What changed in this filing

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Item 1. Financial Statements

2023-08-07 compared with 2023-05-15 · 531 added, 316 removed, 115 unchanged (88% of the section changed)

Financial Statements.

SS INNOVATIONS INTERNATIONAL, INC.

MEDICAL ROBOTICS, INC.

CONDENSED BALANCE SHEETS

Current Assets:

Cash and cash equivalents

Other prepaid expenses and deposit

Accounts receivable, net of allowances

Notes Receivables - Acquisition

Prepaids and other current assets

Total Current Assets

Accumulated depreciation

Total Equipment, net

LIABILITIES AND STOCKHOLDERS’ EQUITY

Non-Current Assets:

Property, plant, and equipment, net

Long Term Receivable

Loans & Advances ( Related Party)

Total Non-Current Assets

LIABILITIES AND STOCKHOLDERS’ (DEFICIT) EQUITY

Current Liabilities

Accrued expenses

Accrued interest

Promissory note

Bank Overdraft Facility

Notes Payable

Accounts payable

Deferred tax liability

Other accrued liabilities

Total Current Liabilities

Commitments and contingencies (see Note 8)

STOCKHOLDERS’ EQUITY:

Common stock, 100,000,000 shares authorized, $.0001 par value, 65,443,337 and 53,887,738 issued and outstanding at March 31, 2023 and December 31, 2022 respectively

Other accrued liabilities-Non current

Total Liabilities

Commitments and contingencies

Stockholders’ (deficit) equity :

Common stock, 100,000,000 shares authorized, $ 0.0001 par value, 146,172,432 shares and 53,892,748 shares issued and outstanding as of June 30, 2023, and December 31,2022 respectively

Translation adjustment

Additional Paid in Capital

Accumulated other comprehensive income (loss)

Accumulated deficit

1 unchanged sentence

( 10,691,071 )

Total Stockholders’ Equity

TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY

See accompanying notes to unaudited Condensed Financial

SS INNOVATIONS INTERNATIONAL, INC.

MEDICAL ROBOTICS, INC.

CONDENSED STATEMENTS OF OPERATIONS

FOR THE THREE MONTHS ENDED MARCH 31,

Total stockholders’ (deficit) equity

Total liabilities and stockholders’ (deficit) equity

See accompanying

notes to unaudited Condensed Consolidated Financial Statements

INNOVATIONS INTERNATIONAL, INC.

F/K/A AVRA MEDICAL ROBOTICS, INC.

CONDENSED CONSOLIDATED

STATEMENTS OF OPERATIONS

Three months ended

Warranty Sales

Cost of revenue

( 1,351,143 )

GROSS (LOSS) PROFIT

OPERATING EXPENSES:

Research and Development

Compensation Expense

General and Administrative

Selling, general and administrative

TOTAL OPERATING EXPENSES

OTHER INCOME AND (EXPENSES)

Interest Earned

Origination Fees

Interest Expense

Total Other Income and (Expenses), net

Loss before Income Taxes

Loss from operations

( 1,758,890 )

Provision for Income Taxes

OTHER INCOME (EXPENSE):

Interest and other income, net

TOTAL OTHER (EXPENSE) INCOME

( 1,850,423 )

Loss per common share - basic and diluted

Weighted average common shares outstanding - basic and diluted

See accompanying notes to unaudited Condensed Financial

SS INNOVATIONS INTERNATIONAL, INC.

MEDICAL ROBOTICS, INC.

CONDENSED STATEMENT OF STOCKHOLDERS’ (DEFICIT)

FOR THE THREE MONTHS ENDED MARCH 31, 2023, AND

Additional Paid-In

Total Stockholders’

BALANCE AT DECEMBER 31, 2022

Net loss attributable to Cardio Ventures, Inc.

$ ( 1,850,423 )

Stock based compensation expense

Conversion of debt to equity

Stock issued for services

Common stock issuable for services

Common stock issued

$ ( 170,002 )

Net loss per share - basic and diluted

Weighted average

See accompanying

notes to unaudited Condensed Consolidated Financial Statements.

SS INNOVATIONS

INTERNATIONAL, INC.

F/K/A AVRA MEDICAL ROBOTICS, INC.

CONDENSED CONSOLIDATED

STATEMENTS OF OPERATIONS

Six months ended

Warranty Sales

Cost of revenue

( 2,351,347 )

BALANCE AT MARCH 31, 2023

GROSS (LOSS) PROFIT

OPERATING EXPENSES:

Selling, general and administrative

TOTAL OPERATING EXPENSES

Loss from operations

( 2,664,674 )

BALANCE AT DECEMBER 31, 2021

OTHER INCOME (EXPENSE):

Interest and other income, net

TOTAL OTHER (EXPENSE) INCOME

( 2,838,465 )

Stock based compensation expense

Conversion of debt to equity

Stock issued for services

Common stock issued

Treasury stock

Common stock issuable for services

BALANCE AT MARCH 31, 2022

$ ( 250,422 )

See accompanying notes to unaudited Condensed Financial

SS INNOVATIONS INTERNATIONAL, INC.

MEDICAL ROBOTICS, INC.

CONDENSED STATEMENTS OF CASH FLOWS

FOR THE THREE MONTHS ENDED MARCH 31,

CASH FLOWS FROM OPERATING ACTIVITIES:

Net loss attributable to Cardio Ventures, Inc.

( 2,838,465 )

$ ( 250,422 )

Net loss per share - basic and diluted

Weighted average

See accompanying

notes to unaudited Condensed Consolidated Financial Statements.

SS INNOVATIONS

INTERNATIONAL, INC.

F/K/A AVRA MEDICAL ROBOTICS, INC.

