UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C.  20549

———————

FORM 10-Q

———————

(Mark One)

þ	QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended: June 30, 2016
or
¨	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from: _____________ to _____________

COMMISSION FILE NUMBER: 001-11991

PURADYN FILTER TECHNOLOGIES INCORPORATED

(Exact name of registrant as specified in its charter)

DELAWARE	14-1708544
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)
2017 HIGH RIDGE ROAD, BOYNTON BEACH, FL	33426
(Address of principal executive offices)	(Zip Code)

(561) 547-9499

(Registrant's telephone number, including area code)

NOT APPLICABLE

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

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

þ Yes   ¨ No

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).

þ Yes   ¨ No

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

Large accelerated filer	¨			Accelerated filer	¨
Non-accelerated filer	¨			Smaller reporting company	þ

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

¨ Yes   þ No

Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date.  48,683,135 shares of common stock are issued and outstanding as of August 11, 2016.

 

 

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TABLE OF CONTENTS

 

		Page No.
	PART I. FINANCIAL INFORMATION
ITEM 1.	FINANCIAL STATEMENTS.	1
	Condensed Balance Sheets – As of June 30, 2016 (unaudited) and December 31, 2015	1
	Condensed Statements of Operations –Three months and Six months ended June 30, 2016 and 2015 (unaudited)	2
	Condensed Statements of Cash Flows –  Six months ended June 30, 2016 and 2015 (unaudited)	3
	Notes to Condensed Financial Statements (Unaudited)	4
ITEM 2.	MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS.	14
ITEM 3.	QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.	19
ITEM 4.	CONTROLS AND PROCEDURES.	19
	PART II.   OTHER INFORMATION
ITEM 1.	LEGAL PROCEEDINGS.	20
ITEM 1A.	RISK FACTORS.	20
ITEM 2.	UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS.	20
ITEM 3.	DEFAULTS UPON SENIOR SECURITIES.	20
ITEM 4.	MINE SAFETY DISCLOSURE.	20
ITEM 5.	OTHER INFORMATION.	20
ITEM 6.	EXHIBITS.	20

 

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OTHER PERTINENT INFORMATION

Our web site is www.puradyn.com.  The information which appears on our web site is not part of this report.

When used in this report, the terms "Puradyn," the "Company," "we," "our," and "us" refers to Puradyn Filter Technologies Incorporated, a Delaware corporation.

CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING INFORMATION

Certain statements in this report contain or may contain forward-looking statements that are subject to known and unknown risks, uncertainties and other factors which may cause actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. These forward-looking statements were based on various factors and were derived utilizing numerous assumptions and other factors that could cause our actual results to differ materially from those in the forward-looking statements. These factors include, but are not limited to:

·

our history of losses and uncertainty that we will be able to continue as a going concern;

·

our ability to generate net sales in an amount to pay our operating expenses;

·

our need for additional financing and uncertainties related to our ability to obtain these funds;

·

our ability to repay the outstanding debt of $12,839,000 at August 11, 2016 due our Chairman and CEO, and the possibility he may not continue to advance funds to us;

·

our reliance on sales to a limited number of customers;

·

our dependence on a limited number of distributors;

·

our ability to compete;

·

our ability to protect our intellectual property; and

·

the application of penny stock rules to the trading in our stock.

Most of these factors are difficult to predict accurately and are generally beyond our control. You should consider the areas of risk described in connection with any forward-looking statements that may be made herein. Readers are cautioned not to place undue reliance on these forward-looking statements and readers should carefully review our Annual Report on Form 10-K for the year ended December 31, 2015 including the risks described in Part I. Item 1A. Risk Factors and this report together with our subsequent filings with the Securities and Exchange Commission in their entirety.  Except for our ongoing obligations to disclose material information under the Federal securities laws, we undertake no obligation to release publicly any revisions to any forward-looking statements, to report events or to report the occurrence of unanticipated events. These forward-looking statements speak only as of the date of this report, and you should not rely on these statements without also considering the risks and uncertainties associated with these statements and our business.

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PART I - FINANCIAL INFORMATION

ITEM 1.

FINANCIAL STATEMENTS.

PURADYN FILTER TECHNOLOGIES INCORPORATED

CONDENSED BALANCE SHEETS

		June 30, 2016			December 31, 2015
		(Unaudited)
ASSETS
Current assets:
Cash		$	51,028		$	34,471
Accounts receivable, net of allowance for uncollectible accounts of $17,000 and $17,000, respectively			160,945			116,425
Inventories, net			719,857			817,437
Prepaid expenses and other current assets			116,570			23,594
Total current assets			1,048,400			991,927
Property and equipment, net			51,639			61,919
Other noncurrent assets			467,640			374,720
Total assets		$	1,567,679		$	1,428,566
LIABILITIES AND STOCKHOLDERS’ DEFICIT
Current liabilities:
Accounts payable		$	73,090		$	73,844
Accrued liabilities			347,429			321,508
Current portion of capital lease obligation			3,755			3,755
Deferred compensation			1,595,306			1,609,585
Notes Payable - stockholders			25,000			—
Total current liabilities			2,044,580			2,008,692
Capital lease obligation, less current portion			5,320			7,198
Notes Payable - stockholders			12,688,529			11,924,617
Total Long Term Liabilities			12,693,849			11,931,815
Total Liabilities			14,738,429			13,940,507
Commitments and contingencies (Note 11)
Stockholders’ deficit:
Preferred stock, $.001 par value:
Authorized shares – 500,000;
None issued and outstanding			—			—
Common stock, $.001 par value,
Authorized shares – 100,000,000;
Issued and outstanding 48,683,135 and 48,683,135, respectively			48,683			48,683
Additional paid-in capital			47,392,505			47,329,344
Accumulated deficit			(60,611,938	)		(59,889,968	)
Total stockholders’ deficit			(13,170,750	)		(12,511,941	)
Total liabilities and stockholders’ deficit		$	1,567,679		$	1,428,566

See accompanying notes to unaudited condensed financial statements

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PURADYN FILTER TECHNOLOGIES INCORPORATED

CONDENSED STATEMENTS OF OPERATIONS
(UNAUDITED)

