U.S. SECURITIES AND EXCHANGE COMMISSION WASHINGTON D.C. 20549 FORM 10-Q (Mark One) ☒ Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934. For the quarterly period ended August 31, 2025 ☐ Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934. For the transition period from to Commission File Number 001-40767 CRYO-CELL INTERNATIONAL, INC. (Exact name of Registrant as Specified in its Charter) DELAWARE 22-3023093 (State or other Jurisdictio ...

Core Viewpoint - Cryo-Cell International, Inc. reported a 3% decrease in consolidated revenues for the third quarter of fiscal 2025 compared to the same period in fiscal 2024, indicating potential challenges in revenue generation [1]. Financial Results - Consolidated revenues for the third quarter of fiscal 2025 were $7.83 million, down from $8.07 million in the third quarter of fiscal 2024 [1]. - The company reported a net income figure, although the specific amount was not detailed in the provided text [1].

Form Information [Form Details](index=1&type=section&id=Form%20Details) This document is a Quarterly Report (Form 10-Q) for Cryo-Cell International, Inc. for the period ended May 31, 2025 - The report is a Quarterly Report (Form 10-Q) for the period ended May 31, 2025[2](index=2&type=chunk) - Cryo-Cell International, Inc. is incorporated in Delaware and its common stock (CCEL) is listed on NYSE American LLC[2](index=2&type=chunk)[5](index=5&type=chunk) Registrant Filer Status | Filer Status | Selection | | :-------------------- | :-------- | | Large accelerated filer | ☐ | | Accelerated filer | ☐ | | Non-accelerated filer | ☑ | | Smaller reporting company | ☑ | | Emerging growth company | ☐ | - As of July 15, 2025, **8,057,150 shares** of $0.01 par value common stock were outstanding[5](index=5&type=chunk) PART I - FINANCIAL INFORMATION (UNAUDITED) [Item 1. Financial Statements](index=3&type=section&id=Item%201.%20Financial%20Statements) This section presents the unaudited consolidated financial statements, including the Balance Sheets, Statements of Income, Cash Flows, and Stockholders' Deficit, along with detailed notes [Consolidated Balance Sheets](index=4&type=section&id=Consolidated%20Balance%20Sheets) This section provides a snapshot of the company's assets, liabilities, and stockholders' deficit at specific points in time Consolidated Balance Sheet Highlights (Unaudited) | Metric | May 31, 2025 ($) | November 30, 2024 ($) | | :---------------------- | :--------------- | :-------------------- | | Total current assets | 13,052,920 | 12,554,593 | | Total assets | 64,437,909 | 64,677,633 | | Total current liabilities | 21,752,599 | 21,599,542 | | Total liabilities | 79,997,714 | 77,893,650 | | Total stockholders' deficit | (15,559,805) | (13,216,017) | - Total assets slightly decreased from **$64.68 million** to **$64.44 million**, while total liabilities increased from **$77.89 million** to **$79.99 million**, leading to an increased stockholders' deficit[11](index=11&type=chunk) [Consolidated Statements of Income](index=5&type=section&id=Consolidated%20Statements%20of%20Income) This section details the company's revenues, expenses, and net income over specific reporting periods Consolidated Statements of Income Highlights (Unaudited) | Metric (3 Months Ended May 31) | 2025 ($) | 2024 ($) | | :----------------------------- | :---------- | :---------- | | Total revenue | 7,928,843 | 8,042,811 | | Total costs and expenses | 6,436,209 | 6,651,293 | | Operating Income | 1,492,634 | 1,391,518 | | Net income | 355,785 | 655,790 | | Net income per common share - basic | 0.04 | 0.08 | | Metric (6 Months Ended May 31) | 2025 ($) | 2024 ($) | | :----------------------------- | :---------- | :---------- | | Total revenue | 15,897,723 | 15,895,046 | | Total costs and expenses | 13,349,078 | 13,682,305 | | Operating Income | 2,548,645 | 2,212,741 | | Net income | 638,640 | 1,212,031 | | Net income per common share - basic | 0.08 | 0.15 | - Net income decreased significantly for both the three-month (**45.8%**) and six-month (**47.3%**) periods ended May 31, 2025, compared to the prior year, primarily due to losses on marketable securities and higher interest expense[14](index=14&type=chunk) - Operating income increased for both periods, but was offset by higher interest expense and losses on marketable securities in 2025[14](index=14&type=chunk) [Consolidated