Lifevantage Corp

Previous wording

LifeVantage Corporation (the “Company,” “we,” “us,” or “our”) is a company focused on nutrigenomics, the study of how nutrition and naturally occurring compounds affect human genes to support good health. We are dedicated to helping people achieve their health, wellness and financial goals. We provide quality, scientifically-validated products to customers and independent consultants aswell as a financially rewarding commission-based direct sales opportunity to our independent consultants. We engage in the identification, research, development, formulation and sale of advanced nutrigenomic activators, dietary supplements, weight management products, skin and hair care products, nootropics, and pre- and pro-biotics. We currently sell our products to customers and independent consultants in two geographic regions that we have classified as the Americas region and the Asia/Pacific & Europe region.

Current wording

We are a company focused on nutrigenomics, the study of how nutrition and naturally occurring compounds affect human genes to support good health. We are dedicated to helping people achieve their health, wellness, and financial goals. We provide quality, scientifically validated products to customers and independent consultants aswell as a financially rewarding commission-based direct sales opportunity to our independent consultants. We engage in the identification, research, development, formulation and sale of advanced nutrigenomic activators, dietary supplements, weight management products, pre- and pro-biotics, skin and hair care products, and nootropics. We currently sell our products to customers and independent consultants in two geographic regions that we have classified as the Americas region and the Asia/Pacific and Europe region.

Previous wording

•Our products, including our flagship Protandim® family of scientifically validated dietary supplements, the MindBody GLP-1 System™, LifeVantage® Omega+, ProBio, IC Bright®, the Rise AM & Reset PM System®, Daily Wellness, D3+, PhysIQ Fat Burn and Prebiotic dietary supplements, our line of TrueScience® skin and hair care products and Liquid Collagen, Petandim®, our companion pet supplement formulated to combat oxidative stress in dogs, and AXIO®, our nootropic energy drink mixes;

Current wording

•Our products, including our flagship Protandim® family of scientifically validated dietary supplements, our LifeVantage®family of dietary supplements that include the MindBody GLP-1 System™, Omega+, ProBio, IC Bright®, the Rise AM & Reset PM System®, D3+, and Daily Wellness, our PhysIQ™ Fat Burn and Prebiotic dietary supplements, our TrueScience® line of skin and hair care products and Liquid Collagen, Petandim®, our companion pet supplement formulated to combat oxidative stress in dogs; and AXIO®, our nootropic energy drink mixes;

Previous wording

As a result, it is vital to our success that we leverage our product development resources to develop and introduce compelling and innovative products and provide opportunities for our independent consultants to sell these products in a variety of markets. We sell our products in the United States, Mexico, Japan, Australia, Hong Kong, Canada, Thailand, the United Kingdom, the Netherlands, Germany, Taiwan, Austria, Spain, Ireland, Belgium, New Zealand, Singapore, and the Philippines. In addition, we sell our products in a number of countries for personal consumption only. Entering a new market requires a considerable amount of time, resources and continued support. If we are unable to properly support an existing or new market, our revenue growth may be negatively impacted.

Current wording

As a result, it is vital to our success that we leverage our product development resources to develop and introduce compelling and innovative products and provide opportunities for our independent consultants to sell these products in a variety of markets. We sell our products in the United States, Mexico, Japan, Australia, Hong Kong, Canada, Thailand, the United Kingdom, the Netherlands, Germany, Taiwan, Austria, Spain, Ireland, Belgium, New Zealand, Singapore and Iceland. In addition, we sell our products in a number of countries for personal consumption only. Entering a new market requires a considerable amount of time, resources and continued support. If we are unable to properly support an existing or new market, our revenue growth may be negatively impacted. On June 30, 2025, we ceased operations in the Philippines and closed that market. In September 2025, we commenced operations in Iceland.