		Three Months Ended								Six Months Ended
		June 30,								June 30,
		2016				2015				2016				2015
Net sales		$	578,688			$	519,700			$	1,016,874			$	1,226,329
Cost of products sold			419,095				369,906				735,915				810,929
Gross Profit			159,593				149,794				280,959				415,400
Costs and expenses:
Salaries and wages			217,075				207,455				454,366				433,057
Selling and administrative			159,859				192,592				373,135				431,680
Total operating costs			376,934				400,047				827,501				864,737
Loss from operations			(217,341	)			(250,253	)			(546,542	)			(449,337	)
Other income (expense):
Interest expense			(89,572	)			(71,906	)			(175,428	)			(138,805	)
Total other expense, net			(89,572	)			(71,906	)			(175,428	)			(138,805	)
Loss before income taxes			(306,913	)			(322,159	)			(721,970	)			(588,142	)
Income tax expense			—				—				—				—
Net loss		$	(306,913	)		$	(322,159	)		$	(721,970	)		$	(588,142	)
Basic and diluted loss per common share		$	(.01	)		$	(.01	)		$	(.01)			$	(.01	)
Weighted average common shares outstanding (basic and diluted)			48,683,135				48,683,135				48,683,135				48,683,135

See accompanying notes to unaudited condensed financial statements

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PURADYN FILTER TECHNOLOGIES INCORPORATED

CONDENSED STATEMENTS OF CASH FLOWS
(UNAUDITED)

		Six Months Ended June 30
		2016				2015
Operating activities
Net loss		$	(721,970	)		$	(588,142	)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation and amortization			19,238				21,456
Provision for slow moving inventory			2,950				912
Loss on disposal of fixed asset			—				4,322
Gain on extinguishment of lease			—				(3,307	)
Compensation expense on stock-based arrangements with employees and consultants			63,161				81,992
Changes in operating assets and liabilities:
Accounts receivable			(44,520	)			(37,498	)
Inventories			94,630				(184,290	)
Prepaid expenses and other current assets			(92,976	)			(3,794	)
Accounts payable			(756	)			(26,192	)
Deferred compensation			(14,279	)			45,889
Accrued liabilities			25,921				4,552
Net cash used in operating activities			(668,601	)			(684,100	)
Investing activities
Capitalized patent costs			(100,174	)			(26,749	)
Purchases of property and equipment			(1,702	)			(20,735	)
Net cash used in investing activities			(101,876	)			(47,484	)
Financing activities
Proceeds from issuance of notes payable to stockholders			763,912				800,150
Proceeds from Stockholder loan			25,000				—
Payment of capital lease obligations			(1,878	)			(2,162	)
Net cash provided by financing activities			787,034				797,988
Net increase / (decrease) in cash			16,557				66,404
Cash at beginning of period			34,471				53,288
Cash at end of period		$	51,028			$	119,692
Supplemental cash flow information:
Cash paid for interest		$	169,323			$	132,391
Assets acquired from capital lease		$	—			$	15,020

See accompanying notes to unaudited condensed financial statements

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PURADYN FILTER TECHNOLOGIES INCORPORATED

NOTES TO CONDENSED FINANCIAL STATEMENTS
(UNAUDITED)

1.

Basis of Presentation, Going Concern and Summary of Significant Accounting Policies

Organization

Puradyn Filter Technologies Incorporated (the “Company”), a Delaware corporation, is engaged in the manufacturing, distribution and sale of bypass  oil filtration systems under the trademark Puradyn^® primarily to companies within targeted industries. The Company holds the exclusive worldwide manufacturing and marketing rights for the Puradyn products through direct ownership of various patents.

Basis of Presentation

The accompanying unaudited condensed financial statements have been prepared in accordance with accounting principles generally accepted in the United States for interim information and with the instructions to Form 10-Q and Regulation S-K. Accordingly, they do not include all of the information and footnotes required by accounting principles generally accepted in the United States for complete financial statements. In the opinion of management, all adjustments consisting of a normal and recurring nature considered necessary for a fair presentation have been included. Operating results for the three-month and six-month periods ended June 30, 2016 may not necessarily be indicative of the results that may be expected for the year ending December 31, 2016.

For further information, refer to the Company's financial statements and footnotes thereto included in the Annual Report on Form 10-K for the year ended December 31, 2015.

Revenue Recognition

The Company recognizes revenue from product sales to customers, distributors and resellers when products that do not require further services or installation by the Company are shipped, when there are no uncertainties surrounding customer acceptance and when collectability is reasonably assured in accordance with FASB ASC 605, Revenue Recognition, as amended and interpreted. Cash received by the Company prior to shipment is recorded as deferred revenue. Sales are made to customers under terms allowing certain limited rights of return and other limited product and performance warranties for which provision has been made in the accompanying financial statements.

Amounts billed to customers in sales transactions related to shipping and handling, represent revenues earned for the goods provided and are included in net sales. Costs of shipping and handling are included in cost of products sold.

Use of Estimates

The preparation of condensed financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the amounts reported in the condensed financial statements and accompanying notes. Actual results could differ from those estimates.

Cash and Cash Equivalents

Cash and cash equivalents include all highly liquid investments with original maturities of three months or less at the time of purchase. At June 30, 2016 and December 31, 2015, the Company did not have any cash equivalents.

Fair Value of Financial Instruments

The carrying amounts of cash, accounts receivable, prepaid expenses and other assets, accounts payable, accrued liabilities and notes payable to stockholder approximate their fair values as of June 30, 2016 and December 31, 2015, respectively, because of their short-term natures.

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PURADYN FILTER TECHNOLOGIES INCORPORATED

NOTES TO CONDENSED FINANCIAL STATEMENTS
(UNAUDITED)

Accounts Receivable

Accounts receivable are recorded at fair value on the date revenue is recognized. The Company provides allowances for doubtful accounts for estimated losses resulting from the inability of its customers to repay their obligation. If the financial condition of the Company's customers were to deteriorate, resulting in an impairment of their ability to repay, additional allowances may be required. The Company provides for potential uncollectible accounts receivable based on specific customer identification and historical collection experience adjusted for existing market conditions. If market conditions decline, actual collection experience may not meet expectations and may result in decreased cash flows and increased bad debt expense.

The policy for determining past due status is based on the contractual payment terms of each customer, which are generally net 30 or net 60 days. Once collection efforts by the Company and its collection agency are exhausted, the determination for charging off uncollectible receivables is made.

Inventories

Inventories are stated at the lower of cost or market using the first in, first out (FIFO) method. Production costs, consisting of labor and overhead, are applied to ending finished goods inventories at a rate based on estimated production capacity. Excess production costs are charged to cost of products sold. Provisions have been made to reduce excess or obsolete inventories to their net realizable value.

Property and Equipment

Property and equipment are stated at cost. Depreciation and amortization are provided using the straight-line method over the estimated useful lives of the related assets, except for assets held under capital leases, for which the Company records depreciation and amortization based on the shorter of the asset’s useful life or the term of the lease. The estimated useful lives of property and equipment range from 3 to 5 years. Upon sale or retirement, the cost and related accumulated depreciation and amortization are eliminated from their respective accounts, and the resulting gain or loss is included in results of operations. Repairs and maintenance charges, which do not increase the useful lives of the assets, are charged to operations as incurred.