Statements of Cash Flows](index=6&type=section&id=Consolidated%20Statements%20of%20Cash%20Flows) This section summarizes the cash inflows and outflows from operating, investing, and financing activities Consolidated Statements of Cash Flows Highlights (Unaudited) - Six Months Ended May 31 | Cash Flow Activity | 2025 ($) | 2024 ($) | | :-------------------------- | :---------- | :---------- | | Net cash from operating activities | 1,661,077 | 1,416,616 | | Net cash used in investing activities | (1,790,284) | (3,095,647) | | Net cash (used in) provided by financing activities | (294,262) | 1,742,159 | | (Decrease) increase in cash and cash equivalents | (423,469) | 63,128 | | Cash and cash equivalents - end of period | 137,491 | 469,195 | - Operating cash flow increased by **17.2% YoY** for the six months ended May 31, 2025. Investing activities used less cash in 2025 compared to 2024, mainly due to lower purchases of property and equipment[18](index=18&type=chunk) - Financing activities shifted from providing **$1.74 million** in cash in 2024 to using **$0.29 million** in 2025, primarily due to significant dividend payments in 2025[18](index=18&type=chunk) [Consolidated Statements of Stockholders' Deficit](index=7&type=section&id=Consolidated%20Statements%20of%20Stockholders'%20Deficit) This section outlines changes in the company's equity, including net income, dividends, and stock transactions Stockholders' Deficit Changes (Unaudited) - Six Months Ended May 31, 2025 | Item | Amount ($) | | :--------------------------------- | :----------- | | Balance at November 30, 2024 | (13,216,017) | | Compensatory element of stock options | 337,418 | | Treasury stock | (88,619) | | Dividends declared ($0.40 per share) | (3,231,227) | | Net income | 638,640 | | Balance at May 31, 2025 | (15,559,805) | - The total stockholders' deficit increased from **$(13.2) million** at November 30, 2024, to **$(15.56) million** at May 31, 2025, primarily due to dividends declared and treasury stock purchases, partially offset by net income and stock option compensation[21](index=21&type=chunk) [Notes to Consolidated Financial Statements](index=8&type=section&id=Notes%20to%20Consolidated%20Financial%20Statements) This section provides detailed explanations and additional information for the financial statements [Note 1 - Description of Business, Basis of Presentation and Significant Accounting Policies](index=8&type=section&id=Note%201%20-%20Description%20of%20Business%2C%20Basis%20of%20Presentation%20and%20Significant%20Accounting%20Policies) Cryo-Cell International, Inc. operates in three segments: cellular processing and cryogenic storage for family use, manufacture of PrepaCyte CB units, and public cryogenic storage, with financial statements prepared under SEC rules and key accounting policies detailed - Cryo-Cell International, Inc. operates in three reportable segments: (1) cellular processing and cryogenic cellular storage for family use, (2) manufacture of PrepaCyte CB units, and (3) cryogenic storage for public use[24](index=24&type=chunk) - Revenue is recognized when performance obligations are satisfied, measured by the transaction price, following a five-step model under ASC 606[27](index=27&type=chunk)[28](index=28&type=chunk) - As of May 31, 2025, total aggregate transaction price allocated to unsatisfied performance obligations (deferred revenue) was **$58,393,597**, with **$9,574,621** expected to be recognized in the next twelve months[39](index=39&type=chunk) Contract Assets and Liabilities | Item | May 31, 2025 ($) | November 30, 2024 ($) | | :--------------------------------- | :--------------- | :-------------------- | | Contract assets (sales commissions) | 814,796 | 775,147 | | Accounts receivable | 6,931,474 | 7,309,094 | | Short-term contract liabilities (deferred revenue) | 9,574,621 | 9,788,574 | | Long-term contract liabilities (deferred revenue) | 48,818,976 | 46,556,990 | - The company recognized approximately **$337,000** and **$485,000** in stock compensation expense for the six months ended May 31, 2025 and 2024, respectively[64](index=64&type=chunk) Marketable Securities Fair Value | Description | Fair Value at May 31, 2025 ($) | Level 1 ($) | | :------------------ | :----------------------------- | :---------- | | Marketable securities | 4,293,513 | 4,293,513 | | Description | Fair Value at November 30, 2024 ($) | Level 1 ($) | | :------------------ | :-------------------------------- | :---------- | | Marketable securities | 2,935,183 | 2,935,183 | - The company recorded unrealized holding losses of approximately **($380,000)** and **($411,000)** on marketable securities for the three and six months ended May 31, 2025, respectively, compared to gains in the prior year[74](index=74&type=chunk) - New accounting pronouncements (ASU 2023-07, ASU 2023-09, ASU 2024-03) related to segment reporting, income tax disclosures, and income statement expense disaggregation are being evaluated for their impact on financial statements[77](index=77&type=chunk)[78](index=78&type=chunk)[79](index=79&type=chunk) [Note 2 – Segment Reporting](index=23&type=section&id=Note%202%20%E2%80%93%20Segment%20Reporting) The company reports across three segments: Umbilical cord blood and cord tissue stem cell service, PrepaCyte CB, and Public cord blood banking. The umbilical cord blood and cord tissue stem cell service is the primary revenue and operating profit driver, while Public cord blood banking consistently shows operating losses - The company's three reportable segments are: (1) Umbilical cord blood and cord tissue stem cell service, (2) PrepaCyte® CB, and (3) Public cord blood banking[80](index=80&type=chunk) Segment Net Revenue (Three Months Ended May 31) | Segment | 2025 ($) | 2024 ($) | | :---------------------------------------- | :---------- | :---------- | | Umbilical cord blood and cord tissue stem cell service | 7,871,719 | 7,965,500 | | PrepaCyte CB | 14,436 | 35,834 | | Public cord blood banking | 42,688 | 41,477 | | **Total net revenue** | **7,928,843** | **8,042,811** | Segment Operating Profit (Six Months Ended May 31) | Segment | 2025 ($) | 2024 ($) | | :---------------------------------------- | :---------- | :---------- | | Umbilical cord blood and cord tissue stem cell service | 2,889,802 | 2,573,225 | | PrepaCyte CB | 10,218 | (10,918) | | Public cord blood banking | (351,375) | (349,566) | | **Total operating profit** | **2,548,645** | **2,212,741** | - Public cord blood banking consistently reported operating losses for both three-month and six-month periods in 2025 and 2024[81](index=81&type=chunk) [Note 3 – Inventory](index=26&type=section&id=Note%203%20%E2%80%93%20Inventory) Inventory consists of public cord blood banking specimens, collection kits, finished goods, and work-in-process. Total inventory slightly decreased from $5.60 million to $5.54 million between November 30, 2024, and May 31, 2025 - Inventory includes public cord blood banking specimens, collection kits, finished goods, and work-in-process[83](index=83&type=chunk) Inventory Components | Inventory Component | May 31, 2025 ($) | November 30, 2024 ($) | | :------------------------ | :--------------- | :-------------------- | | Work-in-process | 318,434 | 207,291 | | Finished goods | 27,097 | 71,566 | | Finished goods – Public Bank | 5,163,139 | 5,279,866 | | Collection kits | 40,647 | 48,813 | | Inventory reserve | (7,718) | (7,718) | | **Total inventory** | **5,541,599** | **5,599,818** | [Note 4 – Intangible Assets](index=26&type=section&id=Note%204%20%E2%80%93%20Intangible%20Assets) Intangible assets primarily include patents, a license agreement, and customer relationships. Net intangible assets decreased from $921,254 to $887,321 between November 30, 2024, and May 31, 2025, with amortization expense remaining consistent at approximately $17,000 for the three-month periods Intangible Assets (Net) | Intangible Asset | May 31, 2025 ($) | November 30, 2024 ($) | | :--------------------------- | :--------------- | :-------------------- | | Patents (net) | 142,064 | 147,876 | | License agreement (net) | 105,220 | 116,945 | | Customer relationships – PrepaCyte®CB (net) | 4,037 | 4,333 | | Brand (net) | 0 | 0 | | Customer relationships – Cord:Use (net) | 736,000 | 752,000 | | **Net Intangible Assets** | **887,321** | **921,254** | - Amortization expense for intangibles was approximately **$17,000** for both the three months ended May 31, 2025 and May 31, 2024[87](index=87&type=chunk) [Note 5 – Notes Payable](index=28&type=section&id=Note%205%20%E2%80%93%20Notes%20Payable) The company has a Credit Agreement with Susser Bank, including a $10 million revolving line of credit and an $8.96 million term loan. The revolving line of credit balance increased significantly to $6.62 million as of May 31, 2025, from $3.52 million at November 30, 2024. Interest expense on notes payable increased for both three-month and six-month periods in 2025 compared to 2024 - The company has an unsecured revolving line of credit up to **$10,000,000** and a term loan of **$8,960,000** with Susser Bank[88](index=88&type=chunk) - The revolving line of credit balance increased from **$3,520,000** at November 30, 2024, to **$6,620,000** at May 31, 2025[89](index=89&type=chunk) Interest Expense on Notes Payable | Period | May 31, 2025 ($) | May 31, 2024 ($) | | :---------------------- | :--------------- | :--------------- | | Three months ended | 244,373 | 47,166 | | Six months ended | 472,620 | 47,166 | - The company terminated its interest rate swap agreement on April 15, 2024, receiving proceeds of **$228,000**[91](index=91&type=chunk) [Note 6 – Income per Common Share](index=30&type=section&id=Note%206%20%E2%80%93%20Income%20per%20Common%20Share) Basic and diluted net income per common share decreased for both the three-month and six-month periods ended May 31, 2025, compared to the prior year, reflecting the overall decline in net income Net Income Per Common Share (Unaudited) | Metric (3 Months Ended May 31) | 2025 ($) | 2024 ($) | | :----------------------------- | :------- | :------- | | Basic | 0.04 | 0.08 | | Diluted | 0.04 | 0.08 | | Metric (6 Months Ended May 31) | 2025 ($) | 2024 ($) | | :----------------------------- | :------- | :------- | | Basic | 0.08 | 0.15 | | Diluted | 0.08 | 0.15 | - The company excluded a significant number of outstanding options from diluted EPS computation (**823,278** for 3 months, **697,745** for 6 months ended May 31, 2025) as their effect would be anti-dilutive[96](index=96&type=chunk) [Note 7 – Stockholders' Equity](index=32&type=section&id=Note%207%20%E2%80%93%20Stockholders'%20Equity) The company maintains three stock incentive plans (2006, 2012, and 2022 Plans) for equity awards. As of May 31, 2025, 621,700 shares were available for future issuance under the 2022 Plan. The company declared cash dividends of $0.25 and $0.15 per share in January and May 2025, respectively - The company has three stock-based compensation plans: the 2006 Plan, 2012 Plan, and 2022 Plan[99](index=99&type=chunk)[100](index=100&type=chunk)[101](index=101&type=chunk) - As of May 31, 2025, **621,700 shares** were available for future issuance under the 2022 Plan[101](index=101&type=chunk) Stock Option Activity (Six Months Ended May 31, 2025) | Item | Options | Weighted Average Exercise Price ($) | | :--------------------------------- | :-------- | :-------------------------------- | | Outstanding at November 30, 2024 | 493,878 | 7.26 | | Granted | 103,000 | 7.89 | | Expired/forfeited | (45,000) | 13.48 | | Outstanding at May 31, 2025 | 551,878 | 6.87 | | Exercisable at May 31, 2025 | 425,995 | 6.83 | - The company declared cash dividends of **$0.25 per share** (paid Feb 28, 2025) and **$0.15 per share** (paid May 30, 2025)[111](index=111&type=chunk) [Note 8 – License Agreements](index=37&type=section&id=Note%208%20%E2%80%93%20License%20Agreements) The company has definitive license agreements to market its umbilical cord blood stem cell programs in several Central American countries, earning processing and storage revenues from affiliates - The company has license agreements to market its umbilical cord blood stem cell programs in Costa Rica, El Salvador, Guatemala, Honduras, Nicaragua, and Panama[112](index=112&type=chunk) - Revenue is earned from processing and storage fees from these international affiliates[112](index=112&type=chunk) [Note 9 – Commitments and Contingencies](index=37&type=section&id=Note%209%20%E2%80%93%20Commitments%20and%20Contingencies) The company has employment agreements with management and is involved in legal proceedings, including a class action lawsuit regarding advertising claims and an arbitration demand against Duke University for alleged fraudulent inducement and breach of a license agreement. Duke has counterclaimed, and the Duke License Agreement was terminated as of May 17, 2025. The company believes these matters will not have a material adverse effect but acknowledges inherent litigation uncertainty - The company is a defendant in