Previous wording

Our products are the Protandim® line of scientifically validated dietary supplements, the new MindBody GLP-1 System™, LifeVantage® Omega+, ProBio, IC Bright®, the Rise AM & Reset PM System®, D3+, Daily Wellness, and PhysIQ Fat Burn and Prebiotic dietary supplements, TrueScience®, our line of skin and hair care products and Liquid Collagen, Petandim®, our companion pet supplement formulated to combat oxidative stress in dogs, and AXIO®, our nootropic energy drink mixes. The Protandim® product line includes Protandim® NRF1 Synergizer®, Protandim® Nrf2 Synergizer®, and Protandim® NAD

Current wording

Our products are: the Protandim® line of scientifically validated dietary supplements; the LifeVantage® line of dietary supplements that include the MindBody GLP-1 System™, Omega+, ProBio, IC Bright®, the Rise AM & Reset PM System®, D3+, and Daily Wellness; the PhysIQ Fat Burn and Prebiotic dietary supplements; the TrueScience®line of skin and hair care products and Liquid Collagen; the Petandim®companion pet supplement formulated to combat oxidative stress in dogs; and AXIO®, our nootropic energy drink mixes. We believe the significant number of customers who regularly and repeatedly purchase our products is a strong indicator of the health benefits of our products.

Previous wording

Synergizer®. The Protandim® NRF1 Synergizer® is formulated to increase cellular energy and performance by boosting mitochondria production to improve cellular repair and slow cellular aging. The Protandim® Nrf2 Synergizer® contains a proprietary blend of ingredients and has been shown to combat oxidative stress and enhance energy production by increasing the body’s natural antioxidant protection at the genetic level, inducing the production of naturally occurring protective antioxidant enzymes, including superoxide dismutase, catalase, and glutathione synthase. The Protandim® NAD Synergizer® was specifically formulated to target cell signaling pathways involved in the synthesis and recycling of a specific molecule called NAD (nicotinamide adenine dinucleotide), and it has been shown to double sirtuin activity, supporting increased health, focus, energy, mental clarity, and mood. Use of the three Protandim® products together, marketed as the Protandim® Tri-Synergizer®, has been shown to produce synergistic benefits greater than using the single products on their own. Our new MindBody GLP-1 System™ is a dietary supplement that combines two products MB Core™ and MB Enhance™ designed to support weight loss and wellness by activating GLP-1 naturally and balancing signals along the gut-brain axis. LifeVantage® Omega+ is a dietary supplement that combines DHA and EPA Omega-3 fatty acids, omega-7 fatty acids, and vitamin D3 to support cognitive health, cardiovascular health, skin health, and the immune system. LifeVantage® ProBio is a dietary supplement designed to support optimal digestion and immune system function. LifeVantage® Daily Wellness is a dietary supplement designed to support immune health. IC Bright® is a dietary supplement to help support eye and brain health, reduce eye fatigue and strain, support cognitive functions, and may help support normal sleep patterns. PhysIQ Fat Burn is a dietary supplement designed to support weight management, and PhysIQ Prebiotic is a dietary supplement designed to support a healthy digestive tract. Our Nrf2 enhanced TrueScience® line of anti-aging skin and hair care products includes TrueScience® TrueClean Refining Cleanser, TrueScience® TrueRenew Daily Firming Complex, TrueScience® TrueLift Illuminating Eye Cream, TrueScience® TrueHydrate Brightening Moisturizer, TrueScience® TrueTone Perfecting Lotion, TrueScience® TrueProtect Daily Mineral Sunstick SPF 30, TrueScience® Perfecting Lotion, TrueScience® Hand Cream, TrueScience® Invigorating Shampoo, TrueScience® Nourishing Conditioner, TrueScience® Scalp Serum, and TrueScience® Liquid Collagen. TrueScience® Liquid Collagen activates, replenishes, and maintains collagen to support firmness and elasticity from within. Petandim® is a supplement specially formulated to combat oxidative stress in dogs through Nrf2 activation. AXIO® is our line of our nootropic energy drink mixes formulated to promote alertness and support mental performance. We believe our signif…

Excerpt shortened here; the source contains the full paragraph.

