 $ 72,789 $ (58,897 ) -80.9 % $ 132,740 $ 2,932 $ 129,808 4,427 %
Cost of revenue 5,124 6,124 1,000 16.3 % 3,996 1,097 (2,899 ) (264 )%
Gross profit 8,768 66,665 (57,897 ) -86.9 % 128,744 1,835 126,909 6,916 %

Operating expenses 2,790,057 1,919,418 (870,639 ) -45.3 % 1,789,343 2,286,346 497,003 22 %

Loss from operations (2,781,289 ) (1,852,753 ) (928,536 ) -50.1 % (1,660,599 ) (2,284,511 ) 623,912 27 %

Other expense (2,761,411 ) (3,648,471 ) 887,060 24.3 %
Other income (expense) 10,954,761 (2,654,829 ) 13,609,590 513 %

Net loss $ (5,542,700 ) $ (5,501,224 ) $ 41,476 0.75 % $ 9,294,162 $ (4,939,340 ) $ 14,233,502 288 %

Revenue

Revenue of the Company’s SofPulse® product during the ~~nine~~six months ended ~~September~~June 30, ~~2022,~~2023, was ~~$13,892, a decrease~~$6,220, an increase of ~~$58,897,~~$3,288, or ~~approximately 81%~~112%, compared to ~~$72,789~~$2,932 for the ~~nine~~six months ended ~~September~~June 30, ~~2021.~~2022.

Revenues for our SofPulse® product is typically recognized at the time the product is shipped, at which time the title passes to the customer, and there are no further performance obligations. Revenue continues to be negatively impacted by the COVID-19 contagious disease outbreak in March 2020. We anticipate that revenue will increase in future periods as the roll out of the SofPulse® product continues. The Company is looking to partner with global participants in the medical device market to spur its expansion. The Company expects such investment alternatives to include partnerships, joint ventures, distribution, and licensing agreements for the PEMF medical technology. The Company is also looking to expand on current initiatives with the Department of Defense, the Department of Veterans Affairs, and other surgical and pain management markets.

21
During the six months ended June 30, 2023, the Company also recognized $126,520 in royalty/licensing revenue from a former related party.
Cost of Revenue

Cost of revenue during the ~~nine~~six months ended ~~September~~June 30, ~~2022,~~2023, was $5,124, a decrease of $1,000 or 16.3% compared to $6,124 for the nine months ended September 30, 2021. Cost of revenue is recognized on those sales recorded as gross for which we are the principal in the transaction as opposed to net sales which reflect no cost of revenue. It is anticipated that cost of revenue will increase in future quarters as the roll out of the SofPulse® product continues.
~~Operating Expenses~~
Operating expenses increased by $870,639 or 45%, to $2,790,057 for the nine months ended September 30, 2022, compared to $1,919,418 for the nine months ended September 30, 2021. This change was due primarily to an increase in non-cash stock-based compensation related to the issuance of 62,250,000 of common shares for services for approximately $1.2 million, offset by a reduction in consulting fees by approximately $0.2 million.
~~Other Expense/Income~~
Other expense decreased by $887,060 or 24% to $2,761,411 for the nine months ended September 30, 2022 compared to an expense of $3,648,471 for the nine months ended September 30, 2021. This change was due primarily to a decrease in valuation of our derivative liabilities of approximately $1.1 million, an increase in our gain from debt extinguishment by $0.3 million, offset by$3,996, an increase of ~~approximately $0.3 million in interest expense, and an increase of $0.2 million related~~$2,899 or 264% compared to $1,097 for the ~~accrual of the make good provision. We anticipate continued large fluctuations in other income/expense as a result of quarterly re-evaluation of derivative liabilities.~~
~~Three Months ended September 30, 2022, and 2021:~~

Three Months Ended
September 30,
Favorable
2022 2021 (Unfavorable) %

Revenue $ 10,960 $ 7,790 $ 3,170 40.7 %
Cost of revenue 4,027 3,103 (924 ) (29.8 )%
Gross profit 6,933 4,687 2,246 47.9 %

Operating expenses 503,711 696,943 193,232 27.7 %

Loss from operations (496,778 ) (692,256 ) 195,478 28.2 %

Other expense (106,582 ) (831,418 ) 724,836 87.2 %

Net loss $ (603,360 ) $ (1,523,674 ) $ 920,314 60.4 %
~~Revenue~~
~~Revenue of the Company’s SofPulse® product during the three~~six months ended ~~September~~June 30, 2022, was $10,960, an increase of $3,170, or 40.7%, compared to $7,790 for the three months ended September 30, 2021. Revenues for our SofPulse® product is typically recognized at the time the product is shipped, at which time the title passes to the customer, and there are no further performance obligations. Revenue continues to be negatively impacted by the COVID-19 contagious disease outbreak in March 2020. We anticipate that revenue will continue to increase in future periods as the roll out of the SofPulse® product continues.
~~Cost of Revenue~~
~~Cost of revenue during the three months ended September 30, 2022, was $4,027, an increase of $924 or approximately 30% compared to $3,103 for the three months ended September 30, 2021.~~2022. Cost of revenue is recognized on those sales recorded as gross for which we are the principal in the transaction as opposed to net sales which reflect no cost of revenue. It is anticipated that cost of revenue will increase in future quarters as the roll out of the SofPulse® product continues.

