8-K/A

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K/A

(Amendment No. 1)

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported):  July 9, 2009

ADEONA PHARMACEUTICALS INC.

(Exact name of registrant as specified in its charter)

Delaware	1-12584	13-3808303
(State or other jurisdiction of incorporation)	(Commission File No.)	(IRS Employer Identification No.)

3930 Varsity Drive, Ann Arbor, Michigan 48106

(Address of principal executive offices)  (Zip Code)

Registrant’s telephone number, including area code: (734) 332-7800

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 2.01.                      Completion of Acquisition or Disposition of Assets

On July 16, 2009, Adeona Pharmaceuticals, Inc. (“the Registrant”) filed a Current Report on Form 8-K (the “Original Current Repot”) reporting that, on July 9, 2009, the Registrant completed the acquisition of all of the outstanding membership interests in Hart Lab, LLC, an Illinois limited liability company and CLIA-certified clinical laboratory pursuant to a limited liability company purchase agreement dated May 30, 2009, as amended.  In the Original Current Report, the Registrant indicated that it would file the financial statements and pro forma financial information required pursuant to Item 9.01(a) and (b) of Form 8-K by amendment to the Original Current Report. This Amendment No. 1 to the Original Current Report contains the required financial statements and pro forma financial information which was not available at the time the Original Current Report was filed.

Item 9.01.                      Financial Statements and Exhibits

(a)           Financial Statements of Businesses Acquired

(i)           Audited balance sheets of Hart Lab, LLC as of December 31, 2008 and 2007, and the related statements of operations, statement of changes in member’s equity (deficit), and statements of cash flows of Hart Lab, LLC for the years then ended, and the notes related thereto, including the Report of Independent Registered Public Accounting Firm, issued by Berman & Company, P.A., dated September 21, 2009.  (Said audited financial statements of Hart Lab, LLC are attached as Exhibit 99.3 to this Form 8-K/A and are incorporated herein by reference.)

(ii)           Unaudited balance sheet of Hart Lab, LLC, as of June 30, 2009 and the related unaudited statements of operations and cash flows of Hart Lab, LLC, for the six months ended June 30, 2009 and 2008, and the notes related thereto.  (Said unaudited financial statements of Hart Lab, LLC are attached as Exhibit 99.4 to this Form 8-K/A and are incorporated herein by reference.)

(b)           Pro Forma Financial Information

The unaudited pro forma condensed combined balance sheets of the Registrant and Hart Lab, LLC as of June 30, 2009 and December 31, 2008.  The unaudited pro forma combined statements of operations for the six months ended June 30, 2009 and for the year ended December 31, 2008 that give effect to the Registrant’s acquisition of Hart Lab, LLC, are attached as Exhibit 99.5 to this Form 8-K/A and are incorporated herein by reference.

(d)           Exhibits

The following exhibits are being filed as part of this Report.

Exhibit Number	Description
99.3	Audited balance sheets of Hart Lab, LLC as of December 31, 2008 and 2007, and the related statements of operations, changes in member’s equity (deficit) and cash flows of Hart Lab, LLC for the years then ended, and the notes related thereto, including the Report of Independent Registered Public Accounting Firm, issued by Berman & Company, P.A., dated September 21, 2009.
99.4	Unaudited balance sheet of Hart Lab, LLC as of June 30, 2009 and the related unaudited statements of operations and cash flows for the six months ended June 30, 2009 and 2008 of Hart Lab, LLC, and the notes related thereto.
99.5	Unaudited pro forma condensed combined balance sheets of the Registrant and Hart Lab, LLC as of June 30, 2009 and December 31, 2008, and the related unaudited pro forma condensed combined statements of operations for the six months ended June 30, 2009 and for the year ended December 31, 2008 that give effect to the Registrant’s acquisition of Hart Lab, LLC.

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 hereunto duly authorized.

	ADEONA PHARMACEUTICALS INC.
Date: September 23, 2009	By: /s/ Max Lyon
	Name:	Max Lyon
	Its:	Chief Executive Officer

Exhibit Number	Description
99.3	Audited balance sheets of Hart Lab, LLC as of December 31, 2008 and 2007, and the related statements of operations, changes in member’s equity (deficit) and cash flows of Hart Lab, LLC for the years then ended, and the notes related thereto, including the Report of Independent Registered Public Accounting Firm, issued by Berman & Company, P.A., dated September 21, 2009.
99.4	Unaudited balance sheet of Hart Lab, LLC as of June 30, 2009 and the related unaudited statements of operations and cash flows for the six months ended June 30, 2009 and 2008 of Hart Lab, LLC, and the notes related thereto.
99.5	Unaudited pro forma condensed combined balance sheets of the Registrant and Hart Lab, LLC as of June 30, 2009 and December 31, 2008, and the related unaudited pro forma condensed combined statements of operations for the six months ended June 30, 2009 and for the year ended December 31, 2008 that give effect to the Registrant’s acquisition of Hart Lab, LLC.

EX-99.3

EXHIBIT 99.3

Hart Lab, LLC

Financial Statements

December 31, 2008 and 2007

CONTENTS

	Page(s)
Report of Independent Registered Public Accounting Firm		1
Balance Sheets – For the Years Ended December 31, 2008 and 2007		2
Statements of Operations – For the Years Ended December 31, 2008 and 2007		3
Statement of Changes in Member’s Equity (Deficit) – For the Years Ended December 31, 2008 and 2007		4
Statements of Cash Flows – For the Years Ended December 31, 2008 and 2007		5
Notes to Financial Statements		6 - 11

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Board of Directors and Member of:

Hart Lab, LLC

We have audited the accompanying balance sheets of Hart Lab, LLC, as of December 31, 2008 and 2007, and the related statements of operations, changes in member’s equity (deficit) and cash flows for the years then ended.  These financial statements are the responsibility of the Company's management.  Our responsibility is to express an opinion on these financial statements based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States).  Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement.  The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting.  Our audits included considerations of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control over financial reporting.  Accordingly, we express no such opinion.  An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements.  An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation.  We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Hart Lab, LLC as of December 31, 2008 and 2007, and the results of its operations and its cash flows for the years then ended, in conformity with accounting principles generally accepted in the United States of America.