Current wording

The Protandim® product line includes Protandim® NRF1 Synergizer®, Protandim® Nrf2 Synergizer®, and Protandim® NAD Synergizer®. The Protandim® NRF1 Synergizer® is formulated to increase cellular energy and performance by boosting mitochondria production to improve cellular repair and slow cellular aging. The Protandim® Nrf2 Synergizer® contains a proprietary blend of ingredients and has been shown to combat oxidative stress and enhance energy production by increasing the body’s natural antioxidant protection at the genetic level, inducing the production of naturally occurring protective antioxidant enzymes, including superoxide dismutase, catalase, and glutathione synthase. The Protandim® NAD Synergizer® was specifically formulated to target cell signaling pathways involved in the synthesis and recycling of a specific molecule called NAD (nicotinamide adenine dinucleotide), and it has been shown to double sirtuin activity, supporting increased health, focus, energy, mental clarity, and mood. Use of the three Protandim® products together, marketed as the Protandim® Tri-Synergizer®, has been shown to produce synergistic benefits greater than using the single products on their own.

Previous wording

We currently have additional products in development. Any delays or difficulties in intr oducing compelling products or attractive initiatives or tools into our markets may have a negative impact on our revenue and our ability to attract new independent consultants and customers.

Current wording

We currently have additional products in development and additional product offerings that come with our acquisition of LoveBiome's critical assets in October 2025. Any delays or difficulties in intr oducing compelling products or attractive initiatives or tools into our markets may have a negative impact on our revenue and our ability to attract new independent consultants and customers.

Previous wording

On March 1, 2023, we launched a new compensation plan for our independent consultants in the United States, Japan, Australia, and New Zealand markets. We refer to this compensation plan as our Evolve Compensation Plan. On February 1, 2024, we launched the Evolve Compensation Plan in the Canada, Mexico, and Europe markets. On November 1, 2024 we launched an optimized version of the Evolve Compensation Plan in the United States, Japan, Australia, New Zealand, Canada, Mexico, and Europe markets. On March 1, 2025, we launched the Evolve Compensation Plan in the Philippines, Taiwan, Hong Kong, and Singapore markets.

Current wording

On March 1, 2023, we launched a new compensation plan for our independent consultants in the United States, Japan, Australia, and New Zealand markets. We refer to this compensation plan as our Evolve Compensation Plan. On February 1, 2024, we launched the Evolve Compensation Plan in the Canada, Mexico, and Europe markets. On November 1, 2024 we launched an optimized version of the Evolve Compensation Plan in the United States, Japan, Australia, New Zealand, Canada, Mexico, and Europe markets. On March 1, 2025, we launched the Evolve Compensation Plan in other markets, including Taiwan, Hong Kong, and Singapore.

Previous wording

Revenue. We generated net revenue of $58.4 million and $48.2 million during the three months ended March 31, 2025 and 2024, respectively. We generated net revenue of $173.4 million and $151.2 million during thenine months ended March 31, 2025 and 2024, respectively. The increase in revenue for the three and nine months ended March 31, 2025 was primarily driven by sales of our MindBody GLP-1 System™, which launched in the U.S. market in October 2024 and in the Japan market and exclusively to independent consultants in the Australia, New Zealand, Europe, United Kingdom, Mexico and Thailand markets in March 2025. Foreign currency fluctuations negatively impacted our revenue by $0.5 million, or 1.0%, and $1.0 million, or 0.7%, during the three and nine months ended March 31, 2025, respectively.

Current wording

Revenue. We generated net revenue of $47.6 million and $47.2 million during the three months ended September 30, 2025 and 2024, respectively. The slight increase in revenue for the three months ended September 30, 2025 was primarily driven by sales of our MindBody GLP-1 System™, which launched in the U.S. market in October 2024 and in the Japan market and exclusively to independent consultants in the Australia, New Zealand, Europe, United Kingdom, Mexico and Thailand markets in March 2025. The sales of our MindBody GLP-1 System™ were offset by reduced sales of our Protandim® and TrueScience®product lines. Foreign currency fluctuations positively impacted our revenue by $0.2 million, or 0.4%, during the three months ended September 30, 2025.

