IMPACT BIOMEDICAL INC.
For the period ended Mar 31, 2025. Filed May 14, 2025.
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A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Mar 31, 2025 · Filed May 14, 2025
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2024-09-30; filed 2024-11-12.
0001493152-24-044792
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2025-03-31; filed 2025-05-14.
0001641172-25-010276
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsThe baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.
Compared 45 previous paragraphs and 59 current paragraphs.
16 unchanged; 13 reworded; 30 added; 16 removed; 0 previous and 0 current paragraphs rearranged.
Tables are not compared: 3 previous and 4 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 (30)
Current report
Impact Biomedical Inc. (“IBO”. “Impact”, “Impact BioMedical”, “we”, “us”, “our” or the “Company”) discovers, confirms, and patents unique science and technologies which can be developed into new offerings in human healthcare and wellness in collaboration with external partners through licensing, co-development, joint ventures, and other relationships, and currently trades on the NYSE American under ticker symbol IBO.
Current report
By leveraging technology and new science with strategic partnerships, we provide advances in biopharmaceuticals, over the counter direct to consumer wellness offerings, and drug discovery for the prevention, inhibition, and treatment of neurological, oncologic, and inflammatory diseases. In addition to our existing efforts, we continually search for, and evaluate, other potential new offerings to add to our portfolio.
Current report
Our business model includes partnering and potentially direct sales for commercialization and distribution. Potential licensors and development partners include pharmaceutical, consumer packaged goods companies and others, who would commercialize IBO technologies in exchange for milestone, and royalty payments. Currently, our operations are conducted, and our assets are owned through our principal subsidiaries: (i) Global BioLife, Inc. (“Global BioLife”), which was incorporated on April 14, 2017, (ii) Impact BioLife Science, Inc. (“Impact BioLife”), which was incorporated on August 28, 2020, (iii) Global BioMedical, Inc. (“Global BioMedical”), which was incorporated on April 18, 2017, and (iv) Sweet Sense, Inc. (“Sweet Sense”), which was incorporated on April 30, 2018.
Current report
Below is a list of our principal subsidiaries:
Current report
Impact BioLife Science, Inc. We are the sole owner of the outstanding equity of Impact BioLife Science, Inc.
Current report
Global Biomedical, Inc. We own 90.9% of Global Biomedical, Inc. outstanding equity.
Current report
Global BioLife, Inc. Through our majority owned subsidiary Global Biomedical, Inc., we own 81.8% of the outstanding equity of Global BioLife, Inc.
Current report
Sweet Sense, Inc. We are the owner of 95.5% of the outstanding equity of Sweet Sense.
Current report
Impact BioMedical has several unique and proprietary technologies that are in continuing development.
Current report
Linebacker is a platform of small molecule electrophilically enhanced polyphenol compounds with potential application in oncology (solid tumors), inflammatory disorders, and neurology. Polyphenols are substances found in many nuts, vegetables, and berries. Linebacker compounds are modified Myricetin, which is a common plant-derived flavonoid. Myricetin exhibits a wide range of activities that include strong antioxidant and anti-inflammatory activities (source: NIH).
Current report
Linebacker can potentially be developed as monotherapy or co-therapy to down-regulate PIM (proviral integration site for Moloney murine leukemia virus) kinase which plays a key role as an oncogene in various cancers (e.g. colon, lung, prostate, breast). Additional potential applications include inflammatory disorders and neurology.
Current report
Linebacker-1 and Linebacker-2 compounds have been licensed to ProPhase Laboratories (NASDAQ: PRPH) for development and commercialization worldwide, from which Impact Biomedical could receive future milestone and royalty payments.
Current report
Laetose™ technology demonstrates compelling potential in reducing caloric intake and glycemic index in foods, while also inhibiting tumor necrosis factor alpha (TNF-α), a cytokine associated with inflammatory chronic diseases (data on file with IBO).
Current report
The patented formulation has potential to inhibit the inflammatory and metabolic response of sugar alone and has potential applications in therapeutic administration to reduce or limit inflammatory or metabolic diseases (e.g., diabetes). Use of Laetose in a daily diet, compared to sugar, could result in 30% lower sugar consumption and lower caloric and glycemic index/load.
