IMPACT BIOMEDICAL INC.
For the period ended Jun 30, 2025. Filed Aug 14, 2025.
View on SEC.govAbout this filing
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.
Jun 30, 2025 · Filed Aug 14, 2025
IBO$4.10-6.8%Stored close · as of Nov 6, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious 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 OperationsCurrent report: 10-Q
Period ended 2025-06-30; filed 2025-08-14.
0001641172-25-023809
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 59 previous paragraphs and 61 current paragraphs.
46 unchanged; 13 reworded; 2 added; 0 removed; 0 previous and 0 current paragraphs rearranged.
Tables are not compared: 4 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 (2)
Current report
Costs of revenue includes all direct costs of the Company’s retail sales of its Celios air purification technology. It including online and third party distributor sales and consists of materials, third party warehousing, and transportation costs. This asset was acquired during the first quarter of 2025 and the Company did not incur any related costs in 2024.
Current report
Change in fair value of note payable, related party is related to the promissory note with DSS (“DSS Note”). During the fiscal year ended 2024, the Company amended the terms of its outstanding principal balance of the DSS Note. Previously, the Note required repayment solely in cash; however, pursuant to the second amendment executed which went into effect on September 16, 2024, the Company now has the option to settle the Note in either cash or shares of the Company’s common stock, subject to certain conditions. In accordance with ASC 480, Distinguishing Liabilities and Equity, and ASC 825, Financial Instruments, the Company remeasured the fair value of the DSS Note as of the modification date and again as of June 30, 2025. As a result, the Company recognized a fair value adjustment of $12,942,000 for the three and six months ended June 30, 2025.
Reworded paragraphs (13)
Previous 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.
Current wording
Selling, general and administrative compensation costs increased 68% for the three and six months ended June 30, 2025, as compared to the three and six months ended June 30, 2024 due to additional headcount year over year as well as bonus accruals for certain Company personnel.
Previous 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.
Current wording
Sales and marketing costs, which includes internet and trade publication advertising, press releases, travel and entertainment costs. These decreased 94% and 23% for the three and six months ended June 30, 2025, as compared to the three and six months ended June 30, 2024. The decrease in cost for the three and six months ended June 30, 2024 is due to efforts to reduce cost.
Previous 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.
Current wording
Professional fees increased 793% and 148% for the three and six months ended June 30, 2025, as compared to the three and six months ended June 30, 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 as well as due diligence in connection with potential mergers and/or acquisitions.
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, 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.
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 38% and 41% for the three and six months ended June 30, 2025, as compared to the three and six months ended June 30, 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 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.
Current wording
Depreciation and amortization expense increased 3% and 2% for the three and six months ended June 30, 2025 as compared to June 30, 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 as well as the amortization of the Celios patents acquired during the first quarter of 2025.
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. The increase for the three months ended March 31, 2025 as compared to March 31, 2024 is due to additional space being leased.
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 and six months ended June 30, 2025 as compared to June 30, 2024 of 260% and 311% respectively, is due to additional space being leased.
Previous 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.
Current wording
Other operating expenses consist primarily of office supplies, IT support, travel and insurance costs. These costs increased 817% and 1,380% for the three and six months ended June 30, 2025, as compared to the three and six months ended June 30, 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 ended March 31, 2025 as compared to March 31, 2024 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 and six months ended June 30, 2025 as compared to June 30, 2024 as the outstanding principal balance remained flat.
Previous 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.
Current wording
Interest expense is recognized on the Company’s debt to DSS. Interest expense increased 0% and 8% for the three and six months ended June 30, 2025 as compared to June 30, 2024, due to the increased outstanding balance of debt due.
Previous wording
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 wording
For the three and six months ended June 30, 2025 and 2024, the Company recorded increases in net loss of 1,524% and 723%. 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, the increase in professional fees associated with the execution of the Company’s business plan, as well as the fair value adjustment to the Company’s debt with DSS.
Previous 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
Current wording
Net cash used by operating activities was $1,376,000 for the six months ended June 30, 2025 as compared to cash used by operating activities of $1,378,000 for the six months ended June 30, 2024. This fluctuation is driven by more payments of the Company’s accounts payable by approximately $313,000, as well as increase in net loss after reconciling items of approximately $583,000
Previous wording
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.
Current wording
Net cash provided by investing activities was $1,000 and $1,000 for the six months ended June 30, 2025 and June 30, 2024, respectively. This activity is due to payments received on notes receivable during 2025 and 2024.
Previous 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.
Current wording
Net cash provided by financing activities was $0 for the six months ended June 30, 2025. During the six months ended June 30, 2024, net cash provided by financing activities was driven by borrowings from DSS of $1,378,000.