Operating Expenses

Operating expenses decreased by ~~$193,232~~$497,003 or ~~27.7%~~27%, to ~~$503,711~~$1,789,343 for the six months ended June 30, 2023, compared to $2,286,346 for the six months ended June 30, 2022. This change was due primarily due a decrease in stock-based compensation expense by approximately $607,600, offset by an increase in consulting fees by approximately $122,000.
Other Expense/Income
Other income for the six months ended June 30, 2023, was $10,954,761 compared to an expense of $2,654,829 for the six months ended June 30, 2022. This change was due primarily to a decrease in the fair value of the Company’s derivative liability which generated an income from the change of fair value of $11.4 million as opposed to an expense of $1.8 million in the comparable period in the previous year. In addition, the Company’s gain on debt extinguishment increased by $0.1 million compared to the prior year and other expenses decreased by $0.2 million in the current year compared to the prior period.
We anticipate continued large fluctuations in other income/expense as a result of quarterly re-evaluation of the Company’s derivative liabilities.
Three Months ended June 31, 2023, and 2022:
Three Months Ended June 30, Favorable
2023 2022 (Unfavorable) %

Revenue $ 45,200 $ 650 $ 44,550 6,853 %
Cost of revenue - 383 383 100 %
Gross profit 45,200 267 44,933 16,828 %

Operating expenses 1,176,509 1,799,016 622,507 35 %

Loss from operations (1,131,309 ) (1,798,749 ) 667,440 37 %

Other income (expense) 3,194,969 (727,382 ) 3,922,351 539 %

Net gain/loss $ 2,063,660 $ (2,526,131 ) $ 4,589,791 182 %
21
Revenue
Revenue of the Company’s SofPulse® product during the three months ended June 30, 2023, was $0, a decrease of $650, or 100%, compared to $650 for the three months ended ~~September~~June 30, ~~2022,~~2022.
We anticipate that revenue will increase in future periods as the roll out of the SofPulse® product continues. The Company is looking to partner with global participants in the medical device market to spur its expansion. The Company expects such investment alternatives to include partnerships, joint ventures, distribution, and licensing agreements for the PEMF medical technology. The Company is also looking to expand on current initiatives with the Department of Defense, the Department of Veterans Affairs, and other surgical and pain management markets.
During the three months ended June 30, 2023, the Company also recognized $45,200 in royalty/licensing revenue from a former related party.
Cost of Revenue
Cost of revenue during the three months ended June 30, 2023, was $0, a decrease of $383 or 100% compared to ~~$696,943~~$383 for the three months ended ~~September~~June 30, ~~2021.~~2022. Cost of revenue is recognized on those sales recorded as gross for which we are the principal in the transaction as opposed to net sales which reflect no cost of revenue. It is anticipated that cost of revenue will increase in future quarters as the roll out of the SofPulse® product continues.
Operating Expenses
Operating expenses decreased by $622,507 or 35%, to $1,176,509 for the three months ended June 30, 2023, compared to $1,799,016 for the three months ended June 30, 2022. This change was due primarily to a decrease in ~~non-cash~~ stock-based compensation by approximately ~~$0.1 million and a decrease of approximately $0.1million~~$661,000, offset by an increase in consulting ~~fees.~~fees by approximately $69,000.

Other Income (Expense)

Other ~~expense~~income for the three months ended ~~September~~June 30, ~~2022,~~2023, was ~~$106,582~~$3,194,969 compared to ~~$831,418~~other expense of $727,382 for the three months ended ~~September~~June 30, ~~2021.~~2022. This change was due primarily to a decrease in the valuation of our derivative liabilities, which resulted in a positive change in the fair value of our derivative of approximately ~~$0.5~~$3.4 million as opposed to an ~~increase~~expense of $0.3 million in ~~our gain from debt extinguishment~~the comparable period in prior year, and a reduction in other expenses by approximately ~~$0.4 million, offset by an increase~~$163,000. We anticipate continued large fluctuations in ~~interest expense~~other income (expense) as a result of ~~approximately $0.1 million.~~quarterly re-evaluation of derivative liabilities.
22