Patents

Patents are stated at cost. Amortization is provided using the straight-line method over the estimated useful lives of the patents. The estimated useful lives of patents are 17-20 years. Upon retirement, the cost and related accumulated amortization are eliminated from their respective accounts, and the resulting gain or loss is included in results of operations.

Impairment of Long-Lived Assets

Management assesses the recoverability of its long-lived assets when indicators of impairment are present. If such indicators are present, recoverability of these assets is determined by comparing the undiscounted net cash flows estimated to result from those assets over the remaining life to the assets’ net carrying amounts. If the estimated undiscounted net cash flows are less than the net carrying amount, the assets would be adjusted to their fair value, based on appraisal or the present value of the undiscounted net cash flows.

Product Warranty Costs

As required by FASB ASC 460, Guarantor’s Guarantees, the Company is including the following disclosure applicable to its product warranties.

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PURADYN FILTER TECHNOLOGIES INCORPORATED

NOTES TO CONDENSED FINANCIAL STATEMENTS
(UNAUDITED)

The Company accrues for warranty costs based on the expected material and labor costs to provide warranty replacement products. The methodology used in determining the liability for warranty cost is based upon historical information and experience.  The Company's warranty reserve is included in accrued liabilities in the accompanying condensed financial statements and is calculated as the gross sales multiplied by the historical warranty expense return rate. For the six months ended June 30, 2016, there was no change to the reserve for warranty liability as the reserve balance was deemed sufficient to absorb any warranty costs that might be incurred from the sales activity for the period.

The following table shows the changes in the aggregate product warranty liability for the six -months ended June 30, 2016:

Balance as of December 31, 2015		$	20,000
Less: Payments made			—
Add: Provision for current period warranties			—
Balance as of June 30, 2016 (unaudited)		$	20,000

Advertising Costs

Advertising costs are expensed as incurred. During the three and six months ended June, 2016 and 2015, advertising costs incurred by the Company totaled approximately $301 and $761, $1,115 and $0, respectively, and are included in selling and administrative expenses in the accompanying statements of operations.

Research and Development

Research and development costs are expensed as incurred. During the three and six months ended June 30, 2016 and 2015, research and development costs incurred by the Company totaled $0, $2,809, and $2,113 and $4,223, respectively, and are included in selling and administrative expenses in the accompanying statements of operations.

Income Taxes

The Company accounts for income taxes under FASB ASC 740, Income Taxes. Deferred income tax assets and liabilities are determined based upon differences between financial reporting and tax bases of assets and liabilities and are measured using the enacted tax rates and laws that will be in effect when the differences are expected to reverse.

Stock Option Plans

We adopted FASB ASC 718, Compensation-Stock Compensation, effective January 1, 2006 using the modified prospective application method of adoption which requires us to record compensation cost related to unvested stock awards as of December 31, 2005 by recognizing the amortized grant date fair value in accordance with provisions of FASB ASC 718 on straight line basis over the service periods of each award. We have estimated forfeiture rates based on our historical experience. Stock option compensation expense for the year ended December 31, 2015 has been recognized as a component of cost of goods sold and general and administrative expenses in the accompanying financial statements for the three and six months ended June 30, 2016.

The Company leases its employees from a payroll leasing company. The Company’s leased employees meet the definition of employees as specified by FASB Interpretation No. 44 for purposes of applying FASB ASC 718.

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PURADYN FILTER TECHNOLOGIES INCORPORATED

NOTES TO CONDENSED FINANCIAL STATEMENTS
(UNAUDITED)

Stock options and warrants issued to consultants and other non-employees as compensation for services provided to the Company are accounted for based on the fair value of the services provided or the estimated fair market value of the option or warrant, whichever is more reliably measurable in accordance with FASB ASC 505, Equity, and FASB ASC 718, Compensation-Stock Compensation, including related amendments and interpretations. The related expense is recognized over the period the services are provided.

Credit Risk

The Company minimizes the concentration of credit risk associated with its cash by maintaining its cash with high quality federally insured financial institutions. However, cash balances in excess of the FDIC insured limit of $250,000 are at risk. At June 30, 2016 and December 31, 2015, respectively, the Company did not have cash balances above the FDIC insured limit. The Company performs ongoing evaluations of its significant trade accounts receivable customers and generally does not require collateral. An allowance for doubtful accounts is maintained against trade accounts receivable at levels which management believes is sufficient to cover probable credit losses. The Company also has some customer concentrations, and the loss of business from one or a combination of these significant customers, or an unexpected deterioration in their financial condition, could adversely affect the Company’s operations.  Please refer to Note 14 for further details.

Basic and Diluted Loss Per Share

FASB ASC 260, Earnings Per Share, requires a dual presentation of basic and diluted earnings per share. However, because of the Company's net losses, the effect of outstanding stock options and warrants would be anti-dilutive and, accordingly, is excluded from the computation of diluted loss per share. The number of such shares excluded from the computation of loss per share were 5,251,196 and 5,187,135 for the six months ended June 30, 2016 and 2015, respectively.

Reclassifications

Certain prior year amounts have been reclassified to conform to the current year presentation.

Recent Accounting Pronouncements

In July 2015, FASB issued ASU No. 2015-11, “Inventory (Topic 330): Simplifying the Measurement of Inventory” more closely align the measurement of inventory in GAAP with the measurement of inventory in International Financial Reporting Standards (IFRS).  The amendments in this ASU do not apply to inventory that is measured using last-in, first-out (LIFO) or the retail inventory method. The amendments apply to all other inventory, which includes inventory that is measured using first-in, first-out (FIFO) or average cost. An entity should measure inventory within the scope of this Update at the lower of cost and net realizable value. Net realizable value is the estimated selling prices in the ordinary course of business, less reasonably predictable costs of completion, disposal, and transportation. Subsequent measurement is unchanged for inventory measured using LIFO or the retail inventory method. For public business entities, this ASU is effective for fiscal years beginning after December 15, 2016, including interim periods within those fiscal years. For all other entities, this ASU is effective for fiscal years beginning after December 15, 2016, and interim periods within fiscal years beginning after December 15, 2017. The amendments in this ASU should be applied prospectively with earlier application permitted as of the beginning of an interim or annual reporting period. We are currently reviewing the provisions of this ASU to determine if there will be any impact on our results of operations, cash flows or financial condition.