Berman & Company, P.A.

Boca Raton, Florida

September 21, 2009

1

Hart Lab, LLC

Balance Sheets

December 31, 2008 and 2007

Assets
	2008		2007
Current Assets
Cash	$	2,309	$	1,529
Accounts receivable - net of allowances of $2,993 and $631		56,867		11,988
Total Current Assets		59,176		13,517
Equipment - net		44,107		53,393
Total Assets	$	103,283	$	66,910
Liabilities and Member's Equity (Deficit)
Current Liabilities
Accounts payable	$	35,411	$	17,618
Capital lease payable		14,000		11,760
Line of credit		-		8,090
Total Current Liabilities		49,411		37,468
Long-Term Liabilities
Capital lease payable		25,919		42,740
Total Liabilities		75,330		80,208
Member's Equity (Deficit)		27,953		(13,298	)
Total Liabilities & Member's Equity (Deficit)	$	103,283	$	66,910

See accompanying notes to financial statements

2

Hart Lab, LLC

Statements of Operations

For the Years Ended December 31, 2008 and 2007

	2008			2007
Net revenue	$	134,832		$	36,977
General and administrative		122,464			73,940
Income (loss) from operations		12,368			(36,963	)
Interest expense		(2,709	)		(2,906	)
Net Income (Loss)	$	9,659		$	(39,869	)

See accompanying notes to financial statements

3

Hart Lab, LLC

Statement of Changes in Members' Equity (Deficit)

For the Years Ended December 31, 2008 and 2007

Balance December 31, 2006	$	(18,470	)
Contributions		52,269
Distributions		(7,228	)
Net loss		(39,869	)
Balance December 31, 2007		(13,298	)
Contributions		45,759
Distributions		(14,167	)
Net income		9,659
Balance December 31, 2008	$	27,953

See accompanying notes to financial statements

4

Hart Lab, LLC

Statements of Cash Flows

For the Years Ended December 31, 2008 and 2007

	2008			2007
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income (loss)	$	9,659		$	(39,869	)
Adjustments to reconcile net income (loss) to net cash used in operating activities:
Provision for bad debt		2,362			631
Depreciation		9,286			9,285
Change in operating assets and liabilities
(Increase) in accounts receivable		(47,241	)		(12,619	)
Increase (decrease) in accounts payable		17,793			(2,222	)
Net Cash Used In Operating Activities		(8,141	)		(44,794	)
CASH FLOWS FROM FINANCING ACTIVITIES:
Borrowings under line of credit		-			8,090
Repayment on line of credit		(8,090	)		-
Repayments on capital lease liability		(14,581	)		(9,333	)
Contributions		45,759			52,269
Distributions		(14,167	)		(7,228	)
Net Cash Provided By Financing Activities		8,921			43,798
Net Increase (Decrease) in Cash		780			(996	)
Cash - Beginning of Year		1,529			2,525
Cash - End of Year	$	2,309		$	1,529
SUPPLEMENTARY CASH FLOW INFORMATION:
Cash paid during the year for:
Income taxes	$	-		$	-
Interest	$	2,709		$	2,906

See accompanying notes to financial statements

5

Hart Lab, LLC

Notes to Financial Statements

December 31, 2008 and 2007

Note 1 Nature of Operations and Summary of Significant Accounting Policies

Nature of Operations

Hart Lab, LLC. (the “Company”) was formed on August 8, 2005 as a Limited Liability Company in the State of Illinois.  The Company is a clinical reference laboratory certified under the Clinical Laboratory Improvement Act of 1988 ("CLIA") and provider of diagnostic testing in the Chicago, Illinois greater metropolitan area.

Note 2 Summary of Significant Accounting Policies

Use of Estimates

The preparation of financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period.  Actual results could differ from those estimates.

Significant estimates during 2008 and 2007 include an allowance for sales, an allowance for doubtful accounts and an estimate for the useful lives of property and equipment and their potential impairment.

Cash and Cash Equivalents

The Company considers all highly liquid instruments purchased with a maturity of three months or less to be cash equivalents.  There were no cash equivalents at December 31, 2008 and 2007, respectively.

The Company minimizes its credit risk associated with cash by periodically evaluating the credit quality of its primary financial institution. The balance at times may exceed federally insured limits. At December 31, 2008 and 2007, respectively, the balance did not exceed the federally insured limit.

Accounts Receivable and Allowance for Doubtful Accounts

Accounts receivable are reported at realizable value, net of allowances for doubtful accounts, which is estimated and recorded in the period the related revenue is recorded. The Company has a standardized approach to estimate and review the collectibility of its receivables based on a number of factors, including the period they have been outstanding. Historical collection and payer reimbursement experience is an integral part of the estimation process related to allowances for doubtful accounts. In addition, the Company regularly assesses the state of its billing operations in order to identify issues, which may impact the collectibility of these receivables or reserve estimates. Revisions to the allowances for doubtful accounts estimates are recorded as an adjustment to bad debt expense within general and administrative expenses. Receivables deemed uncollectible are charged against the allowance for doubtful accounts at the time such receivables are written-off. Recoveries of receivables previously written-off are recorded as credits to the allowance for doubtful accounts. There were no recoveries in 2008 or 2007.

6

Hart Lab, LLC

Notes to Financial Statements

December 31, 2008 and 2007

The Company’s receivables are from 3 significant insurance providers for the years ended December 31, 2008 and 2007.

Customer	December 31, 2008	December 31, 2007
A	28%	3%
B	24%	48%
C	19%	16%

Equipment

Equipment is stated at cost less accumulated depreciation.  Depreciation is computed using the straight-line method, based upon the estimated useful life of the asset of seven years.

Upon retirement, sale, or other disposition of property and equipment, the costs and accumulated depreciation are eliminated from the accounts, and any resulting gain or loss is included in results from operations.

