REGENERATIVE MEDICAL TECHNOLOGY GROUP INC. Forward-Looking Statements
Certain statements, other than purely historical information, including estimates, projections, statements relating to our business plans, objectives, and expected operating results, and the assumptions upon which those statements are based, are "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. These forward-looking statements generally are identified by the words "believes," "project," "expects," "anticipates," "estimates," "intends," "strategy," "plan," "may," "will," "would," "will be," "will continue," "will likely result," and similar expressions. We intend such forward-looking statements to be covered by the safe-harbor provisions for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995, and are including this statement for purposes of complying with those safe-harbor provisions. Forward-looking statements are based on current expectations and assumptions that are subject to risks and uncertainties which may cause actual results to differ materially from the forward-looking statements. Our ability to predict results or the actual effect of future plans or strategies is inherently uncertain. Factors which could have a material adverse effect on our operations and future prospects on a consolidated basis include, but are not limited to: changes in economic conditions, legislative/regulatory changes, availability of capital, interest rates, competition, cybersecurity, and generally accepted accounting principles. These risks and uncertainties should also be considered in evaluating forward-looking statements and undue reliance should not be placed on such statements. We undertake no obligation to update or revise publicly any forward-looking statements, whether as a result of new information, future events or otherwise. Further, information concerning our business, including additional factors that could materially affect our financial results, is included herein and in our other filings with theSEC . Overview Since the acquisition ofGlobal Stem Cell Group in August last year, our focus has been mainly dedicated to its operations serving the markets in the regenerative medicine industry. We still have numismatics operation, but the overall plan for the company is too move from the sale of coins, paper currency, bullion and medals into what we believe is a more lucrative opportunity for
our
company.
We work with doctors and their staff to provide products, solutions, equipment,
services, and training to help them be successful in the application of Stem
Cell Therapies. Our team combines solutions from extensive clinical research
with the manufacturing and commercialization of viable cell therapy and immune
support related products that we believe will change the course of traditional
medicine around the world forever. Our strategy allows us the ability to create
immediate revenue streams through product sales, distribution, and clinical
applications, driven by our extensive education platform. Our revenue comes
directly from the training and the seminars, from the resale of these kits,
products, and equipment, services, and from the reoccurring application of our
process using the kits and solutions we provide.
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Global Stem Cells Group is a leader in the Stem Cell and Regenerative Medicine
fields, covering clinical research, patient applications, along with physician
training through our state-of-the-art global network of companies. The Company's
mission is to enable physicians to make the benefits of stem cell medicine a
reality for patients around the world. They have been educating doctors on the
science and application of cell-based therapeutics for the past 10 years. Our
professional trademarked association "ISCCA" INTERNATIONAL SOCIETY FOR STEM CELL
APPLICATION is a global network of medical professionals that leverages these
multinational relationships to build best practices and further our mission.
The Company envisions the ability to improve "health-span" through the discovery and developments of new cellular therapy products, and cutting-edge technology.
We believe this strategy will allow us the ability to increase our current revenues and create immediate revenue streams through product sales, distribution, and clinical applications, driven by our extensive education platform here are our main projects and revenue generators for 2022 and beyond.
Results of Operations
Results of Operations for the Three Months Ended
Below is a summary of the results of operations for the three months ended
For the Three Months Ended September 30,
2022 2021 $ Change % Change
Revenue $ 374,359 $ 165,042 $ 209,317 126.83 %
Cost of revenue 109,364 88,520 20,844 23.55 %
Gross profit 264,995 76,522 188,473 246.30 %
Operating expenses
Advertising and marketing 80,931 22,351 58,580 262.09 %
Professional fees 143,118 336,299 (193,181 ) -57.44 %
Officer compensation 22,500 518,833 (496,333 ) -95.66 %
Depreciation and
amortization expense 39,882 12,947 26,935 208.04 %
Investor relations 32,749 32,574 175 0.54 %
General and administrative-
related party - 8,116,269 (8,116,269 ) -100 %
General and administrative 107,908 52,651 55,257 104.95 %
Total operating expenses 427,088 9,091,924 (8,664,836 ) -95.30 %
Other income (expense) Interest expense (1,183,166 ) (900,039 ) (283,127 ) 31.46 % Derivative financial instruments 876 - 876 00 % Net loss$ (1,344,383 ) $ (9,915,441 ) $ 8,571,058 -86.44 % Page 30 of 42 Revenue
Revenue increased by 126.83% in the amount of$209,317 for the three months endedSeptember 30, 2022 , compared to the same period in 2021. The key reason for the increase in revenue was a result of the acquisition ofGlobal Stem Cells Group, Inc. onAugust 18, 2021 . Revenue from viable cell therapy and immune support related products along with physician training increased by$214,114 offset by a decrease in sale of coins, metals and paper money of$4,797 for the three months endedSeptember 30, 2022 , compared to the same period in 2021.
