Item 7. Management’s Discussion and Analysis
ITEM
7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
You
should read the following discussion and analysis of our financial condition and results of operations together with the consolidated
financial statements and related notes that are included elsewhere in this Annual Report. This discussion contains forward-looking statements
based upon current expectations that involve risks and uncertainties. Our actual results may differ materially from those anticipated
in these forward-looking statements as a result of various factors, including those set forth under “Risk Factors” or in
other parts of this Annual Report. See “Cautionary Note Regarding Forward-Looking Statements” for additional information.
Unless otherwise indicated, all information in this Annual Report gives effect to a 1-for-50 reverse stock split of our
common stock that became effective on November 5, 2024, and all references to shares of common stock outstanding and per share amounts
give effect to the reverse stock split.
Recent
Developments
Marizyme
On
April 11, 2024, the Company entered into a Co-Development Agreement (the “Co-Development Agreement”) with Marizyme. Under
the Co-Development Agreement (as amended), we agreed to pay Marizyme a Funding Payment of up to $1,750,000 and an Exclusivity Fee of
$200,000. The Exclusivity Fee of $200,000 and a Funding Payment of $500,000 was paid to Marizyme on April 12, 2024. The Exclusivity Fee
entitled us to an exclusivity period until May 31, 2024 for purposes of proposing and outlining a broader strategic relationship with
Marizyme with regard to Marizyme’s DuraGraft business. The Funding Payment is designed to provide financial support for commercialization
of Marizyme’s DuraGraft™ vascular conduit solution, which is indicated for adult patients undergoing coronary artery bypass
grafting surgeries and is intended for the flushing and storage of the saphenous vein grafts used in coronary artery bypass grafting
surgery. In return for the Funding Payment, we will receive quarterly a 33% payment in the nature of royalties on any Net Sales (as defined
with a meaning tantamount to gross profit on net sales) of DuraGraft, capped at double the amount of the Funding Payment cash provided.
No such payments-in-the-nature-of-royalties would accrue until after DuraGraft has been launched in the United States and a cumulative
total of $500,000 of DuraGraft Net Sales have been made in the United States.
In
addition, during the year ended December 31, 2025, the Company advanced a total of $4,166,900 to Marizyme, against which
Marizyme had previously delivered demand promissory notes to the Company of like principal amounts (the “Marizyme Notes”).
The Marizyme Notes bear interest the rate of eighteen percent (18%) per annum. Marizyme may pre-pay all or any part of the outstanding
principal or interest of the Marizyme Notes at any time and from time to time, in whole or in part, without premium or penalty, until its maturity on August 21, 2026. Throughout the fourth quarter of 2025, the Board reassessed its interest
in further pursuing a transaction with Marizyme given the Faraday Investment (as described further below) and Marizyme’s continued
need for funding support, and, as such, management updated its expected credit loss (“CECL”) estimate under ASC 326 as of
December 31, 2025.
Faraday
Investment
In
September 2025 we consummated a Subscription Agreement (the “Subscription Agreement”) with certain investors including Faraday
Future Intelligent Electric Inc. (NASDAQ: FFAI)(the “Lead Investor” or “Faraday”) pursuant to which the investors
purchased $40.7 million (the “Offering”) of our Common Stock and shares of a newly created Series B Convertible Preferred
Stock, par value $0.001 per share (the “Series B Preferred Stock”). Up to $6.8 million of the net proceeds from
the Offering were used to pay existing debt and fund our existing business operations, and the balance of the cash proceeds and contributed
currency will be used for the establishment of our cryptocurrency treasury operations, using AlxCrypto. AIxCrypto (AIxC) is committed
to building a world-leading ecosystem that integrates Artificial Intelligence (AI) and blockchain, bridging Web2 and Web3. This ecosystem
unites a decentralized protocol, distributed network, AI DePIN and EAI RWA value regeneration, and a DeAI Agent product and technology
platform designed to achieve optimal trading performance. Its core products include the BesTrade DeAI Agent and the AIxC ecosystem products.
23
Reverse
Stock Split
On
November 5, 2024, the Company effected a 1-for-50, reverse stock split of our outstanding shares of common stock (the “Reverse
Stock Split”). The Reverse Stock Split reduced our shares of outstanding common stock, stock options, and warrants to purchase
shares of our common stock. Fractional shares of common stock that would have otherwise resulted from the Reverse Stock Split were rounded
down to the nearest whole share and cash in lieu of fractional shares was paid to stockholders. All share and per share data for all
periods presented in this Annual Report have been adjusted retrospectively to reflect the Reverse Stock Split. The number
of authorized shares of common stock and the par value per share remains unchanged.