Long Lived Assets

Long-lived assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of an asset to future undiscounted net cash flows expected to be generated by the asset. If such assets are considered impaired, the impairment to be recognized is measured by the amount by which the carrying amount of the assets exceeds the fair value of the assets. There were no impairment charges taken during the years ended December 31, 2008 and 2007.

Fair Value of Financial Instruments

The carrying amounts of the Company’s short-term financial instruments, including accounts receivable, accounts payable, capital lease payable and line of credit, approximate fair value due to the relatively short period to maturity for these instruments.

Revenue Recognition

The Company records revenue when all of the following have occurred: (1) persuasive evidence of an arrangement exists, (2) the service is completed without further obligation, (3) the sales price to the customer is fixed or determinable, and (4) collectability is reasonably assured. 

The Company primarily recognizes revenue for services rendered upon completion of the diagnostic testing process. Billings for services reimbursed by third-party payers, including Medicare and Medicaid, are recorded as revenues net of allowances for differences between amounts billed and the estimated receipts from such payers.

7

Hart Lab, LLC

Notes to Financial Statements

December 31, 2008 and 2007

The Company maintains a sales allowance to compensate for the difference in its billing practices and insurance company reimbursements. In determining this allowance the Company looks at several factors, the most significant of which is the average difference between the amount charged and the amount reimbursed by insurance carriers over the prior two years, otherwise known as the yearly average adjustment amount. The allowance taken is the averaged yearly average adjustment amount for these prior periods and multiplied by each period’s actual gross sales to determine the actual sales allowance for each period.

The Company generated revenues from 3 significant insurance providers in 2008 and 2007.

Customer	December 31, 2008	December 31, 2007
A	45%	14%
B	22%	19%
C	14%	44%

Income Taxes

The Company elected to be taxed as a pass-through limited liability company under the Internal Revenue Code and is not subject to federal and state income taxes; accordingly, no provision had been made.

Segment Information

During 2008 and 2007, the Company operated in just one segment and therefore does not present segment information.

Recent Accounting Pronouncements

In December 2007, the FASB issued SFAS No. 160, “Noncontrolling Interests in Consolidated Financial Statements, an amendment of Accounting Research Bulletin No 51” (“SFAS 160”). SFAS 160 establishes accounting and reporting standards for ownership interests in subsidiaries held by parties other than the parent, changes in a parent’s ownership of a noncontrolling interest, calculation and disclosure of the consolidated net income attributable to the parent and the noncontrolling interest, changes in a parent’s ownership interest while the parent retains its controlling financial interest and fair value measurement of any retained noncontrolling equity investment. SFAS 160 is effective for financial statements issued for fiscal years beginning after December 15, 2008, and interim periods within those fiscal years. Early adoption is prohibited. The adoption of SFAS No. 160 is not expected to have a material effect on the Company’s financial position, results of operations or cash flows.

In December 2007, the FASB issued SFAS 141R, “Business Combinations” (“SFAS 141R”), which replaces FASB SFAS 141, “Business Combinations”.  This Statement retains the fundamental requirements in SFAS 141 that the acquisition method of accounting be used for all business combinations and for an acquirer to be identified for each business combination. SFAS 141R defines the acquirer as the entity that obtains control of one or more businesses in the business combination and establishes the acquisition date as the date that the acquirer achieves

8

Hart Lab, LLC

Notes to Financial Statements

December 31, 2008 and 2007

control.  SFAS 141R will require an entity to record separately from the business combination the direct costs, where previously these costs were included in the total allocated cost of the acquisition.  SFAS 141R will require an entity to recognize the assets acquired, liabilities assumed, and any non-controlling interest in the acquired at the acquisition date, at their fair values as of that date.  This compares to the cost allocation method previously required by SFAS No. 141.  SFAS 141R will require an entity to recognize as an asset or liability at fair value for certain contingencies, either contractual or non-contractual, if certain criteria are met.  Finally, SFAS 141R will require an entity to recognize contingent consideration at the date of acquisition, based on the fair value at that date.  This Statement will be effective for business combinations completed on or after the first annual reporting period beginning on or after December 15, 2008.  Early adoption of this standard is not permitted and the standards are to be applied prospectively only.  Upon adoption of this standard, there would be no impact to the Company’s results of operations and financial condition for acquisitions previously completed.  The adoption of SFAS No. 141R is not expected to have a material effect on the Company’s financial position, results of operations or cash flows.

In October 2008, the FASB issued FSP FAS 157-3, “Determining the Fair Value of a Financial Asset When the Market For That Asset Is Not Active” (“FSP FAS 157-3”), with an immediate effective date, including prior periods for which financial statements have not been issued.  FSP FAS 157-3 amends FAS 157 to clarify the application of fair value in inactive markets and allows for the use of management’s internal assumptions about future cash flows with appropriately risk-adjusted discount rates when relevant observable market data does not exist.  The objective of FAS 157 has not changed and continues to be the determination of the price that would be received in an orderly transaction that is not a forced liquidation or distressed sale at the measurement date.  The adoption of FSP FAS 157-3 is not expected to have a material effect on the Company’s financial position, results of operations or cash flows.

In April 2009, the FASB issued FSP SFAS 157-4, “Determining Whether a Market Is Not Active and a Transaction Is Not Distressed,” which further clarifies the principles established by SFAS No. 157. The guidance is effective for the periods ending after June 15, 2009 with early adoption permitted for the periods ending after March 15, 2009. The adoption of FSP FAS 157-4 is not expected to have a material effect on the Company’s financial position, results of operations, or cash flows.

Other accounting standards have been issued or proposed by the FASB or other standards-setting bodies that do not require adoption until a future date and are not expected to have a material impact on the financial statements upon adoption.

9

Hart Lab, LLC

Notes to Financial Statements

December 31, 2008 and 2007

Note 3 Equipment

The Company’s equipment consists of a capital-leased asset, based on a bargain purchase option feature within the lease agreement for the asset (See Note 5(A)).  The Company recorded the asset’s value based on the fair value of the equipment at the inception of the lease.  The equipment is summarized as follows:

	2008			2007
Equipment	$	65,000		$	65,000
Less: accumulated depreciation		(20,893	)		(11,607	)
Equipment - net	$	44,107		$	53,393

Note 4 Line of Credit

The Company has an unsecured, non-interest bearing line of credit of $10,000 as of December 31, 2008.  During 2007, the Company borrowed $8,090; this amount was repaid in 2008.

