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BIOTRICITY INC.

For the period ended Mar 31, 2026. Filed Jul 14, 2026.

View on SEC.gov

About this filing

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.

FY2026 · Filed Jul 14, 2026

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Previous report: 10-K

Period ended 2025-03-31; filed 2025-07-15.

0001641172-25-019755

ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Current report: 10-K

Period ended 2026-03-31; filed 2026-07-14.

0001493152-26-033207

ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

The 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 145 previous paragraphs and 144 current paragraphs.

109 unchanged; 26 reworded; 9 added; 10 removed; 0 previous and 0 current paragraphs rearranged.

Tables are not compared: 19 previous and 19 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 (9)

Current report

During the year ended March 31, 2026, the Company continued to fund its operations through a combination of debt financing arrangements and existing financing facilities.

Current report

The Company issued $1.395 million of unsecured convertible promissory notes to private investors. The notes bear interest at rates ranging from 10.0% to 12.0% and mature between nine and twenty-four months from issuance. The conversion features of these notes require the mutual consent of both the investor and the Company; accordingly, no derivative liability was recognized in connection with these conversion rights.

Current report

During the year, the Company redeemed convertible notes with a face value of $58,333 and accrued interest of $18,670 through a cash payment of $77,003. The Company recognized a gain of $19,842 related to the derecognition of the associated derivative liability.

Current report

The Company also continued to utilize its existing debt facilities. During the year ended March 31, 2026, the Company made a scheduled principal repayment of $600,000 on its term loan facility with SWK Funding LLC. As of March 31, 2026, the outstanding principal balance under the facility was $15.3 million.

Current report

During fiscal 2026, 30 shares of Series B Convertible Preferred Stock, together with accrued dividends thereon, were converted into 2,506,020 shares of common stock. In addition, the Company redeemed 20 shares of Series B Convertible Preferred Stock.

Current report

As of March 31, 2026, the Company had cash and cash equivalents of $149,789 and continued to evaluate additional financing alternatives to support working capital requirements, product development initiatives and future growth opportunities.

Current report

Net cash provided by financing activities was $0.56 million for the fiscal year ended March 31, 2026 compared to $1.9 million for the fiscal year ended March 31, 2025.

Current report

For the fiscal year ended March 31, 2026, the net cash provided by financing activities was primarily due to a short term loan of $1.4 million, the proceeds of which were used to make a principal payment of $600 thousand towards the Term Loan; the Company used cash to redeem $200 thousand of Series B preferred stock.
Removed paragraphs (10)

Previous report

(2) Preferred stock dividend payment is at Company’s discretion and therefore is removed from our adjusted EBITDA analysis

Previous report

During the fiscal year ended March 31, 2023, the Company raised short-term loans and promissory notes, net of repayments of $1,476,121 from various lenders, and also raised convertible notes, net of redemptions of $2,355,318 from various lenders. During the fiscal year ended March 31, 2024, the Company raised short-term loans and promissory notes, net of repayments of $853,030 and convertible notes, net of redemptions of $2,962,386 from various lenders. The Company sold 36,897 common shares through use of its registration statement, for gross proceeds of $123,347, raising a net amount of $119,285 after paying a 3% placement fee and other issuance expenses. Additionally, on September 19, 2023, the Company entered into a security purchase agreement with an institutional investor for the issuance and sale of 220 shares of the Company’s newly designated Series B Convertible Preferred Stock, at a purchase price of $9,091 per share of Series B Preferred Stock (Note 9), or gross proceeds of $2,000,000. Net proceeds after issuance costs was $1,900,000. During the three months ending March 31, 2024, 110 Series B preferred shares were issued for net proceeds of $925,000.