Liquidity and Capital Resources

As of As of
September 30,
2022 December 31,
2021 Favorable (Unfavorable) June 30,
2023 December 31,
2022 Favorable
(Unfavorable)
Working Capital

Current assets $ 24,083 $ 94,855 $ (70,772 ) $ 72,833 $ 15,822 $ 57,011
Current liabilities 20,977,309 17,701,710 (3,275,599 ) 23,136,756 33,381,760 10,245,004
Working capital deficit $ (20,953,226 ) $ (17,606,855 ) $ (3,346,371 ) $ (23,063,923 ) $ (33,365,938 ) $ 10,302,015

Long-term debt $ 79,825 $ 79,825 $ - $ 79,825 $ 79,825 $ -

Shareholders’ deficit $ (19,605,879 ) $ (15,774,324 ) $ (3,831,555 ) $ (22,201,760 ) $ (32,180,319 ) $ 9,978,559

Nine Months Ended September 30, Favorable Six Months Ended June 30, Favorable
2022 2021 (Unfavorable) 2023 2022 (Unfavorable)
Statements of Cash Flows Select Information

Net cash provided (used) by:
Operating activities $ (453,297 ) $ (595,288 ) $ 141,991 $ (338,996 ) $ (329,436 ) $ (9,560 )
Financing activities $ 390,500 $ 587,600 $ (197,100 ) $ 371,500 $ 243,500 $ 128,000

As of As of
September 30,
2022 December 31,
2021 Favorable (Unfavorable) June 30,
2023 December 31, 2022 Favorable
(Unfavorable)
Balance Sheet Select Information

Cash $ 23,139 $ 85,936 $ (62,797 ) $ 32,602 $ 98 $ 32,504

Accounts payable and accrued expenses $ 8,501,582 $ 7,078,283 $ (1,423,299 ) $ 10,206,830 $ 8,869,451 $ (1,337,379 )

Since January 1, ~~2022,~~2023, and through ~~September~~June 30, ~~2022,~~2023, the Company has raised approximately $0.4 million in equity and debt transactions. These funds have been used to fund on-going corporate operations. Our accompanying condensed consolidated financial statements have been prepared assuming the Company will continue as a going concern, which contemplates realization of assets and the satisfaction of liabilities in the normal course of business for the twelve-month period following the date of these condensed consolidated financial statements. Our cash on hand at ~~September~~June 30, ~~2022~~2023 was approximately ~~$23,100.~~$32,600. The Company has incurred substantial losses since its inception. Its current liabilities exceed its current assets and available cash is not sufficient to fund expected future operations. The Company is contemplating raising additional capital through debt and equity in order to continue the funding of its operations and to acquire a profitable business. However, there is no assurance that the Company can raise sufficient funds or generate sufficient revenues to pay its obligations as they become due, which raises substantial doubt about our ability to continue as a going concern.

23 22

The Company is not aware of any recently issued accounting pronouncements that when adopted will have a material effect on the Company’s financial position or ~~result~~results of its ~~operation.~~operations.

Off-Balance Sheet Arrangements

We have no off-balance sheet arrangements.

Item 3. Quantitative and Qualitative Disclosures about Market Risk.

We are a Smaller Reporting Company and are not required to provide the information under this item.

Item 4. Controls and Procedures.

Disclosure of controls and procedures.

We maintain disclosure controls and procedures that are designed to ensure that information required to be disclosed in our reports, filed under the Securities Exchange Act of 1934, is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms, and that such information is accumulated and communicated to our management, including our chief executive officer and chief financial officer, as appropriate, to allow timely decisions regarding required disclosure. In designing and evaluating the disclosure controls and procedures, management recognized that any controls and procedures, no matter how well designed and operated, can provide only reasonable and not absolute assurance of achieving the desired control objectives. In reaching a reasonable level of assurance, management necessarily was required to apply its judgment in evaluating the cost-benefit relationship of possible controls and procedures. In addition, 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 design will succeed in achieving its stated goals under all potential future conditions. Over time, a control may become inadequate because of changes in conditions or the degree of compliance with policies or procedures may deteriorate. Because of the inherent limitations in a cost-effective control system, misstatements due to error or fraud may occur and not be detected.

As required by the SEC Rule 13a-15(b), we carried out an evaluation under the supervision and with the participation of our management, including our principal executive officer and principal financial officer, of the effectiveness of the design and operation of our disclosure controls and procedures as of the end of the period covered by this report. Based on the foregoing, our principal executive officer and principal financial officer concluded that our disclosure controls and procedures were not effective at ~~the~~a reasonable assurance level due to the material weaknesses described below.

In light of the material weaknesses described below, we performed additional analysis and other post-closing procedures to ensure our financial statements were prepared in accordance with generally accepted accounting principles. Accordingly, we believe that the financial statements included in this report fairly present, in all material respects, our financial condition, results of operations and cash flows for the periods presented.