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PURADYN FILTER TECHNOLOGIES INCORPORATED

NOTES TO CONDENSED FINANCIAL STATEMENTS
(UNAUDITED)

In August 2015, FASB issued ASU No.2015-14, “Revenue from Contracts with Customers (Topic 606): Deferral of the Effective Date” defers the effective date ASU No. 2014-09 for all entities by one year. Public business entities, certain not-for-profit entities, and certain employee benefit plans should apply the guidance in Update 2014-09 to annual reporting periods beginning after December 15, 2017, including interim reporting periods within that reporting period. Earlier application is permitted only as of annual reporting periods beginning after December 15, 2016, including interim reporting periods within that reporting period. All other entities should apply the guidance in Update 2014-09 to annual reporting periods beginning after December 15, 2018, and interim reporting periods within annual reporting periods beginning after December 15, 2019. All other entities may apply the guidance in ASU No. 2014-09 earlier as of an annual reporting period beginning after December 15, 2016, including interim reporting periods within that reporting period. All other entities also may apply the guidance in Update 2014-09 earlier as of an annual reporting period beginning after December 15, 2016, and interim reporting periods within annual reporting periods beginning one year after the annual reporting period in which the entity first applies the guidance in ASU No. 2014-09. We are currently reviewing the provisions of this ASU to determine if there will be any impact on our results of operations, cash flows or financial condition.

All other newly issued accounting pronouncements not yet effective have been deemed either immaterial or not applicable.

2.

Going Concern

The Company's financial statements have been prepared on the assumption that it will continue as a going concern, which contemplates the realization of assets and satisfaction of liabilities in the normal course of business. The Company has sustained losses since inception through June 30, 2016 of $60,611,938, has a working capital deficit of $996,180 and $1,016,765 at June 30, 2016 and December 31, 2015, respectively.  The Company used net cash in operations of $668,601 and $684,100 during the six-months ended June 30, 2016 and 2015, respectively. As a result, the Company has had to rely principally on stockholder loans to fund its activities to date.

These recurring operating losses, liabilities exceeding assets and the reliance on cash inflows from two stockholders led the Company’s independent registered public accounting firm, Liggett & Webb, P.A., to include a statement in its audit report relating to the Company’s audited financial statements for the year ended December 31, 2015 expressing substantial doubt as to the Company’s ability to continue as a going concern. The financial statements do not include any adjustments that may result from the outcome of this uncertainty.

3.

Inventories

Inventories consisted of the following at June 30, 2016 and December 31, 2015, respectively:

		June 30, 2016			December 31, 2015
		(Unaudited)
Raw materials		$	120,003		$	1,145,452
Finished goods			1,090,279			159,460
Valuation allowance			(490,425	)		(487,475	)
Inventory, net		$	719,857		$	817,437

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PURADYN FILTER TECHNOLOGIES INCORPORATED

NOTES TO CONDENSED FINANCIAL STATEMENTS
(UNAUDITED)

4.

Prepaid Expenses and Other Current Assets

At June 30, 2016 and December 31, 2015, prepaid expenses and other current assets consisted of the following:

		June 30, 2016			December 31, 2015
		(Unaudited)
Prepaid expenses		$	59,045		$	23,594
Deposits			57,525			—
		$	116,570		$	23,594

5.

Property and Equipment

At June 30, 2016 and December 31, 2015, property and equipment consisted of the following:

		June 30, 2016			December 31, 2015
		(Unaudited)
Machinery and equipment		$	1,045,217		$	1,045,217
Furniture and fixtures			56,558			56,558
Leasehold improvements			129,722			129,722
Software and website development			88,842			88,842
Computer hardware and software			151,771			150,069
			1,472,110			1,470,408
Less accumulated depreciation and amortization			(1,420,471	)		(1,408,489	)
		$	51,639		$	61,919

Depreciation and amortization expense of property and equipment for the three and six months ended June 30, 2016 and 2015 is $5,741 and $11,982, and $7,159 and $14,938, respectively.

6.

Patents

Included in other assets at June 30, 2016 and December 31, 2015 are capitalized patent costs as follows:

		June 30, 2016			December 31, 2015
		(Unaudited)
Patent costs		$	472,584		$	372,411
Less accumulated amortization			(40,764	)		(33,512	)
		$	431,820		$	338,899

Amortization expense for the three and six months ended June 30, 2016 and 2015 amounted to $3,394, $7,252, and $3,328 and $6,508, respectively.

7.

Leases

The Company leases its office and warehouse facilities in Boynton Beach, Florida under a long-term non-cancellable lease agreement, which contains renewal options and rent escalation clauses. As of June 30, 2016, a security deposit of $34,970 is included in noncurrent assets in the accompanying balance sheet. On September 27, 2012 the Company entered into a non-cancellable six-year lease agreement for the same facilities commencing August 1, 2013 and expiring July 31, 2019. The total minimum lease payments over the term of the current lease amount to $967,477.

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PURADYN FILTER TECHNOLOGIES INCORPORATED

NOTES TO CONDENSED FINANCIAL STATEMENTS
(UNAUDITED)

In January 2015 the Company entered into a capital lease for office equipment in the amount of $15,020.

8.

Accrued Liabilities

At June 30, 2016 and December 31, 2015, accrued liabilities consisted of the following:

		June 30, 2016			December 31, 2015
		(Unaudited)
Accrued vacation and benefits		$	66,593		$	64,844
Accrued expenses relating to vendors and others			152,921			133,646
Accrued warranty costs			20,000			20,000
Accrued interest payable relating to stockholder notes			75,082			69,419
Deferred rent			32,833			33,599
		$	347,429		$	321,508

9.

Deferred Compensation

Deferred compensation represents amounts owed to four employees for salary. At there is no written agreement with these employees which memorializes the terms of the salary deferral, only a voluntary election to do so. It is possible that the employees could demand payment in full at any time. As of June 30, 2016 and December 31, 2015 the Company recorded deferred compensation of $1,595,306 and $1,609,585, respectively.

10.

Notes Payable to Stockholders – Related Party

On March 28, 2002 the Company executed a binding agreement with one of its principal stockholders, who is also the Chairman of the Board and Chief Executive Officer, to fund up to $6.1 million. Under the terms of the agreement, the Company can draw amounts as needed to fund operations. Amounts drawn bear interest at the BBA LIBOR Daily Floating Rate plus 1.4 percentage points (2.83% per annum at June 30, 2016), payable monthly and were to become due and payable on December 31, 2005 or upon a change in control of the Company or the consummation of any other financing over $7.0 million. Beginning in March 2006 and through February 2012, the maturity date for the agreement was extended annually from December 31, 2007 to the agreements current maturity date of December 31, 2017. Refer to Note 13.

At June 30, 2016 the Company had drawn the full funding amount under the initial agreement of $6.1 million plus additional advances of $6,588,529. At December 31, 2015 the Company had drawn the full funding amount under the initial agreement of $6.1 million plus an additional $5,824,614.