Previous report

During the three months and year ended March 31, 2025, convertible notes with a face value of $nil and $1,487,700 and accrued interest of $nil and $237,230, were converted into nil and 2,173,089 common shares, respectively. As of March 31, 2025, 581,599 shares are recognized as an obligation for shares to be issued relating to the conversions. The fair value of common shares issued during the three months and year ended March 31, 2025 is $nil and $2,431,178, respectively, and is determined based on market price upon conversion. Total value of debt settled is in the amount of $nil and $ 2,234,232, respectively, which consisted of the face value of notes converted, accrued interest of $nil and $237,230, respectively, and relevant derivative liability of $nil and $509,303, respectively. The Company recognized a loss upon conversion of $nil and $196,945.34, respectively, representing the difference between the value of debt settled and fair value of shares issued and to be issued.

Previous report

During the three months and the year ended March 31, 2025, convertible notes with a face value of $25,000 and $150,000 and accrued interest of $5,021 and $34,864, were redeemed for a cash payment of $30,021 and $184,864. The Company recorded a gain on redemption of $8,391 and $50,692 related to the conversion, representing the difference between the value of the debt settled and the cash payment value.

Previous report

During the year ended March 31, 2025, the Company issued $1,985,000 in unsecured convertible promissory notes to private investors; $100,000 of the notes mature on their six-month anniversary of issuance and bear interest of 20%; $710,000 of the notes mature on their twenty four-month anniversary of issuance and bear interest of 10%; and $1,175,000 of the notes mature on their eighteen-month anniversary of issuance and bear not interest; all of the notes have conversion features that require the mutual consent of the investor and the Company. Since the conversion is not in control of the holder of the note, the Company did not recognize a derivative liability in connection with the conversion option of the Other Convertible Notes.

Previous report

In November 2024, the Company completed an additional transaction with its term lender to receive an additional $635 thousand in term loan proceeds, and interest relief through the capitalization of approximately $1.5 million in interest amounts due on its existing term loan. As part of this arrangement, the Company issued 600,000, 7-year share warrants to the term lender with a strike price of $0.50 per share and agreed to increase the term loan exit fee to $1.425 million at the end of its 5-year term. Concurrently, the Company received waiver and forbearance relief on certain term loan covenants and their respective defaults.

Previous report

On March 31, 2025, we had cash deposits in the aggregate of approximately $0.4 million.

Previous report

Net cash provided by financing activities was $1.9 million for the fiscal year ended March 31, 2025 compared to $6.7 million for the fiscal year ended March 31, 2024.

Previous report

For the fiscal year ended March 31, 2024, the cash provided by financing activities was primarily from proceeds in connection with the issuance of convertible notes and loans, net of repayments, in the amount of $3.8 million and the issuance of Series B convertible preferred stock, in the amount of $2.8 million.
Reworded paragraphs (26)

Previous wording

We initially developed our FDA-cleared Bioflux® COM technology, comprised of a monitoring device and software components, which we made available to the market under limited release on April 6, 2018, in order to assess, establish and develop sales processes and market dynamics. The fiscal year ended March 31, 2021 marked the Company’s first year of expanded commercialization efforts, focused on sales growth and expansion. In 2021, the Company announced the initial launch of Bioheart, a direct-to-consumer heart monitor that offers the same continuous heart monitoring technology used by physicians. In addition to developing and receiving regulatory approval or clearance of other technologies that enhance its ecosystem, in 2022, the Company announced the launch of its Biocore Cardiac Monitoring Device (“Biocore”, previously branded as Biotres), a three-lead device for ECG and arrhythmia monitoring intended for lower risk patients, a much broader addressable market segment. The Biocore Pro, which is a cellular version of this device is now our flagship technology. We have expanded our sales efforts to 31 states, with intention to expand further and compete in the broader US market using an insourcing business model. Our technology has a large potential total addressable market, which can include hospitals, clinics and physicians’ offices, as well as other Independent Diagnostic Testing Facilities (“IDTFs)”. We believe our solution’s insourcing model, which empowers physicians with state-of-the-art technology and charges technology service fees for its use, has the benefit of a reduced operating overhead for the Company, and enables a more efficient market penetration and distribution strategy.