A material weakness is a control deficiency (within the meaning of the Public Company Accounting Oversight Board (PCAOB) Auditing Standard No. 2) or combination of control deficiencies that result in more than a remote likelihood that a material misstatement of the annual or interim financial statements will not be prevented or detected.
Management has identified the following two material weaknesses which have caused management to conclude that as of ~~September~~June 30, ~~2022,~~2023, our disclosure controls and procedures were not effective at the reasonable assurance level:

1. We do not have written documentation of our internal control policies and procedures. Written documentation of key internal controls over financial reporting is a requirement of Section 404 of the Sarbanes-Oxley Act, which is applicable to us for the quarter ended ~~September~~June 30, ~~2022.~~2023. Management evaluated the impact of our failure to have written documentation of our internal controls and procedures on our assessment of our disclosure controls and procedures and has concluded that the control deficiency that resulted represented a material weakness.

24 23

2. We do not have sufficient segregation of duties within accounting functions, which is a basic internal control. Due to our size and nature, segregation of all conflicting duties may not always be possible and may not be economically feasible. However, to the extent possible, the authorization of transactions, the custody of assets and the recording of transactions should be performed by separate individuals. The recording of transactions function is maintained by a third-party consulting firm whereas authorization and custody remains under the Company’s Chief Executive Officer’s responsibility. Management evaluated the impact of our failure to have segregation of duties on our assessment of our disclosure controls and procedures and has concluded that the control deficiency that resulted represented a material weakness.

To address these material weaknesses, management performed additional analyses and other procedures to ensure that the financial statements included herein fairly present, in all material respects, our financial position, results of operations and cash flows for the periods presented.

Changes in internal controls over financial reporting.

There has been no change in our internal control over financial reporting that occurred during the fiscal quarter covered by this Quarterly Report on Form 10-Q that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

PART II - OTHER INFORMATION

Item 1. Legal Proceedings.

The Company is subject to certain legal proceedings, which it considers routine to its business activities. As of ~~September~~June 30, ~~2022,~~2023, the Company believes, after consultation with legal counsel, that the ultimate outcome of such legal proceedings, whether individually or in the aggregate, is not likely to have a material adverse effect on the Company’s financial position, results of operations or liquidity.

Item 1A. Risk Factors.

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

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

Number of
Common Shares Source of
Issued Payment Amount

16,950,000 Conversion of notes $ 321,300
2,428,777 Settlement of debt 46,147
3,100,000 Commitment shares 44,098
62,250,000 Shares for services 1,281,900
Number of
Common Shares Source of
Issued Payment Amount

10,900,000 Conversion of notes and accrued interest $ 109,000
4,300,590 Settlement of debt 67,089
1,667,000 Settlement of deferred compensation 24,338
5,000,000 Conversion preferred stock -
27,500,000 Cash 253,000
1,507,277 Make good provision 24,870
13,850,000 Shares for services 188,950
850,000 Commitment shares 11,125

The above issuances of securities during the ~~nine~~six months ended ~~September~~June 30, ~~2022,~~2023, were exempt from registration pursuant to Section 4(2), and/or Regulation D promulgated under the Securities Act. These securities qualified for exemption under Section 4(2) of the Securities Act since the issuance of these securities by us did not involve a public offering. The offering was not a “public offering” as defined in Section 4(2) due to the insubstantial number of persons involved in the deal, size of the offering, manner of the offering and number of securities offered. We did not undertake an offering in which we sold a high number of securities to a high number of investors. In addition, these stockholders had the necessary investment intent as required by Section 4(2) since they agreed to and received share certificates bearing a legend stating that such securities are restricted pursuant to Rule 144 of the Securities Act. This restriction ensures that these securities would not be immediately redistributed into the market and therefore not be part of a “public offering.” Based on an analysis of the above factors, we have met the requirements to qualify for exemption under Section 4(2) of the Securities Act for this transaction.

25 24
Item 3. Defaults upon Senior Securities.

None

Item 4. Mine Safety Disclosures.

Not applicable

Item 5. Other Information

None

Item 6. Exhibits
(a) Exhibits

Exhibit
Number
Exhibit Title

31.1* Certification of Principal Executive Officer and Principal Financial Officer, pursuant to 18 U.S.C. Section 1350 as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

32.1* Certification of Principal Executive Officer and Principal Financial Officer, pursuant to 18 U.S.C. Section 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
101* Inline XBRL Document set for the financial statements and accompanying notes in Part I, Item 1, of this Quarterly Report on Form 10-Q

~~101~~104* ~~The following materials from the Company’s Quarterly report~~Inline XBRL for the ~~period ended September 30, 2022, formatted~~cover page of this Quarterly Report on Form 10-Q, included in ~~Extensible Business Reporting Language (XBRL).~~the Exhibit 101 Inline XBRL Document Set.