CONDENSED CONSOLIDATED

STATEMENTS OF STOCKHOLDERS’ (DEFICIT)

FOR THE THREE

AND SIX MONTHS ENDED JUNE 30, 2023 AND JUNE 30, 2022

comprehensive

Stockholders’

AT DECEMBER 31, 2022

$ ( 10,691,071 )

based compensation expense

issued for services

$ ( 2,004,320 )

- 2,004,320.00

AT MARCH 31, 2023

$ ( 12,695,391 )

Recapitalization

$ ( 65,443,337 )

$ ( 13,036,261 )

of Notes Payable to equity

Recapitalization

$ ( 4,556,208 )

other comprehensive income(loss)

$ ( 1,850,423 )

AT JUNE 30, 2023

$ ( 19,102,022 )

AT DECEMBER 31, 2021

$ ( 8,504,060 )

based compensation expense

of debt to equity

stock issuable for services

AT MARCH 31, 2022

$ ( 8,584,481 )

based compensation expense

of debt to equity

issued for services

stock issuable for services

$ ( 170,002 )

AT JUNE 30, 2022

See accompanying notes to unaudited Condensed Consolidated Financial Statements.

SS INNOVATIONS

INTERNATIONAL, INC.

F/K/A AVRA MEDICAL ROBOTICS, INC.

CONDENSED CONSOLIDATED

STATEMENTS OF CASH FLOWS

For the Six Months ended

Cash flows from operating activities:

Adjustments to reconcile net loss to net cash used in operating activities:

Depreciation and amortization expense

Depreciation and amortization

Translation diff

Prepaid expenses and other assets

Stock compensation expense

Changes in operating assets and liabilities:

Accounts payable and accrued expenses

Net cash used in operating activities

INVESTING ACTIVITIES:

Cash flows from investing activities:

Notes Receivables - Acquisition

( 2,000,000 )

Equipment acquisition

Purchase of property and equipment

Long Term Receivable

Net cash used in investing activities

( 2,000,000 )

FINANCING ACTIVITIES:

Cash flows from financing activities:

Proceeds from loan

Proceeds of Demand Notes Payable

Proceeds from securities offering

Repayment of warrants

Proceeds from 7 % convertible promissory note

Accumulated other comprehensive income (loss)

Repayment of notes

Net cash provided by financing activities

INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS

CASH AND CASH EQUIVALENTS - BEGINNING OF PERIOD

CASH AND CASH EQUIVALENTS - END OF PERIOD

Supplemental information of non-cash investing and financing activities:

Non-cash investing activities:

Net change in cash

Cash at beginning of year

Cash at end of year

Supplemental disclosure of cash flow information:

Cash paid for income taxes

Cash paid for interest

Cash received for interest

Non-cash financing activities:

Related party note payable converted into common stock

Promissory note converted into common stock

Reduction of account payable and equipment

See accompanying notes to unaudited Condensed Financial

SS INNOVATIONS INTERNATIONAL, INC.

MEDICAL ROBOTICS, INC.

NOTES TO FINANCIAL STATEMENTS

NOTE 1 – COMPANY AND BASIS OF PRESENTATION

SS Innovations International, Inc.

(the “ Company ”

or “ SSII ”) was incorporated as AVRA Surgical Microsystems, Inc.

See accompanying

notes to unaudited Condensed Consolidated Financial Statements.

SS INNOVATIONS

INTERNATIONAL, INC.

F/K/A AVRA MEDICAL ROBOTICS, INC.

NOTES TO CONDENSED

CONSOLIDATED FINANCIAL STATEMENTS

COMPANY AND BASIS OF PRESENTATION

SS Innovations

International, Inc.

(the “ Company ” or “ SSII ”) was incorporated as AVRA Surgical Microsystems, Inc.

in the State of Florida on February 4, 2015.

November 5, 2015, the Company’s corporate name was changed to Avra Medical Robotics, Inc.

The Company was established to develop

advanced medical surgical devices.

The Company is structured to invest in four principal areas – surgical robotic systems, surgical

tools, implantable devices and surgical robotic training.

Effective November 5, 2015, the Company’s corporate name was changed to Avra Medical

Robotics, Inc.

The Company was established and is continuing to develop advanced medical and surgical robotic systems.

On April 14, 2023, a wholly owned subsidiary of

the Company merged with CardioVentures, Inc., a Delaware corporation, which is the indirect parent of Sudhir Srivastava Innovations Pvt.

Ltd., an Indian private limited company engaged in the business of developing innovative surgical robotic technologies.

As a result of

such transaction, a “ change in control ” of the Company took place.

In addition, among other matters, the Company changed

its name to “ SS Innovations International, Inc.

” and implemented a one for ten reverse stock split.

The financial statements,

financial information and share and per share information contained in this report only reflect the operations of the Company prior to

the acquisition and do not give pro forma effect to the reverse stock split.

The significant accounting policies of SSII were

described in Note 1 to the audited financial statements included in the Company’s 2022 Annual Report on Form 10-K .

There have been

no significant changes in the Company’s significant accounting policies for the quarterly period ended March 31, 2023.

Basis of Presentation

The accompanying unaudited condensed financial

statements of the Company have been prepared in conformity with accounting principles generally accepted in the United States (“GAAP”)

for interim financial information and in accordance with the rules and regulations of the Securities and Exchange Commission.

they do not include all information and footnotes normally included in annual consolidated financial statements and should be read in

conjunction with the consolidated financial statements and notes thereto included in the 2022 Form 10-K for the year ended December 31,

In the opinion of the Company’s management, the accompanying unaudited condensed financial statements contain all the adjustments

necessary (consisting only of normal recurring accruals) to present the financial position of the Company as of March 31, 2023, and the

results of operations and cash flows for the periods presented.