Current wording

We initially developed our FDA-cleared Bioflux® COM technology, comprised of a monitoring device and software components, which we made available to the market under limited release on April 6, 2018, in order to assess, establish and develop sales processes and market dynamics. The fiscal year ended March 31, 2021 marked the Company’s first year of expanded commercialization efforts, focused on sales growth and expansion. In 2021, the Company announced the initial launch of Bioheart, a direct-to-consumer heart monitor that offers the same continuous heart monitoring technology used by physicians. In addition to developing and receiving regulatory approval or clearance of other technologies that enhance its ecosystem, in 2022, the Company announced the launch of its Biocore Cardiac Monitoring Device (“Biocore”, previously branded as Biotres), a three-lead device for ECG and arrhythmia monitoring intended for lower risk patients, a much broader addressable market segment. The Biocore Pro, which is a cellular version of this device is now our flagship technology. We have expanded our sales efforts to 35 states, with intention to expand further and compete in the broader US market using an insourcing business model. Our technology has a large potential total addressable market, which can include hospitals, clinics and physicians’ offices, as well as other Independent Diagnostic Testing Facilities (“IDTFs)”. We believe our solution’s insourcing model, which empowers physicians with state-of-the-art technology and charges technology service fees for its use, has the benefit of a reduced operating overhead for the Company, and enables a more efficient market penetration and distribution strategy.

Previous wording

The Company identified the importance of recent developments in accelerating its path to profitability, including the launch of important new products identified, which have a ready market through cross-selling to existing large customer clinics, and large new distribution partnerships that allow the Company to sell into large hospital networks. Additionally, in September 2022, the Company was awarded a NIH Grant from the National Heart, Blood, and Lung Institute for AI-Enabled real-time monitoring, and predictive analytics for stroke due to chronic kidney failure. This is a significant achievement that broadens our technology platform’s disease space demographic. The grant focusses on Bioflux-AI as an innovative system for real-time monitoring and prediction of stroke episodes in chronic kidney disease patients. The Company received $238,703 under this award in March 2023, used to defray research, development and other associated costs.

Current wording

The Company identified the importance of recent developments in accelerating its path to profitability, including the launch of important new products identified, which have a ready market through cross-selling to existing large customer clinics, and large new distribution partnerships that allow the Company to sell into large hospital networks. Additionally, in September 2022, the Company was awarded a NIH Grant from the National Heart, Blood, and Lung Institute for AI-Enabled real-time monitoring, and predictive analytics for stroke due to chronic kidney failure. This is a significant achievement that broadens our technology platform’s disease space demographic. The grant focusses on Bioflux-AI as an innovative system for real-time monitoring and prediction of stroke episodes in chronic kidney disease patients. The Company received $238,703 under this award in March 2023, used to defray research, development and other associated costs, and continues to use AI to enhance its technology and make its operations more efficient.

Previous wording

Biotricity incurred a net loss attributed to common stockholders of $11,246,320 (loss per share of $0.552) during the year ended March 31, 2025 as compared to $14,928,960 (loss per share of $1.66) during the year ended March 31, 2024. From the Company’s inception in 2009 through March 31, 2025, the Company has generated an accumulated deficit of $138,900,568. We devoted, and expect to continue to devote, significant resources in the areas of sales and marketing and research and development costs. We also expect to incur additional operating losses, as we build the infrastructure required to support higher sales volume.

Current wording

Biotricity incurred a net loss attributed to common stockholders of $3,128,458 (loss per share of $ 0.115) during the year ended March 31, 2026 as compared to $11,942,000 (loss per share of $0.555) during the year ended March 31, 2025. From the Company’s inception in 2009 through March 31, 2026, the Company has generated an accumulated deficit of $142,570,243. We devoted, and expect to continue to devote, significant resources in the areas of sales and marketing and research and development costs. We also expect to incur additional operating losses, as we build the infrastructure required to support higher sales volume.

