What changed in this filing

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Item 1. Financial Statements

2024-09-06 compared with 2024-05-15 · 359 added, 209 removed, 434 unchanged (57% of the section changed)

5 unchanged sentences

Prepaids and other current assets

Total Current Assets

Current Assets

Non- Current Assets:

2 unchanged sentences

Long Term Receivable

Restricted cash (Non current)

Loans & Advances (Related Party)

Total Non-Current Assets

LIABILITIES AND STOCKHOLDERS’ (DEFICIT) EQUITY

Prepaids and other non current assets

Non-Current Assets

LIABILITIES AND STOCKHOLDERS'

(DEFICIT) EQUITY

Current Liabilities

3 unchanged sentences

Accounts payable

Deferred tax liability

Other accrued liabilities

Total Current Liabilities

NON-CURRENT LIABILITIES:

Right of use liability, non current portion

TOTAL NON-CURRENT LIABILITIES

Current Liabilities

of use liability, non current portion

Long term Liabilities

Other accrued liabilities (Non- Current)

Commitments and contingencies

Stockholders’ (deficit) equity:

Common stock, 250,000,000 shares authorized, $ 0.0001 par value, 170,739,381 shares and 170,711,881 shares issued and outstanding as of March 31, 2024, and December 31,2023 respectively

Stockholders’

(deficit) equity :

Common stock, 250,000,000 shares authorized, $ 0.0001 par value, 170,738,194 shares and 170,710,694 shares issued and outstanding as of June 30, 2024 and December 31, 2023 respectively

Minority Interest

Preferred stock, $ 0.0001 par value per share;

authorized 5,000,000 shares of Series A Non-Convertible Preferred Stock, 5000 shares and nil shares issued and outstanding as of March 31, 2024 and December 31, 2023

authorized 5,000,000 shares of Series A Non-Convertible Preferred Stock, 5000 shares and 5000 shares issued and outstanding as of June 30, 2024 and December 31, 2023

Translation adjustment

Additional Paid in Capital

Accumulated other comprehensive income (loss)

Capital Reserve

Accumulated deficit

5 unchanged sentences

Financial Statements.

SS INNOVATIONS INTERNATIONAL, INC.

MEDICAL ROBOTICS, INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

Three months ended

SS INNOVATIONS INTERNATIONAL,

CONSOLIDATED STATEMENTS OF OPERATIONS

Three Month ended

Six Month ended

Instruments Sale

Warranty Sales

2 unchanged sentences

( 1,351,143 )

( 7,499,849 )

( 2,351,347 )

GROSS (LOSS) PROFIT

1 unchanged sentence

Research & Development

Stock Compensation Expense

Salaries & Payroll Expenses

Selling, general and administrative

TOTAL OPERATING EXPESNES

OPERATING LOSS

TOTAL OPERATING EXPENSES

Loss from operations

( 2,767,056 )

( 1,758,890 )

( 5,411,234 )

( 2,664,675 )

OTHER INCOME (EXPENSE):

Interest Expense

Interest Expenses

Finance Income

Interest and other income, net

2 unchanged sentences

( 1,850,423 )

( 5,579,695 )

( 2,838,466 )

Net loss attributable to SS Innovations International Inc.

1 unchanged sentence

$ ( 1,850,423 )

( 5,579,695 )

( 2,838,466 )

Net loss per share - basic and diluted

Weighted average common shares outstanding - basic and diluted

Weighted average

( 2,931,834 )

( 1,850,423 )

( 5,579,695 )

( 2,838,466 )

OTHER COMPREHENSIVE INCOME (LOSS)

Foreign currency translation

Weighted average common shares outstanding - basic and diluted

COMPREHENSIVE LOSS

( 2,933,523 )

( 1,850,423 )

See accompanying notes to unaudited Condensed Consolidated

Financial Statements.

SS INNOVATIONS INTERNATIONAL, INC.

MEDICAL ROBOTICS, INC.

CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’

EQUITY (DEFICIT)

FOR THE THREE MONTHS ENDED MARCH 31, 2024 AND

MARCH 31, 2023

Stock to be Issued

Comprehensive

( 5,583,773 )

( 2,838,466 )

See accompanying notes to unaudited Condensed

Consolidated Financial Statements.