Previous wording

Americas. The following table sets forth revenue for the three and nine months ended March 31, 2025 and 2024 for the Americas region (in thousands):

Current wording

Americas. The following table sets forth revenue for the three months ended September 30, 2025 and 2024 for the Americas region (in thousands):

Previous wording

Asia/Pacific & Europe. The following table sets forth revenue for the three and nine months ended March 31, 2025 and 2024 for the Asia/Pacific & Europe region and its principal markets (in thousands):

Current wording

Asia/Pacific & Europe. The following table sets forth revenue for the three months ended September 30, 2025 and 2024 for the Asia/Pacific & Europe region and its principal markets (in thousands):

Previous wording

Revenue in the Asia/Pacific & Europe region decreased $0.8 million, or 7.2%, and $5.3 million, or 14.5%, respectively, for the three and nine months ended March 31, 2025, as compared to the prior year periods. Total Active Accounts in the region decreased 8.8% compared to the prior year period. In March 2025, we launched our MindBody GLP-1 System™ in Japan and exclusively to our independent consultants in Australia, New Zealand, Europe, United Kingdom, Mexico and Thailand. Decreases in total Active Accounts, along with negative impacts from foreign currency exchange rate fluctuations, have contributed to the overall decrease in revenue within the Asia/Pacific & Europe region while slightly offset by sales of our MindBody GLP-1 System™.

Current wording

Revenue in the Asia/Pacific & Europe region increased $42,000, or 0.4%, for the three months ended September 30, 2025, as compared to the prior year period. Total Active Accounts in the region decreased 3.2% compared to the prior year period. In March 2025, we launched our MindBody GLP-1 System™ in Japan and exclusively to our independent consultants in Australia, New Zealand, Europe, United Kingdom, Mexico and Thailand. The overall increase in revenue within the Asia/Pacific & Europe region was primarily driven by sales of our MindBody GLP-1 System™ and positive impacts from foreign currency exchange rate fluctuations, partially offset by decreases in total Active Accounts and the closure of our Philippines market in June 2025.

Previous wording

Overall, revenue in the Asia/Pacific & Europe region was negatively impacted by foreign currency exchange rate fluctuations in the amount of approximately $0.3 million, or 2.5%, and $0.6 million, or 1.7%, during the three and nine months ended March 31, 2025, respectively, as compared to the prior year periods, mainly due to currency fluctuations in Japan. Revenue in Japan was negatively impacted by foreign exchange rate fluctuations in the amount of approximately $0.2 million, or 2.4%, and $0.5 million, or 2.5%, during the three and nine months ended March 31, 2025, respectively, as compared to the prior year periods. On a constant currency basis, revenue in Japan increased 2.7% and decreased 9.6% for the three and nine months ended March 31, 2025, respectively, as compared to the prior year periods. The increase in revenue on a constant currency basis in Japan during three months ended March 31, 2025 was due the launch of our MindBody GLP-1 System™ in March 2025. The decrease in revenue on a constant currency basis in Japan during thenine months ended March 31, 2025 was due to the overall decrease in our Active Accounts in that region of 2.0% during the period.

Current wording

Overall, revenue in the Asia/Pacific & Europe region was positively impacted by foreign currency exchange rate fluctuations in the amount of approximately $0.2 million, or 1.8%, during the three months ended September 30, 2025, as compared to the prior year period. Revenue in Japan was positively impacted by foreign exchange rate fluctuations in the amount of approximately $0.1 million, or 0.9%, during the three months ended September 30, 2025, as compared to the prior year period. On a constant currency basis, revenue in Japan increased 2.6% for the three months ended September 30, 2025, as compared to the prior year period. The increase in revenue on a constant currency basis in Japan during three months ended September 30, 2025 was due the launch of our MindBody GLP-1 System™in March 2025.

Previous wording

Globally, our sales and marketing efforts continue to be directed toward strengthening our core business through our fiscal year initiatives and building our worldwide sales. We plan to continue the refinement and expansion of our product offerings internationally, including our MindBody GLP-1 System™, during the fourth quarter of fiscal year 2025 and beyond. We expect this expansion will continue to drive revenue growth globally through increased average order size and increased ability to attract and retain new independent consultants and customers with a compelling product lineup.

