BioRestorative Therapies, Inc.

Previous wording

As of March 31, 2025, our accumulated deficit was $161,018,514. We have historically only generated a modest amount of revenue, and our losses have principally been operating expenses incurred in research and development, marketing and promotional activities in order to commercialize our products and services, plus costs associated with meeting the requirements of being a public company. We expect to continue to incur substantial costs for these activities over at least the next year.

Current wording

As of June 30, 2025, our accumulated deficit was $163,674,777. We have historically only generated a modest amount of revenue, and our losses have principally been operating expenses incurred in research and development, marketing and promotional activities in order to commercialize our products and services, plus costs associated with meeting the requirements of being a public company. We expect to continue to incur substantial costs for these activities over at least the next year.

Previous wording

In addition, in continuation of our mission of developing and commercializing cell-based biologics, we are seeking to develop a biologics-based cosmetic products business. Pursuant to such business, we would formulate, manufacture and sell products designed for cosmetic and aesthetic uses. In April 2024, we announced that we have entered into a five-year exclusive supply agreement with Cartessa Aesthetics, LLC (“Cartessa”), a leading North American based aesthetic company, to supply to Cartessa our first commercial product.

Current wording

In addition, in continuation of our mission of developing and commercializing cell-based biologics, we are seeking to develop a biologics-based cosmetic products business. Pursuant to such business, we would formulate, manufacture and sell products designed for cosmetic and aesthetic uses. In April 2024, we announced that we entered into a five-year exclusive supply agreement with Cartessa Aesthetics, LLC (“Cartessa”), a leading North American based aesthetic company, to supply to Cartessa our first commercial product.

Previous wording

We derive revenue pursuant to a license agreement with a stem cell treatment company (the “SCTC”) entered into in January 2012, as amended in November 2015 and November 2022. Pursuant to the license agreement, the SCTC granted to us an exclusive license to use certain intellectual property related to, among other things, stem cell disc procedures and we have granted to the SCTC a sublicense to use, and the right to sublicense to third parties the right to use, in certain locations in the United States and the Cayman Islands, certain of the licensed intellectual property. In consideration of the sublicenses, the SCTC has agreed to pay us royalties on a per disc procedure basis.

Current wording

We derive revenue pursuant to a license agreement with a stem cell treatment company (the “SCTC”) entered into in January 2012, as amended in November 2015 and November 2022. Pursuant to the license agreement, the SCTC has granted to us an exclusive license to use certain intellectual property related to, among other things, stem cell disc procedures and we have granted to the SCTC a sublicense to use, and the right to sublicense to third parties the right to use, in certain locations in the United States and the Cayman Islands, certain of the licensed intellectual property. In consideration of the sublicense, the SCTC has agreed to pay us royalties on a per disc procedure basis.

Previous wording

We have also derived product revenue from our five-year exclusive supply agreement with Cartessa entered into in April 2024. We did not derive any such revenue during the three months ended March 31, 2025.

Current wording

We have also derived product revenue from our five-year exclusive supply agreement with Cartessa entered into in April 2024.

Previous wording

For the three months ended March 31, 2025 and 2024, we generated $25,000 and $35,000, respectively, of royalty revenue in connection with our sublicense agreement with the SCTC. The decrease was primarily due to a decrease in disc procedures.

Current wording

For the three months ended June 30, 2025 and 2024, we generated $3,300 and $19,800, respectively, of royalty revenue in connection with our sublicense agreement with the SCTC. The decrease was primarily due to a decrease in disc procedures.

Previous wording

Research and development expenses include cash compensation of (a) our Vice President of Research and Development; (b) our Scientific Advisory Board members; and (c) laboratory staff and costs related to our brown fat and disc/spine initiatives. Research and development expenses are expensed as they are incurred. For the three months ended March 31, 2025, research and development expenses increased by $656,196, or 62.0%, as compared to the three months ended March 31, 2024. The increase was primarily the result of an increase in lab supply expense of $577,631 and an increase in recruitment costs for our Phase 2 clinical trial of $68,978. We expect that our research and development expenses will continue to increase in subsequent fiscal periods.

Current wording

Research and development expenses include cash and non-cash compensation of (a) our Vice President of Research and Development; (b) our Scientific Advisory Board members; and (c) laboratory staff and costs related to our brown fat and disc/spine initiatives and Biocosmeceuticals program. Research and development expenses are expensed as they are incurred. For the three months ended June 30, 2025, research and development expenses increased by $771,882 or 53.1%, as compared to the three months ended June 30, 2024. The increase was primarily the result of an increase in recruitment and other costs for our Phase 2 clinical trial of $640,379, an increase in lab supply expense of $83,768 and an increase in stock-based compensation expense of $38,533, partially offset by a decrease in bonus expense of $30,132. We expect that our research and development expenses will continue to increase in subsequent fiscal periods.

Previous wording

General and administrative expenses consist primarily of salaries, bonuses, payroll taxes and stock-based compensation to employees, as well as corporate expenses such as legal and professional fees, investor relations and occupancy-related expenses. For the three months ended March 31, 2025, general and administrative expenses increased by $29,177, or 0.9%, as compared to the three months ended March 31, 2024, primarily driven by an increase in professional fees of $52,598, partially offset by a decrease in stock-based compensation expense of $19,248 and a decrease in payroll of $3,681.

Current wording

General and administrative expenses consist primarily of salaries, bonuses, payroll taxes and stock-based compensation to employees, as well as corporate expenses such as legal and professional fees, investor relations and occupancy-related expenses. For the three months ended June 30, 2025, general and administrative expenses increased by $276,559, or 25.2%, as compared to the three months ended June 30, 2024, primarily driven by an increase in consulting expense of $122,777, an increase in stock-based compensation expense of $105,853, and an increase in payroll of $36,409 all partially offset by a decrease in professional fees of $13,754.

Previous wording

For the three months ended March 31, 2025, interest income was $99,966, as compared to interest income of $162,597 for the three months ended March 31, 2024. The change was primarily due to a decrease in interest income on the investments held in marketable securities.

Current wording

For the three months ended June 30, 2025, interest income was $73,915 as compared to interest income of $175,945 for the three months ended June 30, 2024. The change was primarily due to a decrease in interest income from the investments held in marketable securities.

Previous wording

For the three months ended March 31, 2025, other income was $1,888, as compared to other income of $149,021 for the three months ended March 31, 2024. The change was primarily due to a decrease in dividend income on investments held in marketable securities.

Current wording

For the three months ended June 30, 2025, other income was $518, as compared to other income of $911 for the three months ended June 30, 2024. The change was primarily due to a decrease in dividend income from investments held in marketable securities.

Previous wording

For the three months ended March 31, 2025 and 2024, we recognized a loss on the change in fair value of warrant liabilities of $634,119 and $137,319, respectively, related to the increase in fair value of warrants that are accounted for as warrant liabilities.

Current wording

For the six months ended June 30, 2025 and 2024, we recognized a loss on the change in fair value of warrant liabilities of $59,528 and $1,873,930, respectively, related to the increase in fair value of warrants that are accounted for as warrant liabilities.

Previous wording

Working capital decreased by $2,222,574 primarily due to $2,778,786 of cash used to fund our operations and the $2,300,569 decrease in marketable securities, offset by $2,366,967 of cash provided by investing activities and the $1,092,718 of cash provided by financing activities.

Current wording

Working capital decreased by $3,469,243 primarily due to $5,472,653 of cash used to fund our operations and the $4,359,016 decrease in marketable securities, offset by $4,499,158 of cash provided by investing activities and the $1,980,856 of cash provided by financing activities.

Previous wording

For the three months ended March 31, 2025, we had a net loss of $5.3 million and negative cash flows from operations of $2.8 million, and as of March 31, 2025, we had working capital of $5.2 million. We anticipate that we will continue to incur net losses and negative cash flows from operations as we execute our development plans during 2025 and beyond, as well as other potential strategic and business development initiatives. Based on these conditions, we believe we may not have sufficient cash for at least twelve months after the issuance date of the financial statements included in this Quarterly Report which raises substantial doubt about our ability to continue as a going concern.

Current wording

For the six months ended June 30, 2025, we had a net loss of $8.0 million and negative cash flows from operations of $5.5 million, and as of June 30, 2025, we had working capital of $3.9 million. We anticipate that we will continue to incur net losses and negative cash flows from operations as we execute our development plans during 2025 and beyond, as well as other potential strategic and business development initiatives. Based on these conditions, we believe we may not have sufficient cash for at least twelve months after the issuance date of the financial statements included in this Quarterly Report which raises substantial doubt about our ability to continue as a going concern.

Previous wording

During the three months ended March 31, 2025 and 2024, our sources and uses of cash were as follows:

Current wording

During the six months ended June 30, 2025 and 2024, our sources and uses of cash were as follows:

Previous wording

Net cash used in operating activities was $2,778,786 for the three months ended March 31, 2025, primarily due to cash used to fund the net loss of $5,339,799, adjusted for net non-cash expenses of $2,592,227, and $31,214 of cash used in changes in operating assets and liabilities. Net cash used in operating activities was $2,317,780 for the three months ended March 31, 2024, primarily due to cash used to fund the net loss of $2,223,255, adjusted for net non-cash expenses of $381,174, and $475,699 of cash used in changes in operating assets and liabilities.

Current wording

Net cash used in operating activities was $5,472,653 for the six months ended June 30, 2025, primarily due to cash used to fund the net loss of $7,996,062, adjusted for net non-cash expenses of $2,465,349, and $58,060 of cash provided by changes in operating assets and liabilities. Net cash used in operating activities was $4,182,945 for the six months ended June 30, 2024, primarily due to cash used to fund the net loss of $6,251,817, adjusted for net non-cash expenses of $2,351,582, and $282,710 of cash used in changes in operating assets and liabilities.

Previous wording

Net cash provided by investing activities was $2,366,967 for the three months ended March 31, 2025 primarily due to a sale of marketable securities which provided $3,456,535 of cash, offset by a purchase of marketable securities which used $1,053,168 of cash and a purchase of equipment which used $36,400 of cash. Net cash used in investing activities was $4,928,006 for the three months ended March 31, 2024 primarily due to a purchase of marketable securities which used $10,728,006 of cash, offset by a sale of marketable securities which provided $5,800,000 of cash.

Current wording

Net cash provided by investing activities was $4,499,158 for the six months ended June 30, 2025 primarily due to a sale of marketable securities which provided $6,664,238 of cash, offset by a purchase of marketable securities which used $2,128,680 of cash and a purchase of equipment which used $36,400 of cash. Net cash used in investing activities was $1,954,831 for the six months ended June 30, 2024 primarily due to a purchase of marketable securities which used $12,784,535 of cash, offset by a sale of marketable securities which provided $10,865,000 of cash.

Previous wording

Net cash provided by financing activities was $1,092,718 for the three months ended March 31, 2025 due to net proceeds of $1,050,307 received in connection with the issuance of common stock for the 2024 ATM offering and $42,411 due to the exercise of stock options, compared to $7,518,489 net cash provided by financing activities for the three months ended March 31, 2024.

Current wording

Net cash provided by financing activities was $1,980,856 for the six months ended June 30, 2025 due to net proceeds of $1,938,445 received in connection with the issuance of common stock for the 2024 ATM offering and $42,411 due to the exercise of stock options, compared to $7,505,646 net cash provided by financing activities for the six months ended June 30, 2024 due to net proceeds received in connection with the exercise and issuance of warrants.