What changed in this filing

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Item 7. Management’s Discussion and Analysis

2025-03-18 compared with 2024-02-28 · 1951 added, 357 removed, 268 unchanged (90% of the section changed)

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treatment of PI, and for which we received FDA approval on May 9, 2019 and commenced commercial sales in August 2019;

and (iii) Nabi-HB (Hepatitis B Immune Globulin, Human), which is indicated for the treatment of acute exposure to blood containing

HBsAg and other listed exposures to Hepatitis B.

and (iii) Nabi-HB (Hepatitis B Immune Globulin, Human), which is indicated for the treatment of acute exposure to blood

containing HBsAg and other listed exposures to Hepatitis B.

We seek to develop a pipeline of plasma-derived therapeutics, including a product based on our most recently approved patent application under U.S.

10,259,865 related to methods of

treatment and prevention of S.

10,259,865 and 11,084,870

related to methods of treatment and prevention of S.

pneumonia infection for an immunoglobulin manufactured to contain standardized antibodies to numerous serotypes of S.

products and product candidates are intended to be used by physician specialists focused on caring for immune-compromised patients with or at risk for certain infectious diseases.

We have successfully completed production of a pilot-scale batch and are conducting animal studies for our S.

pneumoniae hyperimmune globulin program, SG-001.

Our products and product

candidates are intended to be used by physician specialists focused on caring for immune-compromised patients with or at risk for certain infectious diseases.

We manufacture these products at our FDA-licensed, plasma fractionation and purification facility located in Boca Raton, Florida with a peak annual processing capability of up to 600,000 liters (the “Boca Facility”).

Based on current production yields, our completed and ongoing supply chain enhancements and capacity expansion initiatives, we believe this facility has the potential to produce sufficient quantities of our immune globulin (“IG”) products

representing annual revenues of approximately $330 million in 2024 and potentially $380 million in 2025.

At these revenue levels, we forecast achieving consolidated gross margins in the range of 40-50% and net income margins in the range of 20-30%.

These assumptions translate to potential fiscal year 2024 and 2025 net income of $65 million and $115 million or more and adjusted EBITDA of $90 million and $140 million or more, respectively.

For the year ended December 31, 2023 we had a net loss of loss of $28.2 million and achieved adjusted net income of $0.7 million which, as further described under “Non-GAAP Financial Measures”, excludes charges related

to the refinancing of our senior debt of $26.2 million and an IT systems disruption of $2.7 million (see Management’s Discussion and Analysis of Financial Condition and Results of Operations).

We also achieved positive cash flow from operations for

the year ended December 31, 2023 for the first time in the Company’s history, primarily as a result of our significant revenue growth and continued physician, patient and payer acceptance of ASCENIV and BIVIGAM that we have experienced over the

past several years.

representing projected annual revenues greater than $490 million in 2025 and $605 million in 2026.

These revenue targets translate to potential fiscal year 2025 and 2026 Adjusted Net Income exceeding $175 million and $235 million, respectively, and

Adjusted EBITDA exceeding $225 million and $305 million, respectively.

The foregoing financial targets do not account for the potential FDA approval of our innovative yield enhancement production process described below.

In December 2024, we successfully submitted a Prior Approval Supplement (the “PAS”) for potential approval of our innovative yield enhancement production process.

Following FDA

review of the submission, we anticipate receiving FDA approval by mid-2025, with potential revenue and earnings accretion expected in the second half of the year.

This innovative process has demonstrated an ability to increase production yields by

approximately 20% from the same starting plasma volume, potentially driving significant increases to financial targets, if approved.

Through our ADMA BioCenters subsidiary, we currently operate ten source plasma collection facilities in the U.S., all of which hold FDA licenses.

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where we are approved under supply agreements or in the open “spot”

We sell plasma-derived intermediate fractions to certain customers, which are generated as part of our FDA-approved manufacturing process for IG and IVIG products, through a five-year manufacturing and supply agreement

we entered into in January 2020.

These intermediate by-products are used as the starting raw material to produce other plasma-derived biologics.

In addition, from time to time we provide contract manufacturing services for certain third-party

We also provide laboratory contracting services to certain customers and anticipate providing contract filling, labeling and packing services utilizing our FDA-approved in-house fill-finish capabilities.

From time to time we may provide contract manufacturing services for certain third-party clients.

We also provide laboratory contracting services to certain customers and may provide contract filling, labeling and

packing services utilizing our FDA-approved in-house fill-finish capabilities.

For the year ended December 31, 2024 we achieved net income of $197.7 million, the first time in our history that we achieved net income on a GAAP basis, and generated positive cash flow from operations of $118.7

Our improved operating results are primarily the result of the substantial revenue growth and continued physician, patient and payer acceptance of ASCENIV.

ASCENIV is a plasma-derived IVIG that contains naturally occurring polyclonal antibodies, which are proteins that are used by the body’s immune system to neutralize microbes, such as bacteria and viruses, and prevent

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donor collection samples we test.

ASCENIV is approved for the treatment of PIDD or PI, a class of inherited genetic disorders that causes a deficient or absent immune system in adults and adolescents (12 to 17 years of age).

Our pivotal Phase 3

clinical trial in 59 PIDD patients met the primary endpoint of no Serious Bacterial Infections (“SBI”) reported during 12 months of treatment.

Secondary efficacy endpoints further demonstrated the benefits of ASCENIV in the low incidence of

infection, therapeutic antibiotic use, days missed from work, school and daycare and unscheduled medical visits and hospitalizations.

We believe this clinical data together with the FDA approval for the treatment of PIDD better positions ADMA to

potentially further evaluate ASCENIV in immune-compromised patients infected with or at-risk for RSV infection or potentially other respiratory viral pathogens at an appropriate time.

Due to the COVID-19 pandemic, our plans have been delayed.

the future however, we may elect to work with the FDA and the immunology and infectious disease community to design an appropriate clinical trial to evaluate the use of ASCENIV in this patient population.

Following FDA approval in April 2019,

commercial sales of ASCENIV commenced in October of 2019 and in 2023 ADMA commenced manufacturing ASCENIV at the 4,400 Liter production scale for the first time in the Company’s history.

We expect that this expansion should meaningfully improve the

product’s margin profile and increase plant production capacity as fewer batches will be needed to support our revenue goals.

ASCENIV is approved for the treatment of PIDD or PI, a class of inherited genetic disorders that causes a deficient or absent immune system in adults and adolescents (12 to 17 years of

Our pivotal Phase 3 clinical trial in 59 PIDD patients met the primary endpoint of no Serious Bacterial Infections (“SBI”) reported during 12 months of treatment.

Secondary efficacy endpoints further demonstrated the benefits of ASCENIV in

the low incidence of infection, therapeutic antibiotic use, days missed from work, school and daycare and unscheduled medical visits and hospitalizations.

We believe this clinical data together with the FDA approval for the treatment of PIDD

better positions ADMA to potentially further evaluate ASCENIV in immune-compromised patients infected with or at-risk for RSV infection or potentially other respiratory viral pathogens at an appropriate time.

Due to the COVID-19 pandemic, our

plans have been delayed.

In the future however, we may elect to work with the FDA and the immunology and infectious disease community to design an appropriate clinical trial to evaluate the use of ASCENIV in this patient population.

FDA approval in April 2019, commercial sales of ASCENIV commenced in October of 2019 and in 2023 we commenced manufacturing ASCENIV at the 4,400 Liter production scale.

This expansion has improved the product’s margin profile and increased

plant production capacity as fewer batches are needed to support our revenue goals .

ASCENIV’s prescriber and patient base continued to expand during 2024, which drove record utilization and pull-through for

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These elevated demand trends have sustained into 2025, and ADMA currently expects that this product’s rapid growth will continue throughout 2025 and beyond.

We anticipate filing our supplemental Biologics License Application (“sBLA”) in mid-2025, with potential FDA approval in the first half of 2026 for the expansion of ASCENIV’s label to include the pediatric setting for

patients who are two years and older.

BIVIGAM is a plasma-derived IVIG that contains a broad range of antibodies similar to those found in normal human plasma.

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and we continue to manufacture Nabi-HB under HHS License No.

IT SYSTEMS DISRUPTION

On June 19, 2023, we experienced an IT systems disruption, which rendered certain of our IT systems inaccessible for less than one week.

Our investigation of the disruption has been completed with the assistance of

third-party consultants.

While no definitive root cause was identified, as previously disclosed we believe that this IT systems disruption may have been caused by a third-party who may have gained access to the system.

There was no original

financial systems or other data loss or any evidence of files exfiltrated due to this disruption.

Normal operations have resumed across our business units.

At the time of the disruption, we were in production of two batches of BIVIGAM, and after a

prolonged hold time, it was deemed to be a prudent GMP quality decision to discard these two in-process production batches as these batches were no longer viable for further production or had any alternative use.

As a result, we recorded a

one-time, non-recurring charge of $2.1 million for this inventory in the second quarter of 2023, which is reflected in Cost of product revenue in the accompanying consolidated statements of operations for the year ended December 31, 2023.

addition, the Company’s Plasma center operating expenses were adversely impacted by approximately $0.7 million due to the temporary closing of our plasma collection centers while their IT systems were restored.

We carry appropriate insurance for these types of instances, and while there can be no assurances ADMA will be reimbursed for the insurance claims made pertaining to these charges, we are actively working with our

insurance broker and carriers.

RESULTS OF OPERATIONS

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accepted in the United States of America (“U.S.

The preparation of these consolidated financial statements requires us to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses.

ongoing basis, we evaluate these estimates and assumptions, including those described below.

We base our estimates on our historical experience and on various other assumptions that we believe to be reasonable under the circumstances.

estimates and assumptions form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources.

Actual results and experiences may differ materially from these estimates.

Significant estimates include rebates and certain other deductions from gross revenues, impairment of long-lived assets, valuation of inventory, assumptions used in projecting future liquidity and capital requirements, assumptions used in the fair

value of awards granted under our equity incentive plans and warrants issued in connection with the issuance of notes payable and the valuation allowance for our deferred tax assets.

The preparation of these condensed consolidated financial statements requires us to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues and

On an ongoing basis, we evaluate these estimates and assumptions, including those described below.

We base our estimates on our historical experience and on various other assumptions that we believe to be reasonable under the

circumstances.

These estimates and assumptions form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources.

Actual results and experiences may differ materially from these

Some of the estimates and assumptions we have to make under U.S.

GAAP require difficult, subjective or complex judgments about matters that are inherently uncertain and, as a result, actual results could differ from

those estimates.

Due to the estimation processes involved, the following summary of accounting estimates and their application are considered to be critical to understanding our business operations, financial condition and results of operations.

For a description of our significant accounting policies, see Note 2 to the Consolidated Financial Statements included elsewhere in this Annual Report on Form 10-K.

Estimates and assumptions used in projecting future liquidity and capital

requirements are described in Note 1 to the Consolidated Financial Statements.

GAAP require very difficult, subjective and/or complex judgments about matters that are inherently uncertain and, as a result, we have identified those

as critical accounting estimates, which are considered critical to an understanding of our historical financial condition and results of operations and are reasonably likely to have a material impact on our future results of operations and

financial condition.

Critical accounting estimates include rebates and potentially certain other deductions from gross revenues, assumptions used in the fair value of awards granted under our equity incentive plans and estimates related to the

valuation allowance for our deferred tax assets.

For a description of our significant accounting policies, see Note 2 to the Consolidated Financial Statements.

Revenue Deductions for Rebates and Chargebacks

Our gross product revenues are subject to a variety of deductions which are estimated and recorded in the same period that the revenues are recognized.

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subjective matters of knowledge and judgment when estimating the impact of these revenue deductions on net revenues for a reporting period.

Historically, adjustments to these estimates to reflect actual results or updated expectations have not been material to our overall business.

Prior to 2024, adjustments to these estimates to reflect actual results or updated expectations have not been material to our overall business.

While we have some historical sales and rebate experience from our two

primary immunoglobulin products, ASCENIV and BIVIGAM, since their FDA approvals in 2019, it is not extensive.

If any of our ratios, factors, assessments, experiences or judgments are not indicative or accurate estimates of our future experience,

our results could be materially affected.

primary immunoglobulin products, ASCENIV and BIVIGAM, since their FDA approvals in 2019, our historical experience is not extensive.

If any of our ratios, factors, assessments, experiences or judgments are not indicative or accurate estimates of

our future experience, our results could be materially affected.

Estimates that are most at risk for material adjustment are those associated with U.S.

Medicaid rebates because of the extensive time delay between the recording of the accrual and its ultimate settlement,

an interval that can generally take up to several years or more.

These estimates may change from time to time based on changes in utilization, payor and channel mixes.

While our results of operations to date have not required any material

adjustment due to this risk, the delay between when this obligation is initially recorded and ultimately settled could potentially materially impact our revenues and our results of operations in the future.

Valuation of Inventory

Estimates related to the valuation of inventory include net realizable value of inventory in determining whether the cost of inventory exceeds its net realizable value which, if this were the case, would require a

charge against earnings to write down the value of the inventory to its net realizable value.

Net realizable value of inventory is based on our management’s estimate of the future net selling price of the inventory, which is subject to market

conditions and the estimation processes we use for revenues as discussed above.

With respect to raw materials inventory, we are required to estimate the level and timing of usage of these materials prior to their expiration dates in determining

whether it is appropriate to carry these materials on our balance sheet as a valid asset of the Company.

Changes in either of these estimates could potentially materially impact our cost of product revenue and results of operations.

Stock-Based Compensation and Valuation of Warrants

Medicaid rebates because of the extensive time delay between the recording of the accrual and

its ultimate settlement, an interval that can generally take up to several years or more.

These estimates may change from time to time based on changes in utilization, payer and channel mixes.

During 2024, we engaged a third-party specialist to

assist in the evaluation of our accrual for U.S.

Medicaid rebates related to the sale of our immunoglobulin products.

As a result of this evaluation, we recognized a reduction in this accrual and a corresponding increase to net revenues of $12.6

million during the year ended December 31, 2024 (see Note 2 to the Consolidated Financial Statements).

We considered several qualitative factors when evaluating our rebate accrual, such as the absence of a statutory limitation on the rebate amounts

drug manufacturers pay to state Medicaid programs and general uncertainty that pharmaceutical manufacturers have historically seen with government payors often submitting lagged claims many periods after the initial dispensing of a product to an

There was additional new information that arose during June 2024 that suggested our liabilities for certain payor claims were successfully resolved, which resulted in the $12.6 million adjustment to the accrual for U.S.

rebates in June 2024.

Additional changes in estimate assumptions surrounding U.S.

Medicaid and other rebate obligations could materially impact our revenues and our results of operations in the future.

Stock-Based Compensation

All equity-based payments, including grants of stock options and restricted stock units (“RSUs”), are recognized at their estimated fair value at the date of grant, and compensation expense is recognized on a

straight-line basis over the grantee’s requisite vesting period.

For the purpose of valuing stock options granted to our employees, directors and officers, we use the Black-Scholes option pricing model.

The Black-Scholes option pricing model was

developed for use in estimating the fair value of publicly traded options, which have no vesting restrictions and are fully transferable.

The Company’s employee stock options have characteristics significantly different from those of traded

options, and changes in the underlying Black-Scholes assumptions can materially affect the fair value estimate.

For the purpose of valuing stock options granted to our employees, directors and executive officers, we use the Black-Scholes option pricing model.

We also use the Black-Scholes model

when determining additional compensation cost resulting from the modification to previously issued option grants.

The Black-Scholes option pricing model was developed for use in estimating the fair value of publicly traded options, which have no

vesting restrictions and are fully transferable.

The Company’s employee stock options have characteristics significantly different from those of traded options, and changes in the underlying Black-Scholes assumptions can materially affect the fair

value estimate.

To determine the risk-free interest rate, we utilize the U.S.

Treasury yield curve in effect at the time of the grant with a term

consistent with the expected term of our awards.

The expected term of the options granted is in accordance with SEC Staff Accounting Bulletins 107 and 110 and is based on the average between vesting terms and contractual terms.

dividend yield reflects our current and expected future policy for dividends on our Common Stock.

The expected stock price volatility for our stock options was calculated by examining the historical volatility of our Common Stock since our Common

Stock became publicly traded in the fourth quarter of 2013.

We will continue to analyze the expected stock price volatility and expected term assumptions and will adjust our Black-Scholes option pricing assumptions as appropriate.

Any changes in

the foregoing Black-Scholes assumptions, or an election by us to utilize an alternative method for valuing stock options granted to employees, directors and officers, could potentially impact our stock-based compensation expense and our results of

We also use the Black-Scholes option pricing model for the purpose of estimating the fair value of warrants we issue from time to time in connection with the issuance of notes payable.

Changes in our Black-Scholes

assumptions, or an election by us to utilize an alternative method for valuing warrants issued to our lenders, could impact our interest expense and results of operations.

Impairment of Long-Lived Assets

We assess the recoverability of our long-lived assets, which include property and equipment and finite-lived intangible assets, whenever significant events or changes in circumstances indicate impairment may have

If indicators of impairment exist, projected future undiscounted cash flows associated with the asset are compared to its carrying amount to determine whether the asset’s carrying value is recoverable.

Any resulting impairment is recorded

as a reduction in the carrying value of the related asset in excess of fair value and a charge to operating results.

For the years ended December 31, 2023 and 2022, we determined that there was no impairment of our long-lived assets.

events or circumstances that may be indicative of impairment that would require the use of significant judgment by management include:

A significant adverse change in legal factors or in the business climate that could affect the value of the asset.

Significant and continued cash flow losses.

A significant adverse change in the extent or manner in which an asset is used, such as a restriction imposed by the FDA or other regulatory authorities that could affect our ability to manufacture our products using a particular

An expectation of losses or reduced profits associated with an asset.

This could result, for example, from the introduction of a competitor’s product that impacts projected revenue growth, or a change in the acceptance of a product by

patients, physicians and payers that results in an inability to sustain projected product revenues.

Goodwill is not amortized but is assessed for impairment on an annual basis or more frequently if impairment indicators exist.

The testing of goodwill for impairment requires us to determine whether or not the fair

value of the reporting unit associated with the goodwill is less than its carrying amount, including goodwill and other intangible assets.

An impairment charge is recorded to the extent the reporting unit’s carrying value exceeds its fair value,

with the impairment loss recognized not to exceed the total amount of goodwill allocated to that reporting unit.

In order to determine the fair value of the reporting unit, we utilize the fair value of the Company as a whole, as determined by its

market capitalization.

Determination of the fair value and carrying value of each reporting unit, relative to the fair value of the Company, requires management to employ certain estimates, assumptions and judgment, which we believe are reasonable.

However, any changes to these estimates and assumptions could impact our determination of whether or not our goodwill is impaired.

We did not recognize any impairment charges related to goodwill for the years ended December 31, 2023, 2022 and 2021.

Treasury yield curve in effect at the time of the grant with a term consistent with the term of our awards.

The expected term of the options granted is in accordance with

Securities and Exchange Commission (“SEC”) Staff Accounting Bulletins 107 and 110 and is based on the average between vesting terms and contractual terms.

The expected dividend yield reflects our current and expected future policy for

dividends on our common stock.

The expected stock price volatility for our stock options was calculated by examining the historical volatility of our common stock since our common stock became publicly traded.

We will continue to analyze the

expected stock price volatility and expected term assumptions and will adjust our Black-Scholes option pricing assumptions as appropriate.

Any changes in the foregoing Black-Scholes assumptions, or our election to utilize an alternative method for

valuing stock options granted to employees, directors and executive officers, could potentially impact our stock-based compensation expense and our results of operations.

Deferred Tax Assets

We have historically maintained a full valuation allowance against all of our net deferred tax assets, and as a result have recorded no income tax benefit in the accompanying consolidated financial statements.

valuation allowance reflects our assessment of whether it is more likely than not that we will generate sufficient taxable income in the future to be able to utilize our deferred tax assets.

In determining whether a valuation allowance is

warranted, we evaluate factors such as prior earnings history, expected future earnings, carryback and carryforward periods and tax strategies.

We consider all positive and negative evidence to estimate if sufficient future taxable income will be

generated to realize our deferred tax assets.

We consider cumulative losses in recent years to be a significant type of negative evidence, and based on our history of losses, at this time we have not included future projected taxable income as a

source of income to recognize our deferred tax assets.

Prior to December 31, 2024, we maintained a full valuation allowance against all of our net deferred tax assets, and as a result we have historically not recorded an income tax benefit in the accompanying consolidated

financial statements despite continued losses through December 31, 2023.

This valuation allowance reflected our assessment of whether it is more likely than not that we would generate sufficient taxable income in the future to be able to utilize

our deferred tax assets.

In determining whether a valuation allowance is warranted, we evaluate factors such as prior earnings history, expected future earnings, carryback and carryforward periods and tax strategies.

We consider all positive and

negative evidence to estimate if sufficient future taxable income will be generated to realize our deferred tax assets, and we considered cumulative losses in recent years to be a significant type of negative evidence.

As of December 31, 2024, we

determined that it is more-likely-than-not that our federal and state deferred tax assets will be realized.

As a result, we recorded a release of the valuation allowance associated with these deferred tax assets, which was due in part to achieving

three years of cumulative taxable income and projected taxable income that is more than sufficient to realize our federal and state deferred tax assets, and we recorded a deferred income tax benefit in the amount of $84.3 million for the year ended

December 31, 2024 (see Note 11 to the consolidated financial statements).

