Regenerative Medical Technology Group Inc.
For the period ended Mar 31, 2026. Filed Jun 9, 2026.
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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.
Mar 31, 2026 · Filed Jun 9, 2026
RMTGStored price and day change unavailable
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2025-09-30; filed 2025-11-19.
0001213900-25-112710
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2026-03-31; filed 2026-06-09.
0001213900-26-066838
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsThe baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.
Compared 192 previous paragraphs and 87 current paragraphs.
40 unchanged; 22 reworded; 24 added; 122 removed; 8 previous and 1 current paragraphs rearranged.
Tables are not compared: 30 previous and 16 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.
A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.
Added paragraphs (24)
Current report
Regenerative Medical Technology Group Inc. (the “Company,” “RMTG,” “we,” “us,” or “our”), through its flagship operating platform Global Stem Cells Group (GSCG), has become one of the most comprehensively vertically integrated organizations in regenerative medicine worldwide. We combine physician education and global influence through the International Society for Stem Cell Applications (ISSCA), advanced biologics manufacturing and product innovation via Cellgenic, a premium clinical network delivering high-end patient care via Cellular Institute while generating real-world data, and a disciplined global expansion strategy. This closed-loop ecosystem enables us to drive demand, supply quality-controlled biologics and therapeutics, validate protocols and deliver world class patient procedures through clinical applications, and leverage digital technologies for scalable, recurring revenue and continuous innovation
Current report
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Current report
During the three months ended March 31, 2026, we continued to execute on the 2026 strategic priorities outlined in our Annual Report on Form 10-K for the year ended December 31, 2025. We made meaningful progress across our core pillars, including advancing ISSCA’s position as the leading global education platform in regenerative medicine, scaling Cellgenic’s manufacturing output and product portfolio (including next-generation exosome formulations, peptides, and combination therapies), advancing development of our standardized clinical network and franchise model with Cellular Institute, and strengthening regulatory alignment and market presence in key geographies such as Argentina. Early digital initiatives, including development of the ISSCA AI Platform and mobile application, also progressed as planned.
Current report
These Q1 accomplishments reflect the strength of our synergistic business model — where education drives physician adoption, Cellgenic supplies high-margin recurring products, and our clinical network generates both revenue and valuable real-world data. We remain focused on disciplined execution of our full-year 2026 plan, which centers on ecosystem optimization, accelerated clinical network franchising, deeper AI-driven personalization, continued product innovation, and targeted expansion into additional regulated markets. We will maintain disciplined capital allocation toward manufacturing capacity enhancements, R&D pipeline advancement, and strategic partnerships and affiliates that reinforce our global category leadership. Management believes the foundational platform built in 2025 positions the Company for accelerated revenue growth, margin expansion, and platform maturation throughout the remainder of 2026.
Current report
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Current report
Revenue increased by 93.45% in the amount of $1,275,012 for the three months ended March 31, 2026, compared to the same period in 2025. . The increase in revenue was across all categories of revenue and a result of marketing and sales efforts to increase brand recognition and exposure in the industry. The strategic plans for 2025 were to seek and attract more Affiliates. Investing heavily in ISSCA events global presence, and brand positioning for ISSCA was intentional and aligned with our objective of accelerating affiliate expansion. During 2025, the Company signed three new affiliate partners through its ISSCA education and training programs.
Current report
Growth came from expanded product distribution networks, including new sales channels and increased volume in stem cell-related products. This reflects market demand for our biologic solutions. Revenue increased due to higher patient volumes, a shift toward premium treatment mixes (e.g., advanced regenerative therapies), operational efficiencies in clinic operations, more international live conferences, expanded certification programs, multi-day events to reach global audiences and on-line training.
Current report
The Company believes it’s strategic plans for 2025 to invest heavily in ISSCA events global presence, and brand positioning for ISSCA in 2025 to seek and attract more Affiliates will result in increased revenue in future quarters. The first quarter of 2026 shows a 69% increase in revenue compared with the fourth quarter of 2025.