Current wording

Globally, our sales and marketing efforts continue to be directed toward strengthening our core business through our fiscal year initiatives and building our worldwide sales. We plan to continue the refinement and expansion of our product offerings internationally, including our MindBody GLP-1 System™, during the remainder of fiscal year 2026 and beyond. In addition, our acquisition of LoveBiome's critical assets in October 2025 is expected to continue to drive revenue growth globally through its active accounts and product offerings leading to increased average order size and increased ability to attract and retain new independent consultants and customers with a compelling product lineup.

Previous wording

Cost of Sales. Cost of sales were $11.1 million and $10.2 million for the three months ended March 31, 2025 and 2024, respectively, resulting in gross profit percentages of 81.0% and 78.9%, respectively. Cost of sales were $33.8 million and $31.4 million for thenine months ended March 31, 2025 and 2024, respectively, resulting in gross profit percentages of 80.5% and 79.2%, respectively. The decrease in cost of sales as a percentage of revenue is primarily due to a shift in product sales mix, lower inventory obsolescence expense, and lower inventory variance expenses during the three and nine months ended March 31, 2025.

Current wording

Cost of Sales. Cost of sales were $9.7 million and $9.5 million for the three months ended September 30, 2025 and 2024, respectively, resulting in gross profit percentages of 79.5% and 79.9%, respectively. The increase in cost of sales as a percentage of revenue is primarily due to increases in shipping and warehouse expenses during the three months ended September 30, 2025.

Previous wording

Commissions and Incentives. Commissions and incentives expenses during the three months ended March 31, 2025 were $26.2 million, or 44.8% of revenue as compared to $19.7 million, or 40.9% of revenue, for the three months ended March 31, 2024. Commissions and incentives expenses during thenine months ended March 31, 2025 were $79.0 million, or 45.6% of revenue, as compared to $63.9 million, or 42.3% of revenue, for thenine months ended March 31, 2024. The increase in commissions and incentives expenses as a percentage of revenue compared to the prior year period is due to higher qualifications within existing promotional and incentive programs and changes in the sales mix within our Active Accounts between our independent consultants and customers.

Current wording

Commissions and Incentives. Commissions and incentives expenses during the three months ended September 30, 2025 were $20.7 million, or 43.5% of revenue as compared to $20.3 million, or 43.0% of revenue, for the three months ended September 30, 2024. The increase in commissions and incentives expenses as a percentage of revenue compared to the prior year period is due to changes in sales mix and the timing and magnitude of promotional and incentive programs.

Previous wording

Selling, General and Administrative. Selling, general and administrative expenses during the three months ended March 31, 2025 were $17.1 million, or 29.2% of revenue, as compared to $16.4 million, or 34.0% of revenue, for the three months ended March 31, 2024. Selling, general and administrative expenses during the nine months ended March 31, 2025 were $50.5 million, or 29.1% of revenue, as compared to $54.5 million, or 36.0% of revenue, for the nine months ended March 31, 2024. The decrease in selling, general and administrative expenses as a percentage of revenue during the three and nine months ended March 31, 2025 compared to the prior year period is primarily due to decreased proxy contest related expenses, the termination of our endorsement agreement with Real Salt Lake in December 2023, and timing of our annual convention. These decreases were partially offset by increases in the variable portion of employee related compensation expenses.

Current wording

Selling, General and Administrative. Selling, general and administrative expenses during the three months ended September 30, 2025 were $14.9 million, or 31.2% of revenue, as compared to $14.8 million, or 31.4% of revenue, for the three months ended September 30, 2024. The slight decrease in selling, general and administrative expenses as a percentage of revenue during the three months ended September 30, 2025 compared to the prior year period is primarily due to decreases in the variable portion of employee related compensation expenses offset partially by increases in event and professional services expenses.

Previous wording

Total Other Income (Expense). During thethree months ended March 31, 2025 we recognized total net other income of $0.1 million as compared to total net other loss of $13,000 for thethree months ended March 31, 2024. During thenine months ended March 31, 2025 we recognized total net other expense of $0.2 million as compared to total net other income of $0.2 million for thenine months ended March 31, 2024. Total net other income (expense) for the three and nine months ended March 31, 2025 and 2024 consisted primarily of interest income, offset by foreign currency gains and losses.

Current wording

Total Other Income (Expense). During thethree months ended September 30, 2025 we recognized total net other expense of $27,000 as compared to total net other income of $8,000 for thethree months ended September 30, 2024. Total net other income (expense) for the three months ended September 30, 2025 and 2024 consisted primarily of interest income, offset by foreign currency gains and losses.

Previous wording

Income Tax Expense. We recognized income tax expense of $0.7 million and $2.0 million for the three and nine months ended March 31, 2025, as compared to an income tax expense of $0.3 million and $7,000 for the three and nine months ended March 31, 2024. The effective tax rate for the three and nine months ended March 31, 2025 was 17.0% and 20.3%, respectively, compared to 13.6% and 0.4% for the three and nine months ended March 31, 2024, respectively.

Current wording

Income Tax Expense. We recognized income tax expense of $0.1 million for the three months ended September 30, 2025, as compared to an income tax expense of $0.8 million for the three months ended September 30, 2024. The effective tax rate for the three months ended September 30, 2025 was 3.8% compared to 29.2% for the three months ended September 30, 2024.

Previous wording

The change in the effective tax rate for the three and nine months ended March 31, 2025 compared to the prior year period was primarily due to changes in taxable income and the impact of discrete items.

Current wording

The change in the effective tax rate for the three months ended September 30, 2025 compared to the prior year period was primarily due to changes in taxable income and the impact of discrete items.

Previous wording

As of March 31, 2025, our available liquidity was $22.5 million, which consisted of available cash and cash equivalents. This represents an increase of $5.6 million from the $16.9 million in cash and cash equivalents as of June 30, 2024.

Current wording

As of September 30, 2025, our available liquidity was $13.1 million, which consisted of available cash and cash equivalents. This represents a decrease of $7.1 million from the $20.2 million in cash and cash equivalents as of June 30, 2025.

Previous wording

During the nine months ended March 31, 2025, our net cash used in investing activities was $1.2 million, as a result of the purchase of fixed assets. During the nine months ended March 31, 2024, our net cash used in investing activities was $2.0 million, as a result of the purchase of fixed assets.

Current wording

During the three months ended September 30, 2025, our net cash used in investing activities was $0.4 million, as a result of the purchase of fixed assets. During the three months ended September 30, 2024, our net cash used in investing activities was $0.3 million, as a result of the purchase of fixed assets.

Previous wording

Cash used in financing activities during the nine months ended March 31, 2025 was $4.4 million as a result of our payment of cash dividends, repurchases of common stock, and shares purchased as payment of tax withholding upon vesting of equity awards, partially offset by proceeds from stock issued under our 2019 Employee Stock Purchase Plan (as amended, the “2019 ESPP”). Cash used in financing activities during the nine months ended March 31, 2024 was $11.7 million as a result of our payment of cash dividends, including a special one-time dividend, the repurchase of common stock, and shares purchased as payment of taxwithholding upon vesting of equity awards, partially offset by proceeds from stock issued under our 2019 ESPP and stock option exercises.

Current wording

Cash used in financing activities during the three months ended September 30, 2025 was $4.3 million as a result of our payment of cash dividends, repurchases of common stock, and shares purchased as payment of tax withholding upon vesting of equity awards, partially offset by proceeds from stock issued under our 2019 Employee Stock Purchase Plan (as amended, the “2019 ESPP”). Cash used in financing activities during the three months ended September 30, 2024 was $1.8 million as a result of our payment of cash dividends, the repurchase of common stock, and shares purchased as payment of taxwithholding upon vesting of equity awards, partially offset by proceeds from stock issued under our 2019 ESPP and stock option exercises.

Previous wording

At March 31, 2025 and June 30, 2024, the total amount of our foreign subsidiary cashwas $6.9 millionand $7.3 million, respectively. The federal tax reform legislation that was passed into law during December 2017 enacted a 100% dividend deduction for greater than 10% owned foreign corporations. Therefore, in the future, if needed, we expect to be able to repatriate cash from foreign subsidiaries without paying additional U.S. taxes.

Current wording

At September 30, 2025 and June 30, 2025, the total amount of our foreign subsidiary cashwas $4.7 millionand $6.4 million, respectively. The federal tax reform legislation that was passed into law during December 2017 enacted a 100% dividend deduction for greater than 10% owned foreign corporations. Therefore, in the future, if needed, we expect to be able to repatriate cash from foreign subsidiaries without paying additional U.S. taxes.

Previous wording

At March 31, 2025, we had working capital (current assets minus current liabilities) of $21.5 million, compared to working capital of $15.3 million at June 30, 2024. We believe that our cash and cash equivalents balances and our ongoing cash flow from operations will be sufficient to satisfy our cash requirements for at least the next 12 months. The majority of our historical expenses have been variable in nature and as such, a potential reduction in the level of revenue would reduce our cash flow needs. In the event that our current cash balances and future cash flow from operations are not sufficient to meet our obligations or strategic needs, we would consider raising additional funds, which may not be available on terms that are acceptable to us, or at all. Our 2024 Credit Facility (as defined below), provides for a revolving line of credit in an aggregate principal amount not to exceed $5.0 million. We would also consider realigning our strategic plans including a reduction in capital spending and expenses.

Current wording

At September 30, 2025, we had working capital (current assets minus current liabilities) of $26.2 million, compared to working capital of $23.7 million at June 30, 2025. We believe that our cash and cash equivalents balances and our ongoing cash flow from operations will be sufficient to satisfy our cash requirements for at least the next 12 months. The majority of our historical expenses have been variable in nature and as such, a potential reduction in the level of revenue would reduce our cash flow needs. In the event that our current cash balances and future cash flow from operations are not sufficient to meet our obligations or strategic needs, we would consider raising additional funds, which may not be available on terms that are acceptable to us, or at all. Our 2024 Credit Facility (as defined below), provides for a revolving line of credit in an aggregate principal amount not to exceed $5.0 million. We would also consider realigning our strategic plans including a reduction in capital spending and expenses.

Previous wording

On April 12, 2024, we entered into a Loan Agreement (the “Loan Agreement”) with Bank of America, N.A., as Lender (the “Lender”). In connection with the Loan Agreement and on the same date, we, Lifeline Nutraceuticals Corporation, as Guarantor (the “Guarantor”), and the Lender also entered into a Continuing and Unconditional Guaranty (the “Continuing and Unconditional Guaranty”) and a Security and Pledge Agreement (the “Security and Pledge Agreement”). The Loan Agreement provides for a revolving line of credit in an aggregate principal amount not to exceed $5.0 million (the “Line of Credit” and collectively with the Loan Agreement, the Continuing and Unconditional Guaranty and the Security and Pledge Agreement, the “2024 Credit Facility”).

Current wording

On April 12, 2024, we entered into a Loan Agreement, as amended (the “Loan Agreement”) with Bank of America, N.A., as Lender (the “Lender”). In connection with the Loan Agreement and on the same date, we, Lifeline Nutraceuticals Corporation, as Guarantor (the “Guarantor”), and the Lender also entered into a Continuing and Unconditional Guaranty (the “Continuing and Unconditional Guaranty”) and a Security and Pledge Agreement (the “Security and Pledge Agreement”). The Loan Agreement provides for a revolving line of credit in an aggregate principal amount not to exceed $5.0 million (the “Line of Credit” and collectively with the Loan Agreement, the Continuing and Unconditional Guaranty and the Security and Pledge Agreement, the “2024 Credit Facility”).

Previous wording

As of the date of this report, we have not borrowed under the 2024 Credit Facility.

Current wording

As of the date of this report, there is no balance outstanding under the 2024 Credit Facility.