Year Ended December 31, 2024 Compared to Year Ended December 31, 2023

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(in thousands)

Increase (Decrease)

Cost of product revenue

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Selling, general and administrative expenses

Income from operations

Interest expense

Loss on extinguishment of debt

Other income, net

Income (loss) from before taxes

Income tax benefit

Net income (loss)

Adjusted EBITDA *

Adjusted net income*

* - See Non-GAAP Financial Measures appearing at the end of this discussion

We recorded total revenues of $426.5 million for the year ended December 31, 2024, as compared to $258.2 million for the year ended December 31, 2023, an increase of $168.2 million, or 65%.

Excluding the $12.6 million

adjustment we recorded in the second quarter of 2024 to decrease our accrual for estimated U.S.

Medicaid rebates (which had the effect of increasing net revenues by $12.6 million), revenue increased by approximately $155.6 million, or 60%.

increase is primarily related to increased sales of ASCENIV, as we continue to experience increased physician, payer and patient acceptance and utilization of this product, as well as sales increases for some of our other IG products.

increase also includes an increase in sales of normal source plasma (“NSP”) and hyperimmune Hepatitis B plasma by our Plasma Collection Centers business segment in the amount of $2.2 million.

Cost of Product Revenue and Gross Profit

Cost of product revenue was $206.9 million for the year ended December 31, 2024, as compared to $169.3 million for the year ended December 31, 2023.

This increase is primarily attributable to volume-driven increases in

product revenue costs related to our increased sales of IG products and plasma of $39.5 million and $3.1 million, respectively, partially offset by a reduction in other manufacturing costs, mainly unabsorbed manufacturing expenses, of $5.1 million.

For the year ended December 31, 2024, we had gross profit of $219.6 million, as compared to $88.9 million for the prior year, which represents a gross margin for fiscal 2024 of 51.5%, as compared to 34.4% for fiscal

Excluding the $12.6 million adjustment we recorded in the second quarter of 2024 to reduce our accrual for estimated U.S.

Medicaid rebates, our gross profit for the year ended December 31, 2024 was approximately $207.0 million, representing a

gross margin of approximately 50.0%.

The improvement in gross margin is mainly driven by a significantly more favorable mix of higher margin IG sales in 2024 as compared to 2023, along with the reduction in other manufacturing costs.

see further shifts in our revenue mix toward higher margin IVIG products in fiscal 2025.

Research and Development Expenses

Research and development (“R&D”) expenses totaled $1.8 million for the year ended December 31, 2024, as compared to $3.3 million for the year ended December 31, 2023.

The decrease is primarily due to the absence of

expenditures in 2024 related to the BIVIGAM post-marketing commitments, for which we incurred $1.7 million of expenses in 2023, partially offset by an increase in expenses associated with our ASCENIV pediatric study in the amount of $0.3 million.

Plasma Center Operating Expenses

Plasma center operating expenses, which primarily consists of compensation, benefits and travel for plasma center management and administrative staff, along with certain initial opening, marketing and start-up costs,

were essentially unchanged at $4.2 million for the year ended December 31, 2024 as compared to approximately $4.3 million for the year ended December 31, 2023.

Amortization of Intangibles

Amortization expense mainly pertains to the amortization of intangible assets acquired in a 2017 acquisition transaction and was $0.4 million and $0.7 million for the years ended December 31, 2024 and 2023,

respectively.

The intangible assets acquired in 2017 became fully amortized in June of 2024.

Selling, General and Administrative Expenses

Selling, general and administrative (“SG&A”) expenses were $74.1 million for the year ended December 31, 2024, an increase of $15.1 million from the year ended December 31, 2023, and reflects an increase in

stock-based compensation expense of $6.4 million in 2024, largely due to the higher valuation of grants awarded in 2024 and to additional compensation expense recognized for the modification of certain outstanding equity awards.

The increase in

SG&A also reflects increases in employee-related costs, including salaries and wages, benefits, relocation and recruiting, in the aggregate amount of $4.8 million, software maintenance expense of $1.2 million, consulting and professional fees

of $0.9 million, audit and tax fees of $0.6 million, insurance expense of $0.6 million and temporary labor expense of $0.7 million.

SG&A expenses as a percentage of net revenues decreased from 22.9% in fiscal 2023 to 17.4% in fiscal 2024.

Income from Operations

Our operating income was $139.0 million for the year ended December 31, 2024, as compared to $21.6 million for the year ended December 31, 2023.

The $117.4 million increase in operating income was mainly due to the

improved gross profit, driven by both the year-over-year revenue growth and the shift in revenue mix toward significantly higher margin IVIG products, partially offset by $13.3 million of higher total operating expenses.

The higher gross profit

also reflects the foregoing adjustment to our accrual for estimated U.S.

Medicaid rebates which increased our revenues for the year ended December 31, 2024 by $12.6 million.

Interest Expense

Interest expense for the year ended December 31, 2024 was $13.9 million, as compared to $25.0 million for the year ended December 31, 2023.

Prior to the refinancing of our senior debt on December 18, 2023 (see

“Liquidity and Capital Resources”), our outstanding debt principal balance throughout 2023 ranged between $155.1 million and $158.6 million.

The refinancing transaction reduced our debt principal to $135.0 million as of December 31, 2023, and we

made additional principal payments on this indebtedness of $30.0 million on each of August 14, 2024 and December 19, 2024, reducing our debt principal balance to $75.0 million as of December 31, 2024.

In addition, the stated interest rate on our

debt during 2024 was approximately 10.1%, as compared to approximately 13.9% during 2023.

We also incurred lower expense related to the amortization of debt discount in 2024 in the amount of $1.6 million.

We expect our interest expense to continue

to decline in 2025 due to the reduced debt principal balance and potential further repayments on our outstanding debt.

Loss on Extinguishment of Debt

As a result of the prepayment we made on our senior debt on December 19, 2024, we incurred a prepayment penalty in the amount of $0.45 million and recorded a partial write-down of unamortized debt discount of

approximately $0.8 million, for a loss on this partial extinguishment of debt in the amount of $1.2 million.

In connection with the foregoing refinancing of our senior debt in December of 2023, we incurred a loss on extinguishment of debt in the

amount of $26.2 million, which is comprised of a prepayment penalty paid to our previous lender in the amount of $11.1 million, and the write-off of unamortized discount related to the retired indebtedness in the approximate amount of $15.1 million

(see Note 7 to the Consolidated Financial Statements).

Other Income, Net

Other income, net, for the year ended December 31, 2024 was $1.9 million, as compared to $1.3 million for the year ended December 31, 2023.

The increase is mainly due to an increase in interest income of $0.5 million

in 2024 resulting from higher average cash balances in 2024.

Income Tax Benefit

We recorded a total income tax benefit of $72.0 million for the year ended December 31, 2024, with no comparable amount for the year ended December 31, 2023.

The provision for income taxes for fiscal 2024 includes a

deferred tax benefit of $84.3 million related to the release of the valuation allowance against our net deferred tax assets, partially offset by current income tax expense of $12.3 million, which reflects federal and state income tax liabilities

that are not fully sheltered by NOLs due to limitations from prior ownership changes and other limitations on net operating loss carryforwards under the Internal Revenue Code of 1986, as amended (see “Risk Factors - Our ability to use our net

operating loss carryforwards (“NOLs”) may be limited.” appearing elsewhere in this report and Note 11 to the Consolidated Financial Statements).

We expect that we will record income tax expense in 2025 and beyond as we expect to continue to

generate additional taxable income for the foreseeable future.

Net Income/Loss

Our net income was $197.7 million for the year ended December 31, 2024, as compared to a net loss of $28.2 million for the year ended December 31, 2023, an improvement of $225.9 million.

The increase was primarily due

to the increase in operating income of $117.4 million, lower interest expense of $11.1 million discussed above, a reduced loss on the extinguishment of debt as compared to fiscal 2023 and the income tax benefit of $72.0 million.

The foregoing

change in estimate in our accrual for Medicaid rebates favorably impacted our net after-tax income for the year ended December 31, 2024 by approximately $11.4 million.

Year Ended December 31, 2023 Compared to Year Ended December 31, 2022

The following table presents a summary of the changes in our results of operations for the year ended December 31, 2023, compared to the year ended December 31, 2022:

Year Ended December 31,

(in thousands)

Cost of product revenue

Research and development expenses

Plasma center operating expenses

Amortization of intangibles

Selling, general and administrative expenses

Income (loss) from operations

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Cost of product revenue was $169.3 million for the year ended December 31, 2023, as compared to $118.8 million for the year ended December 31, 2022.

This increase is primarily attributable to volume-driven increases

in product revenue costs related to the increased sales of our immunoglobulin products of $54.9 million.

Cost of product revenue was also impacted by the inventory losses of $2.1 million related to the June 2023 IT disruption, partially offset by

a decrease in other manufacturing expenses of approximately $6.2 million in 2023, mainly due to a shorter planned shutdown of the Boca Facility in 2023 as compared to 2022.

This increase is primarily attributable to volume-driven increases in

product revenue costs related to the increased sales of our immunoglobulin products of $54.9 million.

Cost of product revenue was also impacted by the inventory losses of $2.1 million related to the June 2023 IT disruption, partially offset by a

decrease in other manufacturing expenses of approximately $6.2 million in 2023, mainly due to a shorter planned shutdown of the Boca Facility in 2023 as compared to 2022.

For the year ended December 31, 2023, we had gross profit of $88.9 million, as compared to $35.3 million for the same period of a year ago.

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Research and Development Expenses

Research and development (“R&D”) expenses totaled $3.3 million for the year ended December 31, 2023, as compared to $3.6 million for the year ended December 31, 2022.

The decrease is primarily due to lower

expenditures attributable to a third-party service provider in connection with an R&D project that was completed in early 2023.

R&D expenses totaled $3.3 million for the year ended December 31, 2023, as compared to $3.6 million for the year ended December 31, 2022.

The decrease is primarily due to lower expenditures attributable to a

third-party service provider in connection with an R&D project that was completed in early 2023.

Plasma Center Operating Expenses

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The $61.0 million improvement in operating results

was mainly due to the improved gross profit of $53.7 million and the lower total operating expenses of $7.3 million.

was mainly due to the improved gross profit of $53.7 million, largely driven by the year-over-year revenue growth and shift in revenue mix toward higher margin IVIG products, and the lower total operating expenses of $7.3 million.

Interest Expense

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principal resulting from the refinancing of our senior credit facility on March 23, 2022, additional debt principal resulting from interest payments made “in kind” in the form of additional indebtedness of approximately $6.8 million, as well as an

increase in the stated interest rate on our senior debt from 10.75% in 2022 to as high as 14.4% at certain points in fiscal 2023 as a result increases in the Secured Overnight Financing Rate (“SOFR”).

We expect our interest expense to decrease in

2024 as a result of the refinancing transaction we completed in December of 2023 (see “Liquidity and Capital Resources”), which resulted in a lower debt principal balance and a reduction in the interest rate.

increase in the stated interest rate on our senior debt from 10.75% in 2022 to as high as 14.4% at certain points in fiscal 2023 as a result of increases in the Secured Overnight Financing Rate (“SOFR”).

We expect our interest expense to decrease

in 2024 as a result of the refinancing transaction we completed in December of 2023 (see “Liquidity and Capital Resources”), which resulted in a lower debt principal balance and a reduction in the interest rate.

Loss on Extinguishment of Debt

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operating income/loss of $61.0 million and the $1.9 million increase in other income/expense, partially offset by a higher loss on extinguishment of debt of $19.5 million and higher interest expense of $5.7 million.

Year Ended December 31, 2022 Compared to December 31, 2021

The following table presents a summary of the changes in our results of operations for the year ended December 31, 2022 compared to the year ended December 31, 2021:

Year Ended December 31,

(in thousands)

Increase (Decrease)

Cost of product revenue

Research and development expenses

Plasma center operating expenses

Amortization of intangibles

Selling, general and administrative expenses

Loss from operations

Interest expense

Loss on extinguishment of debt

Other expense, net

Adjusted EBITDA *

Adjusted net loss *

- See Non-GAAP Financial Measures appearing at the end of this discussion

We recorded total revenues of $154.1 million during the year ended December 31, 2022, as compared to $80.9 million during the year ended December 31, 2021, an increase of $73.1 million, or approximately 90%.

increase is mainly due to increased sales of our immunoglobulin products and intermediate fractions generated by our Boca Facility manufacturing operations in 2022 totaling $69.2 million as we concluded our third full year of commercial sales of

BIVIGAM and ASCENIV.

We attribute this increase in revenue to the continued expansion of our customer base in 2022 and to increasing physician, payer and patient acceptance of both BIVIGAM and ASCENIV.

We also experienced a $4.0 million increase in

plasma revenues generated by our Plasma Collection Centers business segment due to increased sales of plasma through spot market opportunities beyond our long-term supply agreement.

Cost of Product Revenue and Gross Profit

Cost of product revenue was $118.8 million for the year ended December 31, 2022, as compared to $79.8 million for the year ended December 31, 2021.

This increase of $39.0 million is primarily attributable to

volume-related increases in product revenue costs related to the sale of our immunoglobulin products of $30.4 million and increased product revenue costs related to our ADMA BioCenters business segment in the amount of $4.3 million.

In addition, we

also experienced an increase in other manufacturing expenses of approximately $4.4 million in fiscal 2022 as compared to fiscal 2021, which is indicative of certain inflationary pressures being experienced by our industry for labor, materials,

freight, fuel surcharges and third-party services.

Our gross profit of $35.3 million for the year ended December 31, 2022 represents an improvement over the same period of a year ago of $34.1 million and is mainly due to the higher sales volume, the improved margins we

are experiencing with BIVIGAM at the larger plasma pool production scale, and to the increased relative contribution of ASCENIV to our total revenues.

As a result, we achieved a gross margin of 22.9% for the year ended December 31, 2022, as

compared to a gross margin of 1.4% for the year ended December 31, 2021.

Subsequent to the FDA approvals for BIVIGAM and ASCENIV received in 2019 through December 31, 2022, substantially all of the normal source plasma (“NSP”) used in our Boca Facility IG production was sourced under a

supply agreement we had in place with Grifols Worldwide Operations Limited (“Grifols”).

This agreement expired on December 31, 2022 and was not renewed.

Although we have executed additional agreements with other third-party suppliers of NSP, we

anticipate that the NSP used in IG production in 2023 and beyond will be sourced from our ADMA BioCenters plasma collection facilities.

As a number of these facilities are still in their initial stages of operation, we expect that the cost of

collecting NSP at many of these facilities will exceed the price per liter of NSP we were paying to Grifols and other third-party suppliers.

As a result, we expect the production costs for our immune globulin products to increase in the near term,

which could adversely impact our cost of product revenue and gross margins, without giving effect to other supply chain initiatives completed and anticipated manufacturing efficiencies expected in the future.

Research and Development Expenses

R&D expenses of $3.6 million for the year ended December 31, 2022 was essentially unchanged from the year ended December 31, 2021, as the lower compensation costs (including stock-based compensation) in 2022

resulting from the 2021 resignation of our former Chief Medical and Chief Scientific Officer were offset by increased expenses associated with post-marketing commitment clinical studies for ASCENIV and BIVIGAM (see Note 10 to the Consolidated

Financial Statements).

Plasma Center Operating Expenses

Plasma center operating expenses increased by $5.6 million to $17.8 million for the year ended December 31, 2022, as compared to $12.3 million for the year ended December 31, 2021.

Plasma center operating expenses

consist of certain general and administrative plasma center costs, initial opening, marketing and start-up costs, rent expense, maintenance, utilities, compensation and benefits for center and administrative staff, advertising and promotion

expenses and computer software fees related to donor collections.

The majority of our plasma collection centers have been in a development or start-up stage in fiscal 2022 and 2021.

During fiscal 2022, we opened three new plasma collection facilities, and an additional facility opened in March of 2023.

In addition, for those plasma collection centers that were in construction or development but

not yet operational, we still needed to incur staffing, training, travel and other costs during the build-out period so that these facilities can be operational on the day they open.

The increase in plasma center operating expenses in 2022 is

mainly attributable to increases in donor fees, some of which are specialty programs and promotions by the newly opened centers, of $10.7 million, employee compensation costs of $5.8 million, softgoods and supplies of $3.8 million, depreciation

expense of $1.1 million, rent expense of $0.5 million, plasma testing expenses of $2.8 million, travel expense of $0.2 million, software maintenance expense of $0.4 million, janitorial and utilities expense of $0.5 million, professional services of

$0.4 million, postage and freight of $0.3 million and advertising expenses of $0.3 million.

These amounts were partially offset by a substantial increase in plasma collections which resulted in a reduction in our plasma center operating expenses by

approximately $21.4 million.

Selling, General and Administrative Expenses

SG&A expenses were $52.5 million for the year ended December 31, 2022, an increase of $9.6 million from the year ended December 31, 2021.

As we continued to support the increase in the size and scope of our Boca

Facility manufacturing and commercial operations in 2022, we experienced increases in employee compensation and related expenses, including travel, relocation and recruiting, of $4.6 million, $1.8 million of which is stock-based compensation.

also experienced increases in insurance expense of $1.4 million and utilities of $0.5 million in 2022, as well as an increase in data services and market intelligence fees in the amount of $1.5 million in support of the commercialization efforts

for BIVIGAM and ASCENIV.

In addition, we incurred professional fees in connection with the Morgan Stanley strategic alternatives process in the amount of $1.4 million, with no comparable amount in 2021.

Amortization of Intangibles

Amortization expense for intangible assets acquired in an acquisition transaction was $0.7 million for the years ended December 31, 2022 and 2021.

Loss from Operations

Our operating loss was $39.4 million for the year ended December 31, 2022, as compared to $58.4 million for the year ended December 31, 2021.

The decrease in operating loss was mainly due to the improved gross profit

for the year ended December 31, 2022 of $34.1 million, partially offset by the increases in plasma center operating expenses and SG&A.

Interest Expense

Interest expense was $19.3 million for the year ended December 31, 2022, as compared to $13.1 million for the year ended December 31, 2021.

The increase reflects the additional indebtedness and increase in amortization

of debt discount resulting from the refinancing of our senior credit facility on March 23, 2022.

The refinancing transaction resulted in additional indebtedness at closing in the approximate amount of $51.8 million, and our debt principal increased

by an additional $3.0 million subsequent to closing as the Hayfin Credit Agreement (see “Liquidity and Capital Resources”) allowed us to pay “in kind” a portion of our monthly interest obligation in the form of additional indebtedness to the

We expect to continue to pay a portion of our monthly interest obligation “in kind” during 2023.

As a result, and given the expected continued rise in SOFR, we expect our principal debt balance and the associated interest expense to

increase over the course of fiscal 2023 as compared to previous years.

Loss on Extinguishment of Debt

In connection with the refinancing of our senior credit facility on March 23, 2022, we incurred a loss on the extinguishment of debt in the amount of $6.7 million as a result of the redemption premium we paid to retire

our previously existing credit facility in the amount of $2.0 million, and the write-off of unamortized debt discount of $4.7 million related to that facility (see Note 7 to the Consolidated Financial Statements).

Our net loss was $65.9 million for the year ended December 31, 2022, as compared to $71.6 million for the year ended December 31, 2021.

The decrease in net loss of $5.7 million was mainly due to the decrease in

operating loss, largely offset by the higher interest expense and loss on extinguishment of debt in 2022.

Non-GAAP Financial Measures

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Although the Company uses Adjusted EBITDA as one of several financial measures to assess its operating performance, its use is limited as it excludes certain significant operating expenses.

EBITDA, Adjusted EBITDA and Adjusted

net income (loss) are not intended to represent cash flows for the periods presented, nor have they been presented as an alternative to operating income/loss, net income/loss or as an indicator of operating performance and should not be considered

in isolation or as a substitute for measures of performance prepared in accordance with U.S.

The following table presents the reconciliation of net loss to EBITDA and Adjusted EBITDA for the years ended December 31, 2023, 2022 and 2021:

Years Ended December 31,

Adjusted EBITDA and Adjusted net income (loss) are not intended to represent cash flows for the periods presented, nor have they been presented as an alternative to operating income/loss, net income/loss or as an indicator of operating

performance and should not be considered in isolation or as a substitute for measures of performance prepared in accordance with U.S.

The following table presents the reconciliation of net loss to EBITDA and Adjusted EBITDA for the years

ended December 31, 2024, 2023 and 2022:

Year Ended December 31,

(In thousands)

Net income (loss)

Income tax benefit

Interest expense

Stock-based compensation

IT systems disruption

Loss on extinguishment of debt

Yield enhancement

IT systems disruption

Adjusted EBITDA

Adjusted EBITDA improved by $122.3 million for the year ended December 31, 2024 as compared to the year ended December 31, 2023, mainly due to the substantial increase in operating income in 2024 of $117.4 million.

Adjusted EBITDA increased by $67.9 million for the year ended December 31, 2023 as compared to the same period of a year ago.

The improvement is driven primarily by an increase in operating income in 2023 of $61.0

Adjusted EBITDA improved by $22.0 million for the year ended December 31, 2022 as compared to the year ended December 31, 2021, mainly due to the decreasing in operating loss in 2022 of $19.0 million.

The following table presents the reconciliation of Net loss to Adjusted net income (loss) for the years ended December 31, 2023, 2022 and 2021:

The improvement is driven primarily by an increase in operating income in 2023 of $61.0 million.