Series
B Preferred Stock Conversions
Subsequent
to December 31, 2025, and through the date of this filing, 33,858 shares of the Company’s Series B Preferred Stock were converted
into 15,074,611 shares of common stock at a conversion price of $2.246 per share.
The
following table summarizes the conversion activities:
Month (2026)
Series B Shares Converted
Common Shares Issued
January
3,926
1,747,781
February
491
218,473
March
29,441
13,108,357
Total
33,858
15,074,611
As
a result of these conversions, the Company’s outstanding common stock increased by approximately 192%, which will result in a dilution
to existing common stockholders.
Critical
Accounting Policies and Estimates
This discussion and analysis is based on our consolidated financial statements,
which have been prepared in accordance with U.S. GAAP. The preparation of these consolidated financial statements requires us to make
estimates and judgments that affect the reported amounts of assets, liabilities, revenues and expenses and the disclosure of contingent
assets and liabilities in our consolidated financial statements. An accounting policy is deemed to be critical if it requires an accounting
estimate to be made based on assumptions about matters that are highly uncertain at the time the estimate is made, and if different estimates
that reasonably could have been used, or changes in the accounting estimates that are reasonably likely to occur periodically, could materially
impact the consolidated financial statements. While the Company’s significant accounting policies and estimates are further outlined
in Note 1 - Business and Summary of Significant Accounting Policies and Estimates of the consolidated financial statements, Management
believes that none of these give rise to critical accounting policies or estimates in these consolidated financial statements.
24
Results
of Operations
Comparison
of the Years Ended December 31, 2025 and 2024:
For The Years Ended December 31,
2025
2024
EXPENSES
General and administrative
$ 8,822,300
$ 4,204,558
Research and development
184,796
1,197,162
Credit loss expense - short-term note receivable
4,195,000
360,000
Total expenses
13,202,096
5,761,720
LOSS FROM OPERATIONS
(13,202,096 )
(5,761,720 )
OTHER EXPENSE (INCOME), NET
Gain on change in fair value of warrant liabilities
(127,297 )
(415,810 )
Gain on change in fair value of derivative liabilities
—
(191,068 )
Gain on change in fair value of convertible debt
(37,707 )
—
Interest expense
988,500
908,943
Interest income
(742,018 )
(128,795 )
Loss on issuance of convertible debt
91,943
358,279
Net loss on digital assets
3,588,106
—
Gain on voluntary conversion of convertible debt into common stock
—
(56,010 )
Loss on debt extinguishment
—
56,997
Loss on monthly redemptions of convertible debt into common stock
—
208,852
Gain on settlements of accounts payable
—
(348,305 )
Other expense (income), net
2,252
(1,946 )
Total other expense (income), net
3,763,780
391,137
LOSS BEFORE PROVISION FOR INCOME TAXES
(16,965,875 )
(6,152,857 )
PROVISION FOR INCOME TAXES
—
6,334
NET LOSS FROM CONTINUING OPERATIONS
(16,965,875 )
(6,159,191 )
DISCONTINUED OPERATIONS
Loss on disposal of discontinued operations, net of tax
—
(100,000 )
LOSS FROM DISCONTINUED OPERATIONS
—
(100,000 )
NET LOSS
(16,965,875 )
(6,259,191 )
Deemed dividend arising from preferred stock and warrant down-round provision
$ (2,562,867 )
$ (87,604 )
Net loss attributable to shareholders
$ (19,528,742 )
$ (6,346,795 )
Total net loss per common share, basic and diluted
$ (8.11 )
$ (17.27 )
Net income (loss) per common share, basic and diluted - discontinued operations
$ —
$ (0.28 )
Total net loss per common share, basic and diluted
$ (8.11 )
$ (17.55 )
Weighted-average number of shares outstanding, basic and diluted (after stock split)
2,407,817
361,587
25
Expenses
General
and Administrative Expenses
General
and administrative expenses increased from $4.2 million for the year ended December 31, 2024 to $8.8 million for the year ended December
31, 2025. This is primarily due to an increase in investor relation fees of $1.4 million as we paid consultants to help raise capital,
plus $3.0 million increase in consultant fees and $0.9 million in master service fees offset by a decrease in payroll expenses of $1.0
million and decrease in insurance expense of $0.2 million.