The results of operations for the quarterly period ended March 31, 2023,

are not necessarily indicative of the operating results for the full fiscal year or any future period.

the Company merged with CardioVentures, Inc., a Delaware corporation (“ CardioVentures ”), which is the indirect parent

of Sudhir Srivastava Innovations Pvt.

Ltd., an Indian private limited company engaged in the business of developing innovative surgical

robotic technologies.

As a result of such transaction, a “ change in control ” of the Company took place.

among other matters, the Company changed its name to “ SS Innovations International, Inc.

” and implemented a one for

ten reverse stock split.

The financial statements, financial information and share and per share information contained in this report

reflect the operations of both the Company and Cardio Ventures and give pro forma effect to the reverse stock split.

The significant

accounting policies of SSII were described in Note 1 to the audited financial statements included in the Company’s Annual Report

on Form 10-K for the year ended December 1, 2022 and were also included in financial statements subsequently filed under cover of a Form

8-K/A on June 26, 2023.

There have been no significant changes in the Company’s significant accounting policies for the quarterly

period ended June 30, 2023.

Going Concern

The accompanying financial statements have been

prepared assuming the continuation of the Company as a going concern.

At March 31, 2023, the Company’s stockholders’ equity

was $ 347,414 which raises substantial doubt about the Company.

The Company has not yet established an ongoing source of revenues sufficient

to cover its operating costs and is dependent on debt and equity financing to fund its operations.

The management of the Company is making

efforts to raise additional funding until a registration statement relating to an equity funding facility is in effect.

The accompanying

consolidated financial statements have been prepared on a going concern basis which implies the Company will continue to meet its obligations

for the next 12 months as of the date these financial statements are issued.

The Company had

a working capital deficit of $ 2,886,460 and an accumulated deficit of $ 19,102,022 as of June 30, 2023.

The Company also had a net

loss of $ 1,850,423 for the six months ended June 30, 2023.

Company launched

the commercial sale of its “SSI Mantra” surgical robotic system in India, which has been well received by hospitals and healthcare

institutions there.

As of June 30, 2023, the Company has, sold nine surgical robotic systems and is now generating regular revenues as

additional purchase orders are also being received.

has also been able to access financial resources to further supplement its operations and in this regard, on April 15, 2023, the

Company executed a Convertible Promissory Note (the “ Line of Credit Note ”) with Sushruta Pvt Ltd.

(“ SPL ”), the Bahamian holding company owned by Dr.

Sudhir Srivastava, our Chairman, Chief Executive Officer and

principal shareholder.

Pursuant to the Line of Credit Note, SPL, in its discretion may make multiple advances to the Company through

December 31, 2023 (the “ Maturity Date ”), in an aggregate amount of up to $US 20.0 million for working capital

The advances under the Line of Credit Note do not bear interest and are due and payable on or before the Maturity Date.

SPL may, at its option, convert the principal amount of any advance into shares of our common stock, at a conversion price of

US$ 0.74 per share.

As of June 30, 2023, US$ 1,225,000 in advances were outstanding under the Line of Credit Note.

The management

of the Company is making efforts to raise further funding to scale up operations and meets its longer-term capital needs.

While management

of the Company believes that it will be successful in its capital formation and planned operating activities, there can be no assurance

that the Company will be able to raise additional equity capital or be successful in the development and commercialization of the products

it develops or initiates collaboration agreements thereon.

The accompanying financial statements do not include any adjustments to reflect

the possible future effects on the recoverability and classification of assets or the amounts and classification of liabilities that may

result from the possible inability of the Company to continue as a going concern.

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

The preparation of financial statements in conformity

with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities and expenses.

The Company regularly evaluates 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.

of the Company believes that it will be successful in its capital formation and planned expansion of its operating activities, there

can be no assurance that the Company will be able to raise additional equity capital or be successful in generating additional revenues

and ultimately achieving profitability.

The accompanying financial statements do not include any adjustments to reflect the possible

future effects on the recoverability and classification of assets or the amounts and classification of liabilities that may result from

the possible inability of the Company to continue as a going concern.

Basis of Presentation

The accompanying

unaudited condensed financial statements of the Company have been prepared in conformity with accounting principles generally accepted

in the United States (“GAAP”) for interim financial information and in accordance with the rules and regulations of the Securities

and Exchange Commission.

Therefore, they do not include all information and footnotes normally included in annual consolidated

financial statements and should be read in conjunction with the consolidated financial statements and notes thereto included in the Company’s

Annual Report on Form 10-K for the year ended December 31, 2022 and financial statements subsequently filed under cover of a Form 8-K/A

on June 26, 2023.

In the opinion of the Company’s management, the accompanying unaudited condensed financial statements contain

all the adjustments necessary (consisting only of normal recurring accruals) to present the financial position of the Company as of June

30, 2023, and the results of operations and cash flows for the periods presented.

The results of operations for the quarterly period

ended June 30, 2023, are not necessarily indicative of the operating results for the full fiscal year or any future period.

NOTE 2 - SUMMARY

OF SIGNIFICANT ACCOUNTING POLICIES

Use of Estimates

The preparation

of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts

of assets, liabilities and expenses.

The Company regularly evaluates 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 made by management.

Cash and Cash Equivalents

The Company considers all cash on hand, cash accounts

not subject to withdrawal restrictions or penalties, and all highly liquid debt instruments purchased with a maturity of three months

or less to be cash and cash equivalents.

Concentration of Credit Risk

Financial instruments that potentially subject

the Company to concentrations of credit risk consist principally of cash.

The Company maintains its principal cash balance in a financial

These balances are insured by the Federal Deposit Insurance Corporation (“FDIC”) up to $ 250,000 .