a class action lawsuit (Lindsey Lehr v. Cryo-Cell International, Inc.) alleging misrepresentation of service value and efficacy, with a final arbitration hearing scheduled for September 2025[114](index=114&type=chunk) - The company filed an arbitration demand against Duke University on October 4, 2024, alleging fraudulent inducement and breach of the Patent and Technology License Agreement, seeking damages in excess of **$100 million**[115](index=115&type=chunk)[125](index=125&type=chunk) - Duke University responded with counterclaims for breach of the License Agreement and indemnity, and issued a notice of termination of the License Agreement effective May 17, 2025[115](index=115&type=chunk)[126](index=126&type=chunk)[129](index=129&type=chunk) [Note 10 – Share Repurchase Plan](index=39&type=section&id=Note%2010%20%E2%80%93%20Share%20Repurchase%20Plan) The Board of Directors has authorized the repurchase of up to 8 million shares of common stock. As of May 31, 2025, the company had repurchased 6,805,468 shares at an average price of $3.67 per share, including 18,008 shares during the six months ended May 31, 2025 - The Board of Directors authorized the repurchase of up to **8,000,000 shares** of common stock[117](index=117&type=chunk) - As of May 31, 2025, **6,805,468 shares** had been repurchased at an average price of **$3.67 per share**[118](index=118&type=chunk) - During the six months ended May 31, 2025, the company purchased **18,008 shares** at an average price of **$4.92 per share**[118](index=118&type=chunk) [Note 11 – Leases](index=39&type=section&id=Note%2011%20%E2%80%93%20Leases) The company recognizes operating lease right-of-use assets and corresponding liabilities for leases longer than one year. As of May 31, 2025, the operating lease right-of-use asset was $620,225, and total lease liability was $730,371. Operating cash outflows from leases increased significantly in 2025 compared to 2024 Lease Liabilities and Assets | Item | May 31, 2025 ($) | November 30, 2024 ($) | | :--------------------------------- | :--------------- | :-------------------- | | Operating lease right-of-use asset | 620,225 | 806,339 | | Current portion of operating lease liabilities | 465,231 | 428,334 | | Operating lease long-term liabilities | 265,140 | 505,053 | | **Total lease liability** | **730,371** | **933,387** | Operating Cash Outflows from Leases | Period | May 31, 2025 ($) | May 31, 2024 ($) | | :---------------------- | :--------------- | :--------------- | | Three months ended | 126,629 | 88,743 | | Six months ended | 253,257 | 178,097 | [Note 12 – License Agreement with Duke](index=41&type=section&id=Note%2012%20%E2%80%93%20License%20Agreement%20with%20Duke) The company's exclusive license agreement with Duke University, intended for expanding into infusion clinic services and biopharmaceutical manufacturing, has been terminated by Duke as of May 17, 2025, due to alleged breaches. Cryo-Cell has filed an arbitration demand against Duke, seeking over $100 million in damages for fraudulent inducement and breach of contract, while Duke has filed counterclaims. Consequently, the company has paused further investments related to the Duke License Agreement and the planned Cryo-Cell Institute for Cellular Therapies and Celle Corp. spinoff are on hold - The Duke License Agreement, granting exclusive rights for certain licensed products and processes, was terminated by Duke University as of **May 17, 2025**[122](index=122&type=chunk)[129](index=129&type=chunk) - Cryo-Cell filed an arbitration demand against Duke, alleging fraudulent inducement and breach of contract, seeking damages exceeding **$100 million**[124](index=124&type=chunk)[125](index=125&type=chunk) - Duke has asserted counterclaims for breach of the License Agreement and indemnity[126](index=126&type=chunk) - Due to the dispute, the company has paused further investments in Duke-related activities (except for a comparability study under **$350,000**), and the opening of the Cryo-Cell Institute for Cellular Therapies and the Celle Corp. spinoff are on hold[130](index=130&type=chunk) - In fiscal 2023, the company recorded an impairment charge of **$13,108,064** for assets associated with the Duke License Agreement[128](index=128&type=chunk) [Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations](index=44&type=section&id=Item%202.