What changed in this filing

/stocks — the workspaceLOADING

Item 7. Management’s Discussion and Analysis

2026-01-29 compared with 2025-01-29 · 46 added, 38 removed, 61 unchanged (58% of the section changed)

7 unchanged sentences

Our revenues for the year ended October 31, 2025 were $5,199,000, as compared to revenues of $4,620,000 for the year ended October 31, 2024.

The increase in revenues for the year ended October 31, 2024 of $62,000 or 1.4%, was primarily the result of an increase of approximately $474,000 of revenues associated with our recently launched PPX™ service platform during the year ended October 31, 2024, compared with the year ended October 31, 2023 and an increase of approximately 7.9% (approximately $293,000) in the overall unit sales of our high concentration biologic products during the year ended October 31, 2024, compared with the year ended October 31, 2023, partially offset by a decrease of approximately 16.0% (approximately $705,000) in the average sales prices for the high concentration biologic products sold during the year ended October 31, 2024, compared with the year ended October 31, 2023.

The increase in the overall unit sales of our high concentration biologic products and revenues associated with its recently launched PPX™ service platform during the year ended October 31, 2024, as compared to the year ended October 31, 2023 was primarily due the Company’s expanded sales and marketing efforts which included engaging additional sales representatives, participation in industry related conferences and sponsoring of educational webinars.

The decrease in the average sales prices for the high concentration biologic products sold during the year ended October 31, 2024, compared to the year ended October 31, 2023 was due to increases in unit sales of lower priced products comprising the Company’s higher priced medical grade biologic product offerings and an increase in the Company’s lower priced aesthetic biologics product offerings.

The percentage of overall unit sales of the Company’s high concentration medical grade biologic product offerings decreased to 42.4% from 54.8% and increased to 57.6% from 45.2% for the Company’s high concentration aesthetic biologics product offerings, respectively, for the year ended October 31, 2024, as compared to the year ended October 31, 2023.

The increase in revenues for the year ended October 31, 2025 of $579,000 or 12.5%, was due to increases in revenues associated with its PPX™ service platform during the year ended October 31, 2025, compared with the year ended October 31, 2024, partially offset by decreases in revenues from the Company’s allogenic aesthetic biologic products sold during the year ended October 31, 2025, as compared with the year ended October 31, 2024.

The revenues and percentage of overall unit sales derived from the Company’s higher concentration allogenic aesthetic biologic product offerings, lower concentration allogenic aesthetic biologic product offerings and its PPX™ service platform for the year ended October 31, 2025, as compared to the year ended October 31, 2024 are presented below:

Percentage Of

Overall Revenues

Higher Concentration Allogenic Aesthetic Biologics

Lower Concentration Allogenic Aesthetic Biologics

The increase in the overall unit sales associated with its PPX™ service platform was primarily due the Company’s continued sales and marketing efforts which included engaging additional sales representatives, participation in industry related conferences, sponsoring of educational webinars and from sales of PPX™ to the Company’s existing customers.

The Company attributes the net decrease in revenues from higher and lower concentration allogenic aesthetic biologic products sold during the year ended October 31, 2025, compared to the year ended October 31, 2024 due to additional product competition in the marketplace which attracted greater demand for the Company’s lower priced allogenic aesthetic biologic product offerings and lower demand for the Company’s higher priced allogenic aesthetic biologic product offerings during the year ended October 31, 2025, compared with the year ended October 31, 2024.

Cost of Revenues .

Our cost of revenues for the year ended October 31, 2025 were $931,000, as compared to cost of revenues of $844,000 for the year ended October 31, 2024.

The increase in the cost of revenues for the year ended October 31, 2024 of $336,000 or 66.1%, from the year ended October 31, 2023, was due to an increase of approximately $187,000 of cost of revenues associated with its recently launched PPX™ service platform during the year ended October 31, 2024, as compared to the year ended October 31, 2023, the increase of approximately 25.9% (approximately $108,000) in the average cost of revenues for the high concentration biologic products during the year ended October 31, 2024, as compared to the year ended October 31, 2023 and the increase of approximately 7.9% (approximately $41,000) in the overall unit sales of its high concentration biologic products, during the year ended October 31, 2024, as compared to the year ended October 31, 2023.