SS INNOVATIONS INTERNATIONAL,

CONDENSED CONSOLIDATED STATEMENTS

OF STOCKHOLDERS’ EQUITY (DEFICIT)

Stockholders'

BALANCE AT DECEMBER 31, 2023

comprehensive

AT DECEMBER 31, 2023

( 26,431,263 )

based compensation expense

issued for services

( 2,647,861 )

Stock based compensation expense

Common Stock issued

Stock issued for services

Translation Adjustment

Treasury Stock

Accumulated other comprehensive loss

( 2,647,861 )

AT March 31, 2024

( 29,079,124 )

BALANCE AT MARCH 31, 2024

based compensation expense

( 2,931,834 )

BALANCE AT DECEMBER 31, 2022

AT June 30,2024

( 32,010,958 )

AT DECEMBER 31, 2022

( 10,691,071 )

Stock issued for services

Stock based compensation expense

Common stock issued

Translation adjustment

issued for services

based compensation expense

other comprehensive income (loss)

3 unchanged sentences

( 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 )

See accompanying notes to unaudited Condensed Consolidated

1 unchanged sentence

SS INNOVATIONS INTERNATIONAL, INC.

MEDICAL ROBOTICS, INC.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

CASH FLOWS OPERATING ACTIVITIES:

CONSOLIDATED STATEMENTS OF CASH

For the Six Months ended

Cash flows from operating activities:

$ ( 5,579,695 )

1 unchanged sentence

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

Depreciation and amortization

Translation Difference

Depreciation & amortization

Operating lease liability net

Non cash lease expense

Stock compensation expense

Prepaid expenses and other assets

Accounts receivable

( 2,702,556 )

Accounts payable and accrued expenses

Right of use liability, current portion

Net Cash Used in Operating Activities

Prepaid and other current assets

( 10,626,023 )

INVESTING ACTIVITIES:

Accounts payable and accured expenses

Prepaids and other non current assets

Lease Payments

Other Net cash used in operating activities

( 2,094,584 )

( 10,521,468 )

Cash flows from investing activities:

Notes Receivables - Acquisition

Purchase of property

( 1,488,212 )

1 unchanged sentence

( 2,900,895 )

Long Term Receivable (Related Party)

Purchase of property and equipment

( 3,771,547 )

Right of use asset

Long Term Receivable- Related Party

Net cash used in investing activities

1 unchanged sentence

( 1,507,552 )

FINANCING ACTIVITIES:

Proceeds from Demand Notes Payable (Bank Overdraft)

Cash flows from financing activities:

Acquisition of common stock

Repayment of Notes

( 2,775,000 )

Proceeds from Notes payable

Proceeds from securities offering

Repayment of warrants

Proceeds from 7% convertible promissory note

Net Proceeds of Demand Notes Payable (Bank Overdraft)

Accumulated other comprehensive income (loss)

Proceed from securities offering

Net cash provided by financing activities

Net change in cash

$ ( 129,881 )

$ ( 739,724 )

Effect of exchange rate on cash

Cash at beginning of year

CASH AND CASH EQUIVALENTS - END OF YEAR

Cash at end of year

See accompanying notes to unaudited Condensed Consolidated

12 unchanged sentences

On April 14, 2023, a wholly owned subsidiary of

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

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

of Sudhir Srivastava Innovations Pvt.

6 unchanged sentences

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

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

reflect the operations of the newly formed merged entity and Cardio Ventures and give pro forma effect to the reverse stock split.

The significant accounting policies of SSII were

1 unchanged sentence

December 31, 2023.

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

ended March 31, 2024

There has been an internal review and revision of some of the Company’s accounting policies retrospectively and

accordingly some of the financial statement balances as of December 31, 2023 are restated while for the quarterly period ended June 30,

2024, the revised accounting policies have been applied.

Going Concern

3 unchanged sentences

The Company had a working capital surplus of US$

4,123,720 and an accumulated deficit of $ 38,127,694 as of March 31, 2024.

The Company incurred a net loss of $ 2,798,448 for the

three months ended March 31,2024.

4.90 Million and an accumulated deficit of $ 32.01 Million as of June 30, 2024.

The Company incurred a net loss of $ 5.57 Million

for the six months ended June 30, 2024 and $ 2.93 Million for the three months ended June 30,2024

The Company launched the commercial sale of its

1 unchanged sentence

During the year

ended 2023, the Company sold 12 more surgical robotic systems which included its first export sale to Dubai, UAE.

