Harvard Apparatus Regenerative Technology, Inc.

Previous wording

In addition to our development of regenerative medicine treatments, we also sell dietary supplements. In the second quarter of 2023, the Company’s subsidiary in Hong Kong, Consumer Health Products started focusing on consumer health products. Consumer Health Products plans to include a broad range of products focused on personal healthcare including dietary supplements. Consumer Health Products started selling consumer health supplements in the third quarter of 2023. These products are commercially marketed to the general public and initially targeted at consumers in Asia through eCommerce (online sales).

Current wording

In addition to our development of regenerative medicine treatments, we also sell dietary supplements. The Company’s subsidiary in Hong Kong, Consumer Health Products focuses on consumer health products. Consumer Health Products plans to include a broad range of products focused on personal healthcare including dietary supplements. These products are commercially marketed to the general public and initially targeted at consumers in Asia through eCommerce (online sales).

Previous wording

We have incurred substantial operating losses since our inception, and as of December 31, 2024 had an accumulated deficit of approximately $99.7 million and will require additional financing to fund future operations. We expect that our operating cash on-hand as of December 31, 2024 of approximately $2.5 million will enable us to fund our operating expenses and capital expenditure requirements into the second quarter of 2025. We expect to continue to incur operating losses and negative cash flows from operations in future years. Therefore, as disclosed in Note 1 to our Consolidated Financial Statements, these conditions raise substantial doubt about our ability to continue as a going concern.

Current wording

We have incurred substantial operating losses since our inception, and as of December 31, 2025 had an accumulated deficit of approximately $106.6 million and will require additional financing to fund future operations. We expect that our operating cash on-hand as of December 31, 2025 of approximately $1.4 million will enable us to fund our operating expenses and capital expenditure requirements into the second quarter of 2026. We expect to continue to incur operating losses and negative cash flows from operations in future years. Therefore, as disclosed in Note 1 to our Consolidated Financial Statements, these conditions raise substantial doubt about our ability to continue as a going concern.

Previous wording

Product revenue. Product revenue consists of consumer health product sales, launched in Asia in the third quarter of 2023. We had not generated any revenue prior to the launch of our consumer health products.

Current wording

Product revenue. Product revenue consists of consumer health product sales in the Asia region.

Previous wording

Total share-based compensation expense for each of the years ended December 31, 2024 and 2023 was approximately $2.4 million and $3.5 million, respectively. Share-based compensation is further described in Note 15 to our Consolidated Financial Statements included in Item 15 of this Annual Report on Form 10-K.

Current wording

Total share-based compensation expense for each of the years ended December 31, 2025 and 2024 was approximately $2.0 million and $2.4 million, respectively. Share-based compensation is further described in Note 15 to our Consolidated Financial Statements included in Item 15 of this Annual Report on Form 10-K.

Previous wording

Cost of sales was $270,000 and $24,000 for the year ended December 31, 2024 and 2023, respectively. Cost of sales consists of the purchase price of consumer products, taxes, inbound and outbound shipping costs. The gross profit margin on our products decreased in 2024 primarily due to discounted sales aimed at achieving market penetration for our newly introduced product.

Current wording

Cost of sales was $646,000 and $270,000 for the year ended December 31, 2025 and 2024, respectively. Cost of sales consists of the purchase price of consumer products, taxes, inbound and outbound shipping costs. The gross profit margin on our products decreased in 2025 primarily due to a change from direct sales to consumers to direct sales with our distributor.

Previous wording

Research and development expense decreased approximately $0.8 million, or 25%, to approximately $2.3 million for the year ended December 31, 2024 as compared to approximately $3.1 million for the year ended December 31, 2023. This decrease was due primarily to significant initial clinical trial activities in the prior period resulting in our first site activation in the third quarter of 2023.

Current wording

Research and development expense increased approximately $0.3 million, or 15%, to approximately $2.7 million for the year ended December 31, 2025 as compared to approximately $2.3 million for the year ended December 31, 2024. This increase was primarily reflecting higher clinical trial activity in China and the USA.

Previous wording

General and administrative expense decreased approximately $0.7 million, or 12%, to approximately $5.0 million for the year ended December 31, 2024 as compared to approximately $5.7 million for the year ended December 31, 2023. This decrease was primarily due to share-based compensation expense of $1.3 million from the vesting of performance based awards in the first half of 2023 offset by the recording of expense in the current period of one-time offering costs of $0.5 million relating to the initial registered offering that did not occur in the prior year.

Current wording

General and administrative expense decreased approximately $0.8 million, or 15%, to approximately $4.3 million for the year ended December 31, 2025 as compared to approximately $5.0 million for the year ended December 31, 2024. This decrease was primarily due to the recognition in the prior period of one-time offering costs totaling $0.5 million related to an anticipated offering that was not completed.

Previous wording

During the year ended December 31, 2024, we recorded interest income of approximately $32,000 earned from our money market account. During the year ended December 31, 2023, we recorded interest income of approximately $64,000 earned from our money market account and certificate of deposit.

Current wording

During the year ended December 31, 2025, we recorded interest income of approximately $37,000 earned from our money market account. During the year ended December 31, 2024, we recorded interest income of approximately $32,000 earned from our money market account.

Previous wording

During the year ended December 31, 2024, we recorded interest expense of approximately $23,000 on convertible debt and approximately $15,000 on insurance installment payments. During the year ended December 31, 2023, we recorded interest expense of approximately $14,000 on insurance installment payments.