%20Management's%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) This section provides management's perspective on the company's financial performance and operational highlights for the three and six months ended May 31, 2025, compared to the prior year. It covers revenue breakdown, cost of sales, operating expenses, and other income/expenses, detailing the factors influencing changes. It also discusses the company's liquidity, capital resources, and critical accounting policies, emphasizing the impact of the ongoing dispute with Duke University on future business expansion and funding needs [Forward Looking Statements](index=44&type=section&id=Forward%20Looking%20Statements) This section highlights potential risks and uncertainties that could impact future financial results - The report contains forward-looking statements regarding future performance, liquidity, capital resources, and financial condition, which are subject to risks and uncertainties[131](index=131&type=chunk)[132](index=132&type=chunk) - Key risk factors include complexities of the Celle Corp. spinoff, increased government regulation, competition, decreased demand for stem cell storage, international activity risks, technological breakthroughs, storage facility failures, litigation costs (especially Duke arbitration), and the ability to commercialize Duke License Agreement rights[133](index=133&type=chunk)[137](index=137&type=chunk) [Overview](index=46&type=section&id=Overview) Cryo-Cell International, Inc., founded in 1989, is the world's first private cord blood bank, storing over 240,000 cord blood and tissue specimens. The company has expanded its R&D to include cord tissue services. Its planned expansion into infusion clinic services and biopharmaceutical manufacturing via the Duke License Agreement is now unlikely due to the termination of the agreement and ongoing arbitration with Duke, leading to a pause in related investments and the Celle Corp. spinoff - The company stores over **240,000** cord blood and cord tissue specimens and was the world's first private cord blood bank[135](index=135&type=chunk) - The Duke License Agreement, intended to expand business into cord blood/tissue infusion clinics and biopharmaceutical manufacturing, has been terminated by Duke as of **May 17, 2025**[138](index=138&type=chunk) - Due to the Duke dispute, further investments in related activities are paused, the Cryo-Cell Institute for Cellular Therapies is on hold, and the proposed spinoff of Celle Corp. is uncertain[139](index=139&type=chunk) - An impairment charge of **$13,108,064** was recorded in fiscal 2023 for assets associated with the Duke License Agreement[140](index=140&type=chunk) [Cord Blood Stem Cell Processing and Storage Business](index=48&type=section&id=Cord%20Blood%20Stem%20Cell%20Processing%20and%20Storage%20Business) The company's core business involves the cryopreservation of umbilical cord blood and tissue stem cells for family use, a service that has seen over 50,000 transplants to date for 78 diseases. Despite potential benefits, market penetration remains low due to lack of awareness and perceived high costs. Cryo-Cell emphasizes its competitive advantages, including its status as the first private cord blood bank, cGMP/cGTP-compliant facility, superior processing technology, and a payment warranty - Umbilical cord blood stem cells are used in over **50,000 transplants** for at least **78 diseases**[143](index=143&type=chunk) - Market penetration for cord blood stem cell preservation is low due to lack of awareness and misperception of high costs[146](index=146&type=chunk) - Competitive advantages include being the world's first private cord blood bank, cGMP/cGTP-compliant facility, superior processing technology (PrepaCyte CB), a five-compartment freezer bag, **100% viability rate** upon thaw, and a payment warranty up to **$100,000**[150](index=150&type=chunk) [Cord Tissue](index=52&type=section&id=Cord%20Tissue) Introduced in August 2011, the cord tissue service involves storing a section of umbilical cord tissue, which is a rich source of Mesenchymal Stem Cells (MSCs) with potential in regenerative medicine for various conditions - The company introduced its cord tissue service in **August 2011**, storing umbilical cord tissue as a source of Mesenchymal Stem Cells (MSCs)[151](index=151&type=chunk) - MSCs