During 2023, the Company

has also installed its surgical robotic system in Johns Hopkins hospital under an agreement for conducting medical education training

programs with human cadavers and/or animal anatomical tissue specimens.

During the three months period ended March 31,

2023, the Company further sold 8 systems and installed one system at a robotic training institute in India on revenue share basis.

of March 31, 2024, the Company has sold overall 23 surgical robotic systems and is now generating regular revenues as additional purchase

orders are also being received.

In addition to these 23 surgical robotic systems sold, Company has also installed five systems on pay

per use/revenue share basis in four hospitals and one robotic training institute in India.

The Company has also installed 3 systems in

three hospitals belonging to large hospital chains in India for clinical evaluation for a predefined number of procedures/period of time

post which the Company expects to receive regular purchase order for its surgical robotic system from these hospitals.

One system continues

to be at Johns Hopkins hospital under an agreement for conducting medical education training programs with human cadaver and/or animal

anatomical tissue specimens.

As such, the Company had a total systems base of 32 systems at the end first quarter of 2024.

The Company has been able to augment its financial

resources to further supplement its operations and in this regard in Feb 2024, the Company collectively raised US$ 2.45 Million through

issuances of 7 % One-year Convertible Promissory Notes (CPNs) to five investors including US$ 1.0 Million from Sushruta Pvt Ltd.

the Bahamian holding company owned by Dr.

ended 2023, the Company sold 12 more surgical robotic systems which included its first export sale to Dubai, UAE and also installed 4

systems on pay-per-use basis.

During the six months period ended June 30, 2024

, the Company has further sold 17 systems (including one system exported to Nepal) and installed another system on revenue share basis

in a leading training robotic training center in India.

As of June 30, 2024, the Company has sold 32 systems and has installed 5 systems

on pay-per-use/revenue share basis.

During the same period as above, there has also been an intra-group sale of one system which has been

exported by SSI India to its parent company, SSII USA and the same system is being currently utilized for demonstration purposes only

and not for any clinical use in USA.

For the purpose of reporting consolidated financial statements, this intra-group sale of one surgical

robotic system has been eliminated.

As of June 30, 2024, the Company also had two systems installed at two of the prominent hospital chains

in India for clinical evaluation purposes.

As such, as of June 30, 2024, the Company had an overall installed basis of 40 systems.

As of June 30, 2024, a total of 1464 surgical

robotic procedures have been successfully completed in India on the surgical robotic systems installed by the Company with Urology and

General surgery procedures constituted 71 % of the total procedures.

There has been a consistent increase in system utilization resulting

in gradual increase in recurring revenues from the sale of surgical robotic instruments and allied accessories.

As the installed base

of Company’s surgical robotic systems increases in the coming years, these recurring revenues are also likely to grow further.

In order to augment its working capital resources

to keep its production and its sales momentum going, during the six months period ended June 30, 2024, the Company has raised short term

funds to the extent of $ 4.45 Million which comprise of US$ 2.45 Million through issuances of 7 % One-year Convertible Promissory Notes (CPNs)

to five investors including US$ 1.0 Million from Sushruta Pvt Ltd.

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

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

The principal amount of these CPNs along with

accrued interest @ 7 % p.a.

The principal amount of these CPNs along with accrued

interest @ 7 % p.a.

thereon would be repayable one year from the date of their respective issuances.

The CPN holders also have

the option to convert these CPNs into common shares of the Company at US$ 4.45 per share any time prior to their respective maturity dates.

The CPN holders also have the option

to convert these CPNs into common shares of the Company at US$ 4.45 per share any time prior to their respective maturity dates.

During April 2024, the Company also raised an

additional US$ 2 Million through 7 % One-Year Promissory Notes issued to SPL.

These 7 % One-Year Promissory Notes are not convertible and

mature for payment of principal with interest on their respective due dates in April 2025.

The management of the Company is making efforts

14 unchanged sentences

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

as of March 31, 2024 and the results of operations and cash flows for the periods presented.

as of June 30, , 2024 and the results of operations and cash flows for the periods presented.