Previous wording

Through the efforts of our sales force to increase our geographic footprint, we have launched sales in 31 U.S. states by March 31, 2025. The Company earned combined device sales and technology fee income totaling $13.8 million during the year ended March 31, 2025, a 14.3% increase over the $12.1 million earned in the preceding fiscal year. During three months ended March 31, 2025, the Company earned total sales of $3.7 million, a 16.5 % increase over the $3.2 million sales earned in the corresponding quarter in prior year.

Current wording

Through the efforts of our sales force to increase our geographic footprint, we have launched sales in 35 U.S. states by March 31, 2026. The Company earned combined device sales and technology fee income totaling $16.0 million during the year ended March 31, 2026, a 16.0% increase over the $13.8 million earned in the preceding fiscal year. During three months ended March 31, 2026, the Company earned total sales of $4.25 million, a 14.8 % increase over the $3.70 million sales earned in the corresponding quarter in prior year.

Previous wording

Our gross profit percentage was 76.6% during the year ended March 31, 2025 as compared to 69.3% during the comparable prior year period. The increase in average margins was a result of increase of technology sales as a percentage of total sales, since these enjoy a higher margin than device sales. Gross margin on technology sales was 79.8 % for the year ended March 31, 2025, which improved significantly from the prior year technology sales gross margin of 75%, as a result of the Company’s continuous efforts to improve efficiency in delivering those services. We expect the gross margin related to technology fees to continue improving going forward as we achieve greater economy of scale, including the cost of monitoring. Given the improved gross margin on technology fees and an evolving revenue mix where technology fees are expected to comprise an increasing proportion of revenue, we anticipate continued improvement in overall blended gross margin over time.

Current wording

Our gross profit percentage was 81% during the year ended March 31, 2026 as compared to 76.6% during the comparable prior year period. The increase in average margins was a result of increase of technology sales as a percentage of total sales, since these enjoy a higher margin than device sales. Gross margin on technology sales was 84.3 % for the year ended March 31, 2026, which improved significantly from the prior year technology sales gross margin of 79.8%, as a result of the Company’s continuous efforts to improve efficiency in delivering those services. We expect the gross margin related to technology fees to continue improving going forward as we achieve greater economy of scale, including the cost of monitoring. Given the improved gross margin on technology fees and an evolving revenue mix where technology fees are expected to comprise an increasing proportion of revenue, we anticipate continued improvement in overall blended gross margin over time.

Previous wording

Gross profit percentage on technology fees was 82.7% during three months ended March 31, 2025 as compared to 77.3% in the corresponding quarter in the prior year. This was mainly a result of increased study revenue from an increased number of studies performed at a lower cost of revenue due to economy of scale and continued efforts to reduce the cost per study.

Current wording

Gross profit percentage on technology fees was 90.1% during three months ended March 31, 2026 as compared to 82.7% in the corresponding quarter in the prior year. This was mainly a result of increased study revenue from an increased number of studies performed at a lower cost of revenue due to economy of scale and continued efforts to reduce the cost per study.

Previous wording

Total operating expenses for the fiscal year ended March 31, 2025 were $13.0 million compared to $17.2 million for the fiscal year ended March 31, 2024. Total operating expenses for the three months ended March 31, 2025 were $3.8 million as compared $5.3 million for the three months ended March 31, 2024. See further explanations below.

Current wording

Total operating expenses for the fiscal year ended March 31, 2026 were $11.25 million compared to $13.0 million for the fiscal year ended March 31, 2025. Total operating expenses for the three months ended March 31, 2026 were $2.7 million as compared $3.8 million for the three months ended March 31, 2025. See further explanations below.