Current report
Professional fees increased by $196,422for the three months ended March 31, 2026, compared to the same period in 2025, primarily due to an increase by Global Stem Cells Group related to legal structuring, international contracts, compliance (e.g., regulatory for Cellgenic and Cellular), accounting expansion, corporate advisory, and lease advisory.
Current report
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Current report
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Current report
Segment Reporting
Current report
The Company’s primary revenue streams are as follows:
Current report
Training
Current report
The Company offers stem cell and exosome certification training programs for physicians and healthcare professionals. The performance obligation is satisfied upon completion of the training seminar and delivery of the related certification and materials. Revenue is recognized at the point in time the seminar is completed and control of the training services has been transferred to the customer.
Current report
Products
Current report
The Company sells regenerative medicine and related products directly to physicians and clinics. Products are generally sold at the point of sale, shipped directly to customers, or provided in connection with patient procedures and training events. Revenue is recognized at the point in time control transfers to the customer, which generally occurs upon shipment or customer pickup.
Current report
Equipment
Current report
The Company sells medical and regenerative medicine equipment to physicians and clinics. Equipment is shipped either directly from the manufacturer or by the Company to the customer. Revenue is recognized at the point in time control transfers to the customer, which generally occurs upon shipment or customer pickup.
Current report
Patient Procedures
Current report
The Company provides regenerative medicine procedures at its clinic locations. Customers may remit deposits in advance of scheduled procedures, which are recorded as deferred revenue until the related services are performed. Revenue is recognized at the point in time the medical procedures are completed and the related performance obligations have been satisfied.
Removed paragraphs (122)
Previous report
Forward-Looking Statements
Previous report
Page26 of47
Previous report
Since the acquisition of Global Stem Cell Group (GSCG) in August of 2021, our focus has been mainly dedicated to its operations serving the markets in the regenerative medicine industry. We believe stem cell therapy is becoming an increasingly effective clinical solution for treating conditions that traditional or conventional medicine only offers within palliative care and pain management. Patients around the world are seeking a natural regenerative alternative without the potential risks and side effects sometimes associated with traditional surgeries and /or conventional pharmaceuticals.
Previous report
We work with doctors and their staff to provide products, solutions, equipment, services, and training to help them be successful in the application of Stem Cell Therapies. We also engage in patient procedures from treatments that GSCG is offering at its Cancun, Mexico clinic, and our clinic in a joint venture with an investor that was scheduled to open in September of 2025, but has been pushed to spring of 2026, located at the Hyatt Hotel in Jumeirah, a coastal residential area of Dubai UAE.
Previous report
Our team combines solutions from extensive clinical research with the manufacturing and commercialization of viable cell therapy and immune support related products that we believe will change the course of traditional medicine around the world forever. Our strategy allows us the ability to create immediate revenue streams through treatments, product sales, distribution, and clinical applications, driven by our extensive education platform. Our revenue comes directly from treating patients, our training and seminars, from the resale of kits, products, equipment, services, and from the reoccurring application of our process using the kits and solutions we provide.
Previous report
Global Stem Cells Group is a leader in the Stem Cell and Regenerative Medicine fields, covering clinical research, patient applications, along with physician training through our state-of-the-art global network of companies. Its mission is to enable physicians to make the benefits of stem cell medicine a reality for patients around the world. GSCG has been educating doctors on the science and application of cell-based therapeutics for the past 10 years. Our professional trademarked association “ISCCA” INTERNATIONAL SOCIETY FOR STEM CELL APPLICATION is a global network of medical professionals that leverages these multinational relationships to build best practices and further our mission.*** ***
Previous report
2025 Strategic Outlook
Previous report
Our operational strategy for 2025 centers on translating our market position and technological advantages into sustainable revenue growth and expanded market share. We anticipate accelerated growth as we execute on our operational plans for clinic network expansion, manufacturing scale-up, and market penetration in key regions including Southeast Asia, Latin America, and potentially North America. We believe our diversified revenue streams from training, product sales, and clinical services provide a solid foundation for sustainable long-term growth and shareholder value creation.