2023, $ 198,543 were in excess of the FDIC insured limit.

Equipment is recorded at cost and depreciated

using the straight-line method at rates determined to estimate the useful lives of the assets.

The annual rates used in calculating depreciation

is as follows:

Equipment - 5 years straight-line

Cash and Cash

The Company considers

all cash on hand, cash accounts not subject to withdrawal restrictions or penalties, and all highly liquid investment with a maturity

of three months or less to be cash and cash equivalents.

Accounts Receivable

The Company’s

account receivables are due from customers relating to contracts to supply surgical robotic systems, instruments, and accessories and

to provide post sales warranty/maintenance services.

The Company also sells surgical robotic systems under deferred payment arrangement

and in such cases, the amounts due and recoverable beyond one year period at the balance sheet date are classified as long-term receivables.

Collateral is currently not required.

The Company also maintains allowances for doubtful accounts for estimated losses resulting from

the inability of the Company’s customers to make payments.

The Company periodically reviews these estimated allowances, including

an analysis of the customers’ payment history and creditworthiness, the age of the trade receivable balances and current economic

conditions that may affect a customer’s ability to make payments as well as historical collection trends for its customers as a

Based on this review, the Company specifically reserves for those accounts deemed uncollectible or likely to become uncollectible.

When receivables are determined to be uncollectible, principal amounts of such receivables outstanding are deducted from the allowance.

The allowance for doubtful accounts as of June 30, 2023 and December 31, 2022 amounted to $ NIL and $ NIL respectively.

Foreign Currency

Company’s reporting currency is U.S.

The accounts of one of the Company’s subsidiaries is maintained using the appropriate

local currency, Indian Rupees (“INR”) as the functional currency.

All assets and liabilities are translated into U.S.

at balance sheet date, shareholders’ equity is translated at historical rates and revenue and expense accounts are translated at the

average exchange rate for the year or the reporting period.

The translation adjustments are reported as a separate component of stockholders’

equity, captioned as accumulated other comprehensive (loss) gain.

Transaction gains and losses arising from exchange rate fluctuations

on transactions denominated in a currency other than the functional currency are included in the statements of operations as foreign

currency exchange variance.

relevant translation rates are as follows:

for the three months ended June 30, 2023 closing rate at 82.0735 US$:INR, average rate

at 82.0962 US$:INR.

The Company’s

inventory consists of finished goods in the form of fully assembled and tested surgical robotic system, semi-finished goods in the form

of various sub-systems of the surgical robotic systems in various stages of assembly and manufacturing and raw material in the form of

various mechanical, electrical, and other material components, parts, motors, encoders etc.

which are not yet assembled/manufactured.

The inventory is valued at the lower of cost (first-in, first-out) or estimated net realizable value.

As of June 30, 2023, the Company

valued the inventory at $ 2,608,490 .

Concentration

of Credit Risk

Financial instruments

that potentially subject the Company to concentrations of credit risk consist principally of cash.

The Company maintains its principal

cash balance in United States financial institutions, where deposits are insured by the Federal Deposit Insurance Corporation (“FDIC”)

up to $ 250,000 .

The Company also maintains cash balances maintained with banks in India, where balances are insured by Deposit Insurance

and Credit Guarantee Corporation of India (DICGC) to the extent of approximately US$ 6,100 per account and in the Bahamas, where deposits

are insured by the Deposit Insurance Corporation of Bahamas insures deposits up to US$ 50,000 per account.

As at June 30,2023, $ 63,755

of deposits were in excess of overall insurance coverage limits.

Revenue Recognition

The Company recognizes

revenue in accordance with Accounting Standards Codification, or ASC, 606, the core principle of which is that an entity should recognize

revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity

expects to be entitled to receive in exchange for those goods or services.

To achieve this core principle, five basic criteria must be

met before revenue can be recognized:

● Identification of a contract

with a customer or placement of a purchase order by the customer.

● Identification of the performance

obligations in the contract or the purchase order as the case may be.

● Determination of the transaction

price which is reflected in the purchase order placed by the customer.

● Allocation of the transaction

price to the performance obligations in the contract;

● Recognition of revenue when

or as the performance obligations are satisfied as per the terms of the purchase order received from the customer.

The Company accounts

for revenues when both parties to the contract have approved the contract, the rights and obligations of the parties are identified,

payment terms are identified, and collectability of consideration is probable.

Product type and payment terms vary by client.

The Company recognizes

the revenue at the time when the risk and reward related to that equipment gets transferred immediately when we dispatch.

instruments which are used by surgeons when they use our robotic system for surgeries.

These instruments are like consumables for the

hospitals, and we recognize the revenues for sale of instruments as and when the risk and reward related to those instruments get transferred

immediately when we dispatch.

The revenues attributable to the warranty is recognized over the period to which it relates.

period ended June 30, 2023, we have sold six surgical robotic systems and the revenues attributable to warranty is deferred for recognition

over the period to which it relates.

Due to application of ASC606, as of June 30, 2023, the sum of US$ 936,262 stands transferred to

unrealized deferred revenue and as such the revenues and profitability for six month period is impacted to the extent of this unrealized

deferred revenue.

Property Plant

& Equipment is recorded at cost and depreciated using the straight-line method at rates determined as per estimated useful lives

of the assets.

The estimated useful lives used in in calculating depreciation are as follows:

Office furniture and fixtures

Plant and equipment

Motor vehicles

Long-lived Assets

In accordance with ASC 360, “ Property

Plant and Equipment ”, the Company tests long-lived assets or asset groups for recoverability when events or changes in circumstances

indicate that their carrying amount may not be recoverable.