Listed below are the revenues, cost of revenues and gross profits by Company for
the three months ended
For the Three Months Ended
September 30, 2022
Global Stem Meso
Cells Group Numismatics Total
Revenue $ 367,697 $ 6,662 $ 374,359
Cost of revenue 102,779 6,585 109,364
Gross profit $ 264,918 $ 77 $ 264,995
Gross profit % 72.05 % 1.16 % 70.79 %
We expect to increase our revenues in future quarters from our operations associated with Global Stem Cells with less expected revenues in future quarters associated with our numismatic operations.
Operating expenses Operating expenses decreased by 95% in the amount of$8,664,836 for the three months endedSeptember 30, 2022 , compared to the same period in 2021. Listed below are the major changes to operating expenses: Advertising and marketing fees increased by$58,580 for the three months endedSeptember 30, 2022 , compared to the same period in 2021, primarily due to the acquisition ofGlobal Stem Cells Group, Inc. onAugust 18, 2021 . Professional fees decreased by$193,181 for the three months endedSeptember 30, 2022 , compared to the same period in 2021, primarily due to audit and accounting expenses due to the acquisition ofGlobal Stem Cells Group, Inc. on August
18, 2021. Officer compensation decreased by$496,333 for the three months endedSeptember 30, 2022 , compared to the same period in 2021, primarily due to the issuance of 896 shares of Series DD Preferred Stock of the Company toDave Christensen , current Director, President, Chief Executive Officer, Chief Financial Officer and Secretary as compensation pursuant to theProfessional Service Consulting Agreement. The$503,072 value of the 896 shares of Series DD Convertible Preferred Stock is based on converting into a number of fully paid and nonassessable shares of common stock determined by multiplying the number of issued and outstanding shares of common stock of the Company on the date of conversion by 3.17 conversion price. Page 31 of 42
Depreciation and amortization increased by
General and administrative-related party expense decrease by$8,116,269 for the three months endedSeptember 30, 2022 , compared to the same period in 2021, primarily due to the issuance of the 1,000 shares of the Company's Series CC Convertible Preferred Stock toLans Holdings Inc. terminated and replaced with a cash payment as consideration. The Company paidLans Holdings Inc. , by delivery in escrow, an amount equal to$8,200,000 , offset by$83,731 the value of the 1,000 shares of the Company's Series CC Convertible Preferred Stock terminated.