~~101.INS~~ ~~Inline XBRL Instance Document~~
~~101.SCH~~ ~~Inline XBRL Taxonomy Extension Schema Document~~
~~101.CAL~~ ~~Inline XBRL Taxonomy Extension Calculation Linkbase Document~~
~~101.DEF~~ ~~Inline XBRL Taxonomy Extension Definition Linkbase Document~~
~~101.LAB~~ ~~Inline XBRL Taxonomy Extension Label Linkbase Document~~
~~101.PRE~~ ~~Inline XBRL Taxonomy Extension Presentation Linkbase Document~~
~~104~~ ~~Cover Page Interactive Data File (embedded within~~Exhibits designated by the ~~Inline XBRL document)~~
symbol * ~~Filed Herewith~~ are filed or furnished with this Quarterly Report on Form 10-Q

26 25

SIGNATURES

Pursuant to the requirements 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.

Dated: ~~November~~August 21, ~~2022~~2023 Endonovo Therapeutics, Inc.
By: /s/ Alan Collier
Alan Collier

Chief Executive Officer
(Duly Authorized Officer, Principal Executive Officer, and Principal Financial Officer)

27 26

	2023			2022			2023			2022
	Three Months Ended						Six Months Ended
	June 30,						June 30,
	2023			2022			2023			2022

Revenue	$	45,200		$	650		$	132,740		$	2,932
Cost of revenue		-			383			3,996			1,097
Gross profit		45,200			267			128,744			1,835

Operating expenses		1,176,509			1,799,016			1,789,343			2,286,346
Loss from operations		(1,131,309	)		(1,798,749	)		(1,660,599	)		(2,284,511	)

Other income (expense)
Change in fair value of derivative liability		3,419,564			(316,606	)		11,445,466			(1,846,964	)
Gain (loss) on settlement of debt		103,602			104,760			156,062			43,813
Other expense		(15,328	)		(178,000	)		(24,518	)		(178,000	)
Interest expense, net		(312,869	)		(337,536	)		(622,249	)		(673,678	)
Other income (expense)		3,194,969			(727,382	)		10,954,761			(2,654,829	)

Income (Loss) before income taxes		2,063,660			(2,526,131	)		9,294,162			(4,939,340	)

Provision for income taxes		-			-			-			-

Net Income (Loss)	$	2,063,660		$	(2,526,131	)	$	9,294,162		$	(4,939,340	)

Basic Income (Loss) per share	$	0.00		$	(0.02	)	$	0.04		$	(0.05	)
Diluted Loss per share	$	(0.01	)	$	(0.02	)	$	(0.00	)	$	(0.05	)
Weighted average common share outstanding:
Basic		276,330,405			134,360,871			263,948,243			106,696,127
Diluted		1,350,743,592			134,360,871			1,338,361,430			106,696,127

		2022			2021			2022			2021
	Three Months Ended						Nine Months Ended
	September 30,						September 30,
	2022			2021			2022			2021

Revenue	$	10,960		$	7,790		$	13,892		$	72,789
Cost of revenue		4,027			3,103			5,124			6,124
Gross profit		6,933			4,687			8,768			66,665

Operating expenses		503,711			696,943			2,790,057			1,919,418
Loss from operations		(496,778	)		(692,256	)		(2,781,289	)		(1,852,753	)

Other income (expense)
Change in fair value of derivative liability		(56,213	)		(542,346	)		(1,903,177	)		(2,962,795	)
Gain (loss) on settlement of debt		319,081			(42,460	)		362,894			28,536
Other expense		(30,879	)		-			(208,879	)		-
Interest expense, net		(338,571	)		(246,612	)		(1,012,249	)		(714,212	)
Other expense		(106,582	)		(831,418	)		(2,761,411	)		(3,648,471	)

Loss before income taxes		(603,360	)		(1,523,674	)		(5,542,700	)		(5,501,224	)

Provision for income taxes		-			-			-			-

Net Loss	$	(603,360	)	$	(1,523,674	)	$	(5,542,700	)	$	(5,501,224	)

Basic and Diluted Loss per share	$	(0.00	)	$	(0.02	)	$	(0.05	)	$	(0.10	)
Weighted average common share outstanding:
Basic and diluted		153,599,760			66,291,292			122,537,266			55,303,026