Circumstances which could trigger a review include, but are not limited to

In accordance with

ASC 360, “ Property Plant and Equipment ”, the Company tests long-lived assets or asset groups for recoverability when

events or changes in circumstances indicate that their carrying amount may not be recoverable.

Circumstances which could trigger a review

include, but are not limited to :

significant decreases in the market price of the asset;

significant adverse changes in the business climate or legal factors;

of costs significantly in excess of the amount originally expected for the acquisition or construction of the asset;

current cash flow

or operating losses combined with a history of losses or a forecast of continuing losses associated with the use of the asset and current

expectation that the asset will more than likely not be sold or disposed significantly before the end of its estimated useful life.

Recoverability

is assessed based on the carrying amount of the asset and its fair value which is generally determined based on the sum of the discounted

cash flows expected to result from the use and the eventual disposal of the asset, as well as specific appraisal in certain circumstances.

An impairment loss is recognized when the carrying amount is not recoverable and exceeds fair value.

Stock Compensation Expense

The Company accounts for equity instruments issued

in exchange for the receipt of goods or services from other than employees in accordance with Accounting Standards Codification (“ASC”)

Topic 505, “Equity.” Costs are measured at the estimated fair market value of the consideration received or the estimated

fair value of the equity instruments issued, whichever is more reliably measurable.

The value of equity instruments issued for consideration

other than employee services is determined on the earlier of a performance commitment or completion of performance by the provider of

goods or services as defined by ASC Topic 505.

The Company accounts for income taxes pursuant

to ASC Topic 740 “ Income Taxes.

” Under ASC Topic 740, deferred tax assets and liabilities are determined based on temporary

differences between the bases of certain assets and liabilities for income tax and financial reporting purposes.

The deferred tax assets

and liabilities are classified according to the financial statement classification of the assets and liabilities generating the differences.

A valuation allowance is recorded when it is more likely than not that some or all of the deferred tax assets will not be realized.

The Company applies the provisions of ASC Topic

740-10-05 “ Accounting for Uncertainty in Income Taxes .” The ASC clarifies the accounting for uncertainty in income

taxes recognized in an enterprise’s financial statements.

The ASC prescribes a recognition threshold and measurement attribute for

the financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return.

The ASC provides

guidance on de-recognition, classification, interest and penalties, accounting in interim periods, disclosure and transition.

Basic and Diluted Loss per Share

In accordance with ASC Topic 260 “ Earnings

Per Share, ” basic loss per common share is computed by dividing net loss available to common stockholders by the

weighted average number of common shares outstanding during the period.

Diluted loss per common share gives effect to dilutive convertible

securities, options, warrants and other potential common stock outstanding during the period, only in periods in which such effect is

The Company has stock options, warrants, and convertible promissory notes that may be converted to outstanding potential common

Research and Development Costs

In accordance with ASC Topic 730 “Research

and Development”, with the exception of intellectual property that is purchased from another enterprise and have alternative future

use, research and development expenses are charged to operations as incurred.

Fair Value of Financial Instruments

Our financial instruments consist principally

of accounts receivable, amounts due to related parties and promissory notes payable.

The carrying amounts of cash and cash equivalents

and promissory notes approximate fair value because of the short-term nature of these items.

Recent Accounting Pronouncements

Compensation—Stock Compensation

In May 2017, the FASB issued ASU 2017-09, “Compensation—Stock

Compensation (Topic 718):

Scope of Modification Accounting,” that provides guidance about which changes to the terms or conditions

of a share-based payment award require an entity to apply modification accounting.

The new guidance became effective for the Company on

January 1, 2018 and was applied on a prospective basis, as required.

The adoption of this standard did not have an impact on the financial

statements or the related disclosures.

In February 2016, the FASB issued ASU 2016-02,

“Leases (Topic 842)” (“ASU 2016-02”).

The FASB issued ASU 2016-02 to increase transparency and comparability among

organizations recognizing lease assets and lease liabilities on the balance sheet and disclosing key information about leasing arrangements.

Under ASU 2016-02, lessors will account for leases using an approach that is substantially equivalent to existing GAAP for sales-type

leases, direct financing leases and operating leases.

Unlike current guidance, however, a lease with collectability uncertainties may

be classified as a sales-type lease.

If collectability of lease payments, plus any amount necessary to satisfy a lessee residual value

guarantee, is not probable, lease payments received will be recognized as a deposit liability and the underlying assets will not be derecognized

until collectability of the remaining amounts becomes probable.

ASU 2016-02 is effective for interim and annual periods beginning after

December 15, 2018, with early adoption permitted, and must be adopted using a modified retrospective transition.

The Company did not adopt

the standard effective January 1, 2019, utilizing the lessor practical expedient.

On November 15, 2019, the FASB issued ASU 2019-10

which amended the effective dates for ASC 842, to give implementation relief.

Under the FASB’s new framework, two “buckets”

were defined, bucket 1 includes public companies that are SEC filers but excludes “Small Reporting Companies” (SRC’s).

significant adverse changes in the business

climate or legal factors;

accumulation of costs significantly in excess of the amount originally expected for the acquisition or construction

of the asset;

current cash flow or operating losses combined with a history of losses or a forecast of continuing losses associated with

the use of the asset and current expectation that the asset will more than likely not be sold or disposed significantly before the end

of its estimated useful life.

Recoverability is assessed based on the carrying amount of the asset and its fair value which is generally

determined based on the sum of the discounted cash flows expected to result from the use and the eventual disposal of the asset, as well

as specific appraisal in certain circumstances.