General and administrative expense increase by
Other expense Other expense increased by$282,251 for the three months endedSeptember 30, 2022 , compared to the same period in 2021, primarily as a result of the increase in interest on promissory notes. During the nine months endedSeptember 30, 2021 , we received$11,400,000 in proceeds received from the issuance of promissory notes. We expect other expense to increase in future quarters as a result of the interest on the new debt. Net Loss
We recorded a net loss of
Results of Operations for the Nine Months Ended
Below is a summary of the results of operations for the nine months ended
For the Nine Months Ended September 30,
2022 2021 $ Change % Change
Revenue $ 988,958 $ 185,254 $ 803,704 433.84 %
Cost of revenue 468,838 115,170 353,668 307.08 %
Gross profit 520,120 70,084 450,036 642.14 %
Operating expenses
Advertising and marketing 216,506 22,732
193,774 852.43 %
Professional fees 735,186 665,544 69,642 10.46 %
Officer compensation 67,500 552,932 (485,432 ) -87.79 %
Depreciation and
amortization expense 102,184 13,347 88,837 665,59 %
Investor relations 127,633 53,046 74,587 140.61 %General and administrative- related party - 8,116,269 (8,116,269 ) -100.00 % General and administrative 341,131 69,206 271,925 392.92 % Total operating expenses 1,590,140 9,493,076
(7,902,936 ) -83.25 %
Other income (expense) Interest expense (3,454,874 ) (1,659,724 ) 1,795,150 108.16 % Derivative financial instruments 10,482 - 10,482 0.00 % Other expense - (231,109 ) 231,109 -100.00 % Net loss$ (4,514,412 ) $ (11,313,825 ) $ 6,799,413 -60.10 % Page 32 of 42 Revenue
Revenue increased by 433.84% in the amount of$803,704 for the nine months endedSeptember 30, 2022 , compared to the same period in 2021. The key reason for the increase in revenue was a result of the acquisition ofGlobal Stem Cells Group, Inc. onAugust 18, 2021 . Revenue from viable cell therapy and immune support related products along with physician training increased by$810,384 offset by a decrease in sale of coins, metals and paper money of$6,680 for the nine months endedSeptember 30, 2022 , compared to the same period in 2021.
Listed below are the revenues, cost of revenues and gross profits by Company for
the nine months ended
For the Nine Months Ended
September 30, 2022
Global Stem Meso
Cells Group Numismatics Total
Revenue $ 963,967 $ 24,991 $ 988,958
Cost of revenue 445,814 23,024 468,838
Gross profit $ 518,153 $ 1,967 $ 520,120
Gross profit % 53.75 % 7.87 % 52.59 %
We expect to increase our revenues in future quarters from our operations associated with Global Stem Cells with less expected revenues in future quarters associated with our numismatic operations.
Operating expenses
Operating expenses decreased by 83.25% in the amount of$7,902,936 for the nine months endedSeptember 30, 2022 , compared to the same period in 2021. Listed below are the major changes to operating expenses: Advertising and marketing fees increased by$193,774 for the nine months endedSeptember 30, 2022 , compared to the same period in 2021, primarily due to the acquisition ofGlobal Stem Cells Group, Inc. onAugust 18, 2021 . Professional fees increased by$69,642 for the nine months endedSeptember 30, 2022 , compared to the same period in 2021, primarily due to audit and accounting expenses. Officer compensation decreased by$485,432 for the nine months endedSeptember 30, 2022 , compared to the same period in 2021, primarily due to the issuance of 896 shares of Series DD Preferred Stock of the Company toDave Christensen , current Director, President, Chief Executive Officer, Chief Financial Officer and Secretary as compensation pursuant to theProfessional Service Consulting Agreement. The$503,072 value of the 896 shares of Series DD Convertible Preferred Stock is based on converting into a number of fully paid and nonassessable shares of common stock determined by multiplying the number of issued and outstanding shares of common stock of the Company on the date of conversion by 3.17 conversion price.
Depreciation and amortization increased by
General and administrative-related party expense decrease by$8,116,269 for the nine months endedSeptember 30, 2022 , compared to the same period in 2021, primarily due to the issuance of the 1,000 shares of the Company's Series CC Convertible Preferred Stock toLans Holdings Inc. terminated and replaced with a cash payment as consideration. The Company shall payLans Holdings Inc. , by delivery in escrow, an amount equal to$8,200,000 , offset by$83,731 the value of the 1,000 shares of the Company's Series CC Convertible Preferred Stock terminated.
General and administrative expense increase by
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Other expense
Other expense increased by $1,553,559 for the nine months ended September 30,
2022 , compared to the same period in 2021, primarily as a result of the increase
in interest on promissory notes. During the nine months ended September 30,
2021 , we received $11,400,000 in proceeds received from the issuance of
promissory notes. We expect other expense to increase in future quarters as a
result of the interest on the new debt.
Net Loss
We recorded a net loss of
Liquidity and Capital Resources
Since inception, the Company has financed its operations through private
placements and convertible notes. The following is a summary of the cash and
cash equivalents as of
September 30, December 31, $ %
2022 2021 Change Change
Cash and cash equivalents $ 1,769,636 $ 2,978,525 $ (1,208,889 ) -40.59 %© Edgar Online, source