Previous report
Key performance indicators for 2025 are expected to include operational efficiency metrics, market penetration rates in target regions, production capacity utilization at our manufacturing facilities, and financial performance measures including revenue growth, profit margins, and return on invested capital. Our management team has implemented robust tracking and reporting systems to monitor these metrics and make data-driven adjustments to our execution strategy as needed throughout the year.
Previous report
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Previous report
Expansion of Clinical Network
Previous report
A cornerstone of our 2025 growth strategy is the continued expansion of the GSCG Network Clinics, representing our transition from a primarily educational and product-focused organization to a comprehensive regenerative medicine enterprise with direct patient care capabilities. This strategic evolution allows us to capture additional value in the treatment delivery phase while ensuring consistent application of our proprietary protocols.
Previous report
For 2025, we have confirmed plans for the official launch of a minimum of four new clinic locations. These include strategically selected sites in Indonesia, Puerto Rico, Santiago (Chile), and Lisbon (Portugal). Each location has been chosen based on comprehensive market analysis, regulatory considerations, local healthcare ecosystem dynamics, and potential patient demographics. These new clinics will implement our standardized operational model while incorporating necessary adaptations for local market conditions and regulatory requirements.
Previous report
Beyond these confirmed locations, our development pipeline includes additional planned clinics in Mexico, the United States, and other key international markets identified through our ongoing market analysis process. These locations are currently in various stages of development, from initial feasibility studies to advanced site selection and regulatory approval processes. Our network expansion follows a disciplined approach that balances growth opportunities with operational sustainability and quality control considerations.
Previous report
2025 New Affiliate Clinic Launches Signed
Previous report
Our Strategic Affiliate Partnership Benefits gives RMTG unique access to new markets by partnering with industry leaders who provide Institutional Credibility and local Infrastructure. These new Geographic Expansions create New and exciting Revenue Generation creating multiple revenue streams through training fees, product sales, and certification programs into a new regional network.
Previous report
2025 Potential New Clinic Launches
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Network Clinic Standardization
Previous report
Each RMTG/GSCG Network Clinic operates under our proprietary standards for facility design, equipment specifications, staff qualifications, treatment protocols, and patient management systems. This standardization ensures consistent quality of care while allowing for efficient scaling of operations across diverse geographic locations. Our clinic expansion model includes comprehensive support systems for practitioner training, operational management, quality assurance, and marketing development.
Previous report
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Manufacturing Scale-Up
Previous report
A critical element of our 2025 strategic plan is the completion and full operational scaling of our manufacturing infrastructure. These facilities represent significant capital investments that will strengthen our vertical integration strategy, enhance product consistency, and improve operational margins across our business units. Our manufacturing capabilities directly support our ability to serve global markets with standardized, high-quality regenerative medicine products.
Previous report
The Cancún facility, which achieved regulatory approval in 2024, will transition to full-scale production in 2025. This advanced manufacturing center is designed to support product demand across Latin America and beyond, with robust capacity for mesenchymal stem cell production, exosome isolation, and peptide synthesis. The facility incorporates state- of-the-art quality control systems, including real-time monitoring of production parameters, comprehensive batch testing protocols, and advanced storage capabilities for biological materials. We are pleased to announce that Cellgenic will host a soft opening of our new Advanced Cell Therapy Manufacturing Lab in Cancun during the September 2025 ISSCA Global Summit.
Previous report
In parallel with optimizing our existing manufacturing operations, we are actively evaluating opportunities for additional manufacturing locations to further enhance production efficiency and geographic distribution capabilities. These evaluations include considerations such as proximity to key markets, local regulatory environments, availability of skilled workforce, and capital investment requirements. Any expansion of our manufacturing footprint will follow our established model of phased development with careful attention to regulatory compliance and operational excellence.
Previous report
Production Capacity Expansion
Previous report
Implementing phased scale-up of production volumes to match growing demand while maintaining strict quality parameters and operational efficiency.
Previous report
Product Line Diversification
Previous report
Expanding manufacturing capabilities to support new product development initiatives, including advanced exosome formulations and specialized peptide combinations.
Previous report
Quality System Enhancement
Previous report
Continuous improvement of quality management systems to exceed regulatory requirements and support potential future certifications in additional markets.