Current wording

During the year ended December 31, 2025, we recorded interest expense of approximately $8,000 on insurance installment payments. During the year ended December 31, 2024, we recorded interest expense of approximately $23,000 on convertible debt and approximately $15,000 on insurance installment payments.

Previous wording

Sources of Liquidity. We have incurred operating losses since inception and as of December 31, 2024, despite the Company's revenue from our consumer health products, we had an accumulated deficit of approximately $99.7 million. We are currently investing significant resources in the development and commercialization of our product candidates for use by clinicians and researchers in the field of regenerative medicine. As a result, we expect to incur operating losses and negative operating cash flows for the foreseeable future.

Current wording

Sources of Liquidity. We have incurred operating losses since inception and as of December 31, 2025, despite the Company's revenue from our consumer health products, we had an accumulated deficit of approximately $106.6 million. We are currently investing significant resources in the development and commercialization of our product candidates for use by clinicians and researchers in the field of regenerative medicine. As a result, we expect to incur operating losses and negative operating cash flows for the foreseeable future.

Previous wording

Net cash used in operating activities of approximately $6.9 million for the year ended December 31, 2023 was due primarily to our net loss of approximately $8.9 million offset by adjustments for non-cash items of approximately $3.6 million due to non-cash expenses for share-based compensation, depreciation and amortization, and an approximately $1.6 million decrease to cash from changes in working capital due to the timing of payments for accounts receivable, inventory, prepaid expenses, deferred financing costs, long-term prepaid contracts, accounts payable and accrued expenses.

Current wording

*Operating Activities.*Net cash used in operating activities of approximately $3.8 million for the year ended December 31, 2025 was due primarily to our net loss of approximately $6.9 million offset by adjustments for non-cash items of approximately $2.1 million due to non-cash expenses for share-based compensation, depreciation and amortization, and an approximately $0.9 million increase to cash from changes in working capital due to the timing of payments for accounts receivable, inventory, prepaid expenses, long-term prepaid contracts, accounts payable, deferred revenue and accrued expenses.

Previous wording

*Operating Activities.*Net cash used in operating activities of approximately $4.9 million for the year ended December 31, 2024 was due primarily to our net loss of approximately $7.7 million offset by adjustments for non-cash items of approximately $2.6 million due to non-cash expenses for share-based compensation, depreciation and amortization, and an approximately $0.3 million increase to cash from changes in working capital due to the timing of payments for accounts receivable, inventory, prepaid expenses, deferred financing costs, long-term prepaid contracts, accounts payable and accrued expenses.

Current wording

Net cash used in operating activities of approximately $4.9 million for the year ended December 31, 2024 was due primarily to our net loss of approximately $7.7 million offset by adjustments for non-cash items of approximately $2.6 million due to non-cash expenses for share-based compensation, depreciation and amortization, and an approximately $0.3 million increase to cash from changes in working capital due to the timing of payments for accounts receivable, inventory, prepaid expenses, deferred financing costs, long-term prepaid contracts, accounts payable and accrued expenses.

Previous wording

Financing Activities. Net cash generated from financing activities was approximately $6.9 million during the year ended December 31, 2024 and included net proceeds of $0.5 million from debt financing, $0.4 million from stock warrant exercises, and $6.5 million from private placement transactions, which resulted in the issuance of 1,756,655 shares of our Common Stock to a group of investors. The $0.5 million in debt was repaid in August 2024. Net cash generated from financing activities was approximately $6.1 million during the year ended December 31, 2023 and consisted of net proceeds received from a private placement transaction for the issuance of common stock and stock option exercises.

Current wording

Financing Activities. Net cash generated from financing activities was approximately $2.7 million during the year ended December 31, 2025 and consisted of net proceeds from private placement transactions, which resulted in the issuance of 1,250,000 shares of our Common Stock to a group of investors. Net cash generated from financing activities was approximately $6.9 million during the year ended December 31, 2024 and included net proceeds of $0.5 million from debt financing, $0.4 million from stock warrant exercises, and $6.5 million from private placement transactions, which resulted in the issuance of 1,756,655 shares of our Common Stock to a group of investors. The $0.5 million in debt was repaid in August 2024.

Previous wording

We have incurred substantial operating losses since our inception, and as of December 31, 2024 had an accumulated deficit of approximately $99.7 million and will require additional financing to fund future operations. We expect that our operating cash on-hand as of December 31, 2024 of approximately $2.5 million will enable us to fund our operating expenses and capital expenditure requirements into the second quarter of 2025. We expect to continue to incur operating losses and negative cash flows from operations in future years. Therefore, as disclosed in Note 1 to our Consolidated Financial Statements, these conditions raise substantial doubt about our ability to continue as a going concern.

Current wording

We have incurred substantial operating losses since our inception, and as of December 31, 2025 had an accumulated deficit of approximately $106.6 million and will require additional financing to fund future operations. We expect that our operating cash on-hand as of December 31, 2025 of approximately $1.4 million will enable us to fund our operating expenses and capital expenditure requirements into the second quarter of 2026. We expect to continue to incur operating losses and negative cash flows from operations in future years. Therefore, as disclosed in Note 1 to our Consolidated Financial Statements, these conditions raise substantial doubt about our ability to continue as a going concern.