Additionally, the Company has an unsecured loan outstanding from a member of the board of directors who is also a significant stockholder, totaling $25,000. The note bears interest at a rate of 5% per annum and is due January 7, 2017. Accrued interest at June 30, 2016 was $606.

During the three and six months ended June 30, 2016 and 2015, the Company incurred interest expense of $88,850 and $174,380, and $70,615 and $137,171, respectively, on its loan from the Chairman of the Board, which is included in interest expense in the accompanying statements of operations as well as interest expense of $312 and $606 for the three and six months ended June 30, 2016 related to the loan from one if its other Board members. These amounts, in addition to interest expense of $575 and $606 for the three and six months ended June 30, 2016 and 2015, respectively, related to capital lease obligations, financing and loans from a stockholder.

10

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PURADYN FILTER TECHNOLOGIES INCORPORATED

NOTES TO CONDENSED FINANCIAL STATEMENTS
(UNAUDITED)

11.

Commitments and Contingencies  

Agreements

On March 7, 2016, the Company entered into an Advisory Agreement for duration of six months with an outside consultant, who is also a stockholder.  We issued the consultant five year warrants to purchase 350,000 shares of the Company's common stock with an exercise price of $0.05 per share.  These warrants vested immediately.

On October 1, 2014, the Company entered into a one-year agreement with Catalyst Global LLC to provide services rendered as investor relations consultant for the Company. As compensation for their services, Catalyst receives a monthly service fee of $4,000 in addition to warrants to purchase 635,000 shares of common stock exercisable at $0.25 per share, which warrants vest in lots of 52,917 warrants per month. Either party may terminate the agreement with 30 days’ notice. The Company suspended the agreement on May 31, 2015 with plans to resume at a later date, however, no firm date of reinstatement has been specified.

In January 2014, the Company renewed the lease at an annual expense of $8,500, on a condominium in Ocean Ridge, Florida until December 31, 2014.  In December 2015, the Company renewed the lease at an annual expense of $8,500 on a condominium in Ocean Ridge, Florida until December 21, 2016.

On September 27, 2012, the Company entered into a 72 month lease for its corporate offices and warehouse facility in Boynton Beach, Florida. The renewed lease commences August 1, 2013 and requires an initial rent of $12,026 per month beginning in the second month of the first year, increasing in varying amounts to $13,941 per month in the sixth year. In addition, the Company is responsible for all operating expenses and utilities.

On October 20, 2009, the Company entered into a consulting agreement for management and strategic development services with Boxwood Associates, Inc., pursuant to which the Company pays a $2,000 monthly service fee. The contract remains in effect until terminated by either party providing 30 days written notice. A member of our board of directors and a significant stockholder is President of Boxwood Associates, Inc.  Refer to Note 13.

12.

Stock Options and Warrants

For the three and six months ended June 30, 2016 and June 30, 2015, respectively, the Company recorded non-cash stock-based compensation expense of $14,313 and $63,161, and $33,588, and $81,992, respectively, relating to employee stock options and warrants issued for consulting services.

Stock options and warrants issued to consultants and other non-employees as compensation for services provided to the Company are accounted for based on the fair value of the services provided or the estimated fair market value of the option or warrant, whichever is more reliably measurable in accordance with FASB ASC 505, Equity, and FASB ASC 718, Compensation – Stock Compensation. The related expense is recognized over the period the services are provided. Unrecognized expense remaining at June 30, 2016 and 2015 for the options is $91,228 and $163,571, respectively, and will be recognized through June 30, 2019.

11

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PURADYN FILTER TECHNOLOGIES INCORPORATED

NOTES TO CONDENSED FINANCIAL STATEMENTS
(UNAUDITED)

A summary of the Company’s stock option plans as of June 30, 2016, and changes during the six month period then ended is presented below:

		Six Months Ended June 30, 2016
		Number of Options				Weighted Average Exercise Price
Options outstanding at December 31, 2015			3,858,000			$	0.22
Options granted			20,000				0.04
Options exercised			—				—
Options forfeited			(37,500	)			0.17
Options expired			—				—
Options at end of period			3,840,500				0.21
Options exercisable at June 30, 2016			3,110,493				0.22

Changes in the Company’s nonvested options for the six months ended June 30, 2016 are summarized as follows:

		Six Months Ended June 30, 2016
		Number of Options				Weighted Average Exercise Price
Nonvested options at December 31, 2015			1,006,667			$	0.17
Granted			20,000				.04
Vested			(259,160	)			0.16
Forfeited			(37,500	)			.17
Nonvested options at June 30, 2016			730,007			$	.0.22

			Options Outstanding												Options Exercisable
Range of Exercise Price			Number Outstanding				Remaining Average Contractual Life (In Years)				Weighted Average Exercise Price				Number Exercisable				Weighted Average Exercise Price
$0.16 – $0.34				3,840,500				4.8				$0.21				3,110,493				$0.22
Totals				3,840,500				4.8				$0.21				3,110,493				$0.22

A summary of the Company’s warrant activity as of June 30, 2016 and changes during the six-month period then ended is presented below:

		Six months ended June 30, 2016
		Weighted Average Exercise
		Warrants				Price
Warrants outstanding at December 31, 2015			1,099,915			$	0.32
Granted			350,000				0.05
Expired			(39,219	)			0.50
Warrants outstanding at June 30, 2016			1,410,696			$	0.25

			Warrants Outstanding
Range of Exercise Price			Number Outstanding				Remaining Average Contractual Life (In Years)				Weighted Average Exercise Price
$0.25 - $0.50				1,410,696				2.7				$0.25
Totals				1,410,696				2.7				$0.25

12

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PURADYN FILTER TECHNOLOGIES INCORPORATED

NOTES TO CONDENSED FINANCIAL STATEMENTS
(UNAUDITED)

13.

Related Party Transactions

On March 28, 2002 the Company executed a binding agreement with one of its principal stockholders, who is also the Chairman of the Board and Chief Executive Officer, to fund up to $6.1 million. Under the terms of the agreements, the Company can draw amounts as needed to fund operations. Amounts drawn bear interest at the BBA LIBOR Daily Floating Rate plus 1.4 percentage points (2.828% per annum at June 30, 2016), payable monthly and were to become due and payable on December 31, 2005 or upon a change in control of the Company or consummation of any other financing over $7.0 million. Beginning in March 2006, annually, through February 2012, the maturity date for the agreement was extended annually from December 31, 2007, to the agreements current maturity date of December 31, 2017.

At June 30, 2016 the Company had drawn the full funding amount under the initial agreement of $6.1 million plus an additional $6,558,529. At December 31, 2015 the Company had drawn the full funding amount under the initial agreement of $6.1 million plus an additional $5,824,614.