Note 5 Commitments

(A) Capital Lease

In June 2006, the Company acquired $65,000 of equipment, as discussed in Note 3, under a non-cancelable capital lease. The effective interest rate of the lease is 11.54%.  Related monthly payments of principal and interest were $1,417 for sixty months.  In September 2008, the lessor extended the term for repayment by eight months, with a final maturity date of January 2012.

Future minimum capital lease payments are as follows:

Year Ended December 31,
2009	$	17,006
2010		17,006
2011		17,006
2012		1,147
Total minimum lease payments		52,165
Less: amount representing interest		(12,246	)
Present value of net minimum lease payments		39,919
Less: current portion of capital lease obligation		(14,000	)
Long term portion of capital lease obligation	$	25,919

10

Hart Lab, LLC

Notes to Financial Statements

December 31, 2008 and 2007

(B) Operating Lease

The Company leases laboratory equipment under non-cancelable operating leases, expiring in January 2010.

Future minimum annual rental payments are as follows:

Year Ended December 31,
2009	$	26,702
2010		2,225
Total minimum lease payments	$	28,927

Rent expense for the years ended December 31, 2008 and 2007 was $35,820 and $35,340, respectively.

Note 6 Contingencies

Litigations, Claims and Assessments

From time to time, the Company may become involved in various lawsuits and legal proceedings, which arise in the ordinary course of business. However, litigation is subject to inherent uncertainties, and an adverse result in these or other matters may arise from time to time that may harm its business. The Company is currently not aware of any such legal proceedings or claims that they believe will have, individually or in the aggregate, a material adverse affect on its business, financial condition or operating results. Hart Lab does not carry any product liability insurance.

Note 7 Subsequent Events

The Company has evaluated for subsequent events between the balance sheet date of December 31, 2008 and September 21, 2009, the date the financial statements were issued.

On July 9, 2009, the Company was acquired by Adeona Pharmaceuticals, Inc. (“Adeona”) in a transaction treated as a business combination, with Adeona as the acquirer.

11

EX-99.4

EXHIBIT 99.4

Hart Lab, LLC

Financial Statements

June 30, 2009 and 2008

Hart Lab, LLC

Notes to Financial Statements

June 30, 2009 and 2008

(unaudited)

CONTENTS

	Page(s)
Balance Sheets – For the Six Months Ended June 30, 2009 (unaudited) and Year Ended December 31, 2008 (audited)		1
Statements of Operations – For the Six Months Ended June 30, 2009 and 2008 (unaudited)		2
Statements of Cash Flows – For the Six Months Ended June 30, 2009 and 2008 (unaudited)		3
Notes to Financial Statements (unaudited)		4 - 9

Hart Lab, LLC

Balance Sheets

Assets
	June 30, 2009		December 31, 2008
	(unaudited)		(audited)
Current Assets
Cash	$	5,277	$	2,309
Accounts receivable - net of allowances of $4,192 and $1,475		79,657		56,867
Total Current Assets		84,934		59,176
Equipment - net		39,464		44,107
Total Assets	$	124,398	$	103,283
Liabilities and Member's Equity
Current Liabilities
Accounts payable	$	42,472	$	35,411
Capital lease payable		14,000		14,000
Total Current Liabilities		56,472		49,411
Long-Term Liabilities
Capital lease payable		17,917		25,919
Total Liabilities		74,389		75,330
Member's Equity		50,009		27,953
Total Liabilities & Member's Equity	$	124,398	$	103,283

See accompanying notes to unaudited financial statements

1

Hart Lab, LLC

Statements of Operations

For the Six Months Ended June 30,

(unaudited)

	2009			2008
Net revenue	$	89,473		$	47,868
General and administrative		75,010			54,320
Income (loss) from operations		14,463			(6,452	)
Interest expense		(514	)		(1,955	)
Net Income (Loss)	$	13,949		$	(8,407	)

See accompanying notes to unaudited financial statements

2

Hart Lab, LLC

Statements of Cash Flows

For the Six Months Ended June 30,

(unaudited)

	2009			2008
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income (loss)	$	13,949		$	(8,407	)
Adjustments to reconcile net income (loss) to net cash used in operating activities:
Provision for bad debt		1,199			844
Depreciation		4,643			4,643
Change in operating assets and liabilities
(Increase) in accounts receivable		(23,990	)		(16,873	)
Increase in accounts payable		7,061			4,520
Net Cash Provided By (Used In) Operating Activities		2,862			(15,273	)
CASH FLOWS FROM FINANCING ACTIVITIES:
Repayment on line of credit		-			(7,988	)
Repayments on capital lease liability		(8,002	)		(8,247	)
Contributions		8,508			39,961
Distributions		(400	)		(8,397	)
Net Cash Provided By Financing Activities		106			15,329
Net Increase in Cash		2,968			56
Cash - Beginning of Period		2,309			1,529
Cash - End of Period	$	5,277		$	1,585
SUPPLEMENTARY CASH FLOW INFORMATION:
Cash paid during the period for:
Income taxes	$	-		$	-
Interest	$	514		$	1,955

See accompanying notes to unaudited financial statements

3

Hart Lab, LLC

Notes to Financial Statements

June 30, 2009 and 2008

(unaudited)

Note 1 Nature of Operations and Summary of Significant Accounting Policies

Nature of Operations

Hart Lab, LLC. (the “Company”) was formed on August 8, 2005 as a Limited Liability Company in the State of Illinois.  The Company is a clinical reference laboratory certified under the Clinical Laboratory Improvement Act of 1988 ("CLIA") and provider of diagnostic testing in the Chicago, Illinois greater metropolitan area.

Basis of presentation

The accompanying unaudited interim financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America and the rules and regulations of the United States Securities and Exchange Commission for interim financial information. Accordingly, they do not include all the information and footnotes necessary for a comprehensive presentation of financial position, results of operations, or cash flows. It is management's opinion, however, that all material adjustments (consisting of normal recurring adjustments) have been made which are necessary for a fair financial statement presentation.