Research
and Development Costs
Research
and development expenses decreased from $1.2 million for the year ended December, 2024, to $0.2 million for the year ended December
31, 2025. This was primarily due to all research and development being slowed down in 2025 due to lack of funding, resulting in decreases in QN-302
program expenses of approximately $200,000 and a decrease in Marizyme research expense of $700,000.
Credit
Loss Expense – Short-Term Note Receivable
Credit
loss expense – short-term note receivable increased from $0.4 million for the year ended December, 2024, to $4.2 million
for the year ended December 31, 2025. This is due to Marizyme’s debt increasing from $2.4 million for the year ended December 31,
2024 to $4.9 million for the year ended December 31, 2025, as well as the likelihood of our being able to collect being assessed at a
significantly lower rate than prior year.
Other
Expense (Income), Net
Gain
on Change in Fair Value of Warrant Liabilities
During
the year ended December 31, 2025 we experienced a $0.2 million gain in other income due to the change in fair value of the warrant liabilities
described above. The estimated fair value of warrant liabilities decreased to $0.1 million as of December 31, 2025 from $0.3 million
as of December 31, 2024 primarily due to changes in our stock price and expiration of warrants during the prior period.
During
the year ended December 31, 2024 we experienced a $0.4 million gain in other income because of the change in fair value of the warrant
liabilities. The estimated fair value of warrant liabilities increased to $0.3 million as of December 31, 2024 from $0.1 million as of
December 31, 2023 due to the issuance of new liability classified warrants with an initial fair value of $0.6 million, the reclassification
at fair value of equity classified warrants to warrant liabilities of $0.3 million, offset by the reclassification at fair value to equity
of liability classified warrants of $0.2 million, and the $0.4 million gain on the change in fair value of the warrant liabilities due
to an associated decrease in the market price of our common stock and the expiration of liability classified warrants during the year.
Typically,
a decline in our stock price would result in a decline in the fair value of our warrant liabilities, generating a gain, while an increase
in our stock price would result in an increase in the fair value of our warrant liabilities, generating a loss. Because the fair value
of the warrant liabilities will be determined each quarter on a “mark-to-market” basis, this item is likely to continue to
result in variability in our future quarterly Consolidated Statements of Operations based on unpredictable changes in our public market
common stock price and the number of liability classified warrants outstanding at the end of each quarter.
Gain
on Change in Fair Value of Derivative Liabilities
During
the year ended December 31, 2024, we experienced a gain of approximately $0.2 million on change in fair value of derivative liabilities
due to the issuance and subsequent extinguishment of the 2024 Alpha Debenture and 2024 Chen Debenture during the year. There were no
derivative liabilities at December 31, 2025.
Gain
on Change in Fair Value of Convertible Debt
During
the year ended December 31, 2025 we experienced an approximately $38,000 gain on change in fair value of convertible debt, compared to
no change for the year ended December 31, 2024. We did not hold any convertible debt in 2024.
Interest
Income
There
was $0.7 million in interest income during the year ended December 31, 2025 compared to $0.1 interest income during the year ended December
31, 2024. The increase was due to interest accrued on the Marizyme Notes, which increased significantly in the year ended December 31,
2025.
Interest
Expense
There
was $1.0 million in interest expense during the year ended December 31, 2025 compared to interest expense of $0.9 million during the
year ended December 31, 2024. The increase was due to the short term promissory notes carrying higher interest rates
than the convertible debt carried in the year ended December 31, 2024.
Loss
on Issuance of Convertible Debt
During
the year ended December 31, 2024 we incurred a loss on issuance of convertible debt of approximately $358,000 due to the fair value of
the 2024 Alpha Debenture and derivative liabilities exceeding the cash proceeds. During the year ended December 31, 2025 we incurred
a loss on issuance of convertible debt of approximately $92,000 due to the fair value of the 2025 Convertible Note and derivative liabilities
exceeding the cash proceeds.
Net Loss on Digital
Assets
During
the year ended December 31, 2025 we experienced an approximately $3.6 million loss on digital assets, compared to no change for the year
ended December 31, 2024. We did not hold any digital assets in 2024.