The following table presents the reconciliation of Net income (loss) to Adjusted net income (loss) for the years ended December 31, 2024, 2023 and 2022:

Years Ended December 31,

(in thousands)

Net income (loss)

Loss on extinguishment of debt

Deferred tax benefit

Yield enhancement

Stock-based compenstion modifications

IT systems disruption

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LIQUIDITY AND CAPITAL RESOURCES

At December 31, 2023, we had working capital of $207.2 million, primarily consisting of $172.9 million of inventory, cash and cash equivalents of $51.4 million and $27.4 million of accounts receivable, partially offset

by current liabilities of $49.8 million, as compared to working capital at December 31, 2022 of $231.1 million, primarily consisting of $163.3 million of inventory, cash and cash equivalents of $86.5 million and accounts receivable of $15.5

At December 31, 2024, we had working capital of $275.9 million, primarily consisting of $170.2 million of inventory, cash and cash equivalents of $103.1 million and $50.0 million of accounts receivable, partially

offset by current liabilities of $55.5 million, as compared to working capital at December 31, 2023 of $207.2 million, primarily consisting of $172.9 million of inventory, cash and cash equivalents of $51.4 million and accounts receivable of $27.4

million, partially offset by current liabilities of $49.8 million.

We have incurred an accumulated deficit of $506.3 million since inception and although we had positive cash flow from operations of $8.8 million for the year ended December 31,

2023, we had negative cash flows from operations of $59.5 million and $112.4 million for the years ended December 31, 2022 and 2021, respectively.

We have funded our operations over the past few years primarily from the sale of our equity

securities and debt financings.

Our material cash requirements are primarily comprised of:

Although we have incurred an accumulated deficit of $308.6 million since inception, we had positive cash flow from operations for the years ended December 31, 2024 and 2023 of

$118.7 million and $8.8 million for the years ended December 31, 2024 and 2023, respectively.

Prior to fiscal 2024, we funded our operations over the previous few years primarily from the sale of our equity securities and debt financings.

material cash requirements are primarily comprised of:

The collection and procurement of raw material source plasma, which includes plasma donor fees and plasma center supplies, and other raw materials necessary to maintain and scale up our manufacturing operations;

3 unchanged sentences

Marketing programs, medical education and continued commercialization efforts;

Boca Facility maintenance, repairs and supplies;

Conducting required post-marketing clinical trials for our FDA-approved products;

Boca Facility maintenance, improvements, repairs and supplies;

Conducting required post-marketing clinical trials for ASCENIV;

Continuous improvements and updates to our IT infrastructure, laboratory equipment and assays, and facilities and engineering equipment.

In addition, our end-to-end production cycle time from procurement of raw materials to commercial release of finished product can take between seven and 12 months or potentially longer, requiring substantial inventories of raw material plasma

and other manufacturing and laboratory testing materials and single use disposables.

to the refinancing of our senior debt of $26.2 million and an IT systems disruption of $2.7 million, as well as positive cash flow from operations, both for the first time in our history.

However, at present we cannot be certain that we will be

able to continue to generate a sufficient amount of product revenue to achieve profitability on an ongoing basis.

We currently anticipate, based upon our projected revenue and expenditures, that our current cash, cash equivalents and accounts

receivable, along with our projected future operating cash flow, will be sufficient to fund our operations, as currently conducted, through the end of the first quarter of fiscal 2025.

However, our current outlook with respect to cash flows and

profitability may change based upon several factors, including the success of our commercial efforts with respect to the sale of our products and the continued acceptability of our immune globulin products by physicians, patients or payers, and

whether or not the assumptions underlying our projected revenues and expenses are correct.

If we are unable to maintain positive cash flow throughout fiscal 2024, we may need to raise additional capital and if such capital is not available due to

widespread liquidity constraints or significant market instability that could result from international or global conflicts, economic uncertainty, COVID-19 or other pandemics, inflationary pressures or other factors beyond our control, we may have

to delay, curtail or eliminate some of our commercialization efforts or product development activities.

If we are unable to generate sufficient revenue to maintain positive cash flow throughout fiscal 2024 and need to raise additional capital, we

may decide to do so through public or private equity offerings or debt financings, or we may enter into a corporate collaboration or licensing arrangement.

The sale of additional equity securities or debt financings, if convertible, could result in

dilution to our stockholders and, in such event, the value and potential future market price of our common stock may decline.

As we continue to onboard new staff and expand production at the Boca Facility, we may also decide to use cash on hand, in whole or in part, to purchase additional real estate to add redundancies, expand operations and prepare for future growth

opportunities.

material plasma and other manufacturing and laboratory testing materials and single use disposables.

For the year ended December 31, 2024, we had pre-tax income and GAAP net income of $125.7 million and $197.7 million, respectively.

We currently anticipate, based upon our projected revenue and expenditures, that our

current cash, cash equivalents and accounts receivable, along with our projected future operating cash flow, will be sufficient to fund our operations, as currently conducted, through the end of the first quarter of fiscal 2026.

current outlook with respect to cash flows and profitability may change based upon several factors, including the continued success of our commercial efforts with respect to the sale of our products and the continued acceptability of our immune

globulin products by physicians, patients or payers, and whether or not the assumptions underlying our projected revenues and expenses are correct.

If we are unable to maintain positive cash flow throughout fiscal 2025, we may choose to raise

additional capital.

If we are unable to generate sufficient revenue to maintain positive cash flow throughout fiscal 2025 and elect to raise additional capital, we may decide to do so through public or private equity offerings or debt financings,

or we may enter into a corporate collaboration or licensing arrangement.

The sale of additional equity securities or debt financings, if convertible, could result in dilution to our stockholders and, in such event, the value and potential future

market price of our common stock may decline.

ADMA continues to evaluate a variety of strategic alternatives, and the exploration of value-creating opportunities remains a top corporate priority.

On December 18, 2023 (the “Ares Closing Date”), we and all of our subsidiaries entered into a new senior secured credit facility (the “Ares Credit Agreement”) with Ares Capital Corporation and certain credit funds

affiliated with Ares Capital Corporation (collectively, “Ares”).

The Ares Credit Agreement provides for a total of $135.0 million in senior secured credit facilities (the “Ares Credit Facility”) consisting of (i) a term loan in the aggregate

principal amount of $62.5 million and (ii) a revolving credit facility in the aggregate principal amount of $72.5 million (collectively, the “Ares Loans”), both of which were fully drawn on the Ares Closing Date.

The Ares Credit Facility has a

maturity date of December 20, 2027 (the “Ares Maturity Date”).

On the Ares Closing Date, we used the proceeds from the Ares Loans, along with a portion of our existing cash on hand, to terminate and pay in full all of the outstanding obligations

under our previous senior credit facility (the “Hayfin Credit Facility”) with Hayfin Services LLP (“Hayfin”) including the outstanding principal in the amount of $158.6 million, a prepayment penalty in the amount $11.1 million, an exit fee of

$1.6 million, all accrued and unpaid interest outstanding on the Hayfin Credit Facility as of the Ares Closing date, as well as certain fees and expenses related thereto.

In connection with the payoff and termination of the Hayfin Credit

Facility, we also wrote off $15.0 million of unamortized debt discount related to the Hayfin Credit Facility.

As a result of this transaction, we recorded a loss on the extinguishment of the Hayfin Credit Facility in the amount of $26.2 million,

which is mainly comprised of the write-off of unamortized debt discount and the prepayment penalty.

Borrowings under the term loan initially bear interest at the adjusted Term SOFR for a three‑month tenor in effect on the day that is two business days prior to the first day of the applicable calendar quarter plus

6.50% (the “Initial SOFR Term Loan Applicable Margin”).

Borrowings under the revolving facility initially bear interest at the adjusted Term SOFR for a three‑month tenor in effect on the day that is two business days prior to the first day of the

applicable calendar quarterplus3.75% (the “SOFR Revolving Facility Applicable Margin”).

On the Ares Closing Date, the interest rate on the term loan was approximately 11.9% and the interest rate on the revolving facility was approximately 9.1%,

representing a weighted-average interest rate of approximately 10.4%.

Prior to the Ares Closing Date, the interest rate on the Hayfin Credit Facility was approximately 13.9%.

On December 18, 2023 (the “Ares Closing Date”), we and all of our subsidiaries entered into a senior secured credit facility (the “Ares Credit Agreement”) with Ares Capital Corporation and certain

credit funds affiliated with Ares Capital Corporation (collectively, “Ares”).

The Ares Credit Agreement provided for a total of $135.0 million in senior secured credit facilities (the “Ares Credit Facility”) consisting of (i) a term loan in the

aggregate principal amount of $62.5 million and (ii) a revolving credit facility in the aggregate principal amount of $72.5 million (collectively, the “Ares Loans”), both of which were fully drawn on the Ares Closing Date.

The Ares Credit

Facility has a maturity date of December 20, 2027 (the “Ares Maturity Date”).

On the Ares Closing Date, we used the proceeds from the Ares Loans, along with a portion of our existing cash on hand, to terminate and pay in full all of the

outstanding obligations under our previous senior credit facility (the “Hayfin Credit Facility”) with Hayfin Services LLP (“Hayfin”) including the outstanding principal in the amount of $158.6 million, a prepayment penalty in the amount $11.1

million, an exit fee of $1.6 million, all accrued and unpaid interest outstanding on the Hayfin Credit Facility as of the Ares Closing date, as well as certain fees and expenses related thereto.

In connection with the payoff and termination of

the Hayfin Credit Facility, we also wrote off $15.0 million of unamortized debt discount related to the Hayfin Credit Facility.

As a result of this transaction, we recorded a loss on the extinguishment of the Hayfin Credit Facility in the amount

of $26.2 million in the year ended December 31, 2023, which is mainly comprised of the write-off of unamortized debt discount and the prepayment penalty.

On August 14, 2024, we repaid $30.0 million against the revolving credit facility and the outstanding balance on the revolving credit facility as of December 31, 2024 was $42.5 million.

19, 2024 we repaid $30.0 million against the term loan and the outstanding balance on the term loan as of December 31, 2024 was $32.5 million.

In connection with the repayment against the term loan, we recognized a loss on extinguishment of debt

in the approximate amount of $1.2 million, which is comprised of a prepayment penalty in the amount of $0.45 million and a partial write-off of unamortized discount attributable to the term loan in the amount of $0.8 million.

Borrowings under the term loan bear interest at the adjusted Term SOFR for a three‑month tenor in effect on the day that is two business days prior to the first day of the applicable calendar quarter

plus 6.50% (the “Initial SOFR Term Loan Applicable Margin”).

Borrowings under the revolving facility bear interest at the adjusted Term SOFR for a three‑month tenor in effect on the day that is two business days prior to the first day of the

applicable calendar quarter plus 3.75% (the “SOFR Revolving Facility Applicable Margin”).

On the Ares Closing Date, the interest rate on the term loan was

approximately 11.9% and the interest rate on the revolving facility was approximately 9.1%, representing a weighted-average interest rate of approximately 10.4%.

As of December 31, 2024, the interest rate on the term loan was approximately 10.9%

and the interest rate on the revolving facility was approximately 8.3%, representing a weighted-average interest rate of approximately 9.4%.

On the Ares Maturity Date, we are required to pay Ares the entire outstanding principal amount underlying the Ares Loans and any accrued and unpaid interest thereon.

Prior to the Ares Maturity Date, there are no

scheduled principal payments on the Ares Credit Facility, and we are required to make quarterly interest payments during the term of Ares Credit Facility of approximately $3.7 million.

We may prepay the outstanding principal under the revolving

facility, together with any accrued but unpaid interest on the prepaid principal amount, at any time and from time to time upon three business days’ prior written notice with no prepayment premium.

However, in the event that we prepay an amount

under the revolving facility that is greater than 50% of the current $72.5 million outstanding balance, we will still be required to pay interest on 50% of this balance, or $36.3 million, through the term of Ares Credit Facility.

We may prepay

the outstanding principal on the term loan, together with any accrued but unpaid interest on the prepaid principal amount, at any time and from time to time upon three business days’ prior written notice, subject to the payment to Ares of a

prepayment premium equal to (i) the present value as of such date of all remaining required interest payments on the principal amount being repaid plus 1.5% of the prepaid principal amount, if prepaid on or prior to the first anniversary of the

Ares Closing Date, (ii) 1.5% of the prepaid principal amount, if prepaid after the first anniversary of the Ares Closing Date and on or prior to the second anniversary of the Ares Closing Date, or (iii) 1.0% of the prepaid principal amount, if

prepaid on or prior to the third anniversary of the Ares Closing Date.

In connection with the closing of the Ares Credit Facility, we incurred fees and expenses related to the transaction of approximately $2.7 million, including a $1.7 million original issue discount payable to Ares,

all of which was deducted from the Ares loan proceeds.

In addition, we are also required to pay Ares an exit fee of $1.7 million upon the earlier of any prepayment date or the Ares Maturity Date, and this amount has been accrued as a separate

liability in our consolidated balance sheet as of December 31, 2023.

As a result, we recognized an aggregate debt discount of $4.4 million as of the Ares Closing Date, and the weighted-average effective interest rate on the Ares Loans as of

December 31, 2023 was 11.39%.

All of our obligations under the Ares Credit Agreement are secured by a first-priority lien and security interest in substantially all of our tangible and intangible assets, including intellectual property and all of

the equity interests in our subsidiaries.

The Ares Credit Agreement contains certain representations and warranties, affirmative covenants, negative covenants and conditions that are customarily required for similar financings.

covenants include certain financial covenants, including maximum total leverage ratios and a $15.0 million liquidity covenant, and also restrict or limit our ability and the ability of our subsidiaries to, among other things and subject to

certain exceptions contained in the Ares Credit Agreement, incur new indebtedness;

Prior to the Ares Maturity Date,

there are no scheduled principal payments on the Ares Credit Facility, and we are required to make quarterly interest payments during the term of Ares Credit Facility of approximately $1.8 million.

We may prepay the outstanding principal under

the revolving facility, together with any accrued but unpaid interest on the prepaid principal amount, at any time and from time to time upon three business days’ prior written notice with no prepayment premium.

However, in the event that we pay

down an aggregate amount under the revolving facility that is greater than 50% of revolving facility commitment of $72.5 million, we will still be required to pay interest on 50% of this amount, or $36.3 million, through the term of Ares Credit

We may prepay the outstanding principal on the term loan, together with any accrued but unpaid interest on the prepaid principal amount, at any time and from time to time upon three business days’ prior written notice, subject to the

anniversary of the Ares Closing Date, (ii) 1.5% of the prepaid principal amount, if prepaid after the first anniversary of the Ares Closing Date and on or prior to the second anniversary of the Ares Closing Date, or (iii) 1.0% of the prepaid

principal amount, if prepaid on or prior to the third anniversary of the Ares Closing Date.

In connection with the closing of the Ares Credit Facility, we incurred fees and expenses related to the transaction of approximately $2.7 million, including a $1.7 million original issue discount

payable to Ares, all of which was deducted from the Ares loan proceeds.

In addition, we are also required to pay Ares an exit fee of $1.7 million upon the earlier of any prepayment date or the Ares Maturity Date, and this obligation has been

accrued as a separate liability in our consolidated balance sheet as of December 31, 2024 and 2023 in the amount of $1.3 million and $1.7 million, respectively.

As a result, we recognized an aggregate debt discount of $4.4 million as of the Ares

Closing Date, and the weighted-average effective interest rate on the Ares Loans as of December 31, 2024 and 2023 was 10.81% and 11.39%, respectively.

In connection with the prepayment of the term loan on December 19, 2024, we also paid a pro

rata portion of the exit fee in the amount of $0.4 million.

All of our obligations under the Ares Credit Agreement are secured by a first-priority lien and security interest in substantially all of our tangible and intangible assets, including intellectual

property and all of the equity interests in our subsidiaries.

The Ares Credit Agreement contains certain representations and warranties, affirmative covenants, negative covenants and conditions that are customarily required for similar

The negative covenants include certain financial covenants, including maximum total leverage ratios and a $15.0 million liquidity covenant, and also restrict or limit our ability and the ability of our subsidiaries to, among other

things and subject to certain exceptions contained in the Ares Credit Agreement, incur new indebtedness;

create liens on assets;

engage in certain fundamental corporate changes, such as mergers or acquisitions, or changes to our or our subsidiaries’ business

engage in certain fundamental corporate changes, such as mergers or acquisitions, or changes to our or our

subsidiaries’ business activities;

make certain Investments or Restricted Payments (each as defined in the Ares Credit Agreement);

engage in certain affiliate transactions;

or enter into, amend or terminate any other agreements that have the impact of restricting our

ability to make loan repayments under the Ares Credit Agreement.

or enter into, amend or terminate any other agreements that have the

impact of restricting our ability to make loan repayments under the Ares Credit Agreement.

As of December 31, 2024, we were in compliance with all of the covenants contained in the Ares Credit Agreement.

4 unchanged sentences

The Hayfin Credit Agreement, as amended, provided for a senior secured term loan

facility in a principal amount of up to $175.0 million (the “Hayfin Credit Facility”), composed of (i) a term loan made on the Hayfin Closing Date in the principal amount of $150.0 million (the “Hayfin Closing Date Loan”), and (ii) a delayed draw

term loan in the principal amount of $25.0 million (the “Hayfin Delayed Draw Loan” and, together with the Hayfin Closing Date Loan, the “Hayfin Loans”).

The Hayfin Delayed Draw Loan was not drawn prior to the Hayfin Closing Date.

facility in a principal amount of up to $175.0 million, composed of (i) a term loan made on the Hayfin Closing Date in the principal amount of $150.0 million (the “Hayfin Closing Date Loan”), and (ii) a delayed draw term loan in the principal

amount of $25.0 million (the “Hayfin Delayed Draw Loan” and, together with the Hayfin Closing Date Loan, the “Hayfin Loans”).

The Hayfin Delayed Draw Loan was not drawn prior to our termination of the Hayfin Credit Agreement.

The Hayfin Credit

41 unchanged sentences

working capital, capital expenditures and general corporate purposes.

On October 25, 2021, we completed an underwritten public offering whereby we issued 57.5 million shares of our common stock and received gross proceeds of $57.5 million.

Net proceeds, after underwriting discounts and

expenses associated with the offering, were approximately $53.8 million, and were used to advance the commercial sales of our FDA approved products through the procurement of raw materials for the manufacturing of BIVIGAM and ASCENIV, to expand our

plasma collection facility network, to scale up the manufacturing capacity of the Boca Facility and make continuous improvements in order to adhere to cGMP compliance, to explore business development opportunities and for general corporate purposes

and other capital expenditures.

On September 3, 2021, we entered into a distribution agreement with Raymond James & Associates, Inc., as agent (“Agent”), pursuant to which we may offer and sell, from time to time, at our option, through or to

the Agent, up to an aggregate of $50 million of shares of our common stock (the “Distribution Agreement”).

We currently intend to use any net proceeds from the sale of our common stock under the Distribution Agreement for general corporate

purposes, including procurement of source plasma and other raw materials, supply chain initiatives and production expenditures, working capital, capital expenditures, expansion and resources for commercialization activities, and other potential

research and development and business opportunities.

During the year ended December 31, 2021, we issued 5,540,831 shares of our common stock under the Distribution Agreement and received net proceeds of $6.9 million.

We did not issue any shares

under this agreement during the years ended December 31, 2023 and 2022, and we currently have approximately $42.8 million of shares available to sell under the Distribution Agreement.

The following table sets forth a summary of our cash flows for the periods indicated:

Years Ended December 31,

Year Ended December 31,

(in thousands)

6 unchanged sentences

Net Cash Provided by (Used in) Operating Activities

Cash provided by operations for the year ended December 31, 2023 was $8.8 million, as compared to cash used in operations of $59.5 million for the same period of a year ago.

This improvement was mainly due to the

improvement in our operating results, driven by higher revenues and gross margins, and a lower increase in inventories.

Cash used in operations for the year ended December 31, 2022 of $59.5 million represents a decrease of $52.9 million from the

same period of a year ago, mainly due to the improvement in our operating results after giving effect to non-cash items, driven by higher revenues and gross margins, and reductions in accounts receivable related to the timing of shipments and

collections from customers.

The following table illustrates the primary components of our cash flows from operations:

Years Ended December 31,

Cash provided by operations for the year ended December 31, 2024 was $118.7 million, as compared to $8.8 million for the year ended December 31, 2023.

The increase is mainly due to substantially higher net income.

improvement in cash flow from operations in 2023 as compared to the year ended December 31, 2022 was mainly due to the improvement in our operating results, driven by higher revenues and gross margins, and a lower increase in inventories.

following table illustrates the primary components of our cash flows from operations:

Year Ended December 31,

(in thousands)

Net income (loss)

Non-cash expenses, gains and losses

1 unchanged sentence

Changes in inventories

Changes in prepaid expenses and other current assets

Changes in accounts payable and accrued expenses

1 unchanged sentence

Net Cash Used in Investing Activities

Cash used in investing activities for the year ended December 31, 2023 was $5.0 million, which was primarily comprised of capital expenditures of $3.0 million for equipment purchases and facilities upgrades at the Boca

Facility, and $1.8 million to complete the buildout of our plasma collection facilities.

Net cash used in investing activities for the year ended December 31, 2022 was $13.9 million, which consisted of $8.7 million for the construction and buildout

of several new plasma collection facilities and $5.2 million for equipment purchases and upgrades to the Boca Facility.