Previous wording

Our selling, general and administrative expenses for the fiscal year ended March 31, 2025 decreased to $10.8 million, compared to approximately $14.6 million for the fiscal year ended March 31, 2024 and decreased to $3.2 million for the three months ended March 31, 2025 compared to and $4.6 million during the three months ended March 31, 2024. Our total selling, general and administrative expenses decreased by $3.8 million for the fiscal year ended March 31, 2025, which was primarily due increased monitoring of spending efficiency over sales commissions and fixed general and administrative expenses.

Current wording

Our selling, general and administrative expenses for the fiscal year ended March 31, 2026 decreased to $8.5 million, compared to approximately $10.8 million for the fiscal year ended March 31, 2025 and decreased to $1.8 million for the three months ended March 31, 2026 compared to and $3.2 million during the three months ended March 31, 2025. Our total selling, general and administrative expenses decreased by $2.4 million for the fiscal year ended March 31, 2026, which was primarily due increased monitoring of spending efficiency over sales commissions and fixed general and administrative expenses.

Previous wording

During the fiscal year and three months ended March 31, 2025 we recorded research and development expenses of $2.2 million and $ 0.57 million, respectively, compared to $2.6 million and $0.7 million incurred in the fiscal year and three months ended March 31, 2024. The research and development activity related to both existing and new products. The decrease in research and development activity was a result of the timing of activities associated with the development of new technologies for our ecosystem and product enhancements.

Current wording

During the fiscal year and three months ended March 31, 2026 we recorded research and development expenses of $2.8 million and $0.8 million, respectively, compared to $2.2 million and $0.57 million incurred in the fiscal year and three months ended March 31, 2025. The research and development activity related to both existing and new products. The increase in research and development activity was a result of the timing of activities associated with the development of new technologies for our ecosystem and product enhancements.

Previous wording

During the fiscal year ended March 31, 2025 and March 31, 2024, we incurred interest expenses of $3.3 million and $3 million, respectively. During three months ended March 31, 2025 and March 31, 2024, we incurred interest expenses of $0.9 million and $0.8 million, respectively. The increase in interest expense corresponded to an increase in borrowings and market increases in interest rates period over period.

Current wording

During the fiscal year ended March 31, 2026 and March 31, 2025, we incurred interest expenses of $3.4 million and $3.3 million, respectively. During three months ended March 31, 2026 and March 31, 2025, we incurred interest expenses of $0.8 million and $0.9 million, respectively. The increase in interest expense on a year-to-date basis was primarily attributable to higher average borrowings and increases in market interest rates. However, interest expense decreased for the three-month period ended March 31, 2026 compared to the corresponding period in the prior year, primarily due to lower average borrowings during the quarter.

Previous wording

During the fiscal year ended March 31, 2025 and March 31, 2024, we incurred accretion expense of $1.9 million and $2.2 million, respectively. The decrease from the prior year period mainly due to fully amortization of Convertible Notes Series C. The amortization during the current year related primarily to the amortization of debt discount related to the Company’s term loan, merchant loans and series C convertible notes. During the three months ended March 31, 2025 and March 31, 2024, we incurred accretion expenses of $0.16 million and 0.6 million. The expense for the quarters decrease due to fully amortization of Convertible Notes Series C.

Current wording

During the fiscal year ended March 31, 2026 and March 31, 2025, we incurred accretion expense of $0.7 million and $1.9 million, respectively. The decrease from the prior year period mainly due to fully amortization of Convertible Notes Series C. The amortization during the current year related primarily to the amortization of debt discount related to the Company’s term loan, merchant loans and series C convertible notes. During the three months ended March 31, 2026 and March 31, 2025, we incurred accretion expenses of $0.2 million and 0.16 million. The expense for the quarters increase due to amortization of finder fee.

Previous wording

During the year ended March 31, 2025 and March 31, 2024, the Company recognized $(595) thousand and $10 thousand, respectively, related to the change in fair value of derivative liabilities. During the three months ended March 31, 2025 and March 31, 2024, the Company recognized $(127) thousand and $254 thousand, respectively, related to the change in fair value of derivative liabilities.