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Distribution Network Integration
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Optimizing logistics and supply chain operations to ensure efficient distribution of manufactured products to our clinic network and external customers.
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Educational Program Enhancement
Previous report
The International Society for Stem Cell Application (ISSCA) continues to be a cornerstone of our business model and a primary driver of our industry leadership position. As the educational and professional development arm of Global Stem Cells Group, ISSCA plays a crucial role in establishing practice standards, disseminating knowledge, and creating a global community of trained regenerative medicine practitioners. In 2025, we will further strengthen ISSCA’s position and expand its reach through strategic initiatives.
Previous report
A key focus for 2025 will be significantly increasing the number and geographical distribution of our training events and physician certifications. Building on our successful 2024 programs conducted across more than 20 countries, we will expand both our foundational certification courses and our advanced specialization programs. These educational offerings will continue to evolve to incorporate the latest scientific advances, clinical best practices, and regulatory considerations relevant to regenerative medicine applications.
Previous report
Launch enhanced certification curriculum incorporating latest advances in exosome technology and peptide applications, with programs scheduled in Mexico, United States, and Indonesia.
Previous report
Introduce advanced specialization tracks for orthopedic, aesthetic, and chronic disease applications of regenerative therapies, with dedicated symposia planned for European and South American markets.
Previous report
Deploy comprehensive online learning platform to complement in-person training, providing ongoing education resources and community engagement for certified practitioners.
Previous report
Host major international congress bringing together leading researchers, practitioners, and regulatory experts to address emerging trends and future directions in regenerative medicine.
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Reworded paragraphs (22)
Previous wording
Operating expenses increased by 30.23% in the amount of $219,905 for the three months ended September 30, 2025, compared to the same period in 2024. Listed below are the major changes to operating expenses:
Current wording
Operating expenses increased by 89.97% in the amount of $727,774 for the three months ended March 31, 2026, compared to the same period in 2025. Listed below are the major changes to operating expenses:
Previous wording
Advertising and marketing fees increased by $135,217 for the three months ended September 30, 2025, compared to the same period in 2024, primarily due to a increase in advertising by Global Stem Cells Group.
Current wording
Advertising and marketing fees increased by $233,726 for the three months ended March 31, 2026, compared to the same period in 2025, primarily due to an increase by Global Stem Cells Group in international campaigns and promotions across divisions, including digital efforts for Cellgenic products, Cellular treatments, and ISSCA events.
Previous wording
Depreciation and amortization decreased by $12,750 for the three months ended September 30, 2025, compared to the same period in 2024, primarily due to a five-year lease extension on the Cancun facility.
Current wording
Depreciation and amortization decreased by $45,880 for the three months ended March 31, 2026, compared to the same period in 2025, primarily due to expanding facilities to support increased operations in Cellular and Cellgenic, plus ISSCA logistics.
Previous wording
Investor relations increased by $21,597 for the three months ended September 30, 2025, compared to the same period in 2024, primarily due to an agreement with an investor relation firm.
Current wording
Investor relations decreased by $21,500 for the three months ended March 31, 2026, compared to the same period in 2025, primarily due to an agreement with an investor relation firm in May 2025.
Previous wording
General and administrative expenses increased by $13,618 for the three months ended September 30, 2025, compared to the same period in 2024, primarily due to Cancun renovations.
Current wording
General and administrative expenses increased by $230,246 for the three months ended March 31, 2026, compared to the same period in 2025, primarily due to expenses associated with expansion of clinic and travel due to more international events.
Previous wording
We expect our overall operating expenses to increase into 2025 as we further implement our business plan. We expect increases in future quarters over all major categories as we engage in efforts to increase brand awareness with our products and services, including advertising campaigns and investor relation services. We also expect an increase in general operating costs and growth initiatives as we ramp up operations and seek to expand them. The opening of a new clinic 2025, in Dubai, UAE is also expected to increase our operating expenses with a new lease of property, staff, equipment and other expenses associated with this growth initiative.
Current wording
We expect our overall operating expenses to increase into 2026 as we further implement our business plan. We expect increases in future quarters over all major categories as we engage in efforts to increase brand awareness with our products and services, including advertising campaigns and investor relation services. We also expect an increase in general operating costs and growth initiatives as we ramp up operations and seek to expand them.