The unaudited interim financial statements should be read in conjunction with the required financial information on Form 8-K/A filed by Adeona Pharmaceuticals, Inc., which contains the audited financial statements and notes of the Company thereto, for the years ended December 31, 2008 and 2007. The interim results for the period ended June 30, 2009 are not necessarily indicative of results for the full fiscal year.

Note 2 Summary of Significant Accounting Policies

Use of Estimates

The preparation of financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period.  Actual results could differ from those estimates.

Significant estimates for the periods ended June 30, 2009 and 2008 include an allowance for sales, an allowance for doubtful accounts and an estimate for the useful lives of property and equipment and their potential impairment.

Cash and Cash Equivalents

The Company considers all highly liquid instruments purchased with a maturity of three months or less to be cash equivalents.  There were no cash equivalents at June 30, 2009 and 2008, respectively.

The Company minimizes its credit risk associated with cash by periodically evaluating the credit quality of its primary financial institution. The balance at times may exceed federally insured limits. At June 30, 2009 and 2008, respectively, the balance did not exceed the federally insured limit.

4

Hart Lab, LLC

Notes to Financial Statements

June 30, 2009 and 2008

(unaudited)

Accounts Receivable and Allowance for Doubtful Accounts

Accounts receivable are reported at realizable value, net of allowances for doubtful accounts, which is estimated and recorded in the period the related revenue is recorded. The Company has a standardized approach to estimate and review the collectibility of its receivables based on a number of factors, including the period they have been outstanding. Historical collection and payer reimbursement experience is an integral part of the estimation process related to allowances for doubtful accounts. In addition, the Company regularly assesses the state of its billing operations in order to identify issues, which may impact the collectibility of these receivables or reserve estimates. Revisions to the allowances for doubtful accounts estimates are recorded as an adjustment to bad debt expense within general and administrative expenses. Receivables deemed uncollectible are charged against the allowance for doubtful accounts at the time such receivables are written-off. Recoveries of receivables previously written-off are recorded as credits to the allowance for doubtful accounts. There were no recoveries during the six months ended June 30, 2009 or 2008.

The Company’s receivables are from 3 significant insurance providers for the six months ended June 30, 2009 and the year ended December 31, 2008.

Customer	June 30, 2009	December 31, 2008
A	24%	28%
B	38%	24%
C	9%	19%

Equipment

Equipment is stated at cost less accumulated depreciation.  Depreciation is computed using the straight-line method, based upon the estimated useful life of the asset of seven years.

Upon retirement, sale, or other disposition of property and equipment, the costs and accumulated depreciation are eliminated from the accounts, and any resulting gain or loss is included in results from operations.

Long Lived Assets

Long-lived assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of an asset to future undiscounted net cash flows expected to be generated by the asset. If such assets are considered impaired, the impairment to be recognized is measured by the amount by which the carrying amount of the assets exceeds the fair value of the assets. There were no impairment charges taken during the periods ended June 30, 2009 and 2008.

5

Hart Lab, LLC

Notes to Financial Statements

June 30, 2009 and 2008

(unaudited)

Fair Value of Financial Instruments

The carrying amounts of the Company’s short-term financial instruments, including accounts receivable, accounts payable, capital lease payable and line of credit, approximate fair value due to the relatively short period to maturity for these instruments.

Revenue Recognition

The Company records revenue when all of the following have occurred: (1) persuasive evidence of an arrangement exists, (2) the service is completed without further obligation, (3) the sales price to the customer is fixed or determinable, and (4) collectability is reasonably assured. 

The Company primarily recognizes revenue for services rendered upon completion of the testing process. Billings for services reimbursed by third-party payers, including Medicare and Medicaid, are recorded as revenues net of allowances for differences between amounts billed and the estimated receipts from such payers.

The Company maintains a sales allowance to compensate for the difference in its billing practices and insurance company reimbursements. In determining this allowance the company looks at several factors, the most significant of which is the average difference between the amount charged and the amount reimbursed by insurance carriers over the prior two years, otherwise known as the yearly average adjustment amount. The allowance taken is the averaged yearly average adjustment amount for these prior periods and multiplied by each period’s actual gross sales to determine the actual sales allowance for each period.

The Company generated revenues from 3 significant insurance providers in 2008 and 2007.

Customer	June 30, 2009	June 30, 2008
A	48%	45%
B	17%	22%
C	21%	14%

Income Taxes

The Company elected to be taxed as a pass-through limited liability company under the Internal Revenue Code and is not subject to federal and state income taxes; accordingly, no provision had been made.

Segment Information

During the six months ended June 30, 2009 and 2008, the Company operated in just one segment and therefore does not present segment information.

6

Hart Lab, LLC

Notes to Financial Statements

June 30, 2009 and 2008

(unaudited)

Recent Accounting Pronouncements

In December 2007, the FASB issued SFAS No. 160, “Noncontrolling Interests in Consolidated Financial Statements, an amendment of Accounting Research Bulletin No 51” (“SFAS 160”). SFAS 160 establishes accounting and reporting standards for ownership interests in subsidiaries held by parties other than the parent, changes in a parent’s ownership of a noncontrolling interest, calculation and disclosure of the consolidated net income attributable to the parent and the noncontrolling interest, changes in a parent’s ownership interest while the parent retains its controlling financial interest and fair value measurement of any retained noncontrolling equity investment. SFAS 160 is effective for financial statements issued for fiscal years beginning after December 15, 2008, and interim periods within those fiscal years. Early adoption is prohibited. The adoption of SFAS No. 160 is not expected to have a material effect on the Company’s financial position, results of operations or cash flows.