	Shares		Amount		Shares		Amount		Shares		Amount		Shares			Amount		Shares		Amount		Capital			Re ceivable			Deficit			Deficit
	Series AA Preferred Stock				Series B Convertible Preferred Stock				Series C Convertible Preferred Stock				Series D Convertible Preferred Stock					Common Stock				Additional Paid-in			Subscription			Accumulated			Total Shareholder’s
	Shares		Amount		Shares		Amount		Shares		Amount		Shares			Amount		Shares		Amount		Capital			Receivable			Deficit			Deficit

Balance December 31, 2022		25,000	$	25		600	$	1		738	$	-		50		$	-		213,227,538	$	21,322	$	42,919,086		$	(1,570	)	$	(75,119,183	)	$	(32,180,319	)

Shares issued for conversion of notes payable and accrued interest		-		-		-		-		-		-		-			-		10,900,000		1,090		107,910			-			-			109,000
Shares issued pursuant to make good provision																			1,507,277		151		24,719									24,870
Shares issued for settlement of debt		-		-		-		-		-		-		-			-		4,300,590		430		66,659			-			-			67,089
Issuance of common shares for services		-		-		-		-		-		-		-			-		12,850,000		1,285		171,665			-			-			172,950
Common stock issued for cash, net of fees		-		-		-		-		-		-		-			-		22,500,000		2,250		204,750			-			-			207,000
Shares issued for conversion of Preferred Series D to common shares		-		-		-		-		-		-		(50	)		-		5,000,000		500		(500	)		-			-			-
Inducement loss related to conversion of preferred stock		-		-		-		-		-		-		-			-		-		-		39,398			-			(39,398	)		-
Net income		-		-		-		-		-		-		-			-		-		-		-			-			7,230,502			7,230,502
Balance March 31, 2023		25,000	$	25		600	$	1		738	$	-		-		$	-		270,285,405	$	27,028	$	43,533,687		$	(1,570	)	$	(67,928,079	)	$	(24,368,908	)
Shares issued for conversion of deferred compensation		-		-		-		-		-		-		-			-		1,667,000		167		24,171			-			-			24,338
Issuance of commitment shares in connection with promissory notes		-		-		-		-		-		-		-			-		850,000		85		11,040			-			-			11,125
Stock-based compensation		-		-		-		-		-		-		-			-		-		-		6,025			-			-			6,025
Common Shares issued for services		-		-		-		-		-		-		-			-		1,000,000		100		15,900			-			-			16,000
Common stock issued for cash, net of fees		-		-		-		-		-		-		-			-		5,000,000		500		45,500			-			-			46,000
Net Income		-		-		-		-		-		-		-			-		-		-		-			-			2,063,660			2,063,660
Balance June 30, 2023		25,000	$	25		600	$	1		738	$	-		-		$	-		278,802,405	$	27,880	$	43,636,323		$	(1,570	)	$	(65,864,419	)	$	(22,201,760	)

	■	A commercial stage developer primarily of non-invasive wearable Electroceuticals® therapeutic devices for pain relief, general wellness, and wound curatives with many of its products marketed under the SofPulse® brand name. This division will be controlled by Ira Weisberg, the Company’s President and Chief Commercial Officer.
	■	M&A division with a strategy of purchasing profitable companies, which will be managed by the Company’s current Chief Executive Officer.

	2023			2022
	Six months ended June 30,
	2023			2022
Numerator:
Net income (loss) attributable to common shareholders	$	9,294,162		$	(4,939,340	)

Effect of dilutive securities
Convertible notes		(10,823,217	)		-
Net loss for diluted earnings per share	$	(1,529,055	)	$	(4,939,340	)
Denominator:
Weighted-average number of common shares outstanding during the period		263,948,243			106,696,127
Dilutive effect of convertible notes payable		1,074,413,187			-
Common stock and common stock equivalents used for diluted loss per share		1,338,361,430			106,696,127

	2023			2022
	Three months ended June 30,
	2023			2022
Numerator:
Net income (loss) attributable to common shareholders	$	2,063,660		$	(2,526,131	)

Effect of dilutive securities
Convertible notes		(3,106,695	)		-
Net loss for diluted earnings per share	$	(1,043,035	)	$	(2,526,131	)
Denominator:
Weighted-average number of common shares outstanding during the period		276,330,405			134,360,871
Dilutive effect of convertible notes payable		1,074,413,187			-
Common stock and common stock equivalents used for diluted loss per share		1,350,743,592			134,360,871

	1.	~~Medical~~Sales to plastic surgeons
2.	Sales to wound care ~~providers~~facilities
3.	Sales to hospital
4.	Sales to other physicians
5.	Royalty fee from licensing, net