An impairment loss is recognized when the carrying amount is not recoverable and exceeds

Stock Compensation

The Company accounts

for equity instruments issued in exchange for the receipt of goods or services from other than employees in accordance with Accounting

Standards Codification (“ASC”) Topic 505, “Equity.” Costs are measured at the estimated fair market value of

the consideration received or the estimated fair value of the equity instruments issued, whichever is more reliably measurable.

of equity instruments issued for consideration other than employee services is determined on the earlier of a performance commitment

or completion of performance by the provider of goods or services as defined by ASC Topic 505.

The Company accounts

for income taxes pursuant to ASC Topic 740 “ Income Taxes.

” Under ASC Topic 740, deferred tax assets and liabilities

are determined based on temporary differences between the bases of certain assets and liabilities for income tax and financial reporting

The deferred tax assets and liabilities are classified according to the financial statement classification of the assets and

liabilities generating the differences.

A valuation allowance is recorded when it is more likely than not that some or all of the deferred

tax assets will not be realized.

The Company applies

the provisions of ASC Topic 740-10-05 “ Accounting for Uncertainty in Income Taxes .” The ASC clarifies the accounting

for uncertainty in income taxes recognized in an enterprise’s financial statements.

The ASC prescribes a recognition threshold

and measurement attribute for the financial statement recognition and measurement of a tax position taken or expected to be taken in

a tax return.

The ASC provides guidance on de-recognition, classification, interest and penalties, accounting in interim periods, disclosure

and transition.

Basic and Diluted

Loss per Share

In accordance with

ASC Topic 260 “ Earnings Per Share, ” basic loss per common share is computed by dividing net loss available

to common stockholders by the weighted average number of common shares outstanding during the period.

Diluted loss per common share gives

effect to dilutive convertible securities, options, warrants and other potential common stock outstanding during the period, only in

periods in which such effect is dilutive.

The Company has stock options, warrants, and convertible promissory notes that may be converted

to outstanding potential common shares.

Development Costs

In accordance with

ASC Topic 730 “Research and Development”, with the exception of intellectual property that is purchased from another enterprise

and have alternative future use, research and development expenses are charged to operations as incurred.

Fair Value of

Financial Instruments

Our financial instruments

consist principally of accounts receivable, amounts due to related parties and promissory notes payable.

The carrying amounts of cash

and cash equivalents and promissory notes approximate fair value because of the short-term nature of these items.

Recent Accounting

Pronouncements

Compensation—Stock

In May 2017, the

FASB issued ASU 2017-09, “Compensation—Stock Compensation (Topic 718):

Scope of Modification Accounting,” that provides

guidance about which changes to the terms or conditions of a share-based payment award require an entity to apply modification accounting.

The new guidance became effective for the Company on January 1, 2018 and was applied on a prospective basis, as required.

of this standard did not have an impact on the financial statements or the related disclosures.

In February 2016,

the FASB issued ASU 2016-02, “Leases (Topic 842)” (“ASU 2016-02”).

The FASB issued ASU 2016-02 to increase transparency

and comparability among organizations recognizing lease assets and lease liabilities on the balance sheet and disclosing key information

about leasing arrangements.

Under ASU 2016-02, lessors will account for leases using an approach that is substantially equivalent to

existing GAAP for sales-type leases, direct financing leases and operating leases.

Unlike current guidance, however, a lease with collectability

uncertainties may be classified as a sales-type lease.

If collectability of lease payments, plus any amount necessary to satisfy a lessee

residual value guarantee, is not probable, lease payments received will be recognized as a deposit liability and the underlying assets

will not be derecognized until collectability of the remaining amounts becomes probable.

ASU 2016-02 is effective for interim and annual

periods beginning after December 15, 2018, with early adoption permitted, and must be adopted using a modified retrospective transition.

The Company did not adopt the standard effective January 1, 2019, utilizing the lessor practical expedient.

On November 15, 2019,

the FASB issued ASU 2019-10 which amended the effective dates for ASC 842, to give implementation relief.

Under the FASB’s new

framework, two “buckets” were defined, bucket 1 includes public companies that are SEC filers but excludes “Small Reporting

Companies” (SRC’s).

Bucket 2 includes all other entities, including SRC’s.

Bucket 2 entities have to apply ASC 842 for fiscal years beginning after

December 15, 2020, and interim periods within fiscal years beginning after December 15, 2021.

NOTE 5 – WARRANTS

During the years ended 2021 and 2022, 1,175,000

and zero warrants with a price of $ 0.78 per warrant for 2021, were valued at $ 912,489 and $ 0.00 using a black-scholes pricing model and

expensed as stock compensation, respectively.

No warrants were issued in the 1 st quarter of 2023.

Bucket 2 entities have to apply ASC 842

for fiscal years beginning after December 15, 2020, and interim periods within fiscal years beginning after December 15, 2021.

NOTE 3 - PROPERTY AND EQUIPMENT

The Company’s property and equipment relating to continuing operations

consisted of the following:-

Land & Building

Machinery and equipment

Furniture and Fittings

Computer and office equipment

Motor Vehicle

R & D Equipment

Server & Networking

Leasehold improvements

Property and equipment at cost

Less - accumulated depreciation

Property and equipment, net

Depreciation expenses for the six months ended June 30, 2023 and 2022

amounted to $ 310,897 and $ 4,585 respectively.

4 – ACCOUNTS RECEIVABLE

receivable consisted of the following as of June 30, 2023 and December 31, 2022:

Accounts Receivable

Accounts receivable

Allowance for doubtful accounts

Accounts receivable, net

Long Term Receivables

The Company performed an analysis of the trade receivables related

to SSI India and determined, based on the deferred payment terms of the contracts, that a $ 1,953,127 may not be due and collectible in

next one year and thus company classified these receivables as long term Receivable.