On January 6, 2016 the Company entered into an unsecured loan outstanding from another member of the Board of Directors, totaling $25,000. The note bears interest at a rate of 5% per annum and is due January 7, 2017. Accrued interest at June 30, 2016 was $606.

On October 20, 2009, the Company entered into a consulting agreement with Boxwood Associates, Inc., whereby the Company pays $2,000 monthly for management and strategic development services performed. The contract remains in effect until terminated by either party providing 30 days written notice. During each of three and six months ended June 30, 2016 and 2015, we paid Boxwood Associates, Inc. $6,000 and $12,000, respectively under this agreement. A member of our board of directors is President of Boxwood Associates, Inc.

14.

Major Customers

There are concentrations of credit risk with respect to accounts receivables due to the amounts owed by three customers at June 30, 2016 whose balances each represented approximately 36%, 23%  and 11%, for a total of 70% of total accounts receivables. There are concentrations of credit risk with respect to accounts receivables due to the amounts owed by two customers at December 31, 2015 whose balances each represented approximately 47%, and 32%, for a total of 77% of total accounts receivables. The loss of business from one or a combination of the Company’s significant customers, or an unexpected deterioration in their financial condition, could adversely affect the Company’s operations.

15.

Subsequent Events

From July 1, 2016 through August 11, 2016, the Company received additional loans in the amount of $150,000 from the Company’s Chairman and CEO, as advances for working capital needs. The loans bear interest at the BBA Libor Daily Floating Rate plus 1.4 points.

13

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ITEM 2.

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS.

Overview

We focus our sales strategy on individual sales and distribution efforts as well as on the development of a global distribution network that will sell, install and support our product. In the second quarter of 2016, there were a total of 48 distributors, including their branch outlets and dealers that sold the Puradyn system in the U.S. and internationally.  

DistributionNow (DNOW) recently joined the Puradyn distributor network and now provides the potential to consistently support our product on a global basis, with 300 locations worldwide.  The addition of DNOW as our new distributor for the industries they serve increases our worldwide coverage and brings immediate name recognition of quality products and dedication to customer service.  The majority of our sales to DNOW are through its main distribution center located in the southwest U.S.  The initial rollout of the product has been extremely encouraging and these opportunities have led to new orders and evaluations in 2016.

Sales of the Company’s products, the Puradyn^® bypass oil filtration system and replaceable filter elements, depend principally upon end user demand for such products.  Developing market acceptance for the Company’s existing and new products requires substantial marketing and sales efforts and the expenditure of a significant amount of funds to inform customers of the benefits and cost advantages of its products. We continue to market our product and its benefits through direct contact efforts with our distributors, direct customers, and original equipment manufacturers.

Our marketing efforts target industries and potential customers willing to consider innovative methods to protect their high-value engine assets, to reduce oil maintenance costs, to reduce engine overhaul costs and to reduce engine downtime.  We believe that these businesses are searching for new and progressive ways to better maintain their equipment using bypass oil filtration. While this is a long-term and ongoing process, we believe we have achieved a degree of product acceptance based on the expansion of existing strategic relationships we have with Nabors Industries, Inc., Scandrill, Inc., and other end-users and distributors, including:

·

Over the past year we have been developing a hydraulic filtration system which can handle hydraulic power units with volumes ranging from 88 gal. (333.1 L) to 1,200 gal. (4,542.5 L).  With lab and field testing behind us, we are now introducing these systems to our existing and potential customers.  It is too early in the process to know whether or not sales of the hydraulic system will be significant, however, we are encouraged by the interest received and the fact a limited number of systems have been purchased.

·

Evaluations begun in 2015 in Africa, Asia, Europe, and South America are still currently underway with commercial marine, construction, transportation, and mining applications.

Our revenues historically have not been sufficient to fund our operating expenses.  During the second quarter of 2016 and the six months then ended we maintained our total operating expenses at approximate 2015 levels. We continue to implement measures to preserve our ability to operate, including organizational changes and reductions in personnel.  In addition, as described below, certain key employees continue to defer a portion of their cash compensation in an effort to conserve our cash resources.

We continue to address our liquidity and working capital issues through the utilization of the borrowing agreement with the Company’s Chairman. During the period ended June 30, 2016 we borrowed an additional $763,912 from him, and at June 30, 2016 we owed our Chairman $12,688,529 which represented approximately 86% of our total liabilities. Subsequent to June 30, 2016, he has advanced an additional $150,000 in working capital funding. This loan, which is unsecured, matures on December 31, 2017 and we do not presently have sufficient funds to repay this obligation.  While he has continued to fund our working capital needs and extend the due date of the $6.1 million credit agreement, he is under no contractual obligation to do so and there are no assurances he will continue to make funds available to us or extend the due date of the obligations.  

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We also owe certain of our employees $1,595,306 in deferred cash compensation at June 30, 2016, which represents 78% of our current liabilities on that date.  Since 2005, Messrs. Sandler and Kroger, two of our executive officers, and two other employees have deferred a portion of the compensation due them to assist us in managing our cash flow and working capital needs.  As there is no written agreement with these employees which memorializes the terms of salary deferral, only a voluntary election to do so, it is possible the employees could demand payment in full at any time. We do not have the funds to pay these amounts in entirety, and any demand by these officers and employees for full payment would reduce the amount of funds we have available for our operations.  We could be required to pay these obligations at a time when it is disadvantageous for us, and could result in our inability to satisfy our other obligations as they become due.

If budgeted sales levels are not achieved and/or significant unanticipated expenditures occur, or if we are not able to borrow or raise additional investment capital, we may have to modify our business plan, reduce or discontinue some of our operations or seek a buyer for part of our assets to continue as a going concern through 2016. There can be no assurance we will be able to raise additional capital or that sales will increase to the level required to generate profitable operations to provide positive cash flow from operations. In the event we are unable to secure needed capital, it is possible that stockholders could lose their entire investment in our company.

Going Concern

Our financial statements have been prepared on the basis that we will operate as a going concern, which contemplates the realization of assets and satisfaction of liabilities in the normal course of business. We have incurred net losses each year since inception and have relied on loans from related parties to fund our operations. These recurring operating losses, liabilities exceeding assets and the reliance on cash inflows from our principal stockholder, as set forth above, have led our independent registered public accounting firm Liggett & Webb, P.A. to include a statement in its audit report relating to our audited financial statements for the years ended December 31, 2015 and 2014 expressing substantial doubt about our ability to continue as a going concern. Our ability to continue as a going concern is dependent upon our ability to obtain the necessary financing to meet our obligations and repay our liabilities when they become due and to generate profitable operations in the future. There are no assurances that we will have sufficient funds to execute our business plan, pay our obligations as they become due or generate positive operating results.