Net cash used in investing activities for the year ended December 31, 2021 was $13.5 million, which consisted of $8.6 million

for the construction and buildout of new plasma collection facilities and $4.9 million of capital expenditures at the Boca Facility, which included equipment purchases and continued implementation of our in-house fill/finish capabilities.

do not have any firm commitments for material capital expenditures in 2024, we expect our total capital expenditures will be between $8.0 million and $12.0 million for fiscal 2024.

Cash used in investing activities for the year ended December 31, 2024 was $8.6 million and is mainly comprised of equipment purchases and other capital expenditures at the Boca Facility.

Cash used in investing

activities for the year ended December 31, 2023 was $5.0 million, which was primarily comprised of capital expenditures of $3.0 million for equipment purchases and facilities upgrades at the Boca Facility, and $1.8 million to complete the buildout

of our plasma collection facilities.

Net cash used in investing activities for the year ended December 31, 2022 was $13.9 million, which consisted of $8.7 million for the construction and buildout of several new plasma collection facilities and

$5.2 million for equipment purchases and upgrades to the Boca Facility.

While we do not have any firm commitments for material capital expenditures in 2025, we expect our total capital expenditures will be between $12.0 million and $18.0 million

for fiscal 2025.

Net Cash (Used in) Provided by Financing Activities

Net cash used in financing activities for the year ended December 31, 2023 was $39.0 million, as we reduced our outstanding debt principal by $23.6 million with the refinancing of our senior debt on December 18, 2023

and paid approximately $12.7 million to exit the Hayfin Credit Facility.

Net cash provided by financing activities for the year ended December 31, 2022 was $108.9 million, as we received approximately $47.0 in net proceeds from the refinancing of

our senior credit facility in March of 2022 and $64.6 million in net proceeds from the December 9, 2022 public offering of our common stock.

Cash provided by financing activities during the year ended December 31, 2021 was $121.0 million, which is

mainly comprised of the net proceeds of $67.3 million from the sale of our common stock through several sale agreements and $53.8 million from the October 2021 underwritten public offering.

Net cash used in financing activities for the year ended December 31, 2024 was $58.3 million and was primarily composed of an aggregate of $60.0 million of debt principal payments during the year.

Net cash used in

financing activities for the year ended December 31, 2023 was $39.0 million, as we reduced our outstanding debt principal by $23.6 million with the refinancing of our senior debt on December 18, 2023 and paid approximately $12.7 million to exit the

Hayfin Credit Facility.

Net cash provided by financing activities for the year ended December 31, 2022 was $108.9 million, as we received approximately $47.0 in net proceeds from the refinancing of our senior credit facility in March of 2022 and

$64.6 million in net proceeds from the December 9, 2022 public offering of our common stock.

Effect of Inflation

Inflation impacted a number of facets of our business during the years ended December 31, 2024, 2023 and 2022 at each of our business segments.

We experienced price increases for, among other items, certain raw

materials, consumable supplies, services for repairs and maintenance of our facilities, utilities, shipping and freight charges, fuel surcharges and labor costs, among other expenses.

Based upon the macroeconomic environment, publicly available

information and reports form the U.S.

government, we expect this trend to continue in 2024 and potentially longer, which could potentially have a significant impact on our future results of operations.

In addition, some of our third-party inventory

purchase agreements provide for annual price increases that are tied to various consumer price indices, which have resulted in higher than historical percentage price increases and has resulted in and could continue to result in higher source

plasma and other raw material and supplies costs in 2024 and beyond.

Disruptions in the global economy have impeded global supply chains,

resulted in longer lead times and delays in procuring certain raw materials, and resulted in inflationary cost increases in certain raw materials, labor and transportation.

We also experienced price increases for, among other items, consumable

supplies, services for repairs and maintenance of our facilities, utilities, shipping and freight charges, fuel surcharges and labor costs, among other expenses.

Based upon the macroeconomic environment, publicly available information and reports

from the U.S.

government, we expect this trend to subside somewhat in 2025, however we cannot predict the extent to which future domestic and global economic conditions including, but not limited to, supply chain constraints or geopolitical

conditions, including the continuing conflicts in Europe and in the Middle East and surrounding areas, could have a significant impact on our future results of operations.

In addition, some of our third-party inventory purchase agreements provide

for scheduled price increases that are tied to various consumer price indices, which have resulted in higher than historical percentage price increases and could result in higher source plasma and other raw material and supplies costs in 2025 and

Also, in a higher inflationary environment, we may not be able to raise the prices of our products to keep up with the rate of inflation.

We are unable to predict when these

external drivers of inflation will subside.

Quantitative and Qualitative Disclosures About Market Risk

We are exposed to market risk as the result of changes in interest rates.

Our senior credit facility with Ares requires quarterly payments of interest based on the adjusted Term SOFR plus the Applicable Margin.

currently do not utilize any derivative financial instruments, such as interest rate swaps or caps, to mitigate this risk.

As of December 31, 2024, we had $75.0 million outstanding under our senior credit facility that is subject to a variable

interest rate.

As a result, the effect of a hypothetical, instantaneous and unfavorable change of 100 basis points in the interest rate would have an approximate $0.8 million annualized negative impact on our earnings and cash flows.

Financial Statements and Supplementary Data

Our financial statements required to be filed pursuant to this Item 8 appear in a separate section of this Annual Report on Form 10-K, beginning on page F-1.

Changes in and Disagreements with Accountants on Accounting and Financial Disclosure

Controls and Procedures

Disclosure Controls and Procedures

Our management, with the participation of our Chief Executive Officer and Chief Financial Officer, evaluated the effectiveness of our disclosure controls and procedures as of December 31, 2024.

The term “disclosure

controls and procedures,” as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act, means controls and other procedures of a company that are designed to ensure that information required to be disclosed by a company in the reports that it

files or submits under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms.

Disclosure controls and procedures include, without limitation, controls and procedures designed

to ensure that information required to be disclosed by a company in the reports that it files or submits under the Exchange Act is accumulated and communicated to the company’s management, including its principal executive and principal financial

officers, as appropriate to allow timely decisions regarding required disclosure.

Management recognizes that any set of controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving their

objectives and management necessarily applies its judgment in evaluating the cost-benefit relationship of possible controls and procedures.

Based on the evaluation of our disclosure controls and procedures as of December 31, 2024, our Chief

Executive Officer and Chief Financial Officer concluded that, as of such date, our disclosure controls and procedures were effective at the reasonable assurance level.

Management’s Annual Report on Internal Control Over Financial Reporting

Management’s annual report on internal control over financial reporting (as defined in Rule 13a- 15(f) under the Exchange Act) is included with the financial statements reflected in Item 8 of this Annual Report on Form

10-K and is incorporated herein by reference.

Report of Independent Registered Public Accounting Firms

The effectiveness of our internal control over financial reporting as of December 31, 2024 has been audited by KPMG.

KPMG is an independent registered public accounting firm, as stated in their reports which appear in

Item 8 of this Annual Report on Form 10-K.

Changes in Internal Control Over Financial Reporting

There has been no change in our internal control over financial reporting during the quarter ending December 31, 2024 that has materially affected, or is reasonably likely to materially affect, our internal control

over financial reporting.

Other Information

Our directors and executive officers may from time to time enter into plans or other arrangements for the purchase or sale of our common stock that are intended to satisfy the affirmative defense conditions of Rule

10b5-1(c) or may constitute a non-Rule 10b5-1 trading arrangement under the Exchange Act.

During the quarter ended December 31, 2024, none of our directors or executive officers adopted or terminated any such contract, instruction or written plans except for Adam Grossman , our President and CEO , who entered into a Rule 105b-1 trading plan with Fidelity Brokerage Services LLC on December 5, 2024 (the “Grossman Plan”).

The Grossman Plan provides that Mr.

Grossman may sell up to an aggregate of (i) 60,000

shares of our common stock and (ii) 150,000 shares of our common stock to be received upon the exercise of vested options granted to Mr.

The Grossman Plan is scheduled to terminate on December 31, 2025 , subject to earlier termination upon the sale of all shares subject to the plan, upon termination by Mr.

Grossman or the broker, or as otherwise provided in the plan.

Disclosure Regarding Foreign Jurisdictions that Prevent Inspections

Directors, Executive Officers and Corporate Governance

Information required to be disclosed by this Item with respect to our executive officers is incorporated into this Annual Report on Form 10-K by reference from the section entitled “Executive Officers and Director and

Officer Compensation:

Executive Officers” contained in our definitive proxy statement for our 2025 annual meeting of stockholders, which we intend to file within 120 days of the end of our fiscal year ended December 31, 2024.

Information required to be disclosed by this Item about our Board of Directors (the “Board”) is incorporated into this Annual Report on Form 10-K by reference from the section entitled “Proposal

Election of Directors” contained in our definitive proxy statement for our 2025 annual meeting of stockholders, which we intend to file within 120 days of the end of our fiscal year ended December 31, 2024.

To the extent necessary, information required to be disclosed by this Item about the Section 16(a) compliance of our directors and executive officers is incorporated into this Annual Report on Form

10-K, as applicable, by reference from the section entitled “Delinquent Section 16(a) Reports” contained in our definitive proxy statement for our 2025 annual meeting of stockholders, which we intend to file within 120 days of the end of our fiscal

year ended December 31, 2024.

Information required to be disclosed by this Item about our Board, the Audit Committee of our Board, our audit committee financial expert, our Code of Ethics and Business Conduct, and other corporate governance matters

is incorporated into this Annual Report on Form 10-K by reference from the section entitled “Corporate Governance” contained in our definitive proxy statement for our 2025 annual meeting of stockholders, which we intend to file within 120 days of

the end of our fiscal year ended December 31, 2024.

The text of our Code of Ethics and Business Conduct, which applies to our directors and employees (including our principal executive officer, principal financial officer, principal accounting officer or controller and

persons performing similar functions), is posted in the “Corporate Governance” section of the Investors section of our website, www.admabiologics.com.

A copy of the Code of Ethics and Business Conduct can be obtained free of charge on our website.

We intend to disclose on our website any amendments to, or waivers from, our Code of Ethics and Business Conduct that are required to be disclosed pursuant to the rules of the SEC and The Nasdaq Stock Market.

The information presented on our website is not a part of this Annual Report on Form 10-K and the reference to our website is intended to be an inactive textual reference only.

Our Insider Trading Policy governs transactions in our securities by our directors, officers and employees and is designed to promote compliance with applicable insider trading laws, rules and

A copy of our Insider Trading Policy is filed with this Annual Report on Form 10-K as Exhibit 19.

Executive Compensation

Information required to be disclosed by this Item is incorporated into this Annual Report on Form 10-K by reference from the section entitled “Executive Officers and Director and Officer Compensation” contained in our

definitive proxy statement for our 2025 annual meeting of stockholders, which we intend to file within 120 days of the end of our fiscal year ended December 31, 2024.

Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters

Information required to be disclosed by this Item is incorporated into this Annual Report on Form 10-K by reference from the sections entitled “Security Ownership of Certain Beneficial Owners and Management and Related

Stockholder Matters” contained in our definitive proxy statement for our 2025 annual meeting of stockholders, which we intend to file within 120 days of the end of our fiscal year ended December 31, 2024.

Certain Relationships and Related Transactions, and Director Independence

The information required to be disclosed by this Item is incorporated in this Annual Report on Form 10-K by reference from the section entitled “Certain Relationships and Related Transactions, and Director

Independence” contained in our definitive proxy statement for our 2025 annual meeting of stockholders, which we intend to file within 120 days of the end of our fiscal year ended December 31, 2024.

Principal Accounting Fees and Services

The information required to be disclosed by this Item is incorporated into this Annual Report on Form 10-K by reference from the section entitled “Audit and Other Fees” contained in our definitive proxy statement for

our 2025 annual meeting of stockholders, which we intend to file within 120 days of the end of our fiscal year ended December 31, 2024.

Exhibits, Financial Statement Schedules

Financial Statement Schedules

(a) The following documents are filed as part of this Annual Report on Form 10-K:

Consolidated Financial Statements.

Management’s Annual Report on Internal Control Over Financial Reporting

Reports of Independent Registered Public Accounting Firm (PCAOB ID 185)

Report of Independent Registered Public Accounting Firm (PCAOB ID 596)

Consolidated Balance Sheets as of December 31, 2024 and 2023

Consolidated Statements of Operations for the years ended December 31, 2024, 2023 and 2022

Consolidated Statements of Changes in Stockholders’ Equity for the years ended December 31, 2024, 2023 and 2022

Consolidated Statements of Cash Flows for the years ended December 31, 2024, 2023 and 2022

Notes to Consolidated Financial Statements

Financial Statement Schedules.

Required information is included in the footnotes to the financial statements.

Index to Exhibits.

INDEX TO EXHIBITS

Second Amended and Restated Certificate of Incorporation of the Company (incorporated herein by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K, filed with the SEC on August 23, 2019).

Certificate of Amendment of the Second Amended and Restated Certificate of Incorporation of ADMA Biologics, Inc., dated as of May 27, 2021 (incorporated herein by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K filed

on May 28, 2021).

Second Amended and Restated Bylaws (incorporated herein by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K, filed with the SEC on June 28, 2024).

Amended and Restated Certificate of Designation of Series A Junior Participating Preferred Stock of ADMA Biologics, Inc.

(incorporated herein by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K filed with the SEC on

December 21, 2021).

Specimen Common Stock Certificate (incorporated herein by reference to Exhibit 4.1 to Amendment No.

1 to the Company’s Current Report on Form 8-K/A, filed with the SEC on March 29, 2012).

Form of Warrant to Purchase Common Stock, in the form issued by the Company to various entities affiliated with Hayfin Services LLP, dated as of March 23, 2022 (incorporated herein by reference to Exhibit 4.13 to the Company’s Annual

Report on Form 10-K, filed with the SEC on March 24, 2022).

Form of Warrant to Purchase Common Stock, in the form issued by the Company to various entities affiliated with Hayfin Services LLP, dated as of May 1, 2023 (incorporated herein by reference to Exhibit 4.1 to the Company’s Current Report

on Form 8-K, filed with the SEC on May 2, 2023).

Description of Securities Registered under Section 12 of the Securities Exchange Act of 1934 (incorporated herein by reference to Exhibit 4.11 to the Company’s Annual Report on Form 10-K, filed with the SEC on March 24, 2022).

Amended and Restated ADMA Biologics, Inc.

2014 Omnibus Incentive Compensation Plan (incorporated herein by reference to Exhibit 10.1 to the Company’s Registration Statement on Form S-8, filed with the SEC on August 18, 2017).

ADMA Biologics, Inc.

2022 Equity Compensation Plan (incorporated herein by reference to Exhibit 10.1 to the Registrant’s Current Report on Form 8-K filed with the SEC on June 21, 2022).

Amended and Restated Employment Agreement, dated January 29, 2019, by and between ADMA Biologics, Inc.

and Adam Grossman (incorporated herein by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K, filed with the SEC on

January 29, 2019).

Amendment to Employment Agreement, dated as of September 29, 2021, by and between ADMA Biologics, Inc.

and Adam Grossman (incorporated herein by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K, filed with the SEC on

October 1, 2021).

Employment Agreement, dated April 1, 2024, by and between ADMA Biologics, Inc.

and Kaitlin Kestenberg (incorporated herein by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K, filed with the SEC on April 2, 2024).

Employment Agreement, dated as of July 24, 2024, by and between ADMA Biologics, Inc.

and Brad Tade (incorporated herein by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K, filed with the SEC on July 26, 2024).

Consulting Services Agreement, effective as of April 1, 2024, by and between ADMA Biologics, Inc.

and Brian Lenz (incorporated herein by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K, filed with the SEC on

February 28, 2024).

Amended and Restated Plasma Purchase Agreement, effective as of October 1, 2024, by and between Grifols Worldwide Operations Limited and ADMA BioManufacturing, LLC.

Plasma Purchase Agreement, effective as of August 6, 2024, by and between KEDPlasma LLC and ADMA BioManufacturing, LLC.

Plasma Supply Agreement, dated as of June 6, 2017, by and between ADMA BioManufacturing, LLC and Biotest Pharmaceuticals Corporation (incorporated herein by reference to Exhibit 10.5 to the Company’s Quarterly Report on Form 10-Q, filed

with the SEC on August 11, 2017).

Amendment #1 to the Plasma Supply Agreement, dated as of July 19, 2018, by and between Biotest Pharmaceuticals Corporation and ADMA BioManufacturing, LLC (incorporated herein by reference to Exhibit 10.2 to the Company’s Quarterly Report

on Form 10-Q, filed with the SEC on August 10, 2018).

Amended and Restated Agreement for Services, effective as of January 1, 2016, as amended, by and between ADMA BioManufacturing, LLC and Areth LLC (incorporated herein by reference to Exhibit 10.18 to the Company’s Quarterly Report on

Form 10-Q, filed with the SEC on August 12, 2016).

Amendment 3 to the Amended and Restated Agreement for Services, effective as of November 7, 2019, by and between ADMA BioManufacturing, LLC and Areth LLC (incorporated herein by reference to the Exhibit 10.27 to the Company’s Annual

Report on Form 10-K filed March 13, 2020).

Amendment 4 to the Amended and Restated Agreement For Services Between ADMA BioManufacturing, LLC and Areth LLC (incorporated herein by reference to Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q filed on November 9, 2022).

Form of Indemnification Agreement.

License Agreement, effective as of December 31, 2012, by and between ADMA Biologics, Inc.

and Biotest AG (incorporated herein by reference to Exhibit 10.21 to the Company’s Registration Statement on Form S-1, filed with the SEC on

February 11, 2013).

First Amendment to License Agreement, dated as of June 6, 2017, by and between the Company and Biotest AG (incorporated herein by reference to Exhibit 10.8 to the Company’s Quarterly Report on Form 10-Q, filed with the SEC on August 11,

Credit Agreement, dated as of December 18, 2023, by and among the Company, as Administrative Borrower, ADMA BioManufacturing, LLC, ADMA Plasma Biologics, Inc.

and ADMA BioCenters Georgia Inc., each as Borrowers, certain subsidiaries of

the Company, as Guarantors, from time to time party thereto, the Lenders from time to time party thereto, Ares Capital Corporation, as Administrative Agent and as Collateral Agent, and ACF FINCO I LP, as Revolving Agent (incorporated herein

by reference to Exhibit 10.1 to the Registrant’s Current Report on Form 8-K filed with the Commission on December 18, 2023).

Security Agreement, dated as of December 18, 2023, by and among the Company, ADMA BioManufacturing, LLC, ADMA Plasma Biologics, Inc.

and ADMA BioCenters Georgia, Inc., as Grantors, and Ares Capital Corporation, as Collateral Agent

(incorporated herein by reference to Exhibit 10.2 to the Registrant’s Current Report on Form 8-K filed with the Commission on December 18, 2023).

Letter, dated October 9, 2024, from CohnReznick LLP addressed to the Commission (incorporated herein by reference to Exhibit 16.1 to the Registrant’s Current Report on Form 8-K filed with the Commission on October 9, 2024).

The Company’s Insider Trading Policy, effective September 2024.

Subsidiaries of the Company.

Consent of KPMG LLP.

Consent of CohnReznick LLP.

Certification of Principal Executive Officer pursuant to Rules 13a-14(a) and 15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

Certification of Principal Financial Officer pursuant to Rules 13a-14(a) and 15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

Certification of Principal Executive Officer pursuant to 18 U.S.C.

Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

Certification of Principal Financial Officer pursuant to 18 U.S.C.

Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

ADMA Biologics, Inc.

Compensation Recoupment Policy (incorporated herein by reference to Ex.

97 to the Company’s Annual Report on Form 10-K filed with the Commission on February 28, 2024).

The following materials from ADMA Biologics, Inc.

Form 10-K for the year ended December 31, 2024, formatted in Extensible Business Reporting Language (XBRL):

(i) Consolidated Balance Sheets at December 31, 2024 and December 31, 2023,

(ii) Consolidated Statements of Operations for the years ended December 31, 2024, 2023 and 2022, (iii) Consolidated Statements of Changes in Stockholders’ Equity for the years ended December 31, 2024, 2023 and 2022, (iv) Consolidated

Statements of Cash Flows for the years ended December 31, 2024, 2023 and 2022;

and (v) Notes to Consolidated Financial Statements.

Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101).

+ Confidential treatment has been granted with respect as to certain portions of this exhibit.

Such portions have been redacted and submitted separately to the SEC.

++ Portions of this exhibit and the schedules thereto have been omitted pursuant to Item 601(b)(10)(iv) of Regulation S-K.

* Filed herewith.

** Furnished herewith.

† Management compensatory plan, contract or arrangement.

Form 10-K Summary

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

ADMA Biologics, Inc.

March 18, 2025

President and Chief Executive Officer

Pursuant to the requirements of the Securities Exchange Act of 1934, report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated:

President and Chief Executive Officer (Principal Executive Officer) and Director

March 18, 2025

/s/ Brad Tade

Chief Financial Officer (Principal Financial Officer and Principal Accounting Officer)

March 18, 2025

/s/ Steven A.

Chairman of the Board of Directors

March 18, 2025

Vice Chairman of the Board of Directors

March 18, 2025

/s/ Alison Finger

Alison Finger

March 18, 2025

/s/ Lawrence P.

March 18, 2025

/s/ Eduardo Rene Salas

Eduardo Rene Salas

March 18, 2025

ADMA BIOLOGICS, INC.