5 – ACCOUNTS PAYABLE AND ACCRUED EXPENSES

payable and accrued expenses consisted of the following as of June 30, 2023 and December 31, 2022:

Accounts payable

Other accrued liabilities

Total accounts payable and accrued expenses

NOTE 6 - NOTES PAYABLE

On April 15, 2023, the Company executed a

Convertible Promissory Note (the “ Line of Credit Note ”) with Sushruta Pvt Ltd.

(“ SPL ”), the

Bahamian holding company owned by Dr.

Sudhir Srivastava, our Chairman, Chief Executive Officer and principal shareholder.

to the Line of Credit Note, SPL, in its discretion may make multiple advances to the Company through December 31, 2023 (the

“ Maturity Date ”), in an aggregate amount of up to $US 20.0 million for working capital purposes.

under the Line of Credit Note do not bear interest and are due and payable on or before the Maturity Date.

SPL may, at its option,

convert the principal amount of any advance into shares of our common stock, at a conversion price of US$ 0.74 per share.

30, 2023, US$ 1,225,000 in advances were outstanding under the Line of Credit Note.

NOTE 7 – Bank Overdraft

Overdraft consisted of the following as of June 30, 2023 and December 31, 2022.

HDFC Bank Limited OD against FDs

HDFC Bank Ltd WCOD

Bank Overdraft

The HDFC Bank OD against FD of US$ 4,265,529 is

secured by Fixed Deposits of US$ 4,643,399 provided by Dr Sudhir Srivastava and US$ 41,426 provided by the Company.

The HDFC Bank WCOD

is secured by all the current assets of the Company.

NOTE 8– MERGER

37 unchanged sentences

stock received in the Merger.

Contemporaneously with the Closing, the Company

also changed its name to “SS Innovations International, Inc.

,” effected a one for ten reverse stock split and increased

its authorized common stock to 250,000,000 shares.

In addition to the foregoing, following Closing,

7 unchanged sentences

stock on a fully diluted basis or an aggregate of 10,149,232 SSI Shares .

The securities issued in connection with the Merger

and to these two investors were issued pursuant to the exemptions from registration of Section 4(a)(2) of the Securities Act of 1933,

as amended, and the rules and regulations promulgated thereunder.

As a result of the foregoing, a “ Change

9 unchanged sentences

the sale or licensing of the SSII Intellectual Property or products or services utilizing the SSII Intellectual Property.

At Closing, the Company’s articles of incorporation were amended

change the Company’s corporate name to “ SS Innovations International, Inc.

effect the one for ten Reverse Stock Split ;

authorize the designation of the Series A Preferred Shares;

increase its authorized common stock to 250,000,000 shares.

NOTE 7 – INCOME TAXES

The Company’s deferred tax assets at March

31, 2023 consist of net operating loss carry forwards of $ 8,066,176 .

Using a new federal statutory tax rate of 21 %, the valuation allowance

balance as of March 31, 2023 totals $ 0 .

Due to the uncertainty of their realization, no

income tax benefits have been recorded by the Company for this loss carry forward as valuation allowances have been established for any

such benefits.

The increase in the valuation allowance was the result of increases in the net operating losses discussed above.

the Company’s provision for income taxes is $-0- for the three months ended March 31, 2023, and 2022.

At March 31, 2023 and December 31, 2022, the Company

had no material unrecognized tax benefits and no adjustments to liabilities or operations were required.

The Company does not expect that

its unrecognized tax benefits will materially increase within the next twelve months.

The Company recognizes interest and penalties related

to uncertain tax positions in general and administrative expense.

At March 31, 2023 and December 31, 2022, the Company has not recorded

any provisions for accrued interest and penalties related to uncertain tax positions.

The Company files U.S.

federal and state income

tax returns in jurisdictions with varying statutes of limitations.

NOTE 9 – STOCKHOLDERS’ EQUITY

1 unchanged sentence

shares of common stock, $ 0.0001 par value per share plus 5,000,000 shares of preferred stock, par value $ 0.0001 .

On Jan 27, 2023, the Company issued 7,048,843

shares of our common stock to Barry Cohen as a result of his cashless exercising of two options and one warrant.

On Feb 1, 2023, the Company issued 5,000 shares of our common stock

to our Chief Medical Officer per his service agreement dated September 15, 2020.

On Jan 27, 2023, the Company issued 3, 225,156

shares to one accredited investor as a result of their cashless exercise of two options.

During the first quarter of 2023 the Company issued

a total of 670,000 shares of our common stock to five accredited investors at a price per share ranging from $ 0.25 to $ 0.40 resulting

in proceeds of $ 189,500 to the Company.

On Feb 24, 2023, the Company issued a total of

600,000 shares of our common stock to two accredited investors as a result of their exercising two warrants resulting in proceeds of $ 240,000

to the Company.

On March 4, 2023, the Company issued 6,600 shares

to a vendor for consulting services.

Holders are entitled to one vote for each share

of common stock.

No preferred stock has been issued.

NOTE 9 – 2016 INCENTIVE STOCK PLAN

On August 1, 2016, the Company adopted the 2016

Incentive Stock Plan (the “Plan”).

The Plan provides for the granting of options to employees, directors, consultants and

advisors to purchase up to 3,000,000 shares of the Company’s common stock.

The Board is responsible for the administration of the

The Board determines the term of each option, the option exercise price, the number of shares for which each option is granted and

the rate at which each option is exercisable.

Incentive stock options may be granted to any officer or employee at an exercise price per

share of not less than the fair market value per common share on the date of the grant.

On August 1, 2019, the Board increased the plan

to 10,000,000 shares of common stock.

Our board of directors and majority shareholders in July 2022, approved a subsequent increase in

the number of shares of our common stock reserved under the 2016 Plan to 20,000,000 shares of common stock.

