Skip to main content

PMGC Holdings Inc.

For the period ended Jun 30, 2025. Filed Aug 13, 2025.

View on SEC.gov

About this filing

A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Jun 30, 2025 · Filed Aug 13, 2025

ELAB$1.69+7.0%Stored close · as of Nov 10, 2026

Extracted filing text, with the paragraph anchors used by the comparison.

See the whole filing, with its images and exhibits

Item 1. Financial Statements

Condensed Consolidated Financial Statements of

PMGC Holdings Inc. (formerly Elevai Labs Inc.)

For the quarterly periods ended June 30, 2025, and 2024

(Unaudited - Expressed in United States Dollars)

Condensed Consolidated Balance Sheets

(Unaudited - Expressed in United States dollar)

As of:June 30, 2025December 31, 2024
ASSETS
Current Assets
Cash$5,682,628$3,984,453
Receivables, net-5,276
Prepaids and deposits791,055868,464
Short-term loan receivable128,111-
Other receivables76,212-
Investment in securities- current624,838-
Assets held for sale-1,192,808
Total Current Assets7,302,8446,051,001
Investment in securities-noncurrent-139,084
Equipment, net-1,087
Intangibles, net2,072,6322,801,993
TOTAL ASSETS$9,375,476$8,993,165
LIABILITIES
Current Liabilities
Accounts payable and accrued liabilities$271,567$481,001
Due to related parties54,734419,217
Current portion of consideration payable-350,000
Liabilities held for sale-548,916
Total Current Liabilities326,3011,799,134
Consideration payable-534,467
TOTAL LIABILIITES$326,301$2,333,601
Commitments and Contingencies
EQUITY
Preferred stock $0.0001 par value; 500,000,000 stock authorized:
Series B preferred stock, 6,372,874 and Nil shares issued and outstanding as of June 30, 2025, and December 31, 2024, respectively637-
Common stock, $0.0001 par value, 285,714,286 shares authorized; 1,477,575 and 438,987 shares issued and outstanding as of June 30, 2025, and December 31, 2024, respectively (1)14844
Additional paid-in capital24,490,04919,929,484
Accumulated other comprehensive income(1,222)(337)
Accumulated deficit(15,440,437)(13,269,627)
TOTAL EQUITY9,049,1756,659,564
TOTAL LIABILITIES AND EQUITY$9,375,476$8,993,165
(1)Reflects retrospectively the 1-for-200 reverse stock split that became effective on November 27, 2024 and the subsequent 1-for-7 reverse stock split that became effective March 10, 2025. On a combined basis, this reflects, retrospectively, a reverse stock split of 1-for-1,400. Refer to Note 1, “Organization and nature of operations.”

Condensed Consolidated Statements of Operations and Comprehensive Loss

(Unaudited - Expressed in United States dollars)** **

Three months ended June 30, 2025Three months ended June 30, 2024Six months ended June 30, 2025Six months ended June 30, 2024
Operating expenses
Depreciation and amortization201401,105276
Marketing and promotion82,329133,597117,923265,113
Consulting fees198,345179,843745,902558,316
Office and administrative319,839148,341528,870280,800
Professional fees284,17548,706550,64391,996
Investor relations46,8275,987116,77797,565
Research and development66,67534,82499,10855,553
Foreign exchange (gain) loss(883)188(497)1,981
Travel and entertainment16,1914,61655,4114,616
Total operating expenses$1,013,518556,2422,215,2421,356,216
Other income (expense)
Change in fair value of derivative liabilities-26,864-301,803
Gain on the termination of intangible assets--129,613-
Interest income36,5276465,383150
Interest expense(2)(23,597)(10,476)(42,769)
Dividend income3,016-3,016-
Other Income----
Realized gain (loss) on investments95,184-(371,494)-
Unrealized gain (loss) on investments299,303-238,899-
Net loss from continuing operations$(579,490)(552,911)(2,160,301)(1,097,032)
Loss from discontinued operations (Note 4)17,135(859,580)(10,509)(1,712,709)
Total net loss(562,355)(1,412,491)(2,170,810)(2,809,741)
Other comprehensive income (loss)
Currency translation adjustment(406)(141)(885)1,040
Total comprehensive loss$(562,761)(1,412,632)(2,171,695)(2,808,701)
Basic and diluted loss per share
Continuing operations$(0.466)(42.303)(2.411)(86.215)
Discontinued operations$0.014(65.765)(0.012)(134.601)
Weighted average shares outstanding(1)1,243,72013,070896,14912,724
(1)Reflects retrospectively the 1-for-200 reverse stock split that became effective on November 27, 2024 and the subsequent 1-for-7 reverse stock split that became effective March 10, 2025. On a combined basis, this reflects retrospectively a reverse stock split of 1-for-1,400. Refer to Note 1, “Organization and nature of operations”