26
Gain
on Voluntary Conversion of Convertible Debt into Common Stock
During
the year ended December 31, 2024, we recognized a gain of approximately $56,000 on the voluntary conversion of convertible debt into
common stock, due to the issuance of 58,378 shares of common stock with a fair value of approximately $674,000 upon partial voluntary
conversion of the 2022 Alpha Debenture at a weighted average share price of $13.00, resulting in a gain of approximately $85,000, offset
by a loss of approximately $29,000 from the issuance of 7,842 shares of common stock with a fair value of approximately $61,000 upon
Alpha’s partial voluntary conversion of the 2024 Alpha Debenture at a weighted average share price of $6.50. There was no debt
conversions in the year ended December 31, 2025.
Loss
on Debt Extinguishment
During
the year ended December 31, 2024, we recognized a loss on debt extinguishment of approximately $57,000. In connection with the closing
of the Company’s private placement transaction and issuance of Series A-2 Preferred Stock, we used approximately $531,000 of the
proceeds to repay the outstanding principal and accrued interest on the 2024 Alpha Debenture, in full settlement of the obligation, resulting
in a debt extinguishment loss of approximately $68,000. This loss was offset by a debt extinguishment gain of approximately $13,000 from
the issuance of 1,154 shares of newly designated Series A-2 Preferred Stock, in full settlement of the obligation of $1,154,000 in outstanding
principal and interest on the 2024 Chen Debenture. There was no debt extinguished in the year ended December 31, 2025.
Loss
on Monthly Redemptions of Convertible Debt into Common Stock
During
the year ended December 31, 2024, we issued 45,496 shares of common stock with a fair value of approximately $903,000, in lieu of cash
for monthly redemptions of $660,000 principal and approximately $34,000 accrued interest redeemed, pursuant to the terms of the 2022
Alpha Debenture at a weighted average share price of $14.51. Upon redemption in shares, we recognized a loss on monthly redemptions of
convertible debt into common stock of approximately $209,000. There was no redemptions of convertible debt in the year ended December
31, 2025.
Gain
on Settlements of Accounts Payable
During
the year ended December 31, 2024, we settled $395,000 of our outstanding accounts payable for a gain of approximately $348,000. There
were no such settlements during the year ended December 31, 2025.
Other
Income, Net
Other
income, net was immaterial during the years ended December 31, 2025 and 2024.
Discontinued
Operations
The
Company recorded a loss of approximately $0.1 million on disposal of discontinued operations during the year ended December 31, 2024,
which was generated due to the early settlement of an escrow account from the sale of Qualigen, Inc. There were no such discontinued
operations in the year ended December 31, 2025.
27
Liquidity
and Going Concern
Our
financial position is weak. As of December 31, 2025, we had approximately $19.3 million in cash and accounts payable of $1.3 million.
We are in arrears on accounts payable to important partners. We have incurred recurring losses from operations and have an accumulated
deficit of $140.0 million at December 31, 2025. We expect to continue to incur losses subsequent to the consolidated balance sheet date
of December 31, 2025. For the years ended December 31, 2025 and 2024, we used cash of $7.0 million and $6.3 million, respectively,
in operations.
Our
current liabilities at December 31, 2025 include approximately $1.3 million of accounts payable, $1.6 million of related party payables,
approximately $123,000 of accrued expenses and other current liabilities, approximately $142,000 of short term convertible
debt, and approximately $142,000 in warrant liabilities.
We
expect to continue to have net losses and negative cash flow from operations, which will challenge our liquidity. While we are establishing
cryptocurrency treasury operations, it is newly established and there are no guarantees it will generate revenue. These factors raise
substantial doubt regarding our ability to continue as a going concern for the one-year period following the date that the financial
statements in this Annual Report were issued.
During
the year ended December 31, 2025 we raised approximately $45.7 million in new equity consisting of $3.3 million from nine investors as
short-term borrowings, $0.2 million from Alpha Capital Anstalt upon the issuance of a short-term convertible promissory note maturing
in January 2026, $0.1 million from an investor in exchange for a short-term promissory note with zero interest due six months after issuance,
$4.3 million (net of issuance costs) upon closing of a private placement transaction resulting in the sale of 4,500 shares
of newly designated Series A-3 Preferred Stock at a purchase price of $1,000 per share, and $37.7 million (net of issuance costs) upon
closing of a subscription agreement (the “Subscription Agreement” or “Offering”) with Future Intelligent Electric
Inc. (“Faraday”) resulting in the sale of 337,432 shares of the Company’s common stock and 39,943
shares of a newly created Series B Convertible Preferred Stock. Additionally, during the twelve months ended December 31, 2025, the Company repaid
approximately $4.5 million of outstanding promissory notes. These equity and debt capital raises resulted in approximately $45.5 million
in cash provided by financing activities during the year ended December 31, 2025, compared to $9.0 million in new equity and debt issued
during the year ended December 31, 2024.
To
the extent that we raise additional capital through the sale of equity or convertible debt securities, the ownership interests of our
common stockholders will be diluted, and the terms of these securities may include liquidation or other preferences that adversely affect
the rights of our common stockholders. Debt financing, if available, may involve agreements that include covenants limiting or restricting
our ability to take specific actions, such as incurring additional debt, making capital expenditures or declaring dividends. If we raise
additional funds through third-party funding, commercialization, marketing and distribution arrangements or other collaborations, strategic
alliances or licensing arrangements with third parties, we may have to relinquish valuable rights to our technologies, future revenue
streams, research programs or product candidates or to grant licenses on terms that may not be favorable to us.
The
accompanying financial statements have been prepared assuming that we will continue as a going concern. The financial statements do not
include any adjustments that would be necessary should we be unable to continue as a going concern, and therefore, be required to liquidate
its assets and discharge its liabilities in other than the normal course of business and at amounts that may differ from those reflected
in the accompanying financial statements.
28
Contractual
Obligations and Commitments
We
have no material contractual obligations that are not fully recorded on our consolidated balance sheets or fully disclosed in the notes
to the financial statements.
License
and Sponsored Research Agreements
We
have obligations under various license agreements to make future payments to third parties that become due and payable on the achievement
of certain development, regulatory and commercial milestones (such as the start of a clinical trial, filing for product approval with
the FDA or other regulatory agencies, product approval by the FDA or other regulatory agencies, product launch or product sales) or on
the sublicense of our rights to another party. We have not included these commitments on our balance sheet because the achievement and
timing of these events is not determinable. Certain milestones are in advance of receipt of revenue from the sale of products and, therefore,
we may require additional debt or equity capital to make such payments.
In
January 2022, we entered into a License Agreement with UCL Business Limited to obtain an exclusive worldwide in-license of a genomic
quadruplex (G4)-selective transcription inhibitor drug development program which had been developed at University College London, including
lead and back-up compounds, preclinical data and a patent estate. (UCL Business Limited is the commercialization company for University
College London.) We are further developing the program’s lead compound under the name QN-302, and this work is currently still underway. The License Agreement requires (if
and when applicable) tiered royalty payments in the low to mid-single digits, clinical/regulatory/sales milestone payments, and sharing
of a percentage of any non-royalty sublicensing consideration paid to the Company. In November 2023, we became obligated to pay $100,000
to UCL Business Limited upon the first patient dosing of QN-302, which was paid in January 2024.
Marizyme
On
April 11, 2024, we entered into a Co-Development Agreement with Marizyme, Inc. (“Marizyme”). Under the Co-Development
Agreement (as amended on August 6, 2024), we agreed to pay Marizyme a Funding Payment of up to $1,750,000 and an Exclusivity Fee of
$200,000. The Exclusivity Fee of $200,000 and a Funding Payment of $500,000 was paid to Marizyme on April 12, 2024. The Exclusivity
Fee entitled us to an exclusivity period until May 31, 2024 for purposes of proposing and outlining a broader strategic relationship
with Marizyme with regard to Marizyme’s DuraGraft business. The Funding Payment is designed to provide financial support for
commercialization of Marizyme’s DuraGraft™ vascular conduit solution, which is indicated for adult patients undergoing
coronary artery bypass grafting surgeries and is intended for the flushing and storage of the saphenous vein grafts used in coronary
artery bypass grafting surgery. This work is still currently underway. In return for the Funding Payment we will receive quarterly a
33% payment in the nature of royalties on any Net Sales (as defined with a meaning tantamount to gross profit on net sales) of
DuraGraft, capped at double the amount of the Funding Payment cash provided. No such payments-in-the-nature-of-royalties would
accrue until after DuraGraft has been launched in the United States and a cumulative total of $500,000 of DuraGraft Net Sales have
been made in the United States.
29
Other
Service Agreements
We
enter into contracts in the normal course of business, including with clinical sites, contract research organizations, and other professional
service providers for the conduct of clinical trials, contract manufacturers for the production of our product candidates, contract research
service providers for preclinical research studies, professional consultants for expert advice and vendors for the sourcing of clinical
and laboratory supplies and materials. These contracts generally provide for termination on notice, and therefore are cancelable contracts.
Cash
Flows
The
following table sets forth the significant sources and uses of cash for the periods set forth below:
For the Years Ended
December 31,
2025
2024
Net cash (used in) provided by:
Operating activities
$ (6,951,458 )
$ (6,327,503 )
Investing activities
(15,881,487 )
(1,907,400 )
Financing activities
40,991,044
9,007,708
Net decrease in cash
$ 18,158,099
$ 772,805
Net
Cash Used in Operating Activities
During the year ended December 31, 2025, operating activities used $7.0
million of cash, primarily resulting from a loss from continuing operations of $16.9 million. Cash flows from operating activities for
the year ended December 31, 2025 were positively impacted by adjustments for stock based compensation of approximately $300,
legal expenses that were deducted from the issuance of convertible debt of $20,000, $0.3 million worth of common stock issued to a consultant,
a $4.2 million provision for credit losses on short term notes receivable, $1.0 million of amortization of premium on promissory notes,
$2.7 million in losses on the change in fair market value of digital assets, approximately $40,000 in payments made
using digital assets, a loss on issuance of convertible debt of $0.1 million, changes in prepaid expenses and other current assets of
$0.5 million, and changes in accrued expenses and other liabilities of $1. 4 million. Cash flows from operating activities
for the year ended December 31, 2025 were negatively impacted by adjustments for a $0.1 million change in the fair value of warrant liabilities,
accrued interest on short term notes receivable of $0.6 million, change in accounts payable of $0.3 million and
a loss on the change in fair value of convertible debt of approximately $37,000.
During
the year ended December 31, 2024, operating activities used $6.3 million of cash, primarily resulting from a net loss of $6.3 million.
Cash flows from operating activities for the year ended December 31, 2024 were positively impacted by adjustments for accretion of discount
on convertible debt of $0.6 million, a loss on issuance of convertible debt of approximately $0.4 million, a loss on debt extinguishment
of approximately $57,000, change in provision for non-cash credit losses on short-term notes receivable of $0.4 million, a loss on monthly
redemptions of convertible debt into common stock of $0.2 million, and stock based compensation of $0.1 million. Cash flows from operating
activities for the year ended December 31, 2024 were negatively impacted by adjustments for a gain on change in fair value of warrant
liabilities of $0.4 million, a $0.3 million gain on settlement of accounts payable, a $0.4 million decrease in accounts payable, a $0.2
million increase in prepaid expenses and other assets, a $0.2 million gain on change in fair value of derivative liabilities, a $0.1
million decrease in accrued expenses and other current liabilities, accrued interest receivable on the Marizyme notes of $0.1 million,
and a gain on voluntary conversion of convertible debt of approximately $56,000.
Net
Cash Provided By Investing Activities
During
the year ended December 31, 2025, net cash used by investing activities was approximately $15.8 million resulting from the issuance
of $1.9 million in notes receivable to Marizyme, purchases of intangible asstes of approximately $93,000, and purchases of digital
assets of $16.5 million, offset by $2.6 million in proceeds from the sale of
digital assets.
During
the year ended December 31, 2024, net cash used by investing activities was approximately $1.9 million resulting from the issuance of
$2.3 million in notes receivable to Marizyme, offset by $0.4 million in proceeds from the disposal of discontinued operations, due to
the release of escrow from the sale of Qualigen, Inc.
Net
Cash Provided by Financing Activities
Net
cash provided by financing activities for the year ended December 31, 2025 was $41.0 million, which resulted from the issuance of short-term
debt in the amount of $3.4 million, the issuance of convertible debt in the amount of $0.2 million, the issuance of preferred shares
in the amount of $38.9 million, the issuance of common stock and warrants in the amount of $3.1 million, offset by repayment of convertible
debt of $0.1 million and the repayment of promissory notes of $4.4 million.
Net
cash provided by financing activities for the year ended December 31, 2024, was approximately $9.0 million, resulting from $4.6 million
in proceeds from the sale of Series A-2 Preferred Stock, approximately $3.1 million in proceeds from the sale of common stock and prefunded
warrants, $2.0 million in proceeds from the issuance of short term debt, $1.5 million from the issuance of convertible debt, $0.4 million
in proceeds from warrant exercises, offset by $2.0 million in short term debt repayments, and $0.5 million in convertible debt repayments.
30
ITEM
7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
As
a “smaller reporting company,” as defined by Rule 12b-2 of the Exchange Act, we are not required to provide the information
in this Item.