AND SUBSIDIARIES

CONSOLIDATED FINANCIAL STATEMENTS

Management’s Annual Report on Internal Control Over Financial Reporting

Reports of Independent Registered Public Accounting Firm (PCAOB ID 185 )

Report of Independent Registered Public Accounting Firm (PCAOB ID 596 )

Consolidated Balance Sheets as of December 31, 2024 and 2023

Consolidated Statements of Operations for the years ended December 31, 2024, 2023 and 2022

Consolidated Statements of Changes in Stockholders’ Equity for the years ended December 31, 2024, 2023 and 2022

Consolidated Statements of Cash Flows for the years ended December 31, 2024, 2023 and 2022

Notes to Consolidated Financial Statements

Management’s Annual Report on

Internal Control Over Financial Reporting

The Management of ADMA Biologics, Inc.

(the “Company”) is responsible for establishing and maintaining adequate internal control over financial reporting for the Company.

Internal control over financial reporting is defined in

Rule 13a-15(f) or 15d-15(f) promulgated under the Securities Exchange Act of 1934, as amended, as a process designed by, or under the supervision of, the Company’s principal executive and principal financial officers and effected by the Company’s

Board of Directors, management and other personnel, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with accounting principles generally

accepted in the United States of America (“U.S.

GAAP”) and includes those policies and procedures that:

(i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the

assets of the Company;

(ii) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with U.S.

GAAP, and that receipts and expenditures of our Company are being made only in

accordance with authorizations of management and Directors of the Company;

and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of our Company’s assets that could have a

material effect on the financial statements.

Internal control over financial reporting is designed to provide reasonable assurance

regarding the reliability of financial reporting and the preparation of financial statements prepared for external purposes in accordance with U.S.

Because of its inherent limitations, internal control over financial reporting may not prevent

or detect misstatements.

Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or

procedures may deteriorate.

Management, with the participation of the Company’s Chief Executive Officer and Chief

Financial Officer, assessed the effectiveness of its internal control over financial reporting as of December 31, 2024.

In making this assessment, management used the criteria set forth in the Internal Control-Integrated Framework (2013) issued by

the Committee of Sponsoring Organizations of the Treadway Commission.

Based on its assessment, management concluded that the Company’s internal control over financial reporting was effective as of December 31, 2024 based on those criteria.

Our independent registered public accounting firm, which has audited the consolidated

financial statements included in this Annual Report on Form 10-K, has also issued an audit report on the effectiveness of our internal control over financial reporting as of December 31, 2024.

Their report appears on page F-3 of this Annual Report on

/s/ Brad Tade

President and Chief Executive Officer

Chief Financial Officer

March 18, 2025

Independent Registered Public Accounting Firm

To the Stockholders and Board of Directors

ADMA Biologics, Inc.:

Opinion on Internal Control Over Financial Reporting

We have audited ADMA Biologics, Inc.

and subsidiaries’ (the Company) internal

control over financial reporting as of December 31, 2024, based on criteria established in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission.

opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2024, based on criteria established in Internal Control – Integrated Framework (2013) issued by the Committee of

Sponsoring Organizations of the Treadway Commission.

We also have audited, in accordance with the standards of the Public Company

Accounting Oversight Board (United States) (PCAOB), the consolidated balance sheet of the Company as of December 31, 2024, the related consolidated statements of operations, changes in stockholders’ equity, and cash flows

for the year ended December 31, 2024, and the related notes and financial statement schedule II - valuation and qualifying accounts(collectively, the consolidated financial statements), and our report dated March

18, 2025 expressed an unqualified opinion on those consolidated financial statements.

Basis for Opinion

The Company’s management is responsible for maintaining effective internal

control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying Management’s Annual Report on Internal Control Over Financial Reporting.

Our responsibility is to express an opinion on the Company’s internal control over financial reporting based on our audit.

We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the

Company in accordance with the U.S.

federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audit in accordance with the standards of the PCAOB.

standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects.

Our audit of internal control over financial

reporting included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the

assessed risk.

Our audit also included performing such other procedures as we considered necessary in the circumstances.

We believe that our audit provides a reasonable basis for our opinion.

Definition and Limitations of Internal Control Over

Financial Reporting

A company’s internal control over financial reporting is a process designed

to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles.

A company’s internal control

over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company;

provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being

made only in accordance with authorizations of management and directors of the company;

and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets

that could have a material effect on the financial statements.

Because of its inherent limitations, internal control over financial

reporting may not prevent or detect misstatements.

Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of

compliance with the policies or procedures may deteriorate.

Stamford, Connecticut

March 18, 2025

Report of Independent

Registered Public Accounting Firm

To the Stockholders and Board of Directors

ADMA Biologics, Inc.:

Opinion on the Consolidated Financial Statements

We have audited the accompanying consolidated balance sheet of ADMA

Biologics, Inc.

and subsidiaries (the Company) as of December 31, 2024, the related consolidated statements of operations, changes in stockholders’ equity, and cash flows for the period ended December 31, 2024, and the

related notes and financial statement schedule II - valuation and qualified accounts (collectively, the consolidated financial statements).

In our opinion, the consolidated financial statements present fairly, in all material respects, the

financial position of the Company as of December 31, 2024, and the results of its operations and its cash flows for the period ended December 31, 2024, in conformity with U.S.

generally accepted accounting principles.

We also have audited, in accordance with the standards of the Public Company

Accounting Oversight Board (United States) (PCAOB), the Company’s internal control over financial reporting as of December 31, 2024, based on criteria established in Internal Control – Integrated Framework (2013) issued by the Committee of

Sponsoring Organizations of the Treadway Commission, and our report dated March 18, 2025 expressed an unqualified opinion on the effectiveness of the Company’s internal control over financial reporting.

Basis for Opinion

These consolidated financial statements are the responsibility of the

Company’s management.

Our responsibility is to express an opinion on these consolidated financial statements based on our audit.

We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the

Company in accordance with the U.S.

federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audit in accordance with the standards of the PCAOB.

standards require that we plan and perform the audit to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement, whether due to error or fraud.

Our audit included performing procedures

to assess the risks of material misstatement of the consolidated financial statements, whether due to error or fraud, and performing procedures that respond to those risks.

Such procedures included examining, on a test basis, evidence

regarding the amounts and disclosures in the consolidated financial statements.

Our audit also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of

the consolidated financial statements.

We believe that our audit provides a reasonable basis for our opinion.

Critical Audit Matter

The critical audit matter communicated below is a matter arising from the

current period audit of the consolidated financial statements that was communicated or required to be communicated to the audit committee and that:

(1) relates to accounts or disclosures that are material to the consolidated financial

statements and (2) involved our especially challenging, subjective, or complex judgments.

The communication of a critical audit matter does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we

are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates.

Valuation of the U.S.

Medicaid rebate accrual for immunoglobulin products

As disclosed in Note 2 to the consolidated financial statements, the Company

recognizes immunoglobulin product revenue net of estimated rebates.

The amount of these rebate are based on contractual agreements and historical experience.

These estimated rebates include U.S.

Medicaid rebates, which, the Company accrues

for in the same period the product is sold, however, third-party reporting and payments of the rebate amount occur on a time lag.

As of December 31, 2024, the Company had recorded $4.2 million of accrued rebates included in accrued expenses

and other liabilities on the balance sheet, of which a portion related to Medicaid rebates.

We identified the estimate of rebate accruals for U.S.

Medicaid claims as a

critical audit matter.

The evaluation of historical claims experience, current sales volumes and the claims processing time lag associated with U.S.

Medicaid reporting rebate amounts involved subjective auditor judgement.

The key assumptions

made included the historical percentage of U.S.

Medicaid rebates paid to gross sales and assumption that the historical patterns will be indicative of future patterns.

The following are the primary procedures we performed to address this

critical audit matter.

We evaluated the design and tested the operating effectiveness of certain internal controls related to the Company’s process to estimate the U.S.

Medicaid rebate accrual, including historical claims experience, current

sales volumes and the claims time lag.

We evaluated the U.S.

Medicaid rebate accrual by (1) obtaining an understanding of the estimation methodology, (2) recalculating management’s estimate of the accrual by utilizing current gross sales and

the historical revenue and rebates paid data and(3) testing the appropriateness of the assumptions of using a certain number of months of historical data and that historical results are indicative of future expectations by reviewing the

Company’s historical trends.

We have served as the Company’s auditor since 2024.

Stamford, Connecticut

March 18, 2025

Report of Independent Registered

Public Accounting Firm

Board of Directors and Stockholders

ADMA Biologics, Inc.

Opinion on the Consolidated Financial Statements

We have audited the accompanying consolidated balance sheet of ADMA Biologics, Inc.

and subsidiaries (the “Company”) as of December 31, 2023, and the related

consolidated statements of operations, changes in stockholders’ equity, and cash flows for each of the years in the two-year period ended December 31, 2023 and the related notes and financial statement schedule

II – valuation and qualifying accounts (collectively referred to as the “consolidated financial statements”).

In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of the Company as of

December 31, 2023, and the results of its operations and its cash flows for each of the years in the two-year period ended December 31, 2023, in conformity with accounting principles generally accepted in the United States of America.

Basis for Opinion

These consolidated financial statements are the responsibility of the Company’s management.

Our responsibility is to express an opinion on the Company’s

consolidated financial statements.

We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (“PCAOB”) and are required to be independent with respect to the Company in accordance with the

federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audit in accordance with the standards of the PCAOB.

Those standards require that we plan and perform the audit to obtain reasonable assurance

about whether the consolidated financial statements are free of material misstatement, whether due to error or fraud.

Our audit of the consolidated financial statements included performing procedures to assess the risks of material misstatement of the consolidated financial

statements, whether due to error or fraud, and performing procedures that respond to those risks.

Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial statements.

Our audit also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements.

/s/ CohnReznick LLP

We served as the Company’s auditor from 2008 through November 7, 2024.

Parsippany, New Jersey

February 28, 2024, except

for Note 11 and Note 13 as to which the date is March 18, 2025

ADMA BIOLOGICS, INC.

AND SUBSIDIARIES

BALANCE SHEETS

Years Ended December 31, 2024 and 2023

(In thousands, except share data)

Current assets:

Cash and cash equivalents

Accounts receivable, net

Prepaid expenses and other current assets

Total current assets

Property and equipment, net

Intangible assets, net

Deferred tax assets, net

Right-of-use assets

Deposits and other assets

LIABILITIES AND STOCKHOLDERS’ EQUITY

Current liabilities:

Accounts payable

Accrued expenses and other current liabilities

Current portion of deferred revenue

Current portion of lease obligations

Total current liabilities

Senior notes payable, net of discount

Deferred revenue, net of current portion

End of term fee

Lease obligations, net of current portion

Other non-current liabilities

TOTAL LIABILITIES

COMMITMENTS AND CONTINGENCIES

STOCKHOLDERS’ EQUITY

Preferred Stock, $ 0.0001 par value, 10,000,000 shares authorized, no

shares issued and outstanding

Common Stock - voting, $ 0.0001 par value, 300,000,000 shares authorized, 236,620,545

and 226,063,032 shares issued and outstanding at December 31, 2024 and December 31, 2023

Additional paid-in capital

Accumulated deficit

TOTAL STOCKHOLDERS’ EQUITY

TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY

The accompanying notes are an integral part of these consolidated financial statements.

ADMA BIOLOGICS, INC.

AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF

Years ended December 31,

(In thousands, except share and per share data)

Cost of product revenue

OPERATING EXPENSES:

Research and development

Plasma center operating expenses

Amortization of intangible assets

Selling, general and administrative

Total operating expenses

INCOME (LOSS) FROM OPERATIONS

OTHER INCOME (EXPENSE):

Interest income

Interest expense

Loss on extinguishment of debt

Other expense

Other expense, net

INCOME (LOSS) BEFORE INCOME TAXES

Income tax benefit

NET INCOME (LOSS)

BASIC EARNINGS (LOSS) PER COMMON SHARE

DILUTED EARNINGS (LOSS) PER COMMON SHARE

WEIGHTED AVERAGE COMMON SHARES OUTSTANDING:

The accompanying notes are an integral part of these consolidated financial statements.

ADMA BIOLOGICS, INC.

AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CHANGES IN

STOCKHOLDERS’

(In thousands, except share data)

Stockholders’

Balance at December 31, 2021

Stock-based compensation

Issuance of common stock, net of offering expenses

Vesting of Restricted Stock Units, net of shares withheld for taxes

Warrants issued in connection with note payable

Exercise of stock options

Balance at December 31, 2022

Stock-based compensation

Vesting of Restricted Stock Units, net of shares withheld for taxes

Warrants issued in connection with notes payable

Exercise of stock options

Cashless exercise of warrants

Balance at December 31, 2023

Stock-based compensation

Vesting of Restricted Stock Units, net of shares withheld for taxes

Exercise of stock options

Cashless exercise of warrants

Balance at December 31, 2024

The accompanying notes are an integral part of these consolidated financial statements.

ADMA BIOLOGICS, INC.

AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF

Year Ended December 31,

(In thousands)

CASH FLOWS FROM OPERATING ACTIVITIES:

Net income (loss)

Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:

Depreciation and amortization

Loss on disposal of fixed assets

Deferred income tax benefit

Interest paid in kind

Stock-based compensation

Amortization of debt discount

Loss on extinguishment of debt

Amortization of license revenue

Changes in operating assets and liabilities:

Accounts receivable

Prepaid expenses and other current assets

Deposits and other assets

Accounts payable

Accrued expenses

Other current and non-current liabilities

Net cash provided by (used in) operating activities

CASH FLOWS FROM INVESTING ACTIVITIES:

Purchase of property and equipment

Acquisition of intangible assets

Net cash used in investing activities

CASH FLOWS FROM FINANCING ACTIVITIES:

Principal payments on notes payable

Proceeds from issuance of common stock, net of offering expenses

Prepayment penalties on repayment of debt

Proceeds from issuance of note payable

Taxes paid on vested Restricted Stock Units

Payments on finance lease obligations

Net proceeds from the exercise of stock options

Payment of end of term fee

Payment of deferred financing fees

Net cash (used in) provided by financing activities

Net increase (decrease) in cash and cash equivalents

Cash and cash equivalents - beginning of year

Cash and cash equivalents - end of year

The accompanying notes are an integral part of these consolidated financial statements.

ADMA BIOLOGICS, INC.

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

ORGANIZATION AND BUSINESS

ADMA Biologics, Inc.

(“ADMA” or the “Company”) is an end-to-end commercial biopharmaceutical company dedicated to manufacturing, marketing

and developing specialty biologics for the treatment of immunodeficient patients at risk for infection and others at risk for certain infectious diseases.

The Company’s targeted patient populations include immune-compromised individuals who

suffer from an underlying immune deficiency disorder or who may be immune-suppressed for medical reasons.

ADMA operates through its wholly-owned subsidiaries ADMA BioManufacturing, LLC (“ADMA BioManufacturing”) and ADMA BioCenters Georgia Inc.

(“ADMA BioCenters”).

ADMA BioManufacturing was formed in January 2017 to facilitate the acquisition of certain assets held by the Company’s former third-party contract manufacturer, which included the U.S.

Food and Drug Administration

(“FDA”)-licensed BIVIGAM and Nabi-HB immunoglobulin products, and an FDA-licensed plasma fractionation manufacturing facility located in Boca Raton, FL (the “Boca Facility”).

ADMA BioCenters is the Company’s source plasma collection business with

ten plasma collection facilities located throughout the U.S., all of which hold an approved license with the FDA.

The Company has three

FDA-approved products, all of which are currently marketed and commercially available:

(i) ASCENIV (Immune Globulin Intravenous, Human – slra 10% Liquid), an intravenous immune globulin (“IVIG”) product indicated for the treatment of Primary Humoral Immunodeficiency (“PI”), also known as Primary

Immunodeficiency Disease (“PIDD”) or Inborn Errors of Immunity, for which the Company received FDA approval on April 1, 2019 and commenced first commercial sales in October 2019;

(ii) BIVIGAM (Immune Globulin Intravenous, Human), an IVIG

product indicated for the treatment of PI, and for which the Company received FDA approval on May 9, 2019 and commenced commercial sales in August 2019;

and (iii) Nabi-HB (Hepatitis B Immune Globulin, Human), which is indicated for the

treatment of acute exposure to blood containing Hepatitis B surface antigen (“HBsAg”) and other listed exposures to Hepatitis B.

In addition to its commercially available immunoglobulin products, the Company generates revenues from the sale of

intermediate by-products that result from the immunoglobulin production process and from time to time provides contract manufacturing and laboratory services for certain clients.

The Company seeks to develop a pipeline of plasma-derived

therapeutics, and its products and product candidates are intended to be used by physician specialists focused on caring for immune-compromised patients with or at risk for certain infectious diseases .

SIGNIFICANT ACCOUNTING POLICIES

Principles of consolidation and basis of presentation

The accompanying consolidated financial statements include the accounts of ADMA and its wholly-owned subsidiaries and have been prepared

in conformity with accounting principles generally accepted in the United States of America (“U.S.

GAAP”) and in accordance with Article 3 of Regulation S-X of the Securities and Exchange Commission (the “SEC”).

All intercompany balances have

been eliminated in consolidation.

Any reference in these notes to applicable guidance is meant to refer to U.S.

GAAP as found in the Accounting Standards Codification (“ASC”) and Accounting Standards Updates (“ASU”) of the Financial Accounting

Standards Board (the “FASB”).

During the years ended December 31, 2024, 2023 and 2022, comprehensive income (loss) was equal to the net income (loss) amounts presented for the respective periods in the accompanying consolidated statements of operations.

In addition, certain prior year balances have been reclassified to conform to the current presentation.

Specifically, the disaggregation of some of the Company’s accrued expenses and other current liabilities

(see Note 6) and deferred tax assets and liabilities, as well as the rate reconciliation for U.S.

federal income taxes (see Note 11), as of December 31, 2023 have been adjusted to conform to the presentation as of December 31, 2024 .

Use of estimates

The preparation of financial statements requires management to make estimates and assumptions that affect the reported amounts of assets

and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period.

Actual results could differ from those estimates.

Significant estimates include rebates and chargebacks deducted from gross revenues, assumptions used in the fair value of awards granted under the Company’s equity incentive plans and the valuation allowance for the Company’s deferred tax assets.

ADMA BIOLOGICS, INC.

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Company engaged a third-party specialist to assist in the evaluation of the Company’s accrual for U.S.

Medicaid rebates related to the sale of the Company’s immunoglobulin products.

As a result of this evaluation, the Company recognized a

reduction in this accrual and a corresponding increase to net revenues of $ 12.6 million for the year ended December 31, 2024.

Company considered several qualitative factors when evaluating its rebate accrual, such as the absence of a statutory limitation on the rebate amounts drug manufacturers pay to state Medicaid programs and general uncertainty that pharmaceutical

manufacturers have historically seen with government payors often submitting lagged claims many periods after the initial dispensing of a product to an end patient.

There was additional new information that arose during June 2024 that suggested

the Company’s liabilities for certain payor claims were successfully resolved, which resulted in the $ 12.6 million adjustment to the

accrual for U.S.

Medicaid rebates in June 2024.

Cash and cash equivalents

The Company considers all highly liquid instruments purchased with a maturity of three months or less to be cash equivalents.

The Company regularly maintains cash and cash equivalents at third-party financial institutions in excess of the Federal Deposit Insurance

Corporation insurance limit.

Although the Company monitors the daily cash balances in its operating accounts and adjusts the balances as appropriate, these balances could be impacted, and there could be a material adverse effect on the Company’s

business, if one or more of the financial institutions with which the Company has deposits fails or is subject to other adverse conditions in the financial or credit markets.

To date, the Company has not experienced a loss or lack of access to

its deposited cash or cash equivalents;

however, the Company cannot provide assurance that access to its cash and cash equivalents will not be impacted by adverse conditions in the financial and credit markets in the future.

Accounts receivable

Accounts receivable is reported at realizable value, net of allowances for

contractual credits and doubtful accounts in the amount of $ 0.2 million and $ 0.1 million at December 31, 2024 and 2023, respectively, which are recognized in the period the related revenue is recorded.

The Company extends credit to its customers

based upon an evaluation of each customer’s financial condition and credit history.

Evaluations of the financial condition and associated credit risk of customers are performed on an ongoing basis.

Raw materials inventory consists of normal source plasma (“NSP”) and Respiratory Syncytial Virus (“RSV”) high titer plasma collected at the Company’s plasma collection

facilities or purchased from third parties, along with various materials purchased from suppliers, used in the production of the Company’s products.

Work-in-process and finished goods inventories (see Note 3) reflect the cost

of raw materials as well as costs for direct and indirect labor, primarily salaries, wages and benefits for applicable employees, as well as an allocation of overhead costs related to the Boca Facility including utilities, property taxes, general

repairs and maintenance, consumable supplies and depreciation.

The allocation of Boca Facility overhead to inventory is generally based upon the estimated square footage of the Boca Facility that is used in the production of the Company’s

products relative to the total square footage of the facility.

Inventories, including plasma intended for resale and plasma intended for internal use in the Company’s manufacturing, commercialization

or research and development activities, are carried at the lower of cost or net realizable value determined by the first-in, first-out method.

For both the Company’s immune globulin products and plasma intended for resale and internal use, net

realizable value is generally determined based upon the consideration the Company expects to receive when the inventory is sold, less costs to deliver the inventory to the recipient.

The estimates for net realizable value of inventory are based

on contractual terms or upon historical experience and certain other assumptions, and the Company believes that such assumptions are reasonable.