Condensed Consolidated Statements of Changes in Stockholders’ Equity

Common Stock · Series B Preferred Stock · Additional · Accumulated other
Number of shares #Amount $Number of shares #Amount $paid-in capital $Accumulated deficit $comprehensive income $Total $
Balance, April 1, 2024(1)12,3841--10,906,102(8,421,140)1,3832,486,346
Issued for acquisition of intangible assets1,1171--772,402--772,403
Obligation to issue stock for acquisition of intangible assets----838,374--838,374
Share-based compensation----(44,855)--(44,855)
Net loss for the period-----(1,412,491)-(1,412,491)
Currency translation adjustment--(141)(141)
Balance, June 30, 2024(1)13,5012--12,472,023(9,833,631)1,2422,639,636
Balance, April 1, 2025707,076716,372,87463723,006,702(14,878,082)(816)8,128,512
Issued and issuable shares for acquisition of intangible assets12,0001--(1)---
Exercise of Pre-funded Warrants165,30517--(17)---
Issuance of common shares under ATM program593,19459--1,467,523--1,467,582
Share-based compensation----15,842--15,842
Net loss for the period-----(562,355)-(562,355)
Currency translation adjustment------(406)(406)
Balance, June 30, 20251,477,5751486,372,87463724,490,049(15,440,437)(1,222)9,049,175
(1)Reflects, retrospectively, the 1-for-200 reverse stock split that became effective on November 27, 2024 and the subsequent 1-for-7 reverse stock split that became effective March 10, 2025. On a combined basis, this reflects retrospectively a reverse stock split of 1-for-1,400. Refer to Note 1, “Organization and nature of operations.”

Condensed Consolidated Statements of Changes in Stockholders’ Equity

Common Stock · Series B Preferred Stock · Additional · Accumulated other
Number of sharesAmountNumber of sharesAmountpaid-in capitalAccumulated deficitcomprehensive incomeTotal
#$$$$$$$
Balance, January 1, 2024(1)12,3841--10,850,763(7,023,890)2023,827,076
Issued for acquisition of intangible assets1,1171--772,402--772,403
Obligation to issue stock for acquisition of intangible assets----838,374--838,374
Share-based compensation----10,484--10,484
Net loss for the period-----(2,809,741)-(2,809,741)
Currency translation adjustment---1,0401,040
Balance, June 30, 202413,5012--12,472,023(9,833,631)1,2422,639,636
Balance, January 1, 2025438,98744--19,929,484(13,269,627)(337)6,659,564
Settlement of accrued bonus liability--6,372,874637149,363--150,000
Issued and issuable shares for acquisition of intangible assets12,4381--43,534--43,535
Exercise of Series A Warrants138,48514--1,698,044--1,698,058
Issued pursuant to the registered direct offering129,14513--1,245,293--1,245,306
Repurchase of shares(40)---(179)--(179)
Round up shares due to reverse stock splits61-------
Exercise of Pre-funded Warrants165,30517--(17)---
Issuance of common shares under ATM program593,19459--1,467,523--1,467,582
Share-based compensation----(42,996)--(42,996)
Net loss for the period-----(2,170,810)-(2,170,810)
Currency translation adjustment------(885)(885)
Balance, June 30, 20251,477,5751486,372,87463724,490,049(15,440,437)(1,222)9,049,175

Condensed Consolidated Statements of Cash Flows

For the six months ended June 30, 2025, and 2024

June 30, 2025 · June 30, 2024
Operating activities
Net loss$(2,170,810)$(2,809,741)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation and amortization1,6226,477
Share-based compensation(42,996)10,484
Rent expense(230)(1,379)
Change in fair value of derivative liabilities-(301,803)
Accretion interest expense9,68442,312
Research and development costs for intangible assets14,35839,483
Gain on termination of intangible asset(129,613)-
Loss on the sale of Skincare39,676-
Realized loss on sale of investments371,494-
Unrealized gain on investments(238,899)-
Changes in operating assets and liabilities:
Receivables(104,473)6,958
Prepaid expenses and deposits120,999137,295
Inventory22,966(482,881)
Accounts payable and accrued liabilities(169,268)210,111
Customer deposits(20,496)(12,379)
Due to related parties(397,728)50,306
Cash flows used in operating activities1$(2,693,714)$(3,104,757)
Investing activities
Purchase of equipment(9,160)
Purchase of investments(995,100)-
Proceeds from sale of investments1,109,921-
Issuance of promissory note(127,300)-
Purchase of intangible assets(6,000)(112,320)
Cash flows used in investing activities1$(18,479)$(121,480)
Financing activities
Exercise of Series A warrants1,938,772-
Proceeds from the issuance of common stock and warrants1,484,028-
Share issuance costs(531,290)-
Repurchase of shares and warrants(179)-
Issuance of common shares under ATM agreement1,519,437-
Cash flows provided by financing activities$4,410,768$-
Effect of exchange rate changes on cash(400)(580)
Increase(decrease) in cash1,698,175(3,226,817)
Cash, beginning of period3,984,4533,326,851
Cash, ending of period$5,682,628$100,034

Condensed Consolidated Statements of Cash Flows

For the three months ended March 31, 2025, and 2024

Supplemental cash flow information:
Cash paid for interest$791$11,104
Cash paid for taxes--
Non-cash Investing and Financing transactions:
Common stock issued and issuable on acquisition of intangible asset43,535772,247
Obligation to issue stock for acquisition of intangible assets-838,374
Shares received as proceeds for the sale of Skincare728,550-
Series B preferred shares issues to settle accrued bonus liability150,000-
Consideration payable settled through termination of the agreement894,151-
1Refer to Note 4 for disclosure of cash flows used in operating and investing activities of discontinued operations.
ContentsView on SEC.gov

The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.