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IMMUCELL CORP /DE/

For the period ended Dec 31, 2025. Filed Mar 30, 2026.

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A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.

FY2025 · Filed Mar 30, 2026

ICCC$10.22+4.3%Stored close · as of Nov 9, 2026

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Contents

Audited Financial Statements

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Stockholders and the Board of Directors of ImmuCell Corporation

Opinion on the Financial Statements

We have audited the accompanying balance sheets of ImmuCell Corporation (the “Company”) as of December 31, 2025 and 2024, and the related statements of operations, stockholders’ equity, and cash flows for the years ended December 31, 2025 and 2024, and the related notes (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2025 and 2024, and the results of its operations and its cash flows for the years ended December 31, 2025 and 2024, in conformity with accounting principles generally accepted in the United States of America.

Basis for Opinion

These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on the Company’s financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (“PCAOB”) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audits, we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control over financial reporting. Accordingly, we express no such opinion.

Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.

Critical Audit Matters

The critical audit matters communicated below are matters arising from the current period audit of the financial statements that were communicated or required to be communicated to the audit committee and that: (1) related to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective, or complex judgments. The communication of the critical audit matters does not alter in any way our opinion on the financial statements, taken as a whole, and we are not, by communicating the critical audit matters below, providing a separate opinion on the critical audit matters or on the accounts or disclosures to which it relates.

Valuation of Inventory
Description of the MatterAt December 31, 2025 and 2024, the Company’s inventory was $9,267,369 and $7,112,623, respectively. As discussed in Note 2 of the financial statements, inventory is recorded at the lower of cost or net realizable value.
Auditing management’s valuation of inventory is complex and highly judgmental because of the estimates and assumptions used by management to determine the cost accounting and because of the variability of the cost per dose due to fluctuations in the biological yield achieved.
How We Addressed the Matter In Our AuditThe primary procedures we performed to address this critical audit matter included the following: We obtained an understanding of the cost accounting developed by management and the related assumptions and estimates used. We tested the cost accounting by examining the underlying data used by the Company to prepare the cost accounting. We evaluated the effect of the variability of the cost per dose on the inventory value by comparing the biological yield to historical results and by performing a sensitivity analysis of the potential range in inventory value within a corridor of historical results based on minimum and maximum outcomes for the biological yield.
Impairment and Salvage Value of Property, Plant and Equipment
Description of the MatterDuring December 2025, the Company made the decision to focus on its First Defense® product line and pause further investment in Re-Tain® manufacturing. As a result, the Company evaluated certain property, plant and equipment previously associated with Re-Tain® for impairment. Based on management’s analysis, certain assets that the Company intends to refit for its First Defense® product line were deemed to not be impaired, while other assets that were found to no longer have a future use or future cash flows other than from their disposal were written down to their estimated salvage value of $200,000. As a result of this write down, the Company recognized a $2,667,100 impairment charge on property, plant and equipment during the year ended December 31, 2025.
Auditing management’s impairment evaluation of property, plant and equipment and the related estimates of salvage value are complex and highly judgmental because of the estimates and assumptions utilized by management in these determinations, including the expected future use of the property, plant and equipment based on management’s intentions as well as the expected salvage value to be obtained upon disposal.
How We Addressed the Matter In Our AuditThe primary procedures we performed to address this critical audit matter included the following: We obtained a detailed listing of all Re-Tain® manufacturing assets and conducted interviews with personnel to gain an understanding of the purpose and retrofit capabilities of the significant assets as well as the Company’s future intentions for such assets. We also held conversations with a third party who specializes in equipment sales to understand the Company’s ability to sell select equipment and reasonable proceeds to be expected from such disposal. In addition, we tested and recalculated management’s impairment calculations conducted for impacted property, plant and equipment.

/s/ WIPFLI LLP

We have served as the Company’s auditor since 2019.

Radnor, Pennsylvania

March 30, 2026

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