In December 2007, the FASB issued SFAS 141R, “Business Combinations” (“SFAS 141R”), which replaces FASB SFAS 141, “Business Combinations”.  This Statement retains the fundamental requirements in SFAS 141 that the acquisition method of accounting be used for all business combinations and for an acquirer to be identified for each business combination. SFAS 141R defines the acquirer as the entity that obtains control of one or more businesses in the business combination and establishes the acquisition date as the date that the acquirer achieves control.  SFAS 141R will require an entity to record separately from the business combination the direct costs, where previously these costs were included in the total allocated cost of the acquisition.  SFAS 141R will require an entity to recognize the assets acquired, liabilities assumed, and any non-controlling interest in the acquired at the acquisition date, at their fair values as of that date.  This compares to the cost allocation method previously required by SFAS No. 141.  SFAS 141R will require an entity to recognize as an asset or liability at fair value for certain contingencies, either contractual or non-contractual, if certain criteria are met.  Finally, SFAS 141R will require an entity to recognize contingent consideration at the date of acquisition, based on the fair value at that date.  This Statement will be effective for business combinations completed on or after the first annual reporting period beginning on or after December 15, 2008.  Early adoption of this standard is not permitted and the standards are to be applied prospectively only.  Upon adoption of this standard, there would be no impact to the Company’s results of operations and financial condition for acquisitions previously completed.  The adoption of SFAS No. 141R is not expected to have a material effect on the Company’s financial position, results of operations or cash flows.

In October 2008, the FASB issued FSP FAS 157-3, “Determining the Fair Value of a Financial Asset When the Market For That Asset Is Not Active” (“FSP FAS 157-3”), with an immediate effective date, including prior periods for which financial statements have not been issued.  FSP FAS 157-3 amends FAS 157 to clarify the application of fair value in inactive markets and allows for the use of management’s internal assumptions about future cash flows with appropriately risk-adjusted discount rates when relevant observable market data does not exist.  The objective of FAS 157 has not changed and continues to be the determination of the price that would be received in an orderly transaction that is not a forced liquidation or distressed sale at the measurement date.  The adoption of FSP FAS 157-3 is not expected to have a material effect on the Company’s financial position, results of operations or cash flows.

7

Hart Lab, LLC

Notes to Financial Statements

June 30, 2009 and 2008

(unaudited)

In April 2009, the FASB issued FSP SFAS 157-4, “Determining Whether a Market Is Not Active and a Transaction Is Not Distressed,” which further clarifies the principles established by SFAS No. 157. The guidance is effective for the periods ending after June 15, 2009 with early adoption permitted for the periods ending after March 15, 2009. The adoption of FSP FAS 157-4 is not expected to have a material effect on the Company’s financial position, results of operations, or cash flows.

Other accounting standards have been issued or proposed by the FASB or other standards-setting bodies that do not require adoption until a future date and are not expected to have a material impact on the financial statements upon adoption.

Note 3 Equipment

The Company’s equipment consists of a capital-leased asset, based on a bargain purchase option feature within the lease agreement for the asset (See Note 5(A)).  The Company recorded the asset’s value based on the fair value of the equipment at the inception of the lease.  The equipment is summarized as follows:

		June 30, 2009		June 30, 2008
Equipment	$	65,000	$	65,000
Less: accumulated depreciation		(25,536)		(16,250)
Equipment – net	$	39,464	$	48,750

Note 4 Line of Credit

The Company has an unused, unsecured, non-interest bearing line of credit of $10,000 as of June 30, 2009 and December 31, 2008.

Note 5 Contingencies

Litigations, Claims and Assessments

From time to time, the Company may become involved in various lawsuits and legal proceedings, which arise in the ordinary course of business. However, litigation is subject to inherent uncertainties, and an adverse result in these or other matters may arise from time to time that may harm its business. The Company is currently not aware of any such legal proceedings or claims that they believe will have, individually or in the aggregate, a material adverse affect on its business, financial condition or operating results. Hart Lab does not carry any product liability insurance.

8

Hart Lab, LLC

Notes to Financial Statements

June 30, 2009 and 2008

(unaudited)

Note 6 Subsequent Events

The Company has evaluated for subsequent events between the balance sheet date of June 30, 2009 and September 21, 2009, the date the financial statements were issued.

On July 9, 2009, the Company was acquired by Adeona Pharmaceuticals, Inc. (“Adeona”) in a transaction treated as a business combination, with Adeona as the acquirer.

9

EX-99.5

EXHIBIT 99.5

ADEONA PHARMCEUTICALS, INC. AND SUBSIDIARIES

PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION

 (UNAUDITED)

Index to Pro Forma Condensed Combined Financial Information

	Page(s)
Pro Forma Condensed Combined Balance Sheets as of June 30, 2009		1
Pro Forma Condensed Combined Statements of Operations as of June 30, 2009		2
Pro Forma Condensed Combined Balance Sheets as of December 31, 2008		3
Pro Forma Condensed Combined Statements of Operations as of December 31, 2008		4
Notes to Pro Forma Condensed Combined Financial Statements as of June 30, 2009 and December 31, 2008		5-7

Adeona Pharmaceuticals, Inc. and Subsidiaries

(A Development Stage Company)

Pro Forma Condensed Combined Balance Sheet

	June 30, 2009		June 30, 2009
	Hartlab, LLC		Adeona
	(Acquiree)		(Acquiror)			Pro Forma				Pro Forma
	(Unaudited)		(Unaudited)			Adjustments				Combined
Assets
Current Assets
Cash	$	5,277	$	4,422,501		$	-			$	4,427,778
Other receivables		79,657		67,594			-				147,251
Prepaid expenses		-		24,509			-				24,509
Total Current Assets		84,934		4,514,604			-				4,599,538
Property and Equipment, net		39,464		1,192,657			-				1,232,121
Intangibles:
Goodwill							169,991		A		169,991
Total Intangible Assets		-		-			169,991				169,991
Deposits and other assets		-		25,989			-				25,989
Total Assets	$	124,398	$	5,733,250		$	169,991			$	6,027,639
Liabilities and Stockholders' Equity
Current Liabilities:
Accounts payable	$	42,472	$	370,819			-			$	413,291
Capital Lease Payable		14,000		-			-				95,250
Accrued liabilities		-		81,250			-				-
Total Current Liabilities		56,472		452,069			-				508,541
Long Term Liabilities:
Accounts payable		17,917		122,335			-				140,252
Total Liabilities		74,389		574,404			-				648,793
Stockholders' Equity
Preferred stock,  $0.001 par value; 10,000,000 shares authorized,
none issued and outstanding		-		-			-				-
Common stock,  $0.001 par value; 100,000,000 shares authorized,
21,403,428 shares issued and outstanding		-		21,354			50		A		21,404
Members Equity		50,009		-			(50,009	)	A		-
Additional paid-in capital		-		45,411,993			219,950		A		45,631,943
Deficit accumulated during the development stage		-		(40,274,501	)		-				(40,274,501	)
Total Stockholders' Equity		50,009		5,158,846			169,991				5,378,846
Total Liabilities and Stockholders' Equity	$	124,398	$	5,733,250		$	169,991			$	6,027,639