	September 30, 2022		December 31, 2021		June 30, 2023		December 31, 2022

Patents	$	4,500,000	$	4,500,000	$	4,500,000	$	4,500,000

Less accumulated amortization		3,072,828		2,587,644		3,558,012		3,234,556

Patents, net	$	1,427,172	$	1,912,356	$	941,988	$	1,265,444

Twelve Months Ending September 30,	Amount
Twelve Months Ending June 30,			Amount

2023	$	646,910
2024		646,910	$	646,910
2025		133,352		295,078

Total	$	1,427,172	$	941,988

	Notes to
12 months ending,	Former related party		Non-related parties		Total

Past due	$	104,600	$	6,733,082	$	6,837,682
June 30, 2024		-		215,000		215,000
	$	104,600	$	6,948,082	$	7,052,682

	Notes to
12 months ending,	Former related party		Non-related parties		Total

Past due	$	116,600	$	6,277,904	$	6,394,504
September 30, 2023		-		875,000		875,000
	$	116,600	$	7,152,904	$	7,269,504

	Number of Shares Authorized		Number of Shares Outstanding at September 30, 2022		Par Value		Liquidation Value		Number of Shares Authorized		Number of Shares Outstanding at June 30, 2023		Par Value		Liquidation Value
Series AA		1,000,000		25,000	$	0.0010	$	-		1,000,000		25,000	$	0.0010	$	-
Preferred Series B		50,000		600	$	0.0001	$	100		50,000		600	$	0.0001	$	100
Preferred Series C		8,000		738	$	0.0001	$	1,000		8,000		738	$	0.0001	$	1,000
Preferred Series D		20,000		305	$	0.0001	$	1,000		20,000		-	$	0.0001	$	1,000
Undesignated		3,922,000		-		-		-		3,922,000		-		-		-

				Weighted Average			Weighted Average Remaining		Aggregate					Weighted Average		Weighted Average Remaining		Aggregate
				Exercise Price			Contractual		Intrinsic					Exercise Price		Contractual		Intrinsic
	Options			Per Share			Term (years)		Value		Options			Per Share		Term (years)		Value
Outstanding at December 31, 2021		513,730		$	1.43			0.76		-
Outstanding at December 31, 2022												3,012,410		$	0.22		3.40		31,200
Granted		-		$	-			-		-		3,000,000		$	0.01		-
Cancelled		(250,660	)	$	0.18			-		-		(660	)	$	11.60		-
Exercised		-		$	-			-		-		-		$	-		-
Outstanding at September 30, 2022		263,730		$	2.61			0.35	$	-
Outstanding at June 30, 2023												6,011,750		$	0.12		3.06	$	-
						��
Exercisable at September 30, 2022		263,070		$	2.61			0.35	$	-
Exercisable at June 30, 2023												1,011,750		$	0.64		1.83	$	-

	Outstanding Warrants							Outstanding Warrants
				Weighted Average		Weighted Average Remaining					Weighted Average		Weighted Average Remaining
				Exercise Price		Contractual					Exercise Price		Contractual
	Shares			Per Share		Term (years)		Shares			Per Share		Term (years)
Outstanding at December 31, 2021		22,200		$	59.25		0.32
Outstanding at December 31, 2022									2,000		$	50.0		0.22
Granted		-		$	-		-		-		$	-		-
Cancelled		(20,200	)	$	60.17		-		(2,000	)	$	50.0		-
Exercised		-		$	-				-		$	-
Outstanding at September 30, 2022		2,000		$	50.00		0.47
Outstanding at June 30, 2023									-		$	-		-

Exercisable at September 30, 2022		2,000		$	50.00		0.47
Exercisable at June 30, 2023									-		$	-		-

	Nine months ended September 30,					Six months ended June 30,
	2022		2021			2023			2022

Expected term		1 months		1 – 4 months		1 month			1 month
Exercise price		$0.004-$0.015		$0.012-$0.030	$	0.0066-$0.0151		$	0.004 – $0.015
Expected volatility		153%-169%		177%-206%		154%-158	%		152%-169	%
Expected dividends		None		None		None			None
Risk-free interest rate		1.63% to 4.05%		0.06% to 0.13%		4.64%-5.40	%		1.63% to 2.80	%
Forfeitures		None		None		None			None

	Derivative
	Liability
Balance December 31, 2021	$	3,442,297

Extinguishment		(109,780	)
Change in estimated fair value		1,903,177

Balance September 30, 2022	$	5,235,694

	Fair Value Measurements Using								Fair Value Measurements Using
	Quoted Prices in								Quoted Prices in
	Active Markets for		Significant Other		Significant				Active Markets for		Significant Other		Significant
	Identical Assets		Observable Inputs		Unobservable Inputs				Identical Assets		Observable Inputs		Unobservable Inputs
	(Level 1)		(Level 2)		(Level 3)		Total		(Level 1)		(Level 2)		(Level 3)		Total