Critical Accounting Policies and Estimates

The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amount of assets and liabilities, the disclosure of contingent assets and liabilities and the reported amounts of revenue and expenses during the reported periods. The more critical accounting estimates include estimates related to revenue recognition and accounts receivable allowances. We also have other key accounting policies, which involve the use of estimates, judgments and assumptions that are significant to understanding our results, which are described in Note 1 to our audited financial statements appearing elsewhere in this report.

Recent Accounting Pronouncements

Information concerning recently issued accounting pronouncements is set forth in Note 1 of our notes to condensed financial statements appearing elsewhere in this report.

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Results of Operations for the Three-months Ended June 30, 2016 Compared to the Three-months Ended June 30, 2015

Net Sales

Net sales increased 11% in the second quarter of 2016 as compared to the second quarter of 2015 due to a number of customers who purchased the larger product models. We believe certain of our customers and potential customers in targeted markets continue to internally adapt to volatile oil prices and are reluctant to enter into new purchases or evaluations until a certain measure of stability is achieved.  Despite a recent, mild stabilization of oil prices that has brought a modest increase in new unit sales, our net revenues have been declining since 2014 and there are no assurances the increase in sales in the second quarter of 2016 will continue during the balance of 2016 or that we will ever return our net sales to earlier levels, even if oil prices begin rising to 2014 and earlier levels.

Cost of Products Sold

Gross profit, as a percentage of sales, decreased slightly by 1%; from 29% in the second quarter of 2015 to 28% in the second quarter of 2016.  We continue to review cost of materials increases, some of which were passed through to our customers as product price increases in the past few years.

Total Operating Costs

Our total operating costs declined 6% in the second quarter of 2016 from the comparable period in 2015 primarily as a result of the suspension of a service agreement with an outside investor relations media firm and reduced professional fees which were partially offset by increases in salaries and wages.

Salaries and wages increased 4% in the second quarter of 2016 as compared to the second quarter of 2015. The increase was attributable to a new hire in the first quarter of 2016.

Selling and administrative expenses decreased 17% for the second quarter of 2016 from the comparable period in 2015. The following table sets forth the components of selling and administrative expenses:

		Three Months Ended June 30, (unaudited)
		2016				2015				Change
Employee Benefits & Payroll Processing		$	33,843			$	32,135			$	1,708
Travel & Marketing			25,698				27,029				(1,331	)
Depreciation & Amortization			4,454				5,555				(1,101	)
Engineering			1,751				(2,238	)			3,989
Professional Fees			34,380				38,778				(4,398	)
Investor Relations			—				26,552				(26,552	)
Occupancy Expense			27,223				26,598				625
Patent Expense			9,696				9,029				667
Stock Compensation			1,296				1,503				(207	)
Bad Debts			—				256				(256	)
Other Expenses			21,518				27,395				(5,877	)
Total		$	159,859			$	192,592			$	(32,733)

The slight increase in employee benefits resulted from the impact of vested employee stock option expenses. Travel and marketing expenses decreased due to reduced travel. Our allocation of costs to engineering has decreased as the company has reduced engineering staff.  Investor relations expenses decreased due to termination of a service agreement with an outside investor relations media firm, which was suspended in May 2015.  Other Expenses represents various expenses including communication costs, office supplies and other components of administrative expenses. We anticipate that our selling and administration expenses for the full year 2016 will remain at the same level as for the full year 2015.

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Interest Expense

Interest expense increased 25% for the three months ended June 30, 2016 as compared to the three month period ended June 30, 2015 primarily due to higher borrowings.

Results of Operations for the Six-months Ended June 30, 2016 Compared to the Six-months Ended June 30, 2015

Net Sales

Net sales decreased 17% during the six months ended June 30, 2016 as compared to six months ended June 30, 2015 due to certain customers that had purchased the larger product models and who continue to postpone ordering additional systems until oil pricing begins to stabilize and their companies resume production. We believe certain of our customers and potential customers in targeted markets continue to internally adapt to volatile oil prices and are reluctant to enter into new purchases or evaluations until a certain measure of stability is achieved.  Our net revenues have been declining since 2014 and there are no assurances the increase in sales in the second quarter of 2016 will continue during the balance of 2016 or that we will ever return our net sales to earlier levels, even if oil prices begin rising to 2014 and earlier levels.

Cost of Products Sold

Gross profit, as a percentage of sales, decreased by 6%, from 34% in the six months ended June 30, of 2015 to 28% in the six months ended June 30, 2016.  The decrease is attributable to reduced sales that resulted in increased overhead allocations.

Total Operating Costs

Our total operating costs declined 4% in the six months ended June 30, 2016 from the comparable period in 2015.

Salaries and wages increased 5% from six months ended June 30, 2015 compared to June 30, 2016.  The increase was attributable to a new hire in the first quarter of 2016.

Selling and administrative expenses declined by 13% for the six months ended June 30, 2016 from the comparable period in 2015. The following table sets forth the components of selling and administrative expenses:

		Six Months Ended June 30, (unaudited)
		2016				2015				Change
Employee Benefits & Payroll Processing		$	71,302			$	76,971			$	(5,769	)
Travel & Marketing			61,363				51,737				9,626
Depreciation & Amortization			9,297				11,590				(2,293	)
Engineering			874				(9,372	)			10,246
Professional Fees			110,295				95,314				14,981
Investor Relations			—				69,810				(69,810	)
Occupancy Expense			53,050				51,342				1,708
Patent Expense			18,809				34,794				(15,985	)
Stock Compensation			2,590				3,007				(417	)
Bad Debts			—				256				(256	)
Other Expenses			45,655				46,231				(576	)
Total		$	373,135			$	431,680			$	(58,545	)

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The decrease in employee benefits resulted from the impact of vested employee stock option expenses. Travel and marketing expenses increased due to increased travel. Our allocation of costs to engineering has decreased as the company has reduced engineering staff. Investor relations expenses decreased due to termination of a service agreement with an outside investor relations media firm, which was suspended in May 2015. The decrease in patent costs was due to certain patent annuities reaching full-term in 2016 against additional patent filings associated with our MTS and future products filed in 2015.  Professional fees increased primarily due to the expense associated with issuance of warrants to a consultant. Other Expenses represents various expenses including communication costs, office supplies and other components of administrative expenses.

Interest Expense

Interest expense increased 26% for the six month period ending June 30, 2016 as compared to the six month period ending June 30, 2015 primarily due to higher borrowings.