Previous wording
Other expenses increased by $3,001,186 for the three months ended September 30, 2025, compared to the same period in 2024, primarily as a result of an increase in amortization of discount of $452,336, an increase of $2,133,054 of interest on promissory notes and $416,155 loss on extinguishment of debt. In consideration for the extension of certain notes the company incurred a one-time 10% premium of $1,871,027.
Current wording
Other expenses decreased by $211,058 for the three months ended March 31, 2026, compared to the same period in 2025, primarily as a result of an increase in amortization of discount of $729,897 and an increase of $566,802 of interest on promissory notes offset by $1,084,492 change in the fair value of derivative liability.
Previous wording
We had interest expense of $2,972,549 and $839,495 for the three months ended September 30, 2025, and 2024, respectively.
Current wording
We had interest expense of $2,190,549 and $895,850 for the three months ended March 31, 2026, and 2025, respectively.
Previous wording
We recorded a net loss of $4,353,741 for the three months ended September 30, 2025, as compared with a net loss of $887,145 for the same period in 2024.
Current wording
We recorded a net loss of $876,274 for the three months ended March 31, 2026, as compared with a net loss of $760,039 for the same period in 2025.
Previous wording
Below is a summary of our cash flows for the nine months ended September 30, 2025, and 2024.
Current wording
Below is a summary of our cash flows for the three months ended March 31, 2026, and 2025.
Previous wording
Net cash provided by operating activities was $471,306 during the nine months ended September 30, 2024, and consisted of net changes in operating assets and liabilities of $3,021,999 and non-cash items of $2,374,092 and offset mainly by our net loss of $4,924,786. The non-cash items for the nine months ended September 30, 2024, consisted of depreciation and amortization expenses of $248,371, amortization of debt discount of $2,122,293, and change in derivative liabilities of $3,428. The significant change in operating assets and liabilities was an increase in accounts payable and accrued liabilities, partially offset by the decrease in accounts receivable and prepaid expense.
Current wording
Net cash provided by operating activities was $102,124 during the three months ended March 31, 2026, and consisted of a net change in operating assets and liabilities of $1,235,300 offset by non-cash items of 256,901 and a net loss of $876,274 The non-cash items for the three months ended March 31, 2026, consisted of depreciation and amortization expenses of $729,897, amortization of debt discount of $97,694 offset by change in fair value of derivative liabilities of $1,084,492.
Previous wording
Net cash used by operating activities was $744,715 during the nine months ended September 30, 2025, and consisted of a net change in operating assets and liabilities of $4,496,954 and non-cash items of $1,177,897, offset by a net loss of $6,419,566 The non-cash items for the nine months ended September 30, 2025, consisted of depreciation and amortization expenses of $182,724, amortization of debt discount of $576,277, change in derivative liabilities of $2,340 and loss on extinguishment of debt of $416,155. The significant change in operating assets and liabilities was an increase in accounts payable and accrued liabilities, partially offset by the decrease in accounts receivable, inventory and prepaid expense.
Current wording
Net cash provided by operating activities was $57,109 during the three months ended March 31, 2025, and consisted of a net change in operating assets and liabilities of $764,186 and non-cash items of $52,963, offset by a net loss of $760,040 The non-cash items for the three months ended March 31, 2025, consisted of depreciation and amortization expenses of $51,814 and change in derivative liabilities of $1,149.
Previous wording
Net cash used in investing activities was $335,411 and consisted of the purchase of property and equipment associated with the expansion of the Cancun facility during the nine months ended September 30, 2025.
Current wording
Net cash used in investing activities was $315,394 and consisted of the purchase of property and equipment associated with the Cancun facility for the three months ended March 31, 2026.
Previous wording
We had no financing activities for the nine months ended September 30, 2024.
Current wording
We had no financing activities for the three months ended March 31, 2025.
Previous wording
Net cash provided by financing activities was $1,100,000 and consisted of a Promissory Debentures with a lender in the amount of $1,375,000 net discount in the amount of $275,000 during the nine months ended September 30, 2025.