The increase in the cost of revenues for the year ended October 31, 2025 of $87,000 or 10.3%, from the year ended October 31, 2024, was due to the increase of approximately $157,000 of cost of revenues associated with its PPX™ service platform during the year ended October 31, 2025, compared with the year ended October 31, 2024, partially offset by a decrease of approximately $70,000 in the costs of revenues for its allogenic aesthetic biologic products sold for the year ended October 31, 2025, as compared to the year ended October 31, 2024.

Gross Profit .

Our gross profit for the year ended October 31, 2025 was $4,268,000 (82.0% of revenues), compared to gross profit of $3,776,000 (81.7% of revenues) for the year ended October 31, 2024.

The minor change in gross profit during the year ended October 31, 2024 compared to the year ended October 31, 2023 was the result of increases in the amount of high concentration biologic products sold and increases in the sales of its recently launched PPX™ service platform, offset from the increase in costs of revenues associated with those product sales during the year ended October 31, 2024, compared to the year ended October 31, 2023.

The percentage of the Company’s revenues associated with its recently launched PPX™ service platform, which has a lower gross margin percentage as compared to the Company’s high concentration biologic product offerings, increased to 13.3% of revenues for the year ended October 31, 2024, as compared to 3.1% of revenues for the year ended October 31, 2023.

The increase in gross profit during the year ended October 31, 2025 of $492,000 (13.0%) was the result of increases in the gross margins received from sales of its PPX™ service platform, partially offset from reduced gross margins received from the sale of its allogenic aesthetic biologic products.

In addition, the percentage of the Company’s revenues associated with its PPX™ service platform, which has a higher cost of revenues as compared to the Company’s allogenic aesthetic biologic product offerings, increased to 29.4% of revenues for the year ended October 31, 2025, as compared with 13.3% of revenues for the year ended October 31, 2024.

The percentage of the Company’s revenues associated with its allogenic aesthetic biologic product decreased to 68.6% of revenues for the year ended October 31, 2025, as compared with 81.9% of revenues for the year ended October 31, 2024.

General and Administrative Expenses .

General and administrative expenses for the year ended October 31, 2024 were $9,095,000, as compared to $10,818,000 for the year ended October 31, 2023, a decrease of $1,723,000 or 15.9%.

The decrease in the general and administrative expenses for the year ended October 31, 2024, from the year ended October 31, 2023, was primarily the result of decreased research and development costs of approximately $759,000, decreased laboratory related costs of approximately $567,000, decreased commissions and travel costs of approximately $490,000, decreased marketing related costs of approximately $110,000, decreased administrative and office related costs of $177,000, reduced corporate insurance costs of $143,000 and decreased professional fees of approximately $701,000, which were partially offset by increased stock-based compensation costs to advisors, consultants and administrative staff totaling approximately $644,000 and increased payroll and consulting fees of approximately $579,000 during the year ended October 31, 2024, as compared to the year ended October 31, 2023.

The decrease in research and development costs during the year ended October 31, 2024, from the year ended October 31, 2023 was principally the result of the Company’s completion of its Phase 1 trials during the year ended October 31, 2023, and there being no other significant ongoing clinical trial costs incurred since that time.

The decrease in laboratory related costs was principally the result of the Company’s sale of the Basalt laboratory facility in August 2023 and as a result, there were no associated costs associated with operating that facility during the year ended October 31, 2024, as compared to the year ended October 31, 2023.

The decrease in commissions and travel costs during the year ended October 31, 2024, as compared to the year ended October 31, 2023 was principally the result of a larger percentage of sales that were generated from lower priced products and sales through house accounts with much lower commission costs than paid to distributors and/or independent sales representatives.

The decrease in professional fees was principally the result of reduced audit fees, tax preparation fees and legal fees during the year ended October 31, 2024, as compared to the year ended October 31, 2023.

General and administrative expenses for the year ended October 31, 2025 were $9,654,000, as compared to $9,095,000 for the year ended October 31, 2024, an increase of $559,000 or 6.1%.

The increase in the general and administrative expenses for the year ended October 31, 2025, from the year ended October 31, 2024, was primarily the result of (a) increased stock-based compensation costs to advisors, consultants and administrative staff totaling approximately $839,000, (b) increased laboratory related costs of approximately $179,000 increased lab expenses and (c) increased professional fees of approximately $78,000 during the year ended October 31, 2025, as compared to the year ended October 31, 2024, partially offset from (1) decreased commissions and travel costs of approximately $212,000, decreased marketing related costs of approximately $110,000, decreased administrative and office related costs of $73,000 and reduced research and development costs of approximately $63,000 during the year ended October 31, 2025, as compared to the year ended October 31, 2024.