Liquidity and Capital Resources

As of June 30, 2016, the Company had cash of $51,028, as compared to $34,471 at December 31, 2015. At June 30, 2016, we had negative working capital of ($996,180) and our current ratio (current assets to current liabilities) was 0.51 to 1.  At December 31, 2015 we had negative working capital of ($1,016,765) and our current ratio was 0.49 to 1. The decrease in working capital deficit and increase in current ratio is primarily attributable to the increase in cash, accounts receivable prepaid and other current expenses, offset by a decrease in inventories and deferred compensation and an increase in accrued liabilities and notes payable - stockholder.

We have incurred net losses each year since inception and at June 30, 2016 we had an accumulated deficit of $60,611,938. Our net sales are not sufficient to fund our operating expenses. Historically, we have relied on loans from related parties to fund our operations. During the six months ended June 30, 2016 we raised an additional $763,912 from stockholder loans and $25,000 from another member of the Board of Directors. Interest expense on our loans was $175,428 for the six months ended June 30, 2016.

Cash Flows  

Operating activities

For the six month period ended June 30, 2016 net cash used in operating activities was $668,601, which primarily resulted from the net loss, after taxes, of $721,970, as found in the Condensed Statement of Operations.  In addition to the cash used in funding the operating loss, the utilization of cash in operations is also attributable to the increase in accounts receivable of $44,520 and, an increase in prepaid expenses of $92,976, increased deferred compensation of $14,279, increased accrued liabilities of $25,921 and reduced accounts payable of $756. The amounts were partially offset by decreased inventory of $94,630 as a result of slower than expected sales.

For the six month period ended June 30, 2015 net cash used in operating activities was $684,100, which primarily resulted from the net loss, after taxes, of $588,142, as found in the Condensed Statement of Operations. In addition to the cash used in funding the operating loss, the utilization of cash in operations is also attributable to the increase in accounts receivable of $37,498 and increased inventory of $184,290 as a result of purchases related to our new MTS product line, an increase in prepaid expenses of $3,794, as well as reduced accounts payable of $26,192. The amounts were partially offset by increased deferred compensation of $45,889 and increased accrued liabilities of $4,552.

Investing activities

For the six months ending June 30, 2016, $101,876 was used in investing activities for the purchase of software and capitalized patent costs. For the six months ending June 30, 2015, $47,484 was used in investing activities for the purchase of software and capitalized patent costs.

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Financing activities

Net cash provided by financing activities was $787,034 for the six months ended June 30, 2016, which was composed of $763,912 in loans from our stockholders as described above, an unsecured loan from a member of the Board of Directors, totaling $25,000 which was partially offset by $1,878 in payments of capital lease obligations. Net cash provided by financing activities was $797,988 for the six months ended June 30, 2015, which was composed of $800,150 in loans from our stockholders as described above, offset by $2,162 in payments of capital lease obligations.

Off Balance Sheet Arrangements

As of the date of this report, we do not have any off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that are material to investors.  The term "off-balance sheet arrangement" generally means any transaction, agreement or other contractual arrangement to which an entity unconsolidated with us is a party, under which we have any obligation arising under a guarantee contract, derivative instrument or variable interest or a retained or contingent interest in assets transferred to such entity or similar arrangement that serves as credit, liquidity or market risk support for such assets.

ITEM 3.

QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.

Not applicable for a smaller reporting company.

ITEM 4.

CONTROLS AND PROCEDURES.

Evaluation of Disclosure Controls and Procedures

Our management, which includes our CEO, and our Vice President who serves as our principal financial officer, have conducted an evaluation of the effectiveness of our disclosure controls and procedures (as defined in Rule 13a-14(c) promulgated under the Securities and Exchange Act of 1934, as amended) as of June 30, 2016 (the "Evaluation Date"). Our management does not expect that our disclosure controls and procedures will prevent all error and all fraud. A control system, no matter how well designed and operated, can provide only reasonable, not absolute, assurance that the control system’s objectives will be met. Further, the design of a control system must reflect the fact that there are resource constraints, and the benefits of controls must be considered relative to their costs. Because of the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, have been detected. These inherent limitations include the realities that judgments in decision-making can be faulty, and that breakdowns can occur because of simple error or mistake. The design of any system of controls 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.

Based on their evaluation as of the end of the period covered by this report, our CEO and our Vice President who also serves as our principal financial officer have concluded that our disclosure controls and procedures were effective such that the information relating to our company, required to be disclosed in our Securities and Exchange Commission reports (i) is recorded, processed, summarized and reported within the time periods specified in SEC rules and forms and (ii) is accumulated and communicated to our management, including our Chief Executive Officer and our Vice President who serves as our principal financial officer, to allow timely decisions regarding required disclosure.

Changes in Internal Control over Financial Reporting

There have been no changes in our internal controls over financial reporting identified in connection with the evaluation that occurred during the last fiscal quarter that has materially affected, or is reasonably likely to materially affect, our internal controls over financial reporting.

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PART II.   OTHER INFORMATION

ITEM 1.

LEGAL PROCEEDINGS.

None.

ITEM 1A.

RISK FACTORS.

Risk factors describing the major risks to our business can be found under Item 1A, “Risk Factors”, in our Annual Report on Form 10-K for the year ended December 31, 2015. There has been no material change in our risk factors from those previously discussed in the Annual Report on Form 10-K.

ITEM 2.

UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS.

None, except as previously reported.

ITEM 3.

DEFAULTS UPON SENIOR SECURITIES.

None.

ITEM 4.

MINE SAFETY DISCLOSURE.

Not Applicable.

ITEM 5.

OTHER INFORMATION.

None.  

ITEM 6.

EXHIBITS.

31.1		Rule 13a-14(a)/15d-14(a) certification of Chief Executive Officer *
31.2		Rule 13a-14(a)/15d-14(a) certificate of principal financial officer *
32.1		Section 1350 certification of Chief Executive Officer *
32.2		Section 1350 certification of principal financial officer *
101.INS		XBRL Instance Document *
101.SCH		XBRL Taxonomy Extension Schema Document *
101.CAL		XBRL Taxonomy Extension Calculation Linkbase Document *
101.DEF		XBRL Taxonomy Extension Definition Linkbase Document *
101.LAB		XBRL Taxonomy Extension Label Linkbase Document *
101.PRE		XBRL Taxonomy Extension Presentation Linkbase Document *

———————

*

filed herewith.

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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.

	PURADYN FILTER TECHNOLOGIES INCORPORATED
Date:  August 11, 2016	By:	/s/ Joseph V. Vittoria
		Joseph V. Vittoria, Chairman and Chief Executive Officer, principal executive officer
Date:  August 11, 2016	By:	/s/ Alan J. Sandler
		Alan J. Sandler, Secretary to the Board, Vice President and principal financial officer and principal accounting officer

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