Inventory is periodically reviewed to ensure that its carrying value does not exceed its net

realizable value, and adjustments are recorded to write down such inventory, with a corresponding charge to cost of product revenue, when the carrying value or historical cost exceeds its estimated net realizable value.

In addition, costs

associated with the production of engineering lots that would not qualify as immediately available for commercial sale are charged to cost of product revenue and not capitalized into inventory.

ADMA BIOLOGICS, INC.

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Property and equipment

Assets comprising property and equipment (see Note 4) are stated at cost

less accumulated depreciation.

Depreciation is calculated using the straight-line method over the asset’s estimated useful life.

Land is not depreciated.

The buildings have been assigned a useful life of 30 years .

Property and equipment other than land and buildings have useful lives ranging from 3 to 15 years .

Leasehold improvements are amortized over the

lesser of the lease term or their estimated useful lives.

Goodwill represents the excess of purchase price over the fair value of net assets acquired by the Company.

Goodwill at December 31, 2024

and 2023 was $ 3.5 million, all of which is attributable to the Company’s ADMA BioManufacturing business segment.

There were no changes to the carrying amount of goodwill during the years ended December 31, 2024, 2023 and 2022.

Goodwill is not amortized but is assessed for impairment on an annual basis or more frequently if impairment indicators exist.

has the option to perform a qualitative assessment of goodwill to determine whether it is more likely than not that the fair value of its reporting unit is less than its carrying amount, including goodwill and other intangible assets.

Company concludes that this is the case, then it must perform a goodwill impairment test by comparing the fair value of the reporting unit to its carrying value.

An impairment charge is recorded to the extent the reporting unit’s carrying value

exceeds its fair value, not to exceed the total amount of goodwill allocated to that reporting unit.

The Company performs its annual goodwill impairment assessment as of October 1 of each year.

The Company’s annual goodwill impairment assessments

as of October 1, 2024, 2023 and 2022 did not result in any impairment charges related to goodwill for the years ended December 31, 2024, 2023 and 2022.

Impairment of long-lived assets

The Company assesses the recoverability of its long-lived assets, which include property and equipment and finite-lived intangible assets,

whenever significant events or changes in circumstances indicate impairment may have occurred.

If indicators of impairment exist, projected future undiscounted cash flows associated with the asset are compared to its carrying amount to determine

whether the asset’s carrying value is recoverable.

Any resulting impairment is recorded as a reduction in the carrying value of the related asset in excess of fair value and a charge to operating results.

For the years ended December 31, 2024,

2023 and 2022, the Company determined that there was no impairment of its long-lived assets.

Revenue recognition

Revenues for the years ended December 31, 2024, 2023 and 2022 are comprised of (i) revenues from the sale of the Company’s immunoglobulin

products, ASCENIV, BIVIGAM and Nabi-HB, (ii) product revenues from the sale of human plasma collected by the Company’s Plasma Collection Centers business segment, (iii) contract manufacturing and laboratory services revenue, (iv) revenues from

the sale of intermediate by-products and (v) license and other revenues primarily attributable to the out-licensing of ASCENIV to Biotest AG (“Biotest”) in 2012 to market and sell this product in Europe and selected countries in North Africa and

the Middle East.

Biotest has provided the Company with certain services and financial payments in accordance with the related Biotest license agreement and is obligated to pay the Company certain amounts in the future if certain milestones are

Deferred revenue is amortized into income over the term of the Biotest license, representing a period of approximately 22 years .

Product revenue is recognized when the customer is deemed to have control over the product and the performance obligation is satisfied.

Control is determined based on when the product is shipped or delivered and title passes to the customer.

Revenue is recorded in an amount that reflects the consideration the Company expects to receive in exchange.

Revenue from the sale of the

Company’s immunoglobulin products is recognized when the product reaches the customer’s destination, and is recorded net of estimated rebates, wholesaler distribution and related

fees, customer incentives, including prompt pay discounts, wholesaler chargebacks, group purchasing organization fees and reimbursements for patient assistance.

These estimates are based on contractual arrangements, historical experience and

certain other assumptions, and while the Company believes that such estimates are reasonable, they are subject to change based on future developments and other factors.

ADMA BIOLOGICS, INC.

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

associated with contract manufacturing and the sale of intermediates, control transfers to the customer and the performance obligation is satisfied when the customer takes possession of the product from the Boca Facility .

Product revenues from the sale of human plasma collected at the Company’s plasma collection centers are recognized at the time control of

the product has been transferred to the customer and the performance obligation is satisfied, which generally occurs at the time of shipment from

one of the Company’s plasma collection facilities or from a third-party warehouse that is utilized by the Company.

Product revenues are recognized at the time of delivery if the Company retains control of the product during shipment .

For all of the Company’s product revenues, payment from the customer is typically due within 90 days of sale.

Cost of product revenue

Cost of product revenue includes costs associated with the manufacture of

the Company’s FDA approved products and intermediates and for the collection of human source plasma, as well as expenses related to conformance batch production, process development and scientific and technical operations when these operations

are attributable to marketed products.

When the activities of these operations are attributable to new products in development, the expenses are classified as research and development expenses.

Research and development expenses

Research and development expenses consist of clinical research organization

costs, costs related to clinical trials, post-marketing commitment studies for BIVIGAM and ASCENIV and salaries, benefits and stock-based compensation for employees directly related to research and development activities.

All research and

development costs are expensed as incurred.

Plasma center operating expenses

Plasma center operating expenses consist of certain general and administrative plasma center costs, initial opening, marketing and

start-up costs, rent expense, maintenance, utilities and compensation and benefits for administrative staff.

Advertising and marketing expenses

Advertising and marketing expense includes cost for promotional materials and trade show expenses for the marketing of the Company’s

products and expenses incurred for attracting donors to the Company’s plasma collection centers.

All advertising and marketing expenses are expensed as incurred.

Advertising and marketing expenses were $ 2.7 million, $ 3.3 million and $ 2.2 million for the years ended December 31, 2024, 2023 and 2022, respectively.

Stock-based compensation

The Company follows recognized accounting guidance which requires all equity-based payments, including grants of stock options and

restricted stock unit awards (“RSUs”), to be recognized in the statement of operations as compensation expense based on their fair values at the date of grant.

Compensation expense related to awards to employees and directors with service-based

vesting conditions is recognized on a straight-line basis over the associated vesting period of the award based on the grant date fair value of the award.

Stock options granted to employees under the Company’s equity incentive plans generally

have a four-year vesting period and a term of 10 years .

RSUs granted to employees also have a four-year vesting period.

For milestone-based equity

awards, which were awarded to two

of the Company’s executive officers in September of 2021 and vested during fiscal 2022, the Company would periodically assess the probability of vesting for each milestone-based award and adjust compensation expense based on its

probability assessment.

Pursuant to ASU No.

2016-09, Improvements to Employee Share-Based Payment Accounting (Topic 718) , the Company has elected not to establish a forfeiture rate, as stock-based

compensation expense related to forfeitures of unvested equity awards is fully reversed at the time of forfeiture.

ADMA BIOLOGICS, INC.

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

The Company recognizes deferred tax assets and liabilities for the expected future tax consequences of events that have been included in

the consolidated financial statements or its tax returns.

Under this method, deferred tax assets and liabilities are recognized for the temporary differences between the tax bases of assets and liabilities and their respective financial reporting

amounts at enacted tax rates in effect for the years in which the temporary differences are expected to reverse.

The Company records a valuation allowance on its deferred tax assets if it is more likely than not that the Company will not generate

sufficient taxable income to utilize its deferred tax assets (see Note 11).

The Company is subject to income tax examinations by major taxing authorities for all tax years since 2020 and for previous periods as it relates to the Company’s net

operating loss carryforwards.

Earnings (Loss) Per Share

Basic earnings (loss) per share is computed by dividing net income or loss attributable to common stockholders by the weighted average

number of shares of common stock outstanding during the period.

Diluted loss per share is calculated by dividing net income or loss attributable to common stockholders as adjusted for the effect of dilutive securities, if any, by the weighted

average number of shares of common stock and dilutive common stock outstanding during the period.

Potentially dilutive common stock includes the shares of common stock issuable upon the exercise of outstanding stock options and warrants (using

the treasury stock method) and upon the vesting of restricted stock units (“RSUs”).

Potentially dilutive common stock in the diluted net

earnings (loss) per share computation is excluded to the extent that it would be anti-dilutive.

For the year ended December 31, 2024, basic and diluted earnings per share are calculated as follows:

December 31, 2024

Net income available to common stockholders ($000’s) (numerator)

Weighted-average number of common shares (denominator)

Basic earnings per common shares

Weighted-average number of common shares

Potential shares of common stock arising from outstanding stock options

Potential shares of common stock arising from outstanding warrants

Potential shares of common stock arising from unvested RSUs

Total shares - diluted (denominator)

Diluted earnings per common share

For the year ended December 31, 2024, there were no shares with an anti-dilutive effect that needed to be excluded

from the earnings per share computation.

For the years ended December 31, 2023 and 2022, no potentially dilutive securities are

included in the computation of diluted loss per share in the accompanying consolidated financial statements as the Company reported a net loss for these periods.

the years ended December 31, 2023 and 2022, the following securities were excluded from the calculation of diluted loss per common share because of their anti-dilutive effects:

For the Years Ended December 31,

Stock Options

Restricted Stock Units

ADMA BIOLOGICS, INC.

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Fair value of financial instruments

The carrying amounts of certain of the Company’s financial instruments,

including cash and cash equivalents, accounts receivable and accounts payable are shown at cost, which approximates fair value due to the short-term nature of these instruments.

The debt outstanding under the Company’s senior notes payable (see

Note 7) also approximates fair value, based on a Level 3 classification under the fair value hierarchy, due to the variable interest rate on this debt.

Recent Accounting Pronouncements

In November of 2024 the FASB issued ASU No.

2024-03, Income Statement - Reporting Comprehensive Income –

Expense Disaggregation Disclosures (Subtopic 220-40).

The amendments in this Update require disclosure, in the notes to the financial statements, of specified information about certain costs and expenses, including but not limited to,

purchases of inventory, employee compensation and selling expense.

This Update becomes effective for fiscal years beginning after December 15, 2026.

The Company has yet to determine the impact this Update may have on the Company’s consolidated

financial statements.

In December of 2023 the FASB issued ASU 2023-09, Income Taxes (Topic 740):

Improvements to Income Tax Disclosures.

This Update requires disaggregated information about a reporting entity’s effective tax rate reconciliation as well as information on income taxes paid and becomes

effective for public business entities for fiscal years beginning after December 15, 2024.

The Company is currently evaluating the impact that this Update may have on the Company’s consolidated financial statements.

In November of 2023 the FASB issued ASU No.

2023-07, Segment Reporting (Topic 280):

Improvements to

Reportable Segment Disclosures.

The amendments in this Update are intended to provide financial statement users with more disaggregated expense information about a public entity’s reportable segments, however the Update does not change

the definition of a business segment or the method for determining reportable segments.

This update became effective for fiscal years beginning after December 15, 2023 (see Note 13).

Adoption of this Update did not have a material impact on the

Company’s consolidated financial statements.

There were no new accounting pronouncements adopted during the years ended December 31, 2023 and 2022 that had a significant impact on the

Company’s consolidated financial statements.

The following table provides the components of inventories:

(In thousands)

Raw materials

Work-in-process

Finished goods

Total inventories

ADMA BIOLOGICS, INC.

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Raw materials includes plasma and other materials expected to be used in the production of ASCENIV, BIVIGAM and Nabi-HB.

These materials

will be consumed in the production of products expected to be available for sale or otherwise have alternative uses that provide a probable future benefit.

Work-in-process inventory primarily consists of the Company’s IVIG products that are manufactured to the bulk drug substance and unlabeled filled vials stage of

Finished goods inventory is comprised of the Company’s immunoglobulin products that have reached the filled, labeled and serialized vial stage of production and related

intermediates that are available for commercial sale, as well as plasma collected at the Company’s plasma collection centers which is expected to be sold to third-party customers .

PROPERTY AND EQUIPMENT

Property and equipment at December 31, 2024 and 2023 is summarized as follows:

December 31, 2024

December 31, 2023

(In thousands)

Manufacturing and laboratory equipment

Office equipment and computer software

Furniture and fixtures

Construction in process

Leasehold improvements

Buildings and building improvements

Accumulated depreciation

Total property and equipment, net

The Company recorded depreciation expense on property and equipment of $ 7.7 million, $ 7.6 million and $ 6.4 million for the years ended December 31, 2024, 2023 and 2022, respectively.

INTANGIBLE ASSETS

Intangible assets at December 31, 2024 and 2023 consist of the following:

December 31, 2024

December 31, 2023

(In thousands)

Trademark and other intangible rights related to Nabi-HB

Internally developed software

Rights to intermediates

ADMA BIOLOGICS, INC.

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Under the previous contract manufacturing agreement between ADMA and Biotest, intermediate by-products derived from the

manufacture of ASCENIV were property of Biotest.

As a result of the acquisition of certain assets from Biotest on June 6, 2017, ADMA obtained the right to these intermediate products as well as the intangible rights to Nabi-HB, which were

amortized over a period of seven years .

As of December 31, 2024, the Company’s intangible assets are comprised of several internally

developed data intelligence and analytics programs at a cost of approximately $ 0.6 million which is being amortized over a period of four years .

Amortization expense related to the Company’s intangible assets for the years ended December 31, 2024, 2023 and

2022 was $ 0.4 million, $ 0.7

million and $ 0.7 million, respectively.

Estimated aggregate future aggregate amortization expense is expected to be as follows (in

ACCRUED EXPENSES AND OTHER LIABILITIES

Accrued expenses and other current liabilities at December 31, 2024 and 2023 are as follows:

December 31, 2024

December 31, 2023

(In thousands)

Accrued rebates

Accrued distribution fees

Accrued incentives

Accrued interest

Accrued testing

Accrued payroll and other compensation

Income taxes payable

Total accrued expenses and other current liabilities

NOTES PAYABLE

Senior Notes Payable

A summary of outstanding senior notes payable is as follows:

December 31, 2024

December 31, 2023

(In thousands)

Revolving credit facility

Debt discount

Senior notes payable

On December 18, 2023 (the “Ares Closing Date”), the Company

and all of its subsidiaries entered into a new senior secured credit facility (the “Ares Credit Agreement”) with Ares Capital Corporation and certain credit funds affiliated with Ares Capital Corporation (collectively, “Ares”).

The Ares Credit

Agreement provided for a total of $ 135.0 million in senior secured credit facilities (the “Ares Credit Facility”) consisting of (i) a

term loan in the aggregate principal amount of $ 62.5 million and (ii) a revolving credit facility in the aggregate principal amount

of $ 72.5 million (collectively, the “Ares Loans”), both of which were fully drawn on the Ares Closing Date.

The Ares Credit Facility

has a maturity date of December 20, 2027 (the “Ares Maturity Date”).

On the Ares Closing Date, the Company used the proceeds from

the Ares Loans, along with a portion of its existing cash on hand, to terminate and pay in full all of the outstanding obligations under the Company’s previous senior credit facility (the “Hayfin Credit Facility”) with Hayfin Services LLP

(“Hayfin”) including the outstanding principal in the amount of $ 158.6 million, a prepayment penalty in the amount $ 11.1 million, an exit fee of $ 1.6

million, all accrued and unpaid interest outstanding on the Hayfin Credit Facility as of the Ares Closing date, as well as certain fees and expenses related thereto.

In connection with the payoff and termination of the Hayfin Credit Facility,

the Company also wrote off $ 15.0 million of unamortized debt discount related to the Hayfin Credit Facility.

As a result of this

transaction, the Company recorded a loss on the extinguishment of the Hayfin Credit Facility for the year ended December 31, 2023 in the amount of $ 26.2

million, which is mainly comprised of the write-off of unamortized debt discount and the prepayment penalty.

ADMA BIOLOGICS, INC.

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

On August 14, 2024, the Company repaid $ 30.0

million against the revolving credit facility and the outstanding balance on the revolving credit facility as of December 31, 2024 was $ 42.5

million, with an additional $ 30.0 million of availability through the Ares Maturity Date.

The Company is required to pay an

unused commitment fee of 0.5 % per annum for this availability.

On December 19, 2024 the Company repaid $ 30.0

million against the term loan and the outstanding balance on the term loan as of December 31, 2024 was $ 32.5 million.

In connection

with the repayment against the term loan, the Company recognized a loss on extinguishment of debt in the approximate amount of $ 1.2

million, which is comprised of a prepayment penalty in the amount of $ 0.5 million and a partial write-off of unamortized discount

attributable to the term loan in the amount of $ 0.8 million.

Borrowings under the term loan bear interest at the adjusted

Term SOFR for a three-month tenor in effect on the day that is two business days prior to the first day of the applicable calendar quarter plus 6.50 %.

Borrowings under the revolving facility initially bear interest at the adjusted Term SOFR for a three-month tenor in effect on the

day that is two business days prior to the first day of the applicable calendar quarter plus 3.75 %.

As of December 31, 2024 and December 31, 2023, the interest rate on the term loan was approximately 10.85 % and 11.88 %, respectively, and the interest rate on

the revolving facility was approximately 8.34 % and 9.13 %, respectively.

Ares Maturity Date, the Company is required to pay Ares the entire outstanding principal amount underlying the Ares Loans and any accrued and unpaid interest thereon.

Prior to the Ares Maturity Date, there are no scheduled principal payments on the Ares Credit Facilities.

After giving effect to the principal payments made during the year ended December 31,

2024, the Company is required to make quarterly interest payments to Ares of approximately $ 1.8 million.

The Company may prepay the outstanding principal under the revolving facility, together with any accrued but unpaid interest on the prepaid principal amount,

at any time and from time to time upon three business days’ prior written notice with no prepayment premium.

However, in the event the Company pays down an aggregate amount under the Revolving Facility that is greater than 50 % of the $ 72.5 million commitment

amount, the Company will still be required to pay interest on 50 % of this amount, or $ 36.3 million, through the term of Ares Credit Facility.

The Company may prepay the outstanding principal on the term loan, together with any accrued but unpaid interest on

the prepaid principal amount, at any time and from time to time upon three business days’ prior written notice, subject to the

payment to Ares of a prepayment premium equal to (i) the present value as of such date of all remaining required interest payments on the principal amount being repaid plus 1.5 % of the prepaid principal amount, if prepaid on or prior to the first anniversary of the Ares Closing Date, (ii) 1.5 % of the prepaid principal amount, if prepaid after the first anniversary of the Ares Closing Date and on or prior to the second anniversary of the Ares Closing Date, or (iii) 1.0 % of the prepaid principal amount, if prepaid on or prior to the third anniversary of the Ares Closing Date.

In connection with

the closing of the Ares Credit Facility, the Company incurred fees and expenses related to the transaction of $ 2.8 million, including

a $ 1.7 million original discount payable to Ares, all of which was deducted from the Ares loan proceeds.

In addition, the Company is

also required to pay Ares an exit fee of $ 1.7 million upon the earlier of any prepayment date or the Ares Maturity Date, and this

obligation was accrued as a separate liability in the Company’s consolidated balance sheet as of December 31, 2023.

As a result, the Company recognized an aggregate debt discount of $ 4.4 million as of the Ares Closing Date, and the weighted-average effective interest rate on the Ares Loans was 10.81 % and 11.39 % as of December 31, 2024 and 2023, respectively.

debt discount was recorded as a reduction to the face amount of the debt and is being amortized as interest expense over the term of the debt using the interest method.

In connection with the prepayment of the term loan on December 19, 2024,

the Company also paid a pro rata portion of the exit fee in the amount of $ 0.4 million, and the balance of the exit fee liability as

of December 31, 2024 is $ 1.3 million.

ADMA BIOLOGICS, INC.

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

All of the Company’s obligations under the Ares Credit Agreement are secured by a first-priority lien and security interest in substantially all

of the Company’s tangible and intangible assets, including intellectual property and all of the equity interests in the Company’s subsidiaries.

The Ares Credit Agreement contains certain representations and warranties, affirmative covenants,

negative covenants and conditions that are customarily required for similar debt financings.

The negative covenants include certain financial covenants, including maximum total leverage ratios and a $ 15.0 million minimum liquidity covenant, and also restrict or limit the Company’s ability and the ability of the Company’s subsidiaries to, among other things and subject

to certain exceptions contained in the Ares Credit Agreement, incur new indebtedness;

create liens on assets;

engage in certain fundamental corporate changes, such as mergers or acquisitions, or changes to the Company’s or the Company’s

subsidiaries’ business activities;

make certain Investments or Restricted Payments (each as defined in the Ares Credit Agreement);

engage in certain affiliate transactions;

or enter into, amend or terminate any other agreements that have the

impact of restricting the Company’s ability to make loan repayments under the Ares Credit Agreement.

As of December 31, 2024 the Company was in compliance with all of the covenants contained in the Ares Credit Agreement.

Events of Default on the Ares Loans include, among others, non-payment of principal, interest or fees, violation of covenants, inaccuracy of

representations and warranties, bankruptcy and insolvency events, material judgments, cross-defaults to material contracts and events constituting a change of control.

If there is an event of default, the Company will incur an increase in the

rate of interest on the Ares Loans of 2 % per annum.

On March 23, 2022 (the “Hayfin Closing Date”), the Company and all of its subsidiaries entered into the Hayfin Credit

Agreement with Hayfin.