The results of operations for the quarterly

period ended March 31, 2024, are not necessarily indicative of the operating results for the full fiscal year or any future period.

period ended June 30, , 2024, are not necessarily indicative of the operating results for the full fiscal year or any future period.

NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING

10 unchanged sentences

and cash equivalents.

All cash accounts/bank deposits which are subject to withdrawal restrictions are classified as Restricted Cash.

Accounts Receivable

13 unchanged sentences

principal amounts of such receivables outstanding are deducted from the allowance.

The allowance for doubtful accounts as of March 31,

The allowance for doubtful accounts as of, June 30,

2024, and December 31, 2023, amounted to $ NIL and $ NIL respectively.

1 unchanged sentence

The 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”)

The accounts of one of the Company’s subsidiaries are maintained using the appropriate local currency, Indian Rupees (“INR”)

as the functional currency.

7 unchanged sentences

The relevant translation rates are as follows:

for the three months ended March 31, 2024, closing rate at 83.35 US$:

INR, average rate at 83.31 US$:

for the three months ended June 30, 2024, closing rate at INR 83.36 to one US$ and average rate at 83.33 INR to one US$

The Company’s inventory consists of (a)

finished goods in the form of fully assembled and tested surgical robotic systems in stock in Company’s finished goods store or

at hospital locations under clinical evaluation and (b) fully assembled and tested instruments and accessories (b) semi-finished goods

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

(c) raw material in the form of various mechanical, electrical, and other material components, parts, motors, encoders etc.

in raw material stores, not yet issued for assembly/manufacturing.

The inventory is valued at the lower of cost (first-in, first-out basis)

or estimated net realizable value.

As of March 31, 2024, the Company valued the inventory at $ 6,162,235 .

finished goods in the form of fully assembled and tested surgical robotic systems in stock in Company’s finished goods store, its

branches/overseas offices or at hospital locations under clinical evaluation and (b) fully assembled and tested instruments and accessories

(b) semi-finished goods in the form of instruments and various sub-systems of the surgical robotic systems in various stages of assembly

and manufacturing and (c) raw material in the form of various mechanical, electrical, and other material components, parts, motors, encoders

which are in raw material stores, not yet issued for assembly/manufacturing.

The inventory is valued at the lower of cost (first-in,

first-out basis) or estimated net realizable value.

As of June 30, 2024, the Company valued the inventory at $ 6,443,067

Concentration of Credit Risk

6 unchanged sentences

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

As at March 31, 2024, deposits of $ 609,076 were

As at June 30, 2024, deposits of $ 214,879 were

in excess of overall insurance coverage limits.

5 unchanged sentences

To achieve this core principle, five basic criteria must be met before revenue can be

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.

● 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.

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

3 unchanged sentences

System Sales:

The Company recognizes revenue at the time when

the equipment is dispatched to the customer.

Instrument Sales:

The Company recognizes revenue when the “transfer

of control” occurs, which typically takes place upon the delivery of the system to the customer.

In cases where a deferred payment

arrangement exists, revenue is recognized at the present value of the consideration receivable, adjusted by the present value of any extended

warranty obligations.

Key Terms of Customer Contracts

The Company enters into binding contracts with

customers through either an agreement or a sales order, with all terms and conditions mutually agreed upon by both parties.

The key terms

and conditions include:

Finalization of Product and Price:

Agreement on the specific model of the “SSI Mantra” system and its selling price.

Payment Terms:

Determination of payment terms, which may involve either a deferred payment arrangement or a one-time payment upon delivery and installation of the system at the customer’s premises.

Deferred Payment Model:

For deferred payments, customers typically pay an advance amount before the dispatch of the system.

The remaining balance is payable in yearly installments over a period of 3 to 5 years.

Warranty Services:

Instead of negotiating the sales price, the Company provides a warranty service that includes a 1-year assurance warranty and an extended warranty for an additional 3 to 5 years.

The exact terms are mutually agreed upon with the customer.

Delivery, Installation, and Training:

The Company is responsible for delivering and installing the system at the customer’s premises.

Post-installation, the Company provides free training to surgeons and surgical staff to enable them to operate the system effectively.

Transfer of Risk and Rewards:

The risks and rewards associated with the system are transferred to the customer upon delivery to their premises.

Instrument and accessories Sales:

We also sell instruments for use by surgeons in

3 unchanged sentences

Warranty and Annual Maintenance Contract Sales:

By application of ASC 606, a portion of the equipment

sales value which is attributable towards the component of annual maintenance contracts is shown separately as Warranty sales.

warranty periods are over, the actual maintenance contracts kick in and actual income from maintenance contracts is recognized.

Under ASC 606, the portion of the equipment sales

value attributable to annual maintenance contracts is recorded separately as Warranty sales, which are recognized at their present value.

Once the warranty periods expire, the maintenance contracts commence, and the revenue generated from these maintenance contracts is recognized

as a distinct revenue stream.

Unrealized Deferred Revenue:

1 unchanged sentence

over the period to which it relates.

In three months’ period ended March 31, 2024, we have sold eight surgical robotic systems and

the revenues attributable to warranty for the agreed warranty period in respect of each of the sales contract is deferred for recognition

In three months’, period ended June 30, 2024, we have sold ten surgical robotic systems.

revenues attributable to warranty for the agreed warranty period in respect of each of the sales contract is deferred for recognition

over the period to which it relates.

Due to application of ASC606, as of March 31, 2024, the sum of US$ 3,560,077 stands transferred to

unrealized deferred revenue and due to this adjustment, the revenues and profitability for three-month period ended March 31, 2024, is

reflected less to the extent of $ 1,891,931 .

In case of systems sold on deferred payment basis,

the present value of the invoiced system sales realizable over the deferred payment period is recognized as systems sales while the difference

between invoiced system sales and the present value as recognized above is reflected as interest earned under other incomes.

Due to application of ASC606, as of June 30, 2024,

the sum of US $3,275,174stands transferred to unrealized deferred revenue and due to this adjustment, the Non-GAAP revenues and profitability

for six-month period ended June 30, 2024, is reflected less to the extent of $ 2,445,239

Property Plant & Equipment

6 unchanged sentences

Motor vehicles

Computer & Peripherals’

Long-lived Assets

57 unchanged sentences

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.

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,

23 unchanged sentences

consisted of the following:

Land & Building

Machinery and equipment

Mantra Systems

Land & Building

Furniture and Fittings

1 unchanged sentence

Motor Vehicle

R & D Equipment’s

R & D Equipments

Server & Networking

3 unchanged sentences

Property and equipment, net

Depreciation expenses for the three months ended March 31, 2024, and

Depreciation expenses for the six months ended June 30, 2024, and 2023

amounted to $ 170,972 and $ 310,897 respectively.

1 unchanged sentence

Accounts receivable consisted of the following

as of March 31, 2024 and December 31, 2023:

Quarter Ended

Accounts Receivable

Accounts receivable

Allowance for doubtful accounts

as of June 30, 2024 and December 31, 2023:

Accounts receivable, net of allowances

Long Term Receivable

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 $ 5,659,347 may not be due

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

The Company performed an analysis of the trade receivables related

to SSI India and as of June 30,2024, determined, based on the deferred payment terms of the contracts, that $ 5,265,908 may not be due

and collectible within one year and thus company classified these receivables as long-term Receivable.

NOTE 5 – RESTRICTED CASH

We have reclassified Fixed Deposits (FDs), which

are subject to withdrawal restrictions, as Restricted Cash.

Additionally, Time Deposits with a maturity of over one year have been reclassified

as non-current.

Restricted cash (Current) & (Non-Current)

consisted of the following as of June 30, 2024 and December 31, 2023:

Restricted cash (Current)

Restricted Cash (Non- current)

Total Restricted Cash

NOTE 6 – PREPAID,

CURRENT AND NON- CURRENT ASSETS

Prepaid, Current and Non-Current Assets consisted

of the following as of June 30, 2024 and December 31, 2023:

Prepaid & Other Current Assets

Prepaid and Non current Assets

Total Prepaid, Current and Non Current Assets

NOTE 7 – ACCOUNTS PAYABLE AND ACCRUED

Accounts payable and accrued expenses consisted

of the following as of March 31, 2024 and December 31, 2023:

Quarter Ended

of the following as of June 30, 2024, and December 31, 2023:

Accounts Payable

Other accrued liabilities

Other accrued liabilities- Non Current

Total accounts payable and accrued expenses

NOTE 8 - NOTES PAYABLE

In the month of February 2024, through

February 2024, the Company raised $ 2.45 million through 7 % One-Year Convertible Promissory Notes (“Notes”) from two

affiliates ($ 1,000,000 each) and $ 450,000 from other investors to finance its ongoing working capital requirements.

These Notes are

payable in full after 12 months from the respective date of issuance of these Notes and are convertible at the election of

noteholder at any time through the maturity date at a per share price of $ 4.45 .

In the month of April 2024, the Company raised

$ 2.00 million through 7 % One-Year Promissory Notes (“Notes”) from Sushruta Pvt Ltd., the Bahamian holding company owned by

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

to finance its ongoing working capital requirements.

The principal amounts of these Notes along with the interest accrued thereon, are payable in full after 12 months from the respective

date of issuance of these Notes.

In the month of February 2024, through February

2024, the Company raised $ 2.45 million through 7 % One-Year Convertible Promissory Notes (“Notes”) from two affiliates

($ 1,000,000 each) and $ 450,000 from other investors to finance its ongoing working capital requirements.

These Notes are payable

in full after 12 months from the respective date of issuance of these Notes and are convertible at the election of noteholder at any time

through the maturity date at a per share price of $ 4.45 .

NOTE 9 – BANK OVERDRAFT

Bank Overdraft consisted of the following as of

March 31, 2024, and December 31, 2023.

Quarter Ended

HDFC Bank Limited OD against FDs

HDFC Bank Ltd WCOD

June 30, 2024, and December 31, 2023.

HDFC WCDL-027LN01240320001

HDFC WCDL(FDOD) -027LN01240520001

HDFC Bank Limited OD AC 50200060619790

HDFC Bank Ltd 50200072074161

Bank Overdraft

4 unchanged sentences

NOTE 10 – MERGER

On April 14, 2023 (“ Closing ”),

the Company consummated the acquisition of CardioVentures, Inc., a Delaware corporation (“ CardioVentures ”), pursuant

to a Merger Agreement dated November 7, 2022 (the “ Merger Agreement ”), by and among the Company, a wholly owned subsidiary

of the Company (“ Merger Sub ”), CardioVentures and Dr.

Sudhir Srivastava, who, through his holding company, owned a

controlling interest in CardioVentures.

CardioVentures, through a subsidiary, owns a controlling

On 14 April 2023 (“Closing”), Cardio

Ventures, Inc.

(referred to as “Cardio”), a Delaware Corporation, completed a reverse merger with AVRA Medical Robotics, Inc.

(referred to as “AVRA”), a public shell company, pursuant to a Merger Agreement dated November 7, 2022 (the “ Merger

Agreement ”), by and among the Company, a wholly owned subsidiary of the Company (“ Merger Sub ”), CardioVentures

Sudhir Srivastava, who, through his holding company, owned a controlling interest in CardioVentures..

Through this merger, Cardio

gained access to public markets.

Under the terms of the merger, Cardio issued shares to AVRA’s shareholders, resulting in Cardio owning

95 % of the equity in the merged entity, with AVRA shareholders holding the remaining 5 %.

In terms of the Merger Agreement, the name of

the merged entity was changed to SS Innovations International Inc.

Cardio, through a subsidiary, owns a controlling

interest in Sudhir Srivastava Innovations Pvt.

Ltd., an Indian private limited company (“ SSI-India ”).

Based in Haryana,

India, SSI-India is engaged in the business of developing innovative surgical robotic technologies with a vision to make the benefits

of robotic surgery affordable and accessible to a larger part of the global population.

SSII’s product range includes its proprietary

“SSI Mantra” surgical robotic system and a wide range of surgical instruments capable of supporting a variety of cardiac and

other surgical procedures.

The Company now intends to focus on the business of SSI-India and has plans to globally expand the presence

of its technologically advanced, user-friendly, and cost-effective surgical robotic solutions.

Pursuant to the Merger Agreement, at Closing,

Merger Sub merged with and into CardioVentures (the “ Merger ”).

In the Merger, holders of the outstanding shares of

common stock of CardioVentures (including certain parties who provided interim convertible financing during the pendency of the Merger

Agreement, were issued 135,808,884 shares of SSII common stock, representing approximately 95 % of issued and outstanding shares of SSII

common stock post-Merger, with the existing shareholders of SSII holding approximately 6,544,344 shares of SSII common stock representing

approximately 5 % of issued and outstanding shares of SSII common stock post-Merger.