Current wording
Net cash provided by financing activities was $318,000 and consisted of a Promissory Debentures with a lender in the amount of $350,000 net discount in the amount of $32,000 for the three months ended March 31, 2026.
Previous wording
Since our inception, we have financed our operations through private placements, convertible notes, and unsecured debt, and we have also issued debt in our company secured by all of our assets. We expect to continue to experience high interest payments in the future as a result of our outstanding liabilities. Additionally, as of the date of this report, there are a number of unsecured promissory notes with an aggregate principal amount of $1,157,935 that have matured and are currently in default. The company is currently in debt restructuring talks, and there are also other lenders as well who have demonstrated interest in assuming this debt. However, if we are unable to generate sufficient revenues and/or additional financing to service this debt, there is a risk the lenders will call the notes, secure our assets, as to those applicable secured notes, and demand payment. If after all these recourses are exhausted and the debt becomes unresolvable, like any other company, there’s a risk we could go out of business.
Current wording
Since our inception, we have financed our operations through private placements, convertible notes, and unsecured debt, and we have also issued debt in our company secured by all of our assets. We expect to continue to experience high interest payments in the future as a result of our outstanding liabilities. Additionally, as of the date of this report, there are a number of unsecured promissory notes with an aggregate principal amount of $1,157,935 that have matured and are currently in default, but the Company has received no notice of default, demand for payment, or acceleration from any lender. The Company has insufficient cash on hand to repay these notes. The company is currently in debt restructuring talks, and there are also other lenders as well who have demonstrated interest in assuming this debt. However, if we are unable to generate sufficient revenues and/or additional financing to service this debt, there is a risk the lenders will call the notes, secure our assets, as to those applicable secured notes, and demand payment. While management believes the risk of acceleration is low based on historical lender forbearance, a formal demand on any defaulted note could trigger acceleration of up to $16.6 million in secured debt. If after all these recourses are exhausted and the debt becomes unresolvable, like any other company, there’s a risk we could go out of business.
Previous wording
At September 30, 2025, we had limited cash of $1,185,695, a substantial working capital deficit, and although our revenues have increased, future losses are anticipated. Based upon the current financial condition, we do not have sufficient cash to operate our business at the current level for the next twelve months. We intend to fund operations through increased sales and debt and/or equity financing arrangements, which may be insufficient to fund expenditures or other cash requirements. We plan to seek additional financing in a private equity offering to secure funding for operations. There can be no assurance that we will be successful in raising additional funding. If we are not able to secure additional funding, the implementation of our business plan will be impaired, and we could go out of business. There can be no assurance that such additional financing will be available to us on acceptable terms or at all.
Current wording
At March 31, 2026, we had limited cash of $1,061,448, a substantial working capital deficit, and although our revenues have increased, future losses are anticipated. Based upon the current financial condition, we do not have sufficient cash to operate our business at the current level for the next twelve months. We intend to fund operations through increased sales and debt and/or equity financing arrangements, which may be insufficient to fund expenditures or other cash requirements. We plan to seek additional financing in a private equity offering to secure funding for operations. There can be no assurance that we will be successful in raising additional funding. If we are not able to secure additional funding, the implementation of our business plan will be impaired, and we could go out of business. There can be no assurance that such additional financing will be available to us on acceptable terms or at all.
Previous wording
The financial statements have been prepared assuming the Company will continue as a going concern. The Company has incurred losses since inception, resulting in an accumulated deficit of approximately $73,972,668 and a working capital deficit of $15,762,714 as of September 30, 2025, and future losses are anticipated. These factors, among others, raise substantial doubt about the Company’s ability to continue as a going concern.
Current wording
The financial statements have been prepared assuming the Company will continue as a going concern. The Company has incurred losses since inception, resulting in an accumulated deficit of approximately $76,241,785 and a working capital deficit of $36,639,004 as of March 31, 2026, and future losses are anticipated. These factors, among others, raise substantial doubt about the Company’s ability to continue as a going concern.