The Hayfin Credit Agreement provided for a senior secured term loan facility in a principal amount of up to $ 175.0

million, composed of (i) a term loan made on the Hayfin Closing Date in the principal

amount of $ 150.0 million ( the “Hayfin Closing Date

Loan”), and (ii) a delayed draw term loan in the principal amount of $ 25.0 million (the “ Hayfin Delayed Draw Loan ” and, together with the Hayfin Closing Date Loan, the “Hayfin Loans ”).

The Hayfin Delayed Draw Loan was not drawn prior to the Ares Closing Date.

The Hayfin Credit Facility had a maturity date of March 23, 2027 (the “Hayfin Maturity Date”), subject to acceleration pursuant to the Hayfin Credit Agreement, including upon an Event of Default

(as defined in the Hayfin Credit Agreement).

Hayfin Closing Date, the Company used $ 100.0 million of the Hayfin Closing Date Loan to terminate and pay in full all of the outstanding

obligations under the Company’s previously existing credit facility (the “Perceptive Credit Facility”) with Perceptive Credit Holdings II, LP (“Perceptive”).

The Company also used $ 2.0 million of the Hayfin Closing Date Loan proceeds to pay a redemption premium to Perceptive and used approximately $ 1.0 million of the Hayfin Closing Date Loan proceeds to pay certain fees and expenses incurred in connection with this transaction.

In addition, a $ 1.8 million upfront fee payable to Hayfin was paid “in kind” and was added to the outstanding principal balance in accordance with the terms of the Hayfin Credit Agreement.

connection with the retirement of the Perceptive Credit Facility and all of the obligations thereunder, the Company recorded a loss on extinguishment of debt in the amount of $ 6.7 million, consisting of the write-off of unamortized discount related to the Perceptive indebtedness and the redemption premium paid to Perceptive.

Borrowings under the Hayfin Credit Agreement bore

interest, at the Company’s election, at the adjusted Term SOFR for a one-month tenor, subject to a floor of 1.25 %, plus an applicable margin of 9.5 %

(the “Applicable Margin”);

provided, however, that upon, and during the continuance of, an Event of Default, the Applicable Margin would increase by an additional 3 % per annum.

On May 1, 2023 the Hayfin Credit Agreement was amended to reduce the Applicable Margin from 9.5 % to 8.5 %.

On the last day of each calendar month prior to the Ares

Closing Date, the Company paid accrued interest to Hayfin.

The rate of interest in effect as of the Hayfin Closing Date, December 31, 2022 and the Ares Closing Date was 10.75 %, approximately 13.7 % and approximately 13.9 %, respectively.

The Company was also permitted to pay “in kind” a portion of the interest on the Hayfin Loans for each monthly interest period

in an amount equal to 2.5 % per annum, which was added to the principal amount of the outstanding debt under the Hayfin Credit

From the Hayfin Closing Date through December 31, 2022, $ 3.0 million of interest was paid in kind and added to the balance

of the outstanding Hayfin Loans.

For the year ended December 31, 2023, $ 3.8 million of interest was paid in kind and added to the

balance of the outstanding Hayfin Loans.

ADMA BIOLOGICS, INC.

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

On the Ares Closing Date, the Company

paid Hayfin the entire outstanding principal amount underlying the Hayfin Loans and all accrued and unpaid interest thereon, as well as the exit fee of 1.0 % of the outstanding principal amount paid.

This exit fee had been recorded separately as a non-current liability on the accompanying consolidated balance sheet as of December 31,

In accordance with the terms of the Hayfin Credit Agreement, the Company also paid Hayfin the early prepayment fee in the amount equal to 7.0 %

of the prepaid principal amount of $ 158.6 million, or $ 11.1 million.

All of the Company’s obligations under the Hayfin Credit Agreement were secured by a first-priority lien and security interest in substantially all of the Company’s tangible and intangible assets,

including intellectual property, and all of the equity interests in the Company’s subsidiaries.

The Hayfin Credit Agreement contained certain representations and warranties, affirmative covenants, negative covenants and conditions that are

customarily required for similar debt financings.

The negative covenants restricted or limited the ability of the Company and its subsidiaries to, among other things and subject to certain exceptions contained in the Hayfin Credit Agreement,

incur new indebtedness;

create liens on assets;

engage in certain fundamental corporate changes, such as mergers or acquisitions, or changes to the Company’s or its subsidiaries’ business activities;

make certain Investments or Restricted

Payments (each as defined in the Hayfin Credit Agreement);

change its fiscal year;

pay dividends;

repay certain other indebtedness;

engage in certain affiliate transactions;

or enter into, amend or terminate any other agreements that have the

impact of restricting the Company’s ability to make loan repayments under the Hayfin Credit Agreement.

In addition, the Company was required (i) at all times prior to the Hayfin Maturity Date to maintain a minimum cash balance of $ 6.0 million;

and (ii) as of the last day of each fiscal quarter, report IVIG product and related revenues for the trailing 12-month period that exceed

the amounts set forth in the Hayfin Credit Agreement, which ranged from $ 75.0 million for the fiscal quarter ended June 30, 2022 to $ 110.0 million for the fiscal quarter ended September 30, 2023.

As of the Ares Closing Date and December 31, 2022, the Company was in compliance with all of the covenants contained in the Hayfin Credit Agreement.

As consideration for the Hayfin

Credit Agreement, on the Hayfin Closing Date the Company issued to various entities affiliated with Hayfin warrants to purchase an aggregate of 9,103,047

shares of the Company’s common stock (the “Hayfin Warrants”).

The Hayfin Warrants have an exercise price equal to $ 1.6478 per share,

which is equal to the trailing 30 -day Volume Weighted-average Price of the Company’s common stock on the business day immediately

prior to the Hayfin Closing Date.

The Hayfin Warrants were valued by the Company at approximately $ 9.6 million as of the Hayfin Closing

Date and have an expiration date of March 23, 2029 (see Note 8).

As consideration for the foregoing amendment to the Hayfin Credit

Agreement on May 1, 2023, the Company issued additional warrants to the lenders to purchase 2,391,244 shares of the Company’s common

stock at an exercise price of $ 3.2619 per share (the “Hayfin Second Amendment Warrants”).

The Hayfin Second Amendment Warrants were

valued at approximately $ 5.6 million and have an expiration date of May 1, 2030 .

As a result of the upfront fee and exit fee paid or payable to Hayfin, the expenses incurred by the Company in connection with this transaction and

the value of the Hayfin Warrants and Hayfin Second Amendment Warrants, the Company recognized a discount on the Hayfin Loans in the amount of $ 13.9

million for the year ended December 31, 2022 and an additional debt discount in the year ended December 31, 2023 in the amount of $ 5.7

The Company records debt discount as a reduction to the face amount of the debt, and the debt discount is amortized as interest expense over the life of the debt using the interest method.

As of the Ares Closing Date, $ 15.0 million of the aggregate debt discount associated with the Hayfin Credit Facility was unamortized, and this amount is reflected in the loss on

extinguishment of debt for the year ended December 31, 2023.

Based on the fair value of the Hayfin Warrants and the aggregate amount of fees and expenses associated with obtaining the Hayfin Credit Facility, the effective interest rate on the

Hayfin Loans as of the Hayfin Closing Date and as of December 31, 2022 was approximately 13.0 % and 16.1 %, respectively .

ADMA BIOLOGICS, INC.

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

STOCKHOLDERS ’ EQUITY

Preferred Stock

The Company is currently authorized to issue up to 10 million shares of preferred stock, $ 0.0001

par value per share.

There were no shares of preferred stock outstanding at December 31, 2024 and 2023.

December 31, 2024 and 2023, the Company was authorized to issue 300,000,000 shares of its common stock, $ 0.0001 par value per share, and 236,620,545

and 226,063,032 shares of common stock were outstanding as of December 31, 2024 and 2023, respectively.

After giving effect to shares

reserved for the issuance of warrants and for awards issued under the Company’s equity incentive plans, 36,093,118 shares of common

stock were available for issuance as of December 31, 2024.

During the years ended December 31, 2024, 2023 and 2022, outstanding stock options aggregating to 1,988,066 , 1,444,533 and 68,679 shares,

respectively, of common stock were exercised, and the Company received net proceeds from the exercises of approximately $ 7.5

million, $ 1.1 million and $ 0.2

million, respectively.

On December 9, 2022, the Company completed an underwritten public offering whereby the Company issued 24,125,873 shares of its common stock.

Net proceeds after underwriting discounts and expenses associated with the offering were approximately $ 64.6 million and were used to accelerate commercialization and production activities, complete plasma center buildouts and obtain FDA approvals, to conclude post‑FDA

marketing approval research and development projects, and for working capital, capital expenditures and general corporate purposes.

During the year ended December 31, 2024, several of the Company’s former noteholders exercised an aggregate of 11,308,702

warrants in cashless exercise transactions resulting in the Company issuing 7,224,892 shares of its common stock.

during the year ended December 31, 2024, warrants to purchase 227,650 shares of common stock that had been issued to former

noteholders of the Company expired in accordance with their terms.

On June 16, 2023, various entities affiliated with Hayfin exercised 3,388,686 Hayfin Warrants in a cashless exercise transaction resulting in the Company issuing 1,967,847 shares of its common stock to such entities.

On May 1, 2023 the Company issued the Hayfin Second Amendment Warrants (see Note 7), which were valued at $ 5.6 million using the Black-Scholes option-pricing model assuming an expected term of seven years , a volatility of 67.8 %, a dividend yield of 0 % and a risk-free rate of interest of 3.62 %.

On March 23, 2022, the Company issued the Hayfin Warrants, whereby affiliates of Hayfin may purchase an aggregate

of 9,103,047 shares of common stock at an exercise price of $ 1.6478 per share (see Note 7).

The Hayfin Warrants were valued at $ 9.6

million, using the Black-Scholes option pricing model assuming an expected term of 7 years, a volatility of 68.1 %, a dividend yield of 0 %

and a risk-free interest rate of 2.36 %.

During the year ended December 31, 2022, warrants to purchase 106,059 shares of common stock that had been issued to former noteholders of the Company expired.

ADMA BIOLOGICS, INC.

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

At December 31, 2024 and 2023, the Company had outstanding warrants to purchase an aggregate of 966,554 and 12,502,906 shares,

respectively, of common stock, with a weighted average exercise price of $ 1.98 and $ 2.32 per share, respectively, and expiration dates ranging between March 2029 and May 2030.

following table summarizes information about warrants outstanding as of December 31, 2024, 2023 and 2022:

Exercise Price

Warrants outstanding at December 31, 2021

Warrants outstanding at December 31, 2022

Warrants outstanding at December 31, 2023

Warrants outstanding at December 31, 2024

Equity Incentive Plans

On June 21, 2022, the Company’s stockholders approved the ADMA Biologics, Inc.

2022 Compensation Plan (the “2022 Equity Plan”), which replaced the Company’s Amended and Restated 2014 Omnibus Incentive Compensation

Plan (the “2014 Plan”).

Approval of the 2022 Equity Plan resulted in approximately 18 million additional shares of the

Company’s common stock being reserved for future awards.

The 2022 Equity Plan provides for the Company’s Board of Directors (the “Board”) or a Committee of the Board (the “Committee”) to grant awards to grantees and to determine the

exercise price, vesting term, expiration date and all other terms and conditions of the awards, including acceleration of the vesting of an award at any time.

Any options granted under the 2022 Equity Plan are intended to be Incentive

Stock Options (“ISOs”), unless specified by the Committee to be Non-Qualified Options (“NQOs”) as defined by the Internal Revenue Code.

ISOs and NQOs may be granted to employees, consultants or Board members at an option price not less

than the fair market value of the common stock subject to the stock option agreement.

Shares issued in connection with the exercise of stock options or the vesting of RSUs are newly issued shares.

For the years ended December 31,

2024, 2023 and 2022, the Company granted options to purchase an aggregate of 1,531,635 , 1,826,380 and 1,194,032

shares, respectively, of common stock to employees and directors under the 2022 Equity Plan and 2014 Plan.

During the year ended December 31, 2024, options to purchase 2,020,142 shares of common stock were exercised, for which 32,076

shares were withheld to cover the aggregate exercise prices and payroll taxes, and the Company received aggregate net exercise proceeds of $ 7.5

During the year ended December 31, 2023, options to purchase 3,814,122 shares of common stock were exercised, for

which 2,109,722 shares were withheld to cover the aggregate exercise prices and 259,867 shares were withheld to cover payroll taxes, and the Company received aggregate net exercise proceeds of $ 1.1 million.

The fair value of

stock options granted was determined on the date of grant using the Black-Scholes model.

The Black-Scholes option pricing model was developed for use in estimating the fair value of publicly traded options, which have no vesting

restrictions and are fully transferable.

value estimate.

To determine the risk-free interest rate, the Company utilized the U.S.

Treasury yield curve in effect at the time of the grant with a term consistent with the term of the awards granted by the Company.

The expected term of

all options granted is in accordance with Staff Accounting Bulletins 107 and 110, which is based on the average between vesting terms and contractual terms as the Company had a limited history of option exercises prior to the middle of

The expected dividend yield reflects the Company’s current and expected future policy for dividends on the Company’s common stock.

For the years ended December 31, 2024, 2023 and 2022, the expected stock price volatility for

the Company’s stock options was calculated by examining the historical volatility of the Company’s common stock since the stock became publicly traded in the fourth quarter of 2013.

ADMA BIOLOGICS, INC.

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

The grant date fair values of stock options

awarded during the years ended December 31, 2024, 2023 and 2022 were determined using the Black-Scholes option pricing model with the following assumptions:

Expected term

5.5 - 6.3 years

Dividend yield

Risk-free interest rate

The following table summarizes information about stock options outstanding as of December 31, 2024, 2023 and 2022:

Options outstanding, vested and

expected to vest at December 31, 2021

Options outstanding, vested and

expected to vest at December 31, 2022

Options outstanding, vested and

expected to vest at December 31, 2023

outstanding, vested and expected to vest at December 31, 2024

Options exercisable

ADMA BIOLOGICS, INC.

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

As of December 31, 2024, the Company had $ 6.7 million of unrecognized compensation expense related to stock options granted under the Company’s equity incentive plans, which is expected to

be recognized over a weighted-average period of 2.8 years.

The weighted average remaining contractual term of stock options

outstanding and expected to vest at December 31, 2024 is 7.1 years.

The weighted average remaining contractual term of stock

options exercisable at December 31, 2024 is 5.7 years.

The following table summarizes additional information regarding

outstanding and exercisable options under the stock option plans at December 31, 2024:

Options Outstanding

Options Exercisable

Exercise Prices

Options Outstanding

Weighted Average

Exercise Price

Aggregate Intrinsic

Options Outstanding

$ 1.10 - $ 1.67

$ 1.73 - $ 2.60

$ 2.67 - $ 4.01

$ 4.09 - $ 6.14

$ 6.54 - $ 9.81

$ 10.80 - $ 17.49

years ended December 31, 2024, 2023 and 2022, the Company granted RSUs representing an aggregate of 3,278,688 , 3,389,760 and 1,174,266 shares,

respectively, to certain employees and consultants of the Company and to members of the Board.

The RSUs generally vest annually over a period of four years for employees and semi-annually over a period of one year for directors.

During the years ended December 31, 2024, 2023 and 2022, 1,886,463 , 1,199,445 and 2,727,412 shares, respectively, vested in connection with grants of RSUs.

With respect to RSUs vested during the year ended December 31, 2024, 541,908

shares valued at approximately $ 5.0 million were withheld were withheld to cover employees’ tax liabilities.

to RSUs vested during the year ended December 31, 2023, 365,722 shares valued at approximately $ 1.3 million were withheld by the Company to cover employees’ tax liabilities .

With respect to the RSUs vested during the year ended December 31, 2022 , 918,851 shares valued at approximately $ 2.9 million were

withheld by the Company to cover employees’ tax liabilities.

All of these shares have been retired by the Company or were otherwise no longer outstanding as of December 31, 2024 .

A summary of the Company’s unvested RSU activity and related information is as follows:

Balance at December 31, 2021

Balance at December 31, 2022

Balance at December 31, 2023

Balance at December 31, 2024

December 31, 2024, the Company had $ 25.3 million of unrecognized compensation expense related to unvested RSUs granted under the

Company’s equity incentive plans, which is expected to be recognized over a weighted-average period of 3.1 years.

ADMA BIOLOGICS, INC.

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

During the year ended

December 31, 2024, three of the Company’s employees and one of the Company’s non-employee directors received modifications to their outstanding stock option and RSU awards in connection with their departure from the Company or

transition from an employee to a consulting role (see Note 9).

The modifications allowed, among other things, the former employees to continue to participate in the Company’s equity incentive plans with respect to certain of their outstanding

awards when they would otherwise not be eligible to do so.

In connection with these modifications, the Company recognized an aggregate of $ 2.5

million of additional compensation expense in the year ended December 31, 2024.

Total stock-based compensation expense for all awards granted under the Company’s equity incentive plans for the years ended December 31, 2024, 2023 and 2022

was as follows (in thousands):

Year Ended December 31,

(in thousands)

Research and development

Plasma center operating expenses

Selling, general and administrative

Cost of product revenue

Total stock-based compensation expense

RELATED PARTY TRANSACTIONS

The Company leases an office building and equipment from Areth, LLC (“Areth”) pursuant to an agreement for services effective as of January 1, 2016, as amended from time

to time , and pays monthly rent on this facility in the amount of $ 10,000 .

On October 18, 2022 , the Company amended the agreement to extend its term to December 31, 2026 , with automatic successive one-year

renewals thereafter.

Either party may terminate the agreement by providing the other party with one year ’s prior written notice .

Rent expense for the years ended December 31, 2024, 2023 and 2022 amounted to $ 0.1

Areth is a company controlled by Dr.

Grossman, the Vice Chairman of the Board, and Adam S.

Grossman, the Company’s President and Chief Executive Officer.

The Company also reimburses Areth for office, warehousing and building

related (common area) expenses, equipment and certain other operational expenses, which were not material to the consolidated financial statements for the years ended December 31, 2024, 2023 and 2022 .

During the years ended December 31, 2024, 2023 and 2022, the Company purchased certain specialized equipment and repair services used for

the collection and processing of source plasma from GenesisBPS and its affiliates (“Genesis”) in the amount of $ 0.2 million, $ 0.4 million and $ 0.2 million,

respectively.

Genesis is owned by Dr.

Grossman and Adam Grossman.

On November 19, 2024, the Company entered into an agreement with Bryant Fong whereby the Company agreed, in conjunction with Mr.

resignation from the Board, to immediately vest all of Mr.

Fong’s 12,020 unvested RSUs.

The agreement also extended the

post-termination exercise period for his vested stock options from 90 days to two years (or earlier, if such options’ 10-year expiration date occurs

sooner than November 19, 2026 ).

Fong’s unvested stock options were forfeited in accordance with the terms of the 2022

In connection with this modification of Mr.

Fong’s equity awards, the Company recorded additional compensation expense of $ 0.3

million (see Note 8) in the year ended December 31, 2024.

On April 1, 2024, the Company entered into a consulting agreement with Brian Lenz, the Company’s former Executive Vice President, Chief

Financial Officer and General Manager, ADMA BioCenters, whereby Mr.

Lenz’s outstanding equity awards were modified in connection with his transition to a consulting role.

Under the terms of the consulting agreement, Mr.

Lenz remained eligible to

participate in the Company’s equity compensation plans with respect to continued vesting of the subject awards as set forth in the agreement.

In addition, the post-termination exercise period for Mr.

Lenz’s vested stock options was extended from

90 days to two years

from the date of the consulting agreement (or earlier, if such options’ 10-year expiration date occurs sooner than March 31, 2026 ).

In connection with this modification, the Company recorded $ 1.6 million of additional compensation expense for the year ended December 31, 2024.

ADMA BIOLOGICS, INC.

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

On August 15, 2023, two of the Company’s executive

officers exercised options to purchase 2,909,721 shares of the Company’s common stock on a cashless basis, and 688,657 shares of common stock were issued to these executive officers, net of 257,867 shares of common stock to cover a portion of their tax liabilities (see Note 8) .

See Note 7 for a discussion of the Company’s prior credit facility and related transactions with Perceptive, a holder of more

than 5 % of the Company’s common stock during the year ended December 31, 2022.

In connection with the 2022 public offering of the Company’s common stock (see Note 8) on December 9, 2022:

purchased 14,983 shares of common stock directly and 14,982 shares of common stock indirectly through an entity he controls, and (ii) Mr.

Lenz purchased 6,993

shares of common stock, all at the public offering price of $ 2.86 per share.

COMMITMENTS AND CONTINGENCIES

General Legal Matters

From time to time the Company is or may become subject to certain legal proceedings and claims arising in connection with the normal

course of its business.

Management does not expect that the outcome of any such claims or actions will have a material effect on the Company’s liquidity, results of operations or financial condition.

IT Systems Disruption

On June 19, 2023, the Company experienced an IT systems disruption, which rendered certain of the Company’s IT technology

systems inaccessible for less than one week.

The Company’s investigation of the disruption has essentially been completed with the

assistance of third-party consultants, and no definitive root cause was identified.

At the time of the disruption, the Company was in production of two

batches of BIVIGAM, and after a prolonged hold time, it was deemed to be a prudent GMP quality decision to discard these two

in-process production batches as these batches were no longer viable for further production or had any alternative use.