Based in Haryana, India, SSI-India is engaged in the business of developing innovative surgical robotic technologies with a vision to

make the benefits of robotic surgery affordable and accessible to a larger part of the global population.

SSII’s product range

includes its proprietary “SSI Mantra” surgical robotic system and a wide range of surgical instruments capable of supporting

a variety of cardiac and other surgical procedures.

The Company now intends to focus on the business of SSI-India and has plans to globally

expand the presence of its technologically advanced, user-friendly, and cost-effective surgical robotic solutions.

Accounting Treatment

As AVRA does not meet the definition of a business

under ASC 805, the transaction has been accounted for as a capital transaction or recapitalization rather than a business combination.

Consequently, the merger is treated as the issuance of stock by Cardio in exchange for the net monetary assets, of AVRA, followed by a

recapitalization.

Net Monetary Assets of AVRA

As part of the merger, Cardio acquired the net

monetary assets of AVRA.

These assets, which primarily consist of fixed asset, have been recorded at their fair value as of the merger

The net monetary assets acquired were valued at 0 and this value has been reflected in the consolidated balance sheet of the merged

Recapitalization

The merger has been accounted for as a recapitalization,

reflecting the issuance of Cardio’s stock to AVRA’s shareholders.

No goodwill or other intangible assets have been recognized, as AVRA

did not qualify as a business under ASC 805.

The equity section of the consolidated balance sheet has been adjusted to reflect the new

capital structure following the merger.

In accordance with the agreement between the parties, AVRA’s existing shareholders, who held 65,443,337

shares, through a reverse split, were issued shares at a ratio of 1-for-10, resulting in the issuance of 6,544,333 shares.

in capital stock was adjusted by accounting for the difference in par value from additional paid-in capital.

The fair value of the shares

held by AVRA’s existing shareholders in the merged entity has been estimated at $ 5,000,000 , or $ 0.76 per share.

Consequently, the new

AVRA capital stock is valued at $ 654 based on 6,544,333 shares with a par value of $ 0.0001 per share, with additional paid-in capital

recorded at $ 5,000,000 , and a loss from the acquisition of AVRA Medical Robotics recognized at $ 5,000,000 .

In addition to the foregoing, following Closing,

the Company issued 14,029,170 post-Merger shares of SSII common stock to Dr.

Frederic Moll and one other accredited investor, who each

provided $ 3,000,000 in interim financing to the Company pending consummation of the Merger.

Pursuant to his investment agreement with

the Company, dated April 7, 2023, which included his $ 3,000,000 investment, and which was described in and included as an Exhibit to the

Company’s Report on Form 8-K, dated April 14, 2023, Dr.

Moll received 7 % of SSI’s post-merger issued and outstanding common

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

Pursuant to the Merger Agreement, at Closing,

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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,

the Company issued 14,029,170 post-Merger shares of SSII common stock to Dr.

Frederic Moll and one other accredited investor, who each

provided $ 3,000,000 in interim financing to the Company pending consummation of the Merger.

Pursuant to his investment agreement with

the Company, dated April 7, 2023, which included his $ 3,000,000 investment, and which was described in and included as an Exhibit to the

Company’s Report on Form 8-K, dated April 14, 2023, Dr.

Moll received 7 % of SSI’s post-merger issued and outstanding common

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

As a result of the foregoing, a “ Change

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to a wholly owned subsidiary of SSII

Comparative Balances

The assets and liabilities of Cardio are recognized

and measured at their pre-combination carrying amounts.

The retained earnings and other equity balances of Cardio prior to the business

combination will be carried forward in the consolidated financial statements.

The amount recognized as issued equity interests in the

consolidated financial statements is determined by adding the issued equity interest of the Cardio outstanding immediately before the

business combination to the fair value of the AVRA, in accordance with the guidance applicable to business combinations.

equity structure (the number and type of equity interests issued) reflects the equity structure of AVRA, including the equity interests

issued by the AVRA to effect the combination.

Consequently, the equity structure of Cardio (the accounting acquirer) is restated using

the exchange ratio established in the acquisition agreement to reflect the number of shares issued by the legal parent (accounting acquiree)

in the reverse acquisition.