Previous wording
The derivative instruments are accounted for as liabilities, the derivative instrument is initially recorded at its fair market value and is then re-valued at each reporting date, with changes in fair value recognized in operations for each reporting period. The Company uses the Monte Carlo option pricing model to value the derivative instruments.
Current wording
The derivative instruments are accounted for as liabilities, the derivative instrument is initially recorded at its fair market value and is then re-valued at each reporting date, with changes in fair value recognized in operations for each reporting period. The Company uses the Monte Carlo model to determine the fair values of the embedded convertible notes derivatives and tainted convertible notes and the Binomial Option model to determine the fair values of the derivatives on warrants.
Previous wording
Recently Adopted Accounting Pronouncements. In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280). The amendments in this update expand segment disclosure requirements, including new segment disclosure requirements for entities with a single reportable segment among other disclosure requirements. This update is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024. Adoption of this standard is on a modified retrospective basis and had no impact on the Company’s financial position, results of operations, cash flows or net income per share. As of 2024 and 2023 the Company had one reporting segment, all revenue is reported under this segment Global Stem Cells Group.
Current wording
In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280). The amendments in this update expand segment disclosure requirements, including new segment disclosure requirements for entities with a single reportable segment among other disclosure requirements. This update is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024. Adoption of this standard is on a modified retrospective basis and had no impact on the Company’s financial position, results of operations, cash flows or net income per share. As of 2026 and 2025 the Company had one reporting segment, all revenue is reported under this segment Global Stem Cells Group.
Previous wording
Other accounting standards and amendments to existing accounting standards that have been issued and have future effective dates are not applicable or are not expected to have a significant impact on the Company’s condensed consolidated financial statements.
Current wording
Other accounting standards and amendments to existing accounting standards that have been issued and have future effective dates are not applicable or are not expected to have a significant impact on the Company’s consolidated financial statements.
Previous wording
The Company recognizes revenue when it satisfies a performance obligation by transferring control over a product to a customer or as services are performed. Revenue is measured based on the consideration the Company receives in exchange for those products
Current wording
In accordance with FASB ASC 606, Revenue from Contracts with Customers, the Company recognizes revenue when it satisfies a performance obligation by transferring control of a promised good or service to a customer. Revenue is measured based on the consideration the Company expects to receive in exchange for those goods or services.
Rearranged current paragraphs (1)
Current report — wording carried from elsewhere
We had no financing activities for the three months ended March 31, 2025.
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Previous report — wording carried elsewhere
Below is a summary of the results of operations for the nine months ended September 30, 2025, and 2024.
Previous report — wording carried elsewhere
The following table presents our revenue by product category for the nine months ended September 30, 2025, and 2024:
Previous report — wording carried elsewhere
Operating expenses increased by 21.00% in the amount of $449,798 for the nine months ended September 30, 2025, compared to the same period in 2024. Listed below are the major changes to operating expenses:
Previous report — wording carried elsewhere
We expect our overall operating expenses to increase into 2025 as we further implement our business plan. We expect increases in future quarters over all major categories as we engage in efforts to increase brand awareness with our products and services, including advertising campaigns and investor relation services. We also expect an increase in general operating costs and growth initiatives as we ramp up operations and seek to expand them. The opening of a new clinic 2025, in Dubai, UAE is also expected to increase our operating expenses with a new lease of property, staff, equipment and other expenses associated with this growth initiative.
Previous report — wording carried elsewhere
We expect to continue to experience high interest payments in the future as a result of our outstanding liabilities. If we are unable to generate sufficient revenues and/or additional financing to service this debt, there is a risk the lenders will call the notes, and we will be unable to repay the loans. If this happens, we could go out of business.
Previous report — wording carried elsewhere
We recorded a net loss of $6,419,566 for the nine months ended September 30, 2025, as compared with a net loss of $4,924,785 for the same period in 2024.
Previous report — wording carried elsewhere
Net cash used in investing activities was $165,419 and consisted of the purchase of property and equipment associated with the expansion of the Cancun facility during the nine months ended September 30, 2024.
Previous report — wording carried elsewhere
In accordance with FASB ASC 606,Revenue from Contracts with Customers, we determine revenue recognition through the following steps: