What changed in this filing

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Item 2. Management’s Discussion and Analysis

2025-06-13 compared with 2025-03-14 · 79 added, 78 removed, 115 unchanged (58% of the section changed)

10 unchanged sentences

identifying words.

We have based these forward-looking statements on

our current expectations and projections about future events.

We have based these forward-looking statements

on our current expectations and projections about future events.

Although we believe that the expectations underlying our forward-looking

21 unchanged sentences

distribution channels, including third parties.

We have two different technologies in research and development stage;

We have two different technologies in the research and development stage;

the CardioMap®

14 unchanged sentences

Promissory Note

On August 14, 2024, we entered into a $300,000 promissory

note (the “Note”) with an accredited investor.

On August 14, 2024, we entered into a $300,000

promissory note (the “Note”) with an accredited investor.

The $300,000 was received on August 22, 2024.

The Note has a one-year maturity,

becoming due on August 22, 2025, and bears interest at the rate of 18% per annum.

In addition, we issued the investor a warrant to purchase

300,000 shares of our common stock at $0.10 per share that expires August 14, 2029, with a fair value of $13,343.

At January 31, 2025,

The Note has a one-year

maturity, becoming due on August 22, 2025, and bears interest at the rate of 18% per annum.

In addition, we issued the investor a warrant

to purchase 300,000 shares of our common stock at $0.10 per share that expires August 14, 2029, with a fair value of $13,343.

30, 2025, $300,000 in principal and $38,315 in accrued interest remained outstanding.

Going Concern

See Note 1 of Notes to Condensed Consolidated Financial

Significant Accounting Policies and Use of Estimates

During the six months ended January 31, 2025, there

See Note 1 of Notes to Condensed Consolidated Financial Statements.

Significant Accounting Policies and Use of

During the nine months ended April 30, 2025, there

were no significant changes to our significant accounting policies and estimates as described in Note 2.

4 unchanged sentences

Results of Operations

We do not currently sell or market any products and

we did not have any revenue in the three or six-month periods ended January 31, 2025 or 2024.

We do not currently sell or market any products

and did not have any revenue in the three or nine month periods ended April 30, 2025 or 2024.

We will commence actively marketing products

after the products and drugs in development have been FDA cleared or approved, but there can be no assurance, however, that we will be

successful in obtaining FDA clearance or approval for our products.

Three Months Ended January 31,

after the products and drugs in development have been FDA cleared or approved, but there can be no assurance that we will be successful

in obtaining FDA clearance or approval for our products.

Three Months Ended April 30,

Research and development expense

2 unchanged sentences

Loss from operations

Gain on sale of asset

(15,900,687 )

Investment revaluation

Change in fair value of investment in common stock

Interest expense

Other income (loss), net

Net income (loss)

(13,497,692 )

Deemed dividend

Net income (loss) attributable to common stockholders

$ (13,434,237 )

Basic net income (loss) per share

Diluted net income (loss) per share

Six Months Ended January 31,

Other income (expense), net

Deemed dividend - warrants

Net loss attributable to common stockholders

Basic net loss per share attributable to common stockholders

Diluted net loss per share attributable to common stockholders

Nine Months Ended April 30,

Research and development expense

2 unchanged sentences

Loss from operations

Gain on sale of asset

(16,400,687 )

Investment revaluation

Gain on sale of assets

Change in fair value of investment in common stock

Interest expense

2 unchanged sentences

(13,387,064 )

Deemed dividend

Net income (loss) attributable to common stockholders

Deemed dividend - warrants

Net income (loss) attributable to common shareholders

$ (1,490,775 )

$ (13,323,609 )

Basic net income (loss) per share

Diluted net income (loss) per share

Basic net income (loss) per share attributable to common stockholders

Diluted net income (loss) per share attributable to common stockholders

Research and Development Expense

Our Research and development expense includes expenses

related to our current projects and include clinical research, design and manufacturing, formulation, regulatory and consultants.

Our Research and development expense includes

expenses related to our current projects, including, clinical research, design and manufacturing, formulation, regulatory and consultants.

We are not currently working on any projects and,

therefore, we did not have any Research and development expense in the three or six months ended January 31, 2025.

therefore, we did not have any Research and development expense in the three or nine months ended April 30, 2025.

Stock-Based Compensation

The decreases in Stock-based compensation for the

three and six month periods ended January 31, 2025 compared to the same periods of 2024 were due to no options granted in the three and

six month periods ended January 31, 2025 and fewer unvested awards outstanding.

The decreases in Stock-based compensation for

the three and nine months ended April 30, 2025 compared to the same periods of 2024 were due to no options granted in the three and nine

month periods ended April 30, 2025 and fewer unvested awards outstanding.

General and Administrative Expense

General and administrative includes expenses related

to salaries and related benefits for employees in finance, accounting, sales, administrative and research and development activities,

as well as stock-based compensation, costs related to maintaining compliance as a public company and legal and professional fees.

The decreases in General and administrative expense

were due to the following:

Three months ended

January 31, 2025 compared to three months ended

Six months ended

January 31, 2025 compared to six months ended

January 31, 2024

General and administrative expense includes expenses

related to salaries and benefits for employees, business development and investor relations, insurance expense, costs related to maintaining

compliance as a public company, and legal and professional fees.

The net decreases in General and

administrative expense were due to the following:

April 30, 2025

compared to three months ended

April 30, 2025

compared to nine months ended

April 30, 2024

Increase (decrease) in:

Business development and investor relations

Consulting fees

Insurance expense

1 unchanged sentence

Public company expense

The decreases in wages and business development and

investor relations were due to fewer employees and lower activity throughout the company.

The decreases in wages and business development

and investor relations were due to fewer employees and lower activity throughout the company.

The decrease in legal and professional fees

1 unchanged sentence

Gain on Sale of Asset

The gain on sale of asset in fiscal 2024 relates to

our sale of our drug candidates for treating mild traumatic brain injury (“mTBI”), also known as concussion, and for treating

Niemann Pick Disease Type C (“NPC”), as well as our proprietary powder formulation and its nasal delivery device to Oragenics

in December 2023.

The gain on sale of asset in fiscal 2024 relates

to our one-time sale of our drug candidates for the treatment of mild traumatic brain injury (“mTBI”), also known as concussion,

and for the treatment of Niemann Pick Disease Type C (“NPC”), as well as our proprietary powder formulation and its nasal

delivery device to Oragenics in December 2023.

Interest Expense

3 unchanged sentences

outstanding was as follows:

Three Months Ended January 31,

Six Months Ended January 31,

Three Months Ended April 30,

Nine Months Ended April 30,

Weighted average debt outstanding

Weighted average interest rate

The decreases in interest expense in the three and

six month periods ended January 31, 2025, compared to the same periods of 2024 were due to lower amortization of beneficial conversion

The decreases in interest expense in the three

and nine month periods ended April 30, 2025, compared to the same periods of 2024 were due to lower amortization of beneficial conversion

feature, debt discount and debt issuance costs, partially offset by higher average debt outstanding and higher average interest rates.

Liquidity and Capital Resources

See Recent Funding above for a discussion of our recent

See Recent Funding above for a discussion of our

recent debt and equity financings.

The following table sets forth the primary sources and uses of cash:

Six Months Ended January 31,

Nine Months Ended April 30,

Net cash used in operating activities

$ (1,151,575 )

Net cash provided by investing activities

11 unchanged sentences

The following notes payable were outstanding:

January 31, 2025

April 30, 2025

July 31, 2024

Convertible note issued to LGH due July 31, 2025, with a set interest amount of $84,000 through July 7, 2023, then an interest rate of 8.0% per annum of outstanding principal and convertible at $0.072 per share

Promissory notes issued to officers and directors due July 31, 2025, with an interest rate of 8.0% per annum and convertible at $0.12 per share

Accredited investor promissory note due July 31, 2025, with an interest rate of 10% per annum and convertible into 30,000 shares of Oragenics common stock held by us

Mast Hill convertible promissory note due June 13, 2025, with an interest rate of 10% per annum and convertible at $0.072 per share

Accredited investor promissory note due August 22, 2025, with an interest rate of 18% per annum

Unsecured convertible note issued to LGH due July

31, 2025, with a set interest amount of $84,000 through July 7, 2023, then an interest rate of 8.0% per annum of outstanding

principal and convertible at $0.072 per share

Unsecured promissory notes issued to officers and directors due

July 31, 2025, with an interest rate of 8.0% per annum and convertible at $0.12 per share

Accredited investor unsecured promissory note due July 31,

2025, with an interest rate of 10% per annum and convertible into 30,000 shares of Oragenics common stock held by us

Mast Hill secured convertible promissory note due June 13, 2025, with an

interest rate of 10% per annum and convertible at $0.072 per share and secured by 1,154,545 shares of Oragenics Preferred Stock

Accredited investor unsecured promissory

note due August 22, 2025, with an interest rate of 18% per annum

Unamortized debt discount and closing costs

Inflation did not have a material impact on our business

and results of operations during the periods being reported on.

Inflation did not have a material impact on our

business and results of operations during the periods being reported on.

Off Balance Sheet Arrangements

We do not have any material off balance sheet arrangements.

We do not have any material off balance sheet

arrangements.

Quantitative and Qualitative Disclosures About Market Risk

We are a smaller reporting company and are not required to provide information

under this item.

We are a smaller reporting company and are not required to provide

information under this item.

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-Q

Item 2. Management’s Discussion and Analysis