NOTE 11 – STOCKHOLDERS’ EQUITY

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on March 1, 2024, and terminating on October 31, 2024.

Holders of common stock are entitled to one vote

for each share of common stock.

As of June 30, 2024, there were 170,739,381 issued

and outstanding common shares.

Holders of common stock are entitled to one vote for each share of common stock.

NOTE 12 – COMMITMENTS

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

Effective August 1, 2018, and expiring July 31, 2019 , the

Company signed a new agreement, with monthly payments of $ 1,829.25 plus applicable sales tax.

Effective August 1, 2019, the Company signed

a year lease agreement, providing that the Company pay insurance, maintenance, and taxes with a monthly lease expense of $ 2,454.75 plus

applicable sales tax.

Effective January 15, 2020, the Company amended its August 1, 2019, lease agreement reducing its monthly lease

payment to $ 2,223 plus applicable sales tax.

the Company signed a lease that was effective August 1, 2020, through July 31, 2021, which

provides that the Company pay insurance, maintenance, and taxes with a monthly lease expense of $ 1,474.17 plus applicable sales tax.

Effective August 1, 2018, and expiring July 31, 2019 , the Company

signed a new agreement, with monthly payments of $ 1,829.25 plus applicable sales tax.

Effective August 1, 2019, the Company signed a year

lease agreement, providing that the Company pay insurance, maintenance, and taxes with a monthly lease expense of $ 2,454.75 plus applicable

Effective January 15, 2020, the Company amended its August 1, 2019, lease agreement reducing its monthly lease payment to $ 2,223

plus applicable sales tax.

the Company signed a lease that was effective August 1, 2020, through July 31, 2021, which provides that the

Company pay insurance, maintenance, and taxes with a monthly lease expense of $ 1,474.17 plus applicable sales tax.

Effective November 1, 2022, the Company signed

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This lease provides for a monthly payment of US$ 16,349 plus taxes.

On June 26, 2024, the Company has leased a space

on 17 State Street for an initial period of 3 months starting from July 1, 2024 to September 30, 2024 at a monthly rental rate of $ 7,000

This space is being mainly used to showcase Company’s latest generation surgical robotic system, Mantra 3, for demonstration

purpose only and not for any clinical purposes whatsoever.

NOTE 13 – RELATED PARTY TRANSACTIONS

As of March 31, 2024, and December 31, 2023, there

As of June 30, 2024, and December 31, 2023, there

was $ 1,297,410 and $ 1,567,559 in amounts due from related parties, respectively.

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due on demand.

Quarter Ended

In addition to the net balances resulting from

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price of $ 4.45 per share, subject to adjustment for stock splits, stock dividends and similar recapitalization events.

In April 2024, the Company issued $ 2,000,000 in

principal amount of 7 % One-Year Promissory Notes to Sushruta Pvt Ltd.

(the “Promissory Notes” ).

Interest on the Promissory

Notes accrues at the rate of 7 % per annum and is payable together with the principal amount on the maturity date, which is one year from

NOTE 14 – LEASES

The following is a summary of operating lease

assets and liabilities:

Operating leases

ROU operating lease assets

Current portion of operating lease

Non Current portion of operating lease

Total long term liablities

Operating leases Restated

Weighted average remaining lease term (years)

Ilabs Info Technoogy 3rd Floor 5.69 6.19

Ilabs Info Technoogy Ground Floor 7.92 8.42

Village Chhatarpur-1849-1852-Farm 1.08 1.58

Weighted average discount rate

Ilabs Info Technoogy 3rd Floor 12 % 12 %

Ilabs Info Technoogy Ground Floor 12 % 12 %

Village Chhatarpur-1849-1852-Farm 10 % 10 %

Futre Minimum Payments

Imputed interest

( 1,103,760 )

Total Lease obligations

NOTE 15 – SUBSEQUENT EVENTS

In April 2024, the Company has raised US$ 2.00

Million from Sushruta Pvt Ltd.

by issuance of two One-Year 7 % Promissory Notes of US$ 1.00 Million each, to meet certain working capital

In July 2024, the Company further raised

$ 500,000 from Sushruta Pvt Ltd.

by issuance of another One-Year 7 % Promissory Note to meet certain working capital needs.

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