Unaudited pro forma combined financial information of Cactus Ventures, Inc. and Actinium Pharmaceuticals, Inc. The unaudited pro forma information below gives effect to the share exchange between Cactus Ventures, Inc. an
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Key Takeaway: Unaudited pro forma combined financial information of Cactus Ventures, Inc. and Actinium Pharmaceuticals, Inc.
The unaudited pro forma information below gives effect to the share exchange between Cactus Ventures, Inc. and Actinium Pharmaceuticals, Inc. as if it had been consumma
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Unaudited pro forma combined financial information of Cactus Ventures, Inc. and Actinium Pharmaceuticals, Inc.
The unaudited pro forma information below gives effect to the share exchange between Cactus Ventures, Inc. and Actinium Pharmaceuticals, Inc. as if it had been consummated as of the beginning of the applicable period. The unaudited pro forma information has been derived from the historical Financial Statements of these two companies. The unaudited pro forma information is for illustrative purposes only. You should not rely on the unaudited pro forma financial information as being indicative of the historical results that would have been achieved had the acquisition occurred in the past or the future financial results that the Company will achieve after the merger.
Cactus Ventures, Inc. and Actinium Pharmaceuticals Inc.
Pro Forma Combined Balance Sheets
(Unaudited)
Cactus Ventures Inc.
Actinium Pharmaceuticals Inc.
Pro Forma
Pro Forma
September 30, 2012
September 30, 2012
Adjustments
Combined
Current Assets
Cash
$
-
$
2,566,669
$
4,300,000
(1
)
$
6,866,669
R&D reimbursement receivable
-
187,765
-
187,765
Prepaid expenses and other current assets
-
41,066
-
41,066
Deferred financing costs
-
32,523
-
32,523
Total current assets
-
2,828,023
4,300,000
7,128,023
Property and equipment, net
-
2,616
-
2,616
Total Assets
$
-
$
2,830,639
$
4,300,000
$
7,130,639
Liabilities and Stockholders' Equity (Deficit)
Current liabilities
Accounts payable and accrued expenses
$
31,136
$
576,624
(31,136
)
(3
)
$
576,624
Accounts payable - related party
-
243,600
-
243,600
Convertible notes payable, net
-
802,479
-
802,479
Derivative liabilities
-
5,204,348
-
5,204,348
Total current liabilities
31,136
6,827,051
(31,136
)
6.827,051
Notes payable-related parties
72,857
-
(72,857
)
(3
)
-
Total liabilities
103,993
6,827,051
(103,993
)
6,827,051
Shareholders' equity (deficit)
Preferred stock-series A
-
10,000
(10,000
)
(1
)
-
Preferred stock-series B
-
47,112
(47,112
)
(1
)
-
Preferred stock-series C-1
-
8,000
(8,000
)
(1
)
-
Preferred stock-series C-2
-
6,667
(6,667
)
(1
)
-
Preferred stock-series C-3
-
5,026
(5,026
)
(1
)
-
Preferred stock-series C-4
-
42,500
(42,500
)
(1
)
-
Preferred stock-series D
-
30,000
(30,000
)
(1
)
-
Preferred stock-series E
-
266,061
(266,061
)
(1
)
-
Common stock
111,550
24,078
(105,355
)
(1
)
211,303
181,030
(2
)
Additional paid- in capital
63,885
48,430,356
(181,030
)
(2
)
52,958,497
4,820,721
(1
)
103,993
(3
)
(279,428
)
(4
)
Accumulated deficit
(279,428
)
(52,866,212
)
279,428
(4
)
(52,866,212
)
Total shareholders' equity (deficit)
(103,993
)
(3,996,412
)
4,403,993
303,588
Total liabilities and shareholders' equity (deficit)
$
-
$
2,830,639
$
4,300,000
$
7,130,639
Pro forma footnotes:
(1)
To record estimated minimum net proceeds from the sale of common stock, conversion of notes payable and conversions of preferred stock of Actinium to common stock concurrent with the reverse merger.
(2)
To record 100% of Actinium Pharmaceuticals, Inc.'s fully diluted shares in exchange for 99% ofCactus Ventures, Inc. shares.
(3)
To eliminate accrued expenses and notes payable of Cactus Ventures, Inc. upon reverse merger. Actinium Pharmaceuticals Inc. is not assuming the related debt.
(4)
To eliminate accumulated deficit of Cactus Ventures, Inc.
Cactus Ventures, Inc. and Actinium Pharmaceuticals, Inc.
Pro Forma Combined Statements of Operations
For the Nine Months Ended September 30, 2012
(Unaudited)
Cactus Ventures, Inc. September 30, 2012
Actinium Pharmaceuticals, Inc. September 30, 2012
Pro Forma Adjustments
Pro Forma Combined
Revenues
$
-
$
-
$
-
$
-
Operating expenses
Research and development, net
-
2,723,459
-
2,723,459
General and administrative
15,624
1,520,221
-
1,535,845
Depreciation and amortization
-
429
-
429
Total operating expense
15,624
4,244,109
-
4,259,733
Loss from operations
(15,624
)
(4,244,109
)
(4,259,733
)
Other (income) expense:
Interest expense
4,040
952,241
(4,040
)
(2
)
952,241
Change in fair value of derivative liabilities
-
287,604
-
287,604
Total other (income) expense
4,040
1,239,845
(4,040
)
1,239,845
Net loss
$
(19,664
)
$
(5,483,954
)
$
4,040
$
(5,499,578
)
Net loss per common share - basic and diluted
$
(0.01
)
$
(2.28
)
$
(0.26
)
Weighted average number of common shares
outstanding - basic and diluted
11,155,008
2,407,805
7,567,541
(1
)
21,130,354
Pro forma footnotes:
(1)
To adjust weighted average number of common shares outstanding as if the shares issued under the merger were issued and outstanding at the beginning of the period.
(2)
To eliminate expense. Actinium Pharmaceuticals Inc. is not assuming the related debt.
Cactus Ventures, Inc. and Actinium Pharmaceuticals, Inc.
Pro Forma Combined Statements of Operations
For the Year Ended December 31, 2011
(Unaudited)
Cactus Ventures, Inc. December 31, 2011
Actinium Pharmaceuticals, Inc. December 31, 2011
Pro Forma Adjustments
Pro Forma Combined
Revenues
$
-
$
-
$
-
$
-
Operating expenses
Research and development, net
-
323,788
-
323,788
General and administrative
9,952
2,959,246
-
2,969,198
Depreciation and amortization
-
633
-
633
Total operating expense
9,952
3,283,667
-
3,293,619
Loss from operations
(9,952
)
(3,283,667
)
-
(3,293,619
)
Other (income) expense:
Interest expense
4,759
175,094
(4,759
)
(2
)
175,094
Gain on retention of deposit
(25,000
)
-
(25,000
)
Change in fair value of derivative liabilities
-
(13,966
)
(13,966
)
Total other (income) expense
(20,241
)
161,128
(4,759
)
136,128
Net income (loss)
$
10,289
$
(3,444,795
)
4,759
$
(3,429,747
)
Net income (loss) per common share - basic and diluted
$
0.01
$
(1.43
)
$
(0.19
)
Weighted average number of common shares
outstanding - basic and diluted
11,155,008
2,407,805
7,567,541
(1
)
21,130,354
(1)
To adjust weighted average number of common shares outstanding as if the shares issued under the merger were issued and outstanding at the beginning of the period.
(2)
To eliminate expense. Actinium Pharmaceuticals Inc. is not assuming the related debt.