1

Adeona Pharmaceuticals, Inc. and Subsidiaries

(A Development Stage Company)

Pro Forma Condensed Combined Statement of Operations

	June 30, 2009 Hart Lab, LLC (Acquiree)			June 30, 2009 Adeona (Acquiror)			Pro Forma		Pro Forma			Pro Forma for the Period from January 8, 2001 to June 30, 2009
	(unaudited)			(unaudited)			Adjustments		Combined			Combined
Net Revenues:		89,473			-			-		89,473			261,282
Operating Expenses:
Research and development		-			901,639			-		901,639			15,804,365
General and administrative		75,010			1,093,864			-		1,168,874			9,792,261
Total Operating Expenses		75,010			1,995,503			-		2,070,513			25,596,626
Income (Loss) from Operations		14,463			(1,995,503	)		-		(1,981,040	)		(25,335,344	)
Other Income (Expense):
Interest income		-			2,678			-		2,678			471,625
Interest expense		(514	)		-			-		(514	)		(72,889	)
Total Other Income (Expense), net		(514	)		2,678			-		2,164			398,736
Net Income (Loss)		13,949			(1,992,825	)		-		(1,978,876	)		(24,936,608	)
Less: Preferred stock dividend - subsidiary		-			-			-		-			(951,250	)
Less: Merger dividend		-			-			-		-			(12,409,722	)
Net Income (Loss) Applicable to Common Shareholders		13,949			(1,992,825	)		-		(1,978,876	)		(38,297,580	)
Net Income (Loss) Per Share  - Basic and Diluted		-			(0.09	)		-		(0.09	)		(5.38	)
Weighted average number of shares outstanding
during the period - basic and diluted		-			21,245,200					21,245,200			7,119,264

2

Adeona Pharmaceuticals, Inc. and Subsidiaries

(A Development Stage Company)

Pro Forma Condensed Combined Balance Sheet

	December 31, 2008		December 31, 2008
	Hartlab, LLC		Adeona
	(Acquiree)		(Acquiror)			Pro Forma				Pro Forma
	(Audited)		(Audited)			Adjustments				Combined
Assets
Current Assets
Cash	$	2,309	$	5,856,384		$	-			$	5,858,693
Other receivables		56,867		55,419			-				112,286
Prepaid expenses		-		15,109			-				15,109
Total Current Assets		59,176		5,926,912			-				5,986,088
Property and Equipment, net		44,107		1,446,407							1,490,514
Intangibles:
Goodwill							192,047		A		192,047
Total Intangible Assets		-		-			192,047				192,047
Deposits and other assets		-		11,989			-				11,989
Total Assets	$	103,283	$	7,385,308		$	192,047			$	7,680,638
Liabilities and Stockholders' Equity
Current Liabilities:
Accounts payable	$	35,411	$	574,896			-			$	610,307
Capital Lease Payable		14,000		-			-				14,000
Accrued liabilities		-		45,820			-				45,820
Total Current Liabilities		49,411		620,716			-				670,127
Long Term Liabilities:
Accounts payable		25,919		-			-				25,919
Total Liabilities		75,330		620,716			-				696,046
Stockholders' Equity
Preferred stock,  $0.001 par value; 10,000,000 shares authorized,
none issued and outstanding		-		-			-				-
Common stock,  $0.001 par value; 100,000,000 shares authorized,
20,932,840 shares issued and outstanding		-		20,883			50		A		20,933
Members Equity		27,953		-			(27,953	)	A		-
Additional paid-in capital		-		45,025,385			219,950		A		45,245,335
Deficit accumulated during the development stage		-		(38,281,676	)		-				(38,281,676	)
Total Stockholders' Equity		27,953		6,764,592			192,047				6,984,592
Total Liabilities and Stockholders' Equity	$	103,283	$	7,385,308		$	192,047			$	7,680,638

See accompanying notes to unaudited pro forma condensed financial statements

3

Adeona Pharmaceuticals, Inc. and Subsidiaries

(A Development Stage Company)

Pro Forma Condensed Combined Statement of Operations

	December 31, 2008 Hart Lab, LLC (Acquiree)			December 31, 2008 Adeona (Acquiror)			Pro Forma		Pro Forma			Pro Forma for the Period from January 8, 2001 to December 31, 2008
	(Audited)			(Audited)			Adjustments		Combined			Combined
Net Revenues:		134,832			-			-		134,832			171,809
Operating Expenses:
Research and development		-			4,643,570			-		4,643,570			15,804,365
General and administrative		122,464			2,675,636			-		2,798,100			9,717,251
Total Operating Expenses		122,464			7,319,206			-		7,441,670			25,521,616
Income (Loss) from Operations		12,368			(7,319,206	)		-		(7,306,838	)		(25,349,807	)
Other Income (Expense):
Interest income		-			128,236			-		128,236			471,625
Loss on sale of Equipment		-			(357	)		-		(357	)		(357	)
Interest expense		(2,709	)		(13,831	)		-		(16,540	)		(72,375	)
Total Other Income (Expense), net		(2,709	)		114,048			-		111,339			398,893
Net Income (Loss)		9,659			(7,205,158	)		-		(7,195,499	)		(24,950,914	)
Less: Preferred stock dividend - subsidiary		-			-			-		-			(951,250	)
Less: Merger dividend		-			-			-		-			(12,409,722	)
Net Income (Loss) Applicable to Common Shareholders		9,659			(7,205,158	)		-		(7,195,499	)		(38,311,886	)
Net Income (Loss) Per Share  - Basic and Diluted		-			(0.35	)		-		(0.35	)		(6.14	)
Weighted average number of shares outstanding
during the year / period - basic and diluted		-			20,932,840					20,932,840			6,241,954