Current wording

During the year ended March 31, 2026 and March 31, 2025, the Company recognized $(167) thousand and $(554) thousand, respectively, related to the change in fair value of derivative liabilities. During the three months ended March 31, 2026 and March 31, 2025, the Company recognized $957 and $(127) thousand, respectively, related to the change in fair value of derivative liabilities.

Previous wording

During the year ended March 31, 2025, we recorded a loss of $141 thousand, compared to a gain of $19 thousand during the year ended March 31, 2024, related to the redemption of our convertible promissory notes. During the three months ended March 31, 2025 and 2024, we recorded a gain of $8 thousand and $3 thousand, respectively, related to the redemption of our convertible promissory notes.

Current wording

During the year ended March 31, 2026, we recorded a gain $19.8 thousand, compared to a loss of $(138) thousand during the year ended March 31, 2025, related to the redemption of our convertible promissory notes. During the three months ended March 31, 2026 and 2025, we recorded a gain of $nil and $12 thousand, respectively, related to the redemption of our convertible promissory notes.

Previous wording

During the years ended March 31, 2025, and March 31, 2024 we recognized $79 thousand and $103 in net other expense. The change in net other (expense) income is mainly a result of loss upon debt extinguishments and the financing component of revenue recognized as interest (note 3). During the three months ended March 31, 2025, and March 31, 2024, we recognized $49 thousand and $16 thousand, respectively, in net other income.

Current wording

During the years ended March 31, 2026, and March 31, 2025 we recognized $160 thousand and $79 thousand in net other expense. The change in net other (expense) income is mainly a result of loss upon debt extinguishments and the financing component of revenue recognized as interest (note 3). During the three months ended March 31, 2026, and March 31, 2025, we recognized $26 thousand and $49 thousand, respectively, in net other income.

Previous wording

Adjusted EBITDA is calculated by excluding from EBITDA the effect of the following non-operational items: equity in earnings and losses of unconsolidated businesses and other income and expense, net, as well as the effect of special items that related to one-time, non-recurring expenditures . We believe that this measure is useful to management, investors and other users of our financial information in evaluating the effectiveness of our operations and underlying business trends in a manner that is consistent with management’s evaluation of business performance. Further, the exclusion of non-operational items and special items enables comparability to prior period performance and trend analysis. See notes in the table below for additional information regarding special items. Adjusted EBITDA for the three months ended March 31, 2025 was positive $438,260 compared to negative $2,561,573 in the corresponding period of the prior fiscal year.

Current wording

Adjusted EBITDA is calculated by excluding from EBITDA the effect of the following non-operational items: equity in earnings and losses of unconsolidated businesses and other income and expense, net, as well as the effect of special items that related to one-time, non-recurring expenditures. We believe that this measure is useful to management, investors and other users of our financial information in evaluating the effectiveness of our operations and underlying business trends in a manner that is consistent with management’s evaluation of business performance. Further, the exclusion of non-operational items and special items enables comparability to prior period performance and trend analysis. See notes in the table below for additional information regarding special items. EBITDA for the three months ended March 31, 2026 was positive $723 thousand compared to negative $878 thousand in the corresponding period of the prior fiscal year.

Previous wording

(1) Share based compensation is a non-cash item therefore is removed from our adjusted EBITDA analysis

Previous wording

As a result of the foregoing, the net loss attributable to common stockholders for the fiscal year ended March 31, 2025 was $11.7 million compared to a net loss of $14.9 million during the fiscal year ended March 31, 2024.

Current wording

As a result of the foregoing, the net loss attributable to common stockholders for the fiscal year ended March 31, 2026 was $3.13 million compared to a net loss of $11.9 million during the fiscal year ended March 31, 2025.