As a result, the Company recorded a one-time, non-recurring charge of $ 2.1 million in the second quarter of 2023 for this inventory, which is reflected in Cost of product revenue in the accompanying consolidated statement of operations for the year ending

December 31, 2023.

In addition, the Company’s Plasma center operating expenses were adversely impacted by approximately $ 0.7 million

due to the temporary closing of the Company’s plasma collection centers while their IT systems were restored.

The Company carries appropriate insurance for these types of instances.

During each of the years ended December 31, 2024 and

2023, the Company’s cybersecurity insurer paid the Company an aggregate of $ 0.2 million for approved restoration-related costs.

During the first quarter of 2025, the Company’s cybersecurity insurer paid the Company $ 0.4 million in business interruption loss

Vendor Commitments

Pursuant to the terms of a Plasma Purchase Agreement dated as of November 17, 2011 (the “2011 Plasma Purchase Agreement”), the Company

agreed to purchase from its former contract manufacturer an annual minimum volume of source plasma containing antibodies to RSV to be used in the manufacture of ASCENIV.

The Company must purchase a to-be-determined and agreed upon annual minimum

volume from the counterparty, and under the original 2011 Plasma Purchase Agreement the Company was permitted to also collect high-titer plasma from up to five wholly-owned ADMA plasma collection facilities.

During 2015, the Company amended the 2011 Plasma Purchase Agreement to (i) allow the Company to collect its raw material high-titer

plasma from any number of wholly-owned ADMA plasma collection facilities and (ii) allow the Company to purchase its raw material high-titer plasma from other third-party collection organizations, in each case, provided that the annual minimum

volumes from the Company’s former contract manufacturer were met, thus allowing the Company to expand its reach for raw material supply as it executes its commercialization plans for ASCENIV.

On December 10, 2018, the Company’s former contract

manufacturer assigned its rights and obligations under the 2011 Plasma Purchase Agreement to Grifols Worldwide Operations Limited (“Grifols”) as its successor-in-interest, effective January 1, 2019.

Effective October 1, 2024, the Company entered

into an Amended and Restated Plasma Purchase Agreement with Grifols (the “A&R Grifols Agreement”) with a term expiring in September 2039 ,

after which it may be renewed for two additional multi-year periods if agreed to by the parties.

Pursuant to the A&R Grifols

Agreement, Grifols supplies, on a non-exclusive basis, to ADMA BioManufacturing a minimum of 35,000 liters of RSV plasma annually to

be used in the manufacture of ASCENIV, with an escalating price per liter depending on the volume supplied in a given 12-month period,

with a minimum annual price increase every 12 months .

Additionally, Grifols will be entitled to receive a fixed bonus payment in the

event that a specified liter amount of high-titer plasma is supplied to the Company in any 12-month period during the term of the

A&R Grifols Agreement.

ADMA BIOLOGICS, INC.

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Effective August 6, 2024, the Company entered into a Plasma Purchase Agreement with KEDPlasma LLC (“KEDPlasma”) with a term expiring in July 2031 , after which it may be renewed for an additional five-year period if agreed to by the parties (the “KEDPlasma Agreement”).

Pursuant to the KEDPlasma Agreement, KEDPlasma supplies, on a non-exclusive basis, to ADMA BioManufacturing a minimum of 35,000 liters of RSV plasma annually commencing with the 12-month

period ending July 31, 2026, with an escalating price per liter depending on the volume supplied in a given 12-month period.

per liter of high-titer plasma supplied pursuant to the KEDPlasma Agreement is also scheduled to increase on an annual basis.

Additionally, KEDPlasma will be entitled to receive a fixed bonus payment in the event that a specified liter amount of

RSV plasma is supplied to the Company in any 12-month period during the term of the KEDPlasma Agreement.

On June 6, 2017, the Company entered into a Plasma Supply Agreement with its former contract manufacturer, pursuant to which the counterparty supplies, on an exclusive basis subject to certain exceptions, to ADMA BioManufacturing an annual

minimum volume of hyperimmune plasma that contain antibodies to the Hepatitis B virus for the manufacture of Nabi-HB.

The Plasma Supply Agreement has a 10-year

On July 19, 2018, the Plasma Supply Agreement was amended to provide, among other things, that in the event the counterparty elects not to supply in excess of ADMA BioManufacturing’s

specified amount of Hepatitis B plasma and ADMA BioManufacturing is unable to secure Hepatitis B plasma from a third party at a price that is within a low double- digit percentage of the price that ADMA BioManufacturing pays to the

counterparty, then the counterparty shall reimburse ADMA BioManufacturing for the difference in price ADMA BioManufacturing incurs.

On December 10, 2018, the Company’s former contract manufacturer assigned its rights and obligations under the

Plasma Supply Agreement to Grifols, effective January 1, 201 9.

Post-Marketing Commitments

In connection with the FDA approval of ASCENIV on April 1, 2019, the Company is required to perform a pediatric study to evaluate the

safety and efficacy of ASCENIV in children and adolescents, for which patient enrollment has been successfully completed.

For the years ended December 31, 2024, 2023 and 2022, the Company incurred expenses related to this study in the amount of $ 1.2 million, $ 1.0 million and $ 0.5 million, respectively.

The Company expects to incur expenses of approximately $ 1.0 million to complete this study, which is required to be completed by June of 2026.

In connection with the FDA approval of the BLA for BIVIGAM on December 19, 2012, Biotest committed to perform two additional

post-marketing studies, a pediatric study to evaluate the efficacy and safety of BIVIGAM in children and adolescents, and a post-authorization safety study to further assess the potential risk of hypotension and hepatic and renal impairment in

BIVIGAM-treated patients with primary humoral immunodeficiency.

These studies were required to be completed by June 30, 2023.

Both studies have been completed and the study reports have been submitted to the FDA.

ADMA had assumed the remaining

obligations, and the costs of the studies were expensed as incurred as research and development expenses.

The Company did no t incur

any expenses related to this commitment for the year ended December 31, 2024.

For the years ended December 31, 2023 and 2022, the Company incurred expenses related to these studies of $ 1.7 million and $ 2.2 million, respectively.

Other Commitments

In the normal course of business, the Company enters into contracts that contain a variety of indemnifications with its employees, licensors, suppliers and service

Further, the Company indemnifies its directors and officers who are, or were, serving at the Company’s request in such capacities.

The Company’s maximum exposure under these arrangements is unknown as of December 31, 2024.

Company does not anticipate recognizing any significant losses relating to these arrangements.

ADMA BIOLOGICS, INC.

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

The components of the Company’s income tax expense (benefit) are as follows:

Year Ended December 31,

(In thousands)

Total current

Total deferred

Total benefit from income taxes

A reconciliation of income taxes at the U.S.

federal statutory rate to the benefit for income taxes is as follows:

Year Ended December 31,

(In thousands)

Tax provision (benefit) at U.S.

federal statutory rate

State taxes , net of federal benefit

Non-deductible executive compensation

Excess tax benefits related to stock-based compensation

Change in valuation allowance

Benefit for income taxes

ADMA BIOLOGICS, INC.

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

The significant components of the Company’s deferred tax assets are as follows:

Year Ended December 31,

Deferred tax assets:

(in thousands)

Federal and state net operating loss carryforwards

Interest expense limitation carryforwards

Stock-based compensation

Lease obligations

Accrued expenses and other

Total gross deferred tax assets

valuation allowance for deferred tax assets

Total deferred tax assets, net of valuation allowance

Deferred tax liabilities:

Depreciation of property and equipment

Right-of-use assets

Other deferred tax liabilities

Total deferred tax liabilities

Net deferred tax assets

As of December 31, 2024, the Company has federal and state (post-apportioned basis) net operating losses (“NOLs”) of $ 265.6 million and $ 204.0 million, respectively.

Approximately

$ 33.4 million and $ 62.0

million of the foregoing Federal and state NOLs, respectively, will expire at various dates from 2029 through 2043 , if not limited by triggering events prior to such time.

Under the provisions of the Internal Revenue Code, changes in ownership of the

Company, in certain circumstances, would limit the amount of federal NOLs that can be utilized annually in the future to offset taxable income.

In particular, Section 382 of the Internal Revenue Code (“Section 382”) imposes limitations on an

entity’s ability to use NOLs upon certain changes in ownership.

If the Company is limited in its ability to use its NOLs in future years in which it has taxable income, then the Company will pay more taxes than if it were otherwise able to fully

utilize its NOLs.

The Company may experience ownership changes in the future as a result of subsequent shifts in ownership of the Company’s capital stock that the Company cannot predict or control that could result in further limitations being

placed on the Company’s ability to utilize its Federal NOLs.

The annual amount of Federal NOLs that expire each year is as follows (in thousands):

Expiration Date

Remaining Available

A valuation allowance, if needed, reduces deferred tax assets to the amount expected to be realized.

When determining the amount of net

deferred tax assets that are more likely than not to be realized, the Company assesses all available positive and negative evidence.

This evidence includes, but is not limited to, prior earnings history, expected future earnings, carry-back and

carry-forward periods and the feasibility of ongoing tax strategies that could potentially enhance the likelihood of the realization of a deferred tax asset.

The weight given to the positive and negative evidence is commensurate with the extent

the evidence may be objectively verified.

ADMA BIOLOGICS, INC.

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

As of December 31, 2024, the Company believes it is more-likely-than-not that the Company’s federal and state deferred tax assets will be

The Company recorded a release of its valuation allowance associated with federal and state deferred tax assets which was due in part to achieving three years of cumulative taxable income and projected taxable income that is more than

adequate to realize the Company’s federal and state deferred tax assets.

As a result, the Company reversed the federal and state valuation allowance recorded as of December 31, 2023 of $ 88.0 million and $ 13.4 million, respectively, resulting in a

tax benefit to the income tax provision for the year ended December 31, 2024.

In accordance with U.S.

GAAP, the Company is required to determine whether a tax position of the Company is more likely than not to be

sustained upon examination by the applicable taxing authority, including resolution of any related appeals or litigation processes, based on the technical merits of the position.

The tax benefit to be recognized is measured as the largest amount

of benefit that is greater than 50% likely of being realized upon ultimate settlement.

Derecognition of a tax benefit previously recognized could result in the Company recording a tax liability that would reduce net assets.

The amount of the

liability for which an exposure exists is measured as the largest amount of benefit determined on a cumulative probability basis that the Company believes is more likely than not to be realized upon ultimate settlement of the position.

of the liability are classified as either a current or a long-term liability in the accompanying consolidated balance sheets based on when the Company expects each of the items to be settled.

The Company does no t have any unrecognized tax benefits as of December 31, 2024 and 2023 and does not anticipate a significant change in unrecognized tax benefits

during the next 12 months.

The Company files income tax returns in the U.S.

federal and various state jurisdictions.

All net operating losses and tax credits

generated to date are subject to adjustment for U.S.

federal and state income tax purposes.

The Company’s income tax returns are open to examination for tax years 2007 through 2023.

LEASE OBLIGATIONS

The Company leases certain properties and equipment for its ADMA BioCenters and ADMA BioManufacturing subsidiaries, which leases provide

the right to use the underlying assets and require lease payments through the respective lease terms which expire at various dates through 2033.

The Company’s lease agreements do not contain any material residual value guarantees or material

restrictive covenants.

Upon adoption of ASU No.

2016-02, Leases (Topic 842) effective January 1, 2019, the Company elected the package of practical expedients, which permits the Company to not reassess

under the new standard its prior conclusions about lease identification, lease classification and initial direct costs.

In addition, the Company elected the short-term lease recognition exemption for all leases that qualify,

The Company determines if an arrangement is an operating lease or a financing lease at inception.

Leases with an initial term of 12 months or less are not recorded on

the balance sheet and lease expense for such leases are recognized on a straight-line basis over the lease term.

All other leases are recorded on the balance sheet with assets representing the right to use the underlying asset for the lease

term and lease liabilities representing the obligation to make lease payments arising from the lease.

Right-of-use assets and lease liabilities are recognized at the lease commencement date based on the present value of lease payments over the

lease term and include options to extend or terminate the lease when they are reasonably certain to be exercised.

The present value of the lease payments is determined using the Company’s estimated incremental borrowing rate as of the lease

commencement date.

There were no new material leases entered into during the year ended December 31, 2024.

For the lease liabilities recognized during the years ended December 31, 2023 and 2022, the Company used discount rates of 13 % to 16 %, representing a weighted

average discount rate of 13.02 %, to determine the present value of its lease obligations.

The Company’s operating lease expense is

recognized on a straight-line basis over the lease term and is reflected in Plasma center operating expenses and Selling, general and administrative expenses in the accompanying consolidated statements of operations.

Aggregate lease expense for

the Company’s operating leases for the years ended December 31, 2024, 2023 and 2022 was $ 2.4 million, $ 2.4 million and $ 2.1 million , respectively.

cash paid on these leases for the years ended December 31, 2024, 2023 and 2022 was $ 2.4 million, $ 2.4 million and $ 1.8 million,

respectively.

ADMA BIOLOGICS, INC.

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

During the year ended December 31, 2023, the Company recognized one additional right-of-use

asset and corresponding lease liability in the amount of $ 0.1 million for office equipment leased for the Boca Facility.

During the year ended December 31, 2022, the Company recognized additional right-of-use assets and corresponding lease liabilities aggregating to approximately $ 4.0 million in connection with two new property leases where the Company

has opened additional plasma collection facilities, a property lease for the storage of raw materials inventory and a property lease for the building that the Company utilizes as its corporate headquarters (see Note 9).

The Company has

aggregate lease liabilities of $ 9.8 million and $ 10.8 million as of December 31, 2024 and 2023, respectively, which are comprised primarily of the leases for the Company’s plasma collection centers.

The Company’s operating leases

have a weighted average remaining term of 6.8 years.

Scheduled payments under the Company’s lease obligations are as follows (in thousands) :

Year ended December 31, 2025

Total payments

imputed interest

Current portion

Balance at December 31, 2024

The Company is engaged in the manufacture, marketing and development of specialty plasma-derived biologics.

The Company’s ADMA

BioManufacturing operating segment reflects the Company’s immunoglobulin manufacturing, commercial and development operations in Boca Raton, FL.

The Plasma Collection Centers operating segment consists of ten plasma collection facilities located throughout the United States, all of which are operational, collecting plasma and currently holding FDA

The Company defines its operating segments as those business units whose operating results are regularly reviewed by the chief operating decision maker (“CODM”) to analyze performance and allocate resources.

The Corporate information

included in the reconciliations below generally consists of certain unallocated general and administrative overhead expenses and interest expense on the Company’s senior debt (see Note 7).

The Company’s CODM is its President and Chief Executive

For the Company’s two operating segments, the CODM uses income/loss before taxes as the measure of segment profit to determine the allocation of resources for each segment.

Transactions between the two operating segments consist solely of the transfer of raw material plasma inventory at cost from the Plasma Collection Centers segment to the ADMA

BioManufacturing segment with no markup or intercompany profit.

Income tax benefit/expense is recorded at the Corporate entity and is not allocated to the operating segments.

Summarized financial information concerning reportable segments is

shown in the following tables:

ADMA BIOLOGICS, INC.

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Year Ended December 31, 2024

(in thousands)

BioManufacturing

Plasma Collection

Cost of product revenue

Research and development

Plasma center operating expenses

Selling, marketing and distribution

Depreciation and amortization expense

General and administrative expense

Other expense, net

Income (loss) before taxes

Expenditures for additions to long-lived assets

Reconciliation of revenues:

Segment revenue

License revenue (see Note 2 - Revenue Recognition)

Consolidated revenues

Reconciliation of selling, general and administrative expense:

Segment selling, marketing and distribution expense

Segment general and administrative expense

Corporate general and administrative expense (a)

Consolidated selling, general and administrative expense

Reconciliation of income (loss) before taxes:

Segment income before taxes

License revenue

Unallocated interest expense, primarily related to interest on senior debt (see Note 7)

Loss on extinguishment of debt (see Note 7)

Unallocated interest income

Corporate general and administrative expense (a)

Consolidated income before taxes

Reconciliation of total assets:

Total segment assets

Corporate (b)

Consolidated total assets

Primarily includes compensation expense,

including stock-based compensation expense, for certain executive officers and consultants, insurance, legal and investor relations expenses and accounting and tax fees that are not allocated to the Company’s operating segments.

Primarily consists of cash and deferred tax

ADMA BIOLOGICS, INC.

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Year Ended December 31, 2023

(in thousands)

BioManufacturing

Plasma Collection

Cost of product revenue

Research and development

Plasma center operating expenses

Selling, marketing and distribution

Depreciation and amortization expense

General and administrative expense

Income (loss) before taxes

Expenditures for additions to long-lived assets

Reconciliation of revenues:

Segment revenue

License revenue (see Note 2 - Revenue Recognition)

Consolidated revenues

Reconciliation of selling, general and administrative expense:

Segment selling, marketing and distribution expense

Segment general and administrative expense

Corporate general and administrative expense (a)

Consolidated selling, general and administrative expense

Reconciliation of income (loss) before taxes:

Segment income before taxes

License revenue

Unallocated interest expense, primaril related to interest on senior debt (see Note 7)

Loss on extinguishment of debt (see Note 7)

Unallocated interest income

Corporate general and administrative expense (a)

Consolidated income before taxes

Reconciliation of total assets:

Total segment assets

Corporate (b)

Consolidated total assets

Primarily includes compensation expense, including stock-based compensation expense, for certain executive officers and consultants, insurance,

legal and investor relations expenses and accounting and tax fees that are not allocated to the Company’s operating segments.

Primarily consists of cash.

ADMA BIOLOGICS, INC.

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Year Ended December 31, 2022

(in thousands)

BioManufacturing

Plasma Collection

Cost of product revenue

Research and development

Plasma center operating expenses

Selling, marketing and distribution

Depreciation and amortization expense

General and administrative expense

Income (loss) before taxes

Expenditures for additions to long-lived assets

Reconciliation of revenues:

Segment revenue

License revenue (see Note 2 - Revenue Recognition)

Consolidated revenues

Reconciliation of selling, general and administrative expense:

Segment selling, marketing and distribution expense

Segment general and administrative expense

Corporate general and administrative expense (a)

Consolidated selling, general and administrative expense

Reconciliation of income (loss) before taxes:

Segment income before taxes

License revenue

Unallocated interest expense, primaril related to interest on senior debt (see Note 7)

Loss on extinguishment of debt (see Note 7)

Other expense

Corporate general and administrative expense (a)

Consolidated income before taxes

Reconciliation of total assets:

Total segment assets

Corporate (b)

Consolidated total assets

Primarily includes compensation expense, including stock-based compensation expense, for certain executive officers and consultants,

insurance, legal and investor relations expenses and accounting and tax fees that are not allocated to the Company’s operating segments.

Primarily consists of cash.

ADMA BIOLOGICS, INC.

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Net revenues according to geographic area, based on the location of where the product is shipped, are as follows:

Year Ended December 31, 2024

BioManufacturing

Plasma Centers

Total Segment

United States

International

Total revenues

Year Ended December 31, 2023

BioManufacturing

Plasma Centers

Total Segment

United States

International

Total revenues

Year Ended December 31, 2022

BioManufacturing

Plasma Centers

Total Segment

United States

International

Total revenues

OTHER EMPLOYEE BENEFITS

The Company sponsors a 401(k) savings plan.

Under the plan, employees may make contributions which are eligible for a Company

discretionary percentage contribution as defined in the plan and determined by the Board.

The Company recognized $ 1.5 million, $ 1.3 million and $ 1.3 million of related

compensation expense for the years ended December 31, 2024, 2023 and 2022, respectively.

SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION

Supplemental cash flow information for the years ended December 31, 2024, 2023 and 2022 is as follows:

(In thousands)

SUPPLEMENTAL CASH FLOW INFORMATION:

Cash paid for interest

Cash paid for income taxes

Noncash Financing and Investing Activities:

Equipment acquired reflected in accounts payable and accrued liabilities

Right-to-use assets in exchange for lease obligations

Warrants issued in connection with notes payable

See Note 8 and the Consolidated Statement of Stockholders’ Equity for cashless exercise activity related to the Company’s outstanding warrants.

ADMA BIOLOGICS, INC.

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

CONCENTRATIONS

Financial instruments that potentially subject the Company to concentrations of credit risk consist of accounts receivable.

31, 2024, three customers accounted for approximately 91 % of the Company’s consolidated accounts receivable.

At December 31, 2023, five

customers accounted for approximately 98 % of the Company’s consolidated accounts receivable.

For the years ended December 31, 2024 and 2023, two

customers accounted for approximately 72 % of the Company’s consolidated revenues.

For the year ended December 31, 2022, two customers accounted for approximately 74 %

of the Company’s consolidated revenues.

Revenues for both of these customers are attributable to the ADMA BioManufacturing business segment.

There were no customers attributable to the Plasma Collections Center whose revenues exceeded 10 %

of the Company’s consolidated revenues.

ADMA BIOLOGICS, INC.

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Schedule II – Valuation and Qualifying Accounts

Years ended December 31, 2024, 2023 and 2022

(in thousands)

beginning of year

Charged to costs

Year ended December 31, 2024

Accrued rebates

Inventory valuation allowance

Deferred tax asset valuation allowance

Year ended December 31, 2023

Accrued rebates

Inventory valuation allowance

Deferred tax asset valuation allowance

Year ended December 31, 2022

Accrued rebates

Inventory valuation allowance

Deferred tax asset valuation allowance

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 7. Management’s Discussion and Analysis