Current report
Laetose has a unique composition patent allowed in the United States and patents are pending in other countries worldwide.
Current report
IBO is actively seeking potential partners for further development and commercialization of Laetose as a consumer-packaged or biopharmaceutical offering worldwide.
Current report
3F is a suite of “functional fragrances” containing specialized botanical ingredients (e.g., terpenes) with potential application as an antimicrobial, or as an additive in insect repellents, detergents, lotions, shampoo, fabrics and other substances to increase effectiveness.
Current report
IBO has partnered with the Chemia Corporation (St. Louis, MO) to pursue development of the 3F technology. Chemia is a leading developer and manufacturer of fragrances and flavors.
Current report
In addition to Chemia, IBO is actively seeking potential partners for further development and commercialization of 3F worldwide, given the broad application of this technology.
Current report
Composition patents have been issued in the U.S. and are pending in other countries.
Current report
Equivir/Equivir G technology is a novel blend of FDA Generally Recognized as Safe (GRAS) eligible polyphenols (e.g. Myricetin, Hesperetin, Piperine) which have demonstrated antiviral effects with additional potential application as health supplements or medication. Polyphenols are substances found in many nuts, vegetables, and berries. Myricetin is a member of the flavonoid class of polyphenolic compounds with antioxidant properties. Hesperitin is a flavanone and Piperine is an alkaloid, commonly found in black pepper.
Current report
Equivir/Equivir G is licensed to ProPhase Laboratories for development and commercialization worldwide. ProPhase Lab’s initial focus is for use as an over-the-counter offering for upper respiratory wellness. Additional applications could be pursued in the future.
Current report
Method and composition patents are issued in the U.S. and other countries.
Current report
Emerging Technology
Current report
Impact BioMedical continually evaluates additional proprietary technologies that are in various phases of development. These include, and are not limited to biopharmaceuticals, indoor air quality products, preservatives, bioplastics, personalized medicine (e.g. genomics, diagnostics), nanotechnology, cannabis products and technology, pain management, and others.
Current report
These activities include discussions with potential companies/technologies which, subject to completion of diligence, and approval of the respective management boards, could potentially expand the offerings of Impact Biomedical Inc. There is no assurance that anyone, or all, of these will result in a material transaction and this is exemplary of consistent and ongoing search and discovery efforts within Impact Biomedical Inc.
Current report
Stock based compensation includes expense charges for all stock-based awards to employees, directors, and consultants. Such awards can include option grants, warrant grants, and restricted and unrestricted stock awards. These types of awards were not used prior to the Company’s IPO in September 2024.
Current report
Net loss
Current report
For the three months ended March 31, 2025 and 2024, the Company recorded increases in net loss of 28%. The increase in net loss is attributable to the Company’s cost associated with additional head count, the purchase of directors’ and officers’ insurance post IPO as well as increase in professional fees associated with the execution of the Company’s business plan.
Current report
Net cash provided by investing activities was $1,000 and $0 for the three months ended March 31, 2025 and March 31, 2024, respectively. This fluctuation is due to payments received on notes receivable during 2025 that were not received in 2024.
Removed paragraphs (16)
Previous report
Impact BioMedical, Inc. (the “Company”, “Impact BioMedical”, “We”) through the utilization of its intellectual property rights, or through investment in, or through acquisition of companies in the biohealth and biomedical fields, focuses on the advancement of drug discovery and prevention, inhibition, and treatment of neurological, oncological, and immune related diseases. The Company is also developing open-air defense initiatives, which curb transmission of air-borne infectious diseases, such as tuberculosis and influenza.
Previous report
Global BioLife, Inc. (“Global BioLife”), one of the Company’s subsidiaries and the main operating company of the group, focuses on research in four main areas: (i) the “Linebacker” project, which aims to develop a universal therapeutic drug platform; (ii) a new sugar substitute called “Laetose,”; (iii) a multi-use fragrance called “3F” (Functional Fragrance Formulation); and (iv) Equivir/Nemovir, a blend of natural polyphenols designed as an antimicrobial medication.
Previous report
Unlike the traditional approach to treat individual diseases with specific drugs, the Linebacker platform seeks to offer a breakthrough therapeutic option for multiple diseases. Linebacker is designed to work by inhibiting a cascade of inflammatory responses responsible for many diseases. Its design is in direct contrast to the traditional approach of targeting individual diseases with specific drugs.
Previous report
We have also developed a low-calorie, low glycemic level, natural modified sugar through Global BioLife. The product, “Laetose,” is designed to possess low glycemic properties and mitigate inflammation. The Company is presently seeking to license Laetose. Global BioLife established a joint venture, Sweet Sense, Inc. (“Sweet Sense”), with Quality Ingredients, LLC for the development, manufacture, and global distribution of the new sugar substitute. On November 8, 2019, the Company purchased 50% of Sweet Sense Inc. from Quality Ingredients, LLC for $91,000. Sweet Sense is now an 81.8% owned subsidiary of Impact BioMedical.
Previous report
Global BioLife has entered into a royalty agreement with U.S.-based Chemia Corporation (“Chemia”), a leading developer and manufacturer of fragrances, to manufacture the 3F technology. This arrangement, under the terms of the agreement, allows Chemia to create fragrances based on Global BioLife’s patents. The 3F product is made from specialized oils sourced from botanicals that insects avoid. Global BioLife aims to commercialize this product, with any potential profits from the 3F project being split between Global BioLife and Chemia pursuant to the terms of the 20-year Royalty Agreement. (Note 10)
Previous report
Equivir, is a polyphenol compound that is believed to be successful in antiviral infection treatments. Equivir is a patented medication, which has broad antiviral efficacy against multiple types of infectious disease.
Previous report
The Company was incorporated in the State of Nevada as a for-profit company on October 16, 2018 and established a fiscal year end of December 31st. The Company issued 9,000 shares to its sole shareholder Global BioMedical Pte. Ltd., which was wholly owned by Alset International Limited (formally Singapore eDevelopment Limited), a multinational public company, listed on the Singapore Exchange Securities Trading Limited (“SGXST”). On March 31, 2020, the Company issued 125,064,621 shares of common stock to its sole shareholder Global BioMedical Pte. Ltd. On July 24, 2020, the Board approved the Stock Split, pursuant to which each share of the Company’s common stock issued and outstanding was split into nine shares of the Company’s common stock. The numbers of authorized common stock and issued and outstanding common stock in the reporting periods were retrospectively adjusted for the stock split.
Previous report
Impact BioMedical, Inc. targets unmet, urgent medical needs and expands the borders of medical and pharmaceutical science. Impact drives mission-oriented research, development, and commercialization of solutions for medical advances in human wellness and healthcare. By leveraging technology and new science with strategic partnerships, Impact Bio provides advances in drug discovery for the prevention, inhibition, and treatment of neurological, oncology and immuno-related diseases. Other exciting technologies include a breakthrough alternative sugar aimed to combat diabetes and functional fragrance formulations aimed at the industrial and medical industry.
Previous report
The business model of Impact BioMedical revolves around two methodologies – Licensing and Sales Distribution:
Previous report
**1)**Impact develops valuable and unique patented technologies which will be licensed to pharmaceutical, large consumer package goods companies and venture capitalists in exchange for usage licensing and royalties.
Previous report
**2)**Impact utilizes the DSS ecosystem to leverage its sister companies that have in place distribution networks on a global scale. Impact will engage in branded and private labelling of certain products for sales generation through these channels. This global distribution model will give direct access to end users of Impact’s nutraceutical and health related products.
Previous report
Other income represents income generated from the Company’s distribution agreement with BioMed Technologies (“BioMed”). during the first quarter of 2023. BioMed’s products focus on natural probiotics.
Previous report
Change in fair value of embedded derivative is related to the promissory note with DSS which allows the Company to repay both principal and interest with common stock of the Company.
Previous report
Net Income (Loss)
Previous report
For the three and nine months ended September 30, 2024 and 2023, the Company recorded increases in net income (loss) of 478% and 182%, respectively. The increase in net income (loss) is attributable to the Company’s cost cutting measures in taken with both its professional and research and development costs as the Company shifts efforts to taking to market its existing technologies as well as the change in fair value of embedded derivatives associated with the amended Note payable, related party.
Previous report
Net cash provided by investing activities was $2,000 for the nine months ended September 30, 2024 as compared to cash used by investing activities of $16,000 for the nine months ended September 30, 2023. This fluctuation is driven by the purchase of capital assets approximating $18,000 during the nine months ended September 30, 2023 without similar activities during 2024.
Reworded paragraphs (13)
Previous wording
Selling, general and administrative compensation costs increased 31% for the three months ended September 30, 2024, as compared to the three months ended September 30, 2023 and increased 133% for the nine months ended September 30, 2024, as compared to the nine months ended September 30, 2023 due to increased cost incurred associated with the Company’s registration with the SEC and the NYSE American, and efforts toward the Company’s IPO.
Current wording
Selling, general and administrative compensation costs increased 66% for the three months ended March 31, 2025, as compared to the three months ended March 31, 2024 due to additional headcount year over year.
Previous wording
Sales and marketing costs, which includes internet and trade publication advertising, press releases, travel and entertainment costs. These increased 2,612% for the three months ended September 30, 2024, as compared to the three months ended September 30, 2023 and decreased 1,007% for the nine months ended September 30, 2024, as compared to the nine months ended September 30, 2023. The increase in cost for the three and nine months ended September 30, 2024 are associated with cost to attend trade shows and marketing efforts pre and post IPO.
Current wording
Sales and marketing costs, which includes internet and trade publication advertising, press releases, travel and entertainment costs. These increased 138% for the three months ended March 31, 2025, as compared to the three months ended March 31, 2024. The increase in cost from the three months ended March 31, 2024 are associated with cost to attend trade shows and marketing efforts post IPO.
Previous wording
Professional fees decreased 62% for the three months ended September 30, 2024, as compared to the three months ended September 30, 2023 and decreased 58% for the nine months ended September 30, 2024, as compared to the nine months ended September 30, 2023. These cost consist primarily of consulting and legal services associated with developing and implementing Impact BioMedical’s business plan, These costs decreased in 2024 in anticipation of the Company’s IPO.
Current wording
Professional fees increased 54% for the three months ended March 31, 2025, as compared to the three months ended March 31, 2024. These cost consist primarily of consulting and legal services associated with developing and implementing Impact BioMedical’s business plan. These costs increased in 2025 as the Company began to enact its business plan post IPO.
Previous wording
Research and development costs represent costs consisting primarily of independent, third-party testing of the various properties of each technology the Company owns possesses, research on new technologies as well as cost to patent newly developed technologies and other related fees for the development of new technologies. Research and development decreased 100% for the three months ended September 30, 2024, as compared to the three months ended September 30, 2023 and decreased 93% for the nine months ended September 30, 2024, as compared to the nine months ended September 30, 2023, due primarily to the cessation of the Company’s research and development contract with GRDG at the end of 2023.
Current wording
Research and development costs represent costs consisting primarily of independent, third-party testing of the various properties of each technology the Company owns, research on new technologies as well as cost to patent newly developed technologies and other related fees for the development of new technologies. Research and development decreased 44% for the three months ended March 31, 2025, as compared to the three months ended March 31, 2024 due primarily to efforts put toward several of its patents during 2024 that have not continued into 2025.
Previous wording
Depreciation and amortization expense is flat for the three and nine months ended September 30, 2024 as compared to September 30, 2023 and represents the amortization of the associated with the developed technology and patents acquired as part of the acquisition of Impact BioMedical by DSS.
Current wording
Depreciation and amortization expense is flat for the three months ended March 31, 2025 as compared to March 31, 2024 and represents the amortization of the associated with the developed technology and patents acquired as part of the acquisition of Impact BioMedical by DSS. Amortization of these assets began on January 1, 2021, and will have a 20-year term.
Previous wording
Rent and utilities represents cost associated with office space located at 1400 Broadfield Blvd, Suite 100 Houston TX which the Company began subletting from DSS during the first quarter of 2024.
Current wording
Rent and utilities represents cost associated with office space located at 1400 Broadfield Blvd, Suite 100 Houston TX which the Company began subletting from DSS during the first quarter of 2024. The increase for the three months ended March 31, 2025 as compared to March 31, 2024 is due to additional space being leased.