Previous wording

Translation adjustment for the fiscal year ended March 31, 2025 was a gain of $206 thousand compared to a gain of $185 thousand for the fiscal year ended March 31, 2024. Translation adjustment was a gain of $235 thousand for the three months ended March 31, 2025, compared to a gain of $284 thousand for the three months ended March 31, 2024. This translation adjustment represents gains and losses that result from the translation of currency in the financial statements from our functional currency of Canadian dollars to the reporting currency in U.S. dollars over the course of the reporting period.

Current wording

Translation adjustment for the fiscal year ended March 31, 2026 was a loss of $34 thousand compared to a gain of $113 thousand for the fiscal year ended March 31, 2025. Translation adjustment was a gain of $8 thousand for the three months ended March 31, 2026, compared to a gain of $142 thousand for the three months ended March 31, 2025. This translation adjustment represents gains and losses that result from the translation of currency in the financial statements from our functional currency of Canadian dollars to the reporting currency in U.S. dollars over the course of the reporting period.

Previous wording

The Company is in the early stages of commercializing its products. It is concurrently in development mode, operating a research and development program in order to develop an ecosystem of medical technologies, and, where required or deemed advisable, obtain regulatory approvals for, and commercialize other proposed products. The Company launched its first commercial sales program as part of a limited market release, during the year ended March 31, 2019, using an experienced professional in-house sales team. A full market release ensued during the year ended March 31, 2020. Management anticipates the Company will continue on its revenue growth trajectory and improve its liquidity through continued business development and after additional equity and debt capitalization of the Company. The Company has incurred recurring losses from operations, and as at March 31, 2025, has an accumulated deficit of $139 million (2024 : $128 million), the Company has a working capital deficit of $15.9 million ( 2024 : $30 million).

Current wording

The Company continues to be in the early stages of commercializing its products. It is concurrently in development mode, operating a research and development program in order to develop an ecosystem of medical technologies, and, where required or deemed advisable, obtain regulatory approvals for, and commercialize other proposed products. The Company launched its first commercial sales program as part of a limited market release, during the year ended March 31, 2019, using an experienced professional in-house sales team. A full market release ensued during the year ended March 31, 2020. Management anticipates the Company will continue on its revenue growth trajectory and improve its liquidity through continued business development and after additional equity and debt capitalization of the Company. The Company has incurred recurring losses from operations, and as at March 31, 2026, has an accumulated deficit of $142.5 million (2025: $139 million), the Company has a working capital deficit of $31.3 million (2025: $16.0 million).

Previous wording

During period subsequent to December 31, 2024, the Company also raised additional funding from private investors in the amount of $337 thousand in the form of promissory notes and convertible promissory notes.

Current wording

During the fiscal year ended March 31, 2026, the Company raised additional funding from private investors in the form of promissory notes and convertible promissory notes.

Previous wording

Adjusted EBITDA, which management uses as a measure for tracking free cashflow levels, improved to $443 thousand for the quarter ended March 31, 2025, a reduction of approximately $3 million in negative Adjusted EBITDA from the comparative period of the prior fiscal year, which is a 120% improvement.

Current wording

Adjusted EBITDA, which management uses as a measure for tracking free cashflow levels, improved to $702 thousand for the quarter ended March 31, 2026, compared to $435 thousand in the comparative period of the prior fiscal year, representing an improvement of approximately 61.3%

Previous wording

During the fiscal year ended March 31, 2025, we used cash in operating activities in the amount of $2.4 million compared to $6.7 million for the fiscal year ended March 31, 2024. For each of the fiscal years ended March 31, 2025 and March 31, 2024, the cash in operating activities was primarily due to selling expenses as well as research, product development, business development, marketing and general operations. The decrease in cash used reflects management’s concerted effort to contain costs while increasing revenues, on the path of achieving break-even.

Current wording

During the fiscal year ended March 31, 2026, we used cash in operating activities in the amount of $ 0.72 million compared to $2.4 million for the fiscal year ended March 31, 2025. For each of the fiscal years ended March 31, 2026 and March 31, 2025, the cash used in operating activities was primarily due to selling expenses as well as research, product development, business development, marketing and general operations. The decrease in cash used reflects management’s concerted effort to contain costs while increasing revenues, on the path of achieving break-even.

