This Annual Report on Form 10-K contains, in addition to historical information, certain forward-looking statements about our expectations, beliefs or intentions regarding, among other things, our product development and commercialization efforts, business, financial condition, results of operations, strategies or prospects. You can identify forward-looking statements by the fact that these statements do not relate strictly to historical or current matters. Rather, forward-looking statements relate to anticipated or expected events, activities, trends or results as of the date they are made. Because forward-looking statements relate to matters that have not yet occurred, these statements are inherently subject to risks and uncertainties that could cause our actual results to differ materially from any future results expressed or implied by the forward-looking statements. Many factors could cause our actual activities or results to differ materially from the activities and results anticipated in forward-looking statements. These factors include those set forth below as well as those contained in "Item 1A - Risk Factors" of this Annual Report on Form 10-K. We do not undertake any obligation to update forward-looking statements, except as required by applicable law. These forward-looking statements reflect our views only as of the date they are made with respect to future events and financial performance.





Overview

We previously were engaged in the development, manufacture and marketing of non-invasive, whole body periodic acceleration ("WBPA") therapeutic platforms, which are motorized platforms that move a subject repetitively head to foot. The Company discontinued operations in May 2019, accordingly, certain assets, liabilities and expenses are classified as discontinued operations.

Critical Accounting Policies and Estimates

Our discussion and analysis of our financial condition and results of operations are based upon our consolidated financial statements, which have been prepared in accordance with accounting principles generally accepted in the United States. The preparation of these consolidated financial statements requires us to make estimates and judgments that affect the reported amounts of assets, liabilities, revenues and expenses, and related disclosure of contingent assets and liabilities. On an on-going basis, we evaluate our estimates, including those related to income taxes and contingencies. We base our estimates on historical experience and on various other assumptions that are believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. A more detailed discussion on the application of these and other accounting policies can be found in Note 2 in the Notes to the Consolidated Financial Statements set forth in Item 8 of this Annual Report on Form 10-K. While we believe that the factors we evaluate provide us with a meaningful basis for establishing and applying sound accounting policies, we cannot guarantee that the results will always be accurate. Since the determination of these estimates requires the exercise of judgment, actual results could differ from such estimates.





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Results of Operations

We have discontinued operations in May 2019. The Company is assessing potential mergers, acquisitions and strategic collaborations.

Year Ended July 31, 2020 Compared to Year Ended July 31, 2019

General and administrative costs and expenses. General and administrative ("G&A") costs and expenses from continuing operations was $165,000 for the year ended July 31, 2020, as compared to $446,000 for the year ended July 31, 2019. This $281,000 net decrease was primarily associated with professional fees incurred in the year ended July 31, 2019. There was no stock-based compensation expense for the years ended July 31, 2020 and 2019.

Total operating costs and expenses. Total operating costs and expenses from continuing operations was $165,000 for the year ended July 31, 2020, as compared to $446,000 for the year ended July 31, 2019. This $281,000 increase is primarily attributable to G&A noted above.

Interest and other expense. Interest was $0 for the year ended July 31, 2020, as compared to $93,000 for the year ended July 31, 2019. This $93,000 decrease was primarily attributable to extinguishment of debt and related accrued interest as described in Note 5. In addition, the Company incurred a loss on the extinguishment of debt of $1.1 million during the year ended July 31, 2019.

Income (Loss) from discontinued operations. Income from discontinued operations was $2,000 for the year ended July 31, 2020, as compared to a loss of $10,000 for the year ended July 31, 2019. This $12,000 increase is primarily attributable to other income as a result of an accrual reversal and a gain on the exchange of inventory (see note 3).

Liquidity and Capital Resources

Our operations have been primarily financed through private sales of our equity securities and advances under credit facilities previously available to us.

At July 31, 2020, we had cash of $203,000 and negative working capital of approximately $82,000. We expect that our existing funds will not be sufficient to support our current operations over the next twelve months. No assurance can be given that such additional financing will be available on acceptable terms or at all. Our ability to sell additional shares of our stock and/or borrow cash could be materially adversely affected by the economic uncertainty in the global equity and credit markets. Current economic conditions have been, and continue to be, volatile, and continued instability in these market conditions may limit our ability to access the capital necessary to fund and grow our business and to replace, in a timely manner, maturing liabilities.





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Net cash used in operating activities decreased to $150,000 for the year ended July 31, 2020 as compared to $437,000 for the year ended July 31, 2019. This $287,000 decrease was principally due to the decrease in the operating loss offset by an increase in cash provided by accounts payable and accrued expenses. In addition, there was a $1.07 million loss on the extinguishment of debt that was added back to net loss to determine cash used for the year ended July 31, 2019.

Net cash provided by financing activities decreased to $0 for the year ended July 31, 2020 as compared to $700,000 for the year ended July 31, 2019. The $700,000 composed of proceeds from promissory notes and the issuance of common stock during 2019 (see Note 5 and 6 to the accompanying audited consolidated financial statements). There were not financing activities in 2020.

The Company plans include assessing potential mergers, acquisitions and strategic collaborations. We will need to raise additional capital. There can be no assurance that we will be able to raise additional capital on terms acceptable to us or at all.

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