Stock options are accounted for in accordance

with FASB ASC Topic 718-10-55-136., Compensation –Stock Compensation , with option expense amortized over the vesting period

based on the Black-Scholes option-pricing model fair value on the grant date, which includes a number of estimates that affect the amount

No options were issued in the quarter ending March 31, 2023.

Expected volatilities are based on the average

volatilities of six similar companies;

fair market values are calculated using the implied share values of recent company financings or

OTC closing prices for that day, whichever is more suitable;

risk-free rate used was 2 %.

At Closing of the Merger on April 14, 2023, 135,808,884

shares of our common stock and 1,000 Series A Preferred Shares were issued to CardioVentures.

This includes common stock that was issued

Frederic Moll and one other accredited investor, who each provided $ 3,000,000 in interim financing to the Company pending consummation

of the Merger.

Following the Merger an additional 3,818,028 shares of our common stock were issued to Dr.

Frederic Moll per his interim

financing agreement with the Company.

Holders of common stock are entitled to one vote

for each share of common stock.

NOTE 10 – COMMITMENTS

Employment Agreements

In December 2022 the Company canceled its employment agreement dated

July 1, 2021 with Mr.

Cohen, by paying him the balance of payments due per such agreement through the end of the agreement’s term.

Cohen agreed to continue in an active role as Chairman and CEO of the Company thru the date of closing of its planned merger with

SS Innovations International, Inc.

The Company occupies office and laboratory space

At closing of the Merger, Alen Sands York and

Ettore Tomasetti resigned as directors of the Company and Barry F.

Ray Powers and Dr.

Farhan Taghizadeh resigned as Chief Executive

Officer and Acting Chief Financial Officer, Chief Operating Officer, and Chief Medical Officer of the Company, respectively.

continues as a director of the Company and assumed the office of Chief Operating Officer–Americas and to this effect, an employment

agreement effective April 14, 2023, was executed between the Company and Mr.

Cohen’s employment agreement is for

a 36-month period and provides for a base salary of US$ 15,000 per month.

The foregoing description of the Employment Agreement with Mr.

Cohen is qualified in its entirety by reference to the copy of the Employment Agreement filed as Exhibit 10.2 to this Report.

In addition to the above, Dr.

Sudhir Srivastava

became a director, Chairman and Chief Executive Officer of SSII, Dr.

Vishwajyoti P.

Srivastava, the son of Dr.

Sudhir Srivastava, became

a director and President and Chief Operating Officer–South Asia and Anup Sethi became Chief Financial Officer of the Company.

Company, through Otto Pvt.

Ltd., a wholly owned subsidiary, is also party to employment agreements with each of Dr.

Sudhir Srivastava,

Vishwajyoti P.

Srivastava and Anup Sethi.

Sudhir Srivastava’s employment agreement is for a five (5) year period expiring

in November 2024 and provides for an annual base salary of US$ 600,000 .

Vishwajyoti P.

Srivastava’s employment agreement is for

a five (5) year period expiring in September 2026 and provides for an annual base salary of US$ 200,000 .

Sethi’s employment agreement

is for a five (5) year period expiring in January 2028 and provides for an annual base salary of US$ 175,000 .

Each of the employment agreements

contain customary confidentiality, assignment of proprietary rights, non-competition and non- solicitation provisions.

The Company occupies officed and laboratory space

in Orlando, Florida under a lease agreement that expired on July 31, 2018 .

10 unchanged sentences

Either party may cancel the agreement at any time with 30 days’ notice.

On July 31, 2023, the Company relocated its Orlando facility to a new location at 11583 University Blvd, Orlando FL 32817.

occupies that space on a month to month basis at a cost of $ 194 per month.

The Company, through its SSI-India subsidiary,

occupies office, manufacturing and assembly space in Gurugram, Haryana (India) under a lease signed entered into in March 2021, with monthly

payments of US$ 16,528 plus applicable taxes.

This lease expires in March 2030 .

In December 2020, SSI India leased a house to provide

residential accommodation to Dr Sudhir Srivastava pursuant to the terms of his employment agreement.

The lease provides for a monthly

payment of US$ 8,038 plus taxes.

NOTE 11 - RELATED PARTY TRANSACTIONS

As of June 30, 2023 and December 31, 2022, there

was $ 1,818,420 and $ 0 in amounts due to related parties, respectively.

The advances are unsecured, non-interest bearing and due on demand.

Loan & Advances

On April 15, 2023, the Company executed a

Convertible Promissory Note (the “ Line of Credit Note ”) with Sushruta Pvt Ltd.

(“ SPL ”), the

Bahamian holding company owned by Dr.

Sudhir Srivastava, our Chairman, Chief Executive Officer and principal shareholder.

to the Line of Credit Note, SPL, in its discretion may make multiple advances to the Company through December 31, 2023 (the

“ Maturity Date ”), in an aggregate amount of up to $US 20.0 million for working capital purposes.

under the Line of Credit Note do not bear interest and are due and payable on or before the Maturity Date.

SPL may, at its option, convert the principal

amount of any advance into shares of our common stock, at a conversion price of US$ 0.74 per share.

As of June 30, 2023, US$ 1,225,000 in

advances were outstanding under the Line of Credit Note.

The foregoing description of the Line of Credit Note is qualified in its entirety

by reference to the copy of the Line of Credit Note filed as Exhibit 10.1 to this Report.

NOTE 12 – SUBSEQUENT EVENTS

See Note 6 about the Merger which closed on April

Management has evaluated subsequent events through

July 31, 2023, the date the consolidated financial statements were available to be issued.

Based on this evaluation, no additional material

events were identified which require adjustment or disclosure in these financial statements

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 1. Financial Statements