The increase in stock-based compensation costs during the year ended October 31, 2025, as compared to the year ended October 31, 2024 was principally the result of increased amortization of costs from shares and options issued to executives and advisors and options issued to employees and outside directors.

The increase in payroll and consulting fees during the year ended October 31, 2024, as compared to the year ended October 31, 2023 was principally the result of payroll costs related to the Company’s hiring of a new executives during June 2023 and July 2023 which were paid for a shorter period during the year ended October 31, 2023, as compared to the year ended October 31, 2024 and the hiring of additional consultants during the year ended October 31, 2024 as compared to October 31, 2023.

The decrease in commissions during the year ended October 31, 2025, as compared to the year ended October 31, 2024 was principally the result of a larger percentage of sales that were generated from house accounts with much lower commission costs than paid to distributors and/or independent sales representatives.

Other income.

Other income for the year ended October 31, 2025 was $101,000, as compared to other income of $751,000 for the year ended October 31, 2024.

The increase in other income of $420,000 was due to the write-off of advances payable to an affiliate of a former executive of $221,000 resulting from the inability of the affiliate to enforce a claim to collect the advances as the period of statute of limitations had run, the settlement of the Amended Skincare Agreement of $168,000, the abatement of IRS penalties of $93,000, the settlement of insurance claims of $89,000, the increases in commissions received from sales of Exotropin products of $87,000, the increases in income from the settlement of liabilities of approximately $93,000 and increases in other income of $10,000 during the year ended October 31, 2024 compared to the year ended October 31, 2023, partially offset from the decrease in the gain from the sale of the Basalt Lab of approximately $341,000 which occurred in the year ended October 31, 2023.

The decrease in other income of $650,000 was principally due to (a) a reduction in non-recurring income in connection with the write-off of advances payable to an affiliate of a former executive of $221,000 resulting from the inability of the affiliate to enforce a claim to collect the advances as the period of statute of limitations had run, (b) the reduction settlements of the Amended Skincare Agreement of $168,000, (c) the reduction in settlement income from insurance claims of $89,000, (d) the reduction in commissions received from sales of Exotropin products of $26,000 and (e) reductions in income from the settlement of liabilities of approximately $156,000, partially offset from increases in other income of $10,000 during the year ended October 31, 2025, as compared to the year ended October 31, 2024.

Other expense for the year ended October 31, 2025 was $236,000, as compared to other expense of $137,000 for the year ended October 31, 2024.

The decrease in other expense of $413,000 during the year ended October 31, 2024, compared to the year ended October 31, 2023, was principally the result of reduced amortization of loan discounts of approximately $326,000, reduced IRS interest and penalties of approximately $13,000, reduced reserves against the carrying value of the Company’s investments in equity securities of $55,000 and reduced costs associated with changes in the fair value of a commitment fee of $19,000 related to a January 2022 $600,000 debt financing, during the year ended October 31, 2024 as compared to the year ended October 31, 2023.

The increase in other expense of $99,000 during the year ended October 31, 2025, compared to the year ended October 31, 2024, was principally the result of increased interest costs associated with amortization of loan discounts on Notes payable, increased inducement costs associated with the conversion of Notes payable of $136,000 and increased costs of $2,000 associated with changes in the fair value in the obligation to repurchase shares during the year ended October 31, 2025 as compared to the year ended October 31, 2024, partially offset from reduced reserves against the carrying value of the Company’s investments in equity securities of $45,000 during the year ended October 31, 2025 as compared to the year ended October 31, 2024.

Liquidity and Capital Resources

5 unchanged sentences

Net cash used in operating activities

Net cash provided by (used in) investing activities

Net cash (used in) provided by financing activities

Net cash used in investing activities

Net cash provided by financing activities

Cash, end of year

During the year ended October 31, 2025, the Company used cash in operating activities of $718,000, compared to $1,450,000 for the year ended October 31, 2024, a decrease in cash used of $732,000.