See accompanying notes to unaudited pro forma condensed financial statements

4

Adeona Pharmaceuticals, Inc. and Subsidiaries

Notes to Pro Forma Condensed Combined Financial Statements

(Unaudited)

Note 1 Background Information

On July 9, 2009, Adeona Pharmaceuticals, Inc. (“the Company”) acquired 100% of the member’s interest of Hart Lab, LLC (“Hart Lab”).  The unaudited pro forma condensed combined financial statements are based on the historical financial statements of the Company and Hart Lab after giving effect to the purchase price consisting of the issuance of 50,000 shares of common stock and cash of approximately $202,000 by the Company in connection with the Hart Lab acquisition, and the assumptions, reclassifications and adjustments described in the accompanying notes to the unaudited pro forma condensed combined financial statements.

The pro forma condensed combined financial statements should be read in conjunction with the historical financial statements and accompanying notes of Hart Lab and the historical consolidated financial statements and accompanying notes of Adeona Pharmaceuticals, Inc., included in our annual report in Form 10-K for the fiscal year ended December 31, 2008 and the quarterly report on Form 10-Q for the quarter ended June 30, 2009.

Note 2 Basis of Pro Forma Presentation

The unaudited pro forma condensed combined balance sheets and statements of operations as of June 30, 2009 and December 31, 2008, are based on the historical financial statements of the Company and Hart Lab, after giving effect to the Company’s acquisition of Hart Lab on July 9, 2009, (initial 8-K was filed on July 16, 2009).  The pro forma financial statements give effect to the merger as if it had occurred on January 1, 2008, with the resulting pro forma effects shown for the periods listed above.

In determining the valuation of goodwill, the Company is applying SFAS 141R, Business Combinations (“SFAS 141R”). The acquisition method of accounting is used for all business combinations and for an acquiror to be identified for each business combination. SFAS 141R defines the acquirer as the entity that obtains control of one or more businesses in the business combination and establishes the acquisition date as the date that the acquirer achieves control.  

SFAS 141R requires an entity:

● to record separately from the business combination the direct costs, where previously these costs were included in the total allocated cost of the acquisition. 

●  to recognize the assets acquired, liabilities assumed, and any non-controlling interest in the acquired at the acquisition date, at their fair values as of that date.  

● to recognize as an asset or liability at fair value for certain contingencies, either contractual or non-contractual, if certain criteria are met.  

● to recognize contingent consideration at the date of acquisition, based on the fair value at that date.  

5

Adeona Pharmaceuticals, Inc. and Subsidiaries

Notes to Pro Forma Condensed Combined Financial Statements

(Unaudited)

The Company has made significant assumptions and estimates in determining the preliminary estimated purchase price and the preliminary allocation of the estimated purchase price in the unaudited pro forma condensed combined financial statements.  These preliminary estimates and assumptions are subject to change as we finalize our purchase price assessment and the valuation of the intangible assets acquired.  These changes could result in material variances between our future financial results and the amounts presented in these unaudited pro forma condensed combined financial statements, including variances in fair values recorded, as well as expenses and cash flows associated with these items.

The unaudited pro forma condensed combined financial statements are not intended to represent or be indicative of our consolidated results of operations or financial position that would have been reported had the Hart Lab acquisition been completed as of the dates presented, and should not be taken as a representation of our future consolidated results of operations or financial position.

Note 3 Acquisition of Hart Lab and Allocation of Purchase Price

Hart Lab is a diagnostic testing laboratory.

Effective July 9, 2009, the Company closed its acquisition under the terms of a cash and shares agreement with Hart Lab.  Hart Lab was acquired for approximately $202,000 plus 50,000 shares of the Company’s unregistered restricted common stock valued at an additional amount of approximately $18,000 ($0.36/share), based upon the quoted closing trading price.  There were no contingent consideration arrangements.

The estimated purchase price for Hart Lab, as presented below, represents preliminary fair value estimates at the date of acquisition. Goodwill includes a preliminary estimate for the value of certain insurance contracts. These intangibles will be identified and valued for purposes of presenting intangible assets outside of the presentation for goodwill.

Consideration transferred at fair value:
Cash	$	202,000
Common stock		18,000
Total consideration		220,000
Net assets acquired:
Current assets		103,000
Current liabilities		75,000
Total net assets acquired		28,000
Goodwill – at fair value	$	192,000

6

Adeona Pharmaceuticals, Inc. and Subsidiaries

Notes to Pro Forma Condensed Combined Financial Statements

(Unaudited)

Note 4 Pro Forma Financial Statement Adjustment

(A) Represents the elimination of the acquiree’s member deficit as part of the acquisition, as well as to record the preliminary fair values of the Hart Lab goodwill in connection with assets acquired, liabilities assumed and the common stock issued in connection with the acquisition.

 

The pro forma basic and diluted earnings per share amounts presented in our unaudited pro forma condensed combined statements of operations are based upon the weighted average number of our common shares outstanding and are adjusted for the 50,000 shares of common stock issued in connection with the acquisition.  The issuance of these shares is considered outstanding as of January 1, 2008.  Diluted earnings per share will not be presented since the Company has a net loss, and the effect of the Company’s common stock equivalents would be anti-dilutive.

	Weighted Average Common Shares Outstanding
	Six Months Ended June 30, 2009			Year Ended December 31, 2008
Weighted average common shares outstanding – basic and diluted		21,353,428			20,882,840
Effect of common stock issued in merger		50,000			50,000
Weighted average common shares outstanding – basic and diluted – pro forma		21,403,428			20,932,840
Net loss – pro forma	$	1,978,876		$	7,195,499
Net loss per share – basic and diluted – pro forma	$	( 0.09	)	$	( 0.34	)

7