As of September 30, 2022
As of June 30, 2023
Derivative liability	$	-	$	-	$	5,235,694	$	5,235,694	$	-	$	-	$	5,902,829	$	5,902,829
Total	$	-	$	-	$	5,235,694	$	5,235,694	$	-	$	-	$	5,902,829	$	5,902,829

	Nine Months Ended September 30,						Favorable						Six Months Ended June 30,						Favorable
	2022			2021			(Unfavorable)			%			2023			2022			(Unfavorable)			%

Revenue	$	13,892		$	72,789		$	(58,897	)		-80.9	%	$	132,740		$	2,932		$	129,808			4,427	%
Cost of revenue		5,124			6,124			1,000			16.3	%		3,996			1,097			(2,899	)		(264	)%
Gross profit		8,768			66,665			(57,897	)		-86.9	%		128,744			1,835			126,909			6,916	%

Operating expenses		2,790,057			1,919,418			(870,639	)		-45.3	%		1,789,343			2,286,346			497,003			22	%

Loss from operations		(2,781,289	)		(1,852,753	)		(928,536	)		-50.1	%		(1,660,599	)		(2,284,511	)		623,912			27	%

Other expense		(2,761,411	)		(3,648,471	)		887,060			24.3	%
Other income (expense)														10,954,761			(2,654,829	)		13,609,590			513	%

Net loss	$	(5,542,700	)	$	(5,501,224	)	$	41,476			0.75	%	$	9,294,162		$	(4,939,340	)	$	14,233,502			288	%

	Three Months Ended September 30,						Favorable
	2022			2021			(Unfavorable)			%

Revenue	$	10,960		$	7,790		$	3,170			40.7	%
Cost of revenue		4,027			3,103			(924	)		(29.8	)%
Gross profit		6,933			4,687			2,246			47.9	%

Operating expenses		503,711			696,943			193,232			27.7	%

Loss from operations		(496,778	)		(692,256	)		195,478			28.2	%

Other expense		(106,582	)		(831,418	)		724,836			87.2	%

Net loss	$	(603,360	)	$	(1,523,674	)	$	920,314			60.4	%

	As of									As of
	September 30, 2022			December 31, 2021			Favorable (Unfavorable)			June 30, 2023			December 31, 2022			Favorable (Unfavorable)
Working Capital

Current assets	$	24,083		$	94,855		$	(70,772	)	$	72,833		$	15,822		$	57,011
Current liabilities		20,977,309			17,701,710			(3,275,599	)		23,136,756			33,381,760			10,245,004
Working capital deficit	$	(20,953,226	)	$	(17,606,855	)	$	(3,346,371	)	$	(23,063,923	)	$	(33,365,938	)	$	10,302,015

Long-term debt	$	79,825		$	79,825		$	-		$	79,825		$	79,825		$	-

Shareholders’ deficit	$	(19,605,879	)	$	(15,774,324	)	$	(3,831,555	)	$	(22,201,760	)	$	(32,180,319	)	$	9,978,559

Number of
Common Shares	Source of
Issued	Payment	Amount

16,950,000	Conversion of notes	$	321,300
2,428,777	Settlement of debt		46,147
3,100,000	Commitment shares		44,098
62,250,000	Shares for services		1,281,900

Exhibit Number		Exhibit Title

31.1*		Certification of Principal Executive Officer and Principal Financial Officer, pursuant to 18 U.S.C. Section 1350 as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

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

101*		Inline XBRL Document set for the financial statements and accompanying notes in Part I, Item 1, of this Quarterly Report on Form 10-Q

~~101~~104*		~~The following materials from the Company’s Quarterly report~~Inline XBRL for the ~~period ended September 30, 2022, formatted~~cover page of this Quarterly Report on Form 10-Q, included in ~~Extensible Business Reporting Language (XBRL).~~the Exhibit 101 Inline XBRL Document Set.

~~101.INS~~		~~Inline XBRL Instance Document~~

~~101.SCH~~		~~Inline XBRL Taxonomy Extension Schema Document~~

~~101.CAL~~		~~Inline XBRL Taxonomy Extension Calculation Linkbase Document~~

~~101.DEF~~		~~Inline XBRL Taxonomy Extension Definition Linkbase Document~~

~~101.LAB~~		~~Inline XBRL Taxonomy Extension Label Linkbase Document~~

~~101.PRE~~		~~Inline XBRL Taxonomy Extension Presentation Linkbase Document~~

~~104~~		~~Cover Page Interactive Data File (embedded within~~Exhibits designated by the ~~Inline XBRL document)~~

Dated: ~~November~~August 21, ~~2022~~2023	Endonovo Therapeutics, Inc.

	By:	/s/ Alan Collier
		Alan Collier
		Chief Executive Officer
		(Duly Authorized Officer, Principal Executive Officer, and Principal Financial Officer)