are researched for their ability to inhibit inflammation, secrete growth factors for tissue repair, and differentiate into various cell types[151](index=151&type=chunk) [Public Banking](index=52&type=section&id=Public%20Banking) In June 2018, Cryo-Cell acquired Cord:Use's public cord blood inventory, creating a diverse inventory of stem cell units for public use. These units are stored in North Carolina and distributed globally through the National Marrow Donor Program (NMDP) - The company acquired Cord:Use's public cord blood inventory in **June 2018**, establishing a large, ethnically diverse inventory[152](index=152&type=chunk) - Public cord blood units are stored in North Carolina and sold through the National Marrow Donor Program (NMDP) for global distribution to transplant centers[152](index=152&type=chunk) [ExtraVault](index=52&type=section&id=ExtraVault) The company purchased a new 56,000 square foot facility in Durham, NC, in July 2022, to expand its cryopreservation and cold storage business by offering third-party biorepository services under the 'ExtraVault' brand. This facility will also house internal storage needs and potentially a cellular therapy laboratory - A new **56,000 sq ft facility** in Durham, NC, was purchased in **July 2022** to expand cryopreservation and cold storage services[153](index=153&type=chunk) - The new service, 'ExtraVault,' will offer third-party pharmaceutical companies and medical institutions cold storage services, leveraging over **30 years of experience**[153](index=153&type=chunk)[154](index=154&type=chunk) [Marketing](index=52&type=section&id=Marketing) Cryo-Cell markets its services directly to expectant parents and through healthcare professionals, utilizing a national team of educators, internet advertisements, telemarketing, and conference exhibits. A significant portion of new enrollments come from returning customers and referrals, often leading to multiyear storage contracts and deferred revenues - Marketing efforts target expectant parents and healthcare professionals through a national team of educators, internet ads, telemarketing, and conference exhibits[155](index=155&type=chunk)[156](index=156&type=chunk) - A significant portion of new enrollments are generated from returning customers and referrals, often resulting in multiyear storage contracts and deferred revenues[159](index=159&type=chunk) [Corporate Information](index=54&type=section&id=Corporate%20Information) Cryo-Cell International, Inc. is a Delaware corporation founded in 1989, with executive offices in Oldsmar, Florida - Cryo-Cell International, Inc. was incorporated in Delaware in **1989**[162](index=162&type=chunk) - Executive offices are located at 700 Brooker Creek Blvd, Suite 1800, Oldsmar, Florida 34677[162](index=162&type=chunk) [Results of Operations – Six-Month Period Ended May 31, 2025 Compared to the Six-Month Period Ended May 31, 2024](index=54&type=section&id=Results%20of%20Operations%20%E2%80%93%20Six-Month%20Period%20Ended%20May%2031%2C%202025%20Compared%20to%20the%20Six-Month%20Period%20Ended%20May%2031%2C%202024) For the six months ended May 31, 2025, total revenue remained stable at $15.90 million. Processing and storage fees slightly decreased due to fewer new domestic cord blood specimens, while public banking revenue increased. Cost of sales decreased by 8%, but selling, general, and administrative expenses increased by 7%. Research and development expenses significantly decreased due to reduced funding for Duke-related studies. Depreciation and amortization increased due to the new Durham facility. Net income decreased by 47.3% primarily due to losses on marketable securities and higher interest expense, partially offset by the absence of Tianhe stock impairment Revenue Breakdown (Six Months Ended May 31) | Revenue Type | 2025 ($) | 2024 ($) | Change (%) | | :------------------------ | :---------- | :---------- | :--------- | | Processing and storage fees | 15,737,607 | 15,771,022 | -0.21 | | Public banking revenue | 124,767 | 85,190 | +46.47 | | Product revenue | 35,349 | 38,834 | -8.97 | | **Total revenue** | **15,897,723**| **15,895,046**| +0.02 | - Processing and storage fees decreased due to a **15% decrease** in new domestic cord blood specimens processed, despite a **4% increase** in recurring annual storage fee revenue[