The decrease in cash used was primarily the result of a reduction in general and administrative expenses and other income (expense) after adjusting for non-cash related activities of $2,353,000 for the year ended October 31, 2024 compared to the year ended October 31, 2023, partially offset by reductions in gross profit of $274,000 and reductions in cash provided from changes in operating assets and liabilities of $1,315,000 for the year ended October 31, 2024 compared to the year ended October 31, 2023.

The decrease in cash provided from changes in operating assets and liabilities was due to decreases in accounts payable and accrued expenses and accrued liabilities and deferred revenues and increases in accounts receivable partially offset from decreases in inventories during the year ended October 31, 2024 as compared to the year ended October 31, 2023.

The reduction in general and administrative expenses and other income (expense) after adjusting for non-cash related activities was the result of reduced operating expenses associated with professional fees, payroll, consulting costs, research and laboratory related expenses during the year ended October 31, 2024 as compared to the year ended October 31, 2023.

The decrease in gross profit during the year ended October 31, 2024 as compared to the year ended October 31, 2023 was primarily the result of a greater mix of sales of lower priced units and increases in the sales of units that had a higher cost of goods sold per unit.

During the year ended October 31, 2024, the Company had cash used in investing activities of $45,000 compared to cash provided by investing activities of $615,000 for the year ended October 31, 2023, a decrease in cash provided by investing activities of $660,000.

The decrease in cash provided by investing activities was due primarily due to reductions in proceeds received from the sale of the Company’s Basalt, Colorado lab facility of $741,000, partially offset from the decrease in cash used in investments in non-marketable securities of $55,000 and payments made in connection with the Company’s purchase of laboratory equipment of $26,000 during the year ended October 31, 2024 as compared to the year ended October 31, 2023.

During the year ended October 31, 2024, the Company had cash provided by financing activities of $396,000 compared to cash used in financing activities of $415,000 for the year ended October 31, 2023.

The decrease in cash used in financing activities of $811,000 was due to the reduction in the shares repurchased in connection with litigation of $420,000, the reduction of payments on notes payable of $1,130,000 and reduction of payments on finance leases of approximately $91,000 during the year ended October 31, 2024 as compared to the year ended October 31, 2023.

The decrease in cash provided by financing activities was due to decreases in proceeds from the issuance of promissory notes of $1,230,000, partially offset from increases in proceeds from the private sale of equity securities of $400,000 during the year ended October 31, 2024 as compared to the year ended October 31, 2023.

The decrease in cash used was primarily the result of an increase in gross profit of $492,000, increases in cash provided from changes in operating assets and liabilities of $389,000 for the year ended October 31, 2025 compared to the year ended October 31, 2024, partially offset from the reduction in general and administrative expenses and other income (expense) after adjusting for non-cash related activities of $147,000 for the year ended October 31, 2025 compared to the year ended October 31, 2024.

The increase in cash provided from changes in operating assets and liabilities was due to decreases in accounts receivable, increases in accounts payable and accrued expenses and accrued liabilities, partially offset by decreases in deferred revenues and increases in inventories during the year ended October 31, 2025 as compared to the year ended October 31, 2024.

During the year ended October 31, 2025, the Company had cash used in investing activities of $45,000 compared to $23,000 for the year ended October 31, 2024, a decrease in cash used in investing activities of $22,000.

The decrease in cash used by investing activities was primarily due to the decrease in investments from non-marketable securities of $45,000, partially offset from the increase in payments made in connection with the Company’s purchase of laboratory equipment of $23,000 during the year ended October 31, 2025 as compared to the year ended October 31, 2024.

During the year ended October 31, 2025, the Company had cash provided by financing activities of $305,000 compared to cash provided by financing activities of $396,000 for the year ended October 31, 2024.

The decrease in cash provided by financing activities of $91,000 was due to a decrease in proceeds from the sale of equity securities of $200,000 and increases in payments on finance leases of $22,000, partially offset from the increase in proceeds received from the exercise of warrants of $50,000 and a decrease in the amounts paid for shares repurchased in connection with litigation of $80,000 during the year ended October 31, 2025, as compared to the year ended October 31, 2024.

Capital Resources

1 unchanged sentence

During the fiscal year ended October 31, 2025 and through the date of this Annual Report, the Company completed the following private sales of its securities:

On July 8, 2024, the Company raised $500,000 in the July 2024 Financing.

In the July 2024 Financing, the Company sold and issued to the Investor 250,000 shares of common stock and warrants to purchase an additional 83,333 shares in a private transaction.

In connection with the July 2024 Financing, the Company agreed to provide the Investor certain piggy-back registration rights under the Securities Act with respect to the shares purchased and the shares underlying the warrants purchased.

The proceeds from the July 2024 Financing were used for working capital purposes.

In November 2025, the Company commenced a private offering of up to 20 units (“Nov 25 Units”) at a purchase price of $250,000 per Nov 25 Unit for an aggregate purchase price of $5,000,000 (“Offering”).

Each Nov 25 Unit consists of (a) 62,500 shares of common stock, $0.001 par value of the Company and (b) warrants to purchase 62,500 shares of common stock of the Company at an exercise price of $4.00 until November 30, 2030.

The warrants may be exercised on a cashless basis.

The Offering is being made on a “best efforts” basis pursuant to the exemption from registration afforded by Rule 506(b) of Regulation D under the Securities Act of 1933, as amended (“Securities Act”) for an initial period ending December 31, 2025, which was extended by the Company for period to be determined at the Company’s sole discretion (“Offering Period”).

No minimum number of Nov 25 Units need be subscribed for in order for the Company to close on the sale of any of the Nov 25 Units offered.

The Company may hold one or more closings of sales of the Nov 25 Units from time to time during the Offering Period.

During November 2025 thru January 2026, the Company sold 4.8 Nov 25 Units to 7 investors for an aggregate purchase price of $1,200,000 and issued 300,000 shares of common stock and 300,000 warrants to purchase shares of common stock.

The proceeds from the sale of the Nov 25 Units are being used for working capital purposes.

Going Concern Consideration

5 unchanged sentences

United States Food and Drug Administration (“FDA”) regulations which were announced in November 2017 and which became effective in May 2021 require that the sale of products that fall under Section 351 of the Public Health Services Act pertaining to marketing traditional biologics and human cells, tissues and cellular and tissue based products (“HCT/Ps”) can only be sold pursuant to an approved biologics license application (“BLA”).

Notwithstanding the above, certain states, including Florida (SB 1768) have approved legislation that permits the use and sale of products that would otherwise be restricted under current FDA regulations.

The Company has not obtained any opinion or ruling regarding the Company’s operations and whether the processing, sales and distribution of the products it currently produces would be subject to the FDA’s previously announced intended enforcement policies regarding HCT/P’s.

23 unchanged sentences

Recently Issued Financial Accounting Standards

See Note 2 to our audited consolidated financial statements included in

this report for a discussion of recent accounting pronouncements.

Critical Accounting Policies

Our audited consolidated financial statements reflect the selection and application of accounting policies which require us to make significant estimates and judgments.

See Note 2 to our audited consolidated financial statements included in this report, “ Summary of Significant Accounting Policies ”.

Quantitative and Qualitative Disclosures about Market Risk

As a “ smaller reporting company ,” as defined by Item 10 of Regulation S-K, we are not required to provide the information required by this item of Form 10-K.

In November 2024, FASB issued ASU 2024-03 Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures (Subtopic 220-40) Disaggregation of Income Statement Expenses.

The guidance in ASU 2024-03 requires public business entities to disclose in the notes to the financial statements, among other things, specific information about certain costs and expenses including purchases of inventory;

employee compensation;

and depreciation and amortization expense for each caption on the income statement where such expenses are included.

The update is effective for annual reporting periods beginning after December 15, 2026, and interim reporting periods beginning after December 15, 2027.

Early adoption is permitted, and the amendments may be applied prospectively to reporting periods after the effective date or retrospectively to all periods presented in the financial statements.

The Company is currently evaluating the provisions of this guidance and assessing the potential impact on its financial statement disclosures.

We have reviewed all accounting pronouncements recently issued by the FASB and the SEC.

The authoritative pronouncements that we have already adopted did not have a material effect on our financial condition, results of operations, cash flows or reporting thereof, and except as otherwise noted above, we do not believe that any of the authoritative pronouncements that we have not yet adopted will have a material effect upon our financial condition, results of operations, cash flows or reporting thereof.

Quantitative and Qualitative Disclosures

About Market Risk.

Not applicable.

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 7. Management’s Discussion and Analysis