Previous wording

Net cash used in investing activities was Nil in the fiscal years ended March 31, 2025 and March 31, 2024.

Current wording

Net cash used in investing activities was $nil and $nil in the fiscal years ended March 31, 2026 and March 31, 2025.

Previous wording

Inventory is stated at the lower of cost and market value, cost being determined on a weighted average cost basis. Market value of our finished goods inventory is determined based on its estimated net realizable value, which is generally the selling price less normally predictable costs of disposal and transportation. The Company records write-downs of inventory that is obsolete or in excess of anticipated demand or market value based on consideration of product lifecycle stage, technology trends, product development plans and assumptions about future demand and market conditions. Actual demand may differ from forecasted demand, and such differences may have a material effect on recorded inventory values. Inventory write-downs are charged to cost of revenue and establish a new cost basis for the inventory.

Current wording

Inventory is stated at the lower of cost and net realizable value. Cost is determined on a weighted average cost basis. Net realizable value, of our finished goods inventory is generally the selling price less normally predictable costs of disposal and transportation. The Company records write-downs of inventory that is obsolete or in excess of anticipated demand or market value based on consideration of product lifecycle stage, technology trends, product development plans and assumptions about future demand and market conditions. Actual demand may differ from forecasted demand, and such differences may have a material effect on recorded inventory values. Inventory write-downs are charged to cost of revenue and establish a new cost basis for the inventory.

Previous wording

Inventories are stated at the lower of cost and market value. Market value of our inventory, which is all purchased finished goods, is determined based on its estimated net realizable value, which is generally the selling price less normally predictable costs of disposal and transportation. The Company estimates net realizable value as the amount at which inventories are expected to be sold, taking into consideration fluctuations in retail prices less estimated costs necessary to make the sale. Inventories are written down to net realizable value when the cost of inventories is estimated to be unrecoverable due to obsolescence, damage, or declining selling prices.

Current wording

Inventories are stated at the lower of cost and net realizable value. Net realizable valueof our inventory, which is all purchased finished goods, is generally the selling price less normally predictable costs of disposal and transportation. The Company estimates net realizable value as the amount at which inventories are expected to be sold, taking into consideration fluctuations in retail prices less estimated costs necessary to make the sale. Inventories are written down to net realizable value when the cost of inventories is estimated to be unrecoverable due to obsolescence, damage, or declining selling prices.

Previous wording

Accounts receivable consists of amounts due to the Company from medical facilities, which receive reimbursement from institutions and third-party government and commercial payors and their related patients, as a result of the Company’s normal business activities. Accounts receivable is reported on the balance sheets net of an estimated allowance for doubtful accounts. The Company establishes an allowance for doubtful accounts for estimated uncollectible receivables based on historical experience, assessment of specific risk, review of outstanding invoices, and various assumptions and estimates that are believed to be reasonable under the circumstances, and recognizes the provision as a component of selling, general and administrative expenses. Uncollectible accounts are written off against the allowance after appropriate collection efforts have been exhausted and when it is deemed that a balance is uncollectible.

Current wording

Accounts receivable consists of amounts due to the Company from medical facilities, which receive reimbursement from institutions and third-party government and commercial payors and their related patients, as a result of the Company’s normal business activities. Accounts receivable is reported on the balance sheets net of an estimated allowance for expected credit losses. The Company establishes an allowance for expected credit losses for estimated uncollectible receivables based on historical experience, assessment of specific risk, review of outstanding invoices, and various assumptions and estimates that are believed to be reasonable under the circumstances, and recognizes the provision as a component of selling, general and administrative expenses. Uncollectible accounts are written off against the allowance after appropriate collection efforts have been exhausted and when it is deemed that a balance is uncollectible.