Previous wording
Other operating expenses consist primarily of office supplies, IT support, sales and marketing costs, travel and insurance costs. These costs increased 650% for the three months ended September 30, 2024, as compared to the three months ended September 30, 2023 and increased 222% for the nine months ended September 30, 2024, as compared to the nine months ended September 30, 2023.
Current wording
Other operating expenses consist primarily of office supplies, IT support, travel and insurance costs. These costs increased 3,733% for the three months ended March 31, 2025, as compared to the three months ended March 31, 2024 due primarily to increases in directors and officers insurance obtain post IPO.
Previous wording
Interest income is recognized on the Company’s notes receivable. Interest income was flat for three and nine months ended September 30, 2024 as compared to September 30, 2023 as the outstanding principal balance remained flat.
Current wording
Interest income is recognized on the Company’s notes receivable. Interest income was flat for three ended March 31, 2025 as compared to March 31, 2024 as the outstanding principal balance remained flat.
Previous wording
Interest expense is recognized on the Company’s debt to DSS. Interest expense increased 199% and 149% for three and nine months ended September 30, 2024 as compared to September 30, 2023, respectively, due to the increased outstanding balance of debt due.
Current wording
Interest expense is recognized on the Company’s debt to DSS. Interest expense increased 18% for the three months ended March 31, 2025 as compared to March 31, 2024, due to the increased outstanding balance of debt due.
Previous wording
The Company has historically met its liquidity and capital requirements primarily through debt financing. On September 16, 2024, the Company completed an initial public offering raising $3,726,000 net of issuance costs and is currently listed on the NYSE American under the ticker symbol IBIO. The Company’s management intends to take additional actions necessary to continue as a going concern. Management’s plans concerning these matters include, among other things, monetization of its intellectual properties, and tightly controlling operating costs.
Current wording
The Company has historically met its liquidity and capital requirements primarily through debt financing. On September 16, 2024, the Company completed an initial public offering raising $3,726,000 net of issuance costs and is currently listed on the NYSE American under the ticker symbol IBO. The Company’s management intends to take additional actions necessary to continue as a going concern. Management’s plans concerning these matters include, among other things, monetization of its intellectual properties, and tightly controlling operating costs.
Previous wording
Net cash used by operating activities was $2,663,000 for the nine months ended September 30, 2024 as compared to cash used by operating activities of $2,418,000 for the nine months ended September 30, 2023. This fluctuation is driven by less payments of the Company’s accounts payable by approximately $232,000, as well as decrease in net loss after reconciling items of approximately $161,000
Current wording
Net cash used by operating activities was $682,000 for the three months ended March 31, 2025 as compared to cash used by operating activities of $482,000 for the three months ended March 31, 2024. This fluctuation is driven by more payments of the Company’s accounts payable by approximately $289,000, as well as increase in net loss after reconciling items of approximately $213,000
Previous wording
Net cash provided by financing activities was $5,328,000 for the nine months ended September 30, 2024 and represents $1,602,000 in borrowings from DSS as well as $3,726,000 in issuance of common stock, net of issuance costs. During the nine months ended September 30, 2023, net cash provided by financing activities was driven by borrowings from DSS of $2,633,000.
Current wording
Net cash provided by financing activities was $0 for the three months ended March 31, 2025. During the three months ended March 31, 2024, net cash provided by financing activities was driven by borrowings from DSS of $483,000.
Previous wording
The preparation of financial statements and related disclosures in conformity with U.S. GAAP requires management to make judgments, assumptions and estimates that affect the amounts reported in our financial statements and accompanying notes. The financial statements as of December 31, 2023, describe the significant accounting policies and methods used in the preparation of the financial statements. Accounting for derivatives has been added to Footnote 2 of the accompanying financial statements. There are no additional material changes to such critical accounting policies as of the Quarterly Report on Form 10-Q for the quarter ended September 30, 2024.
Current wording
The preparation of financial statements and related disclosures in conformity with U.S. GAAP requires management to make judgments, assumptions and estimates that affect the amounts reported in our financial statements and accompanying notes. The financial statements as of December 31, 2024, describe the significant accounting policies and methods used in the preparation of the financial statements. There are no additional material changes to such critical accounting policies as of the Quarterly Report on Form 10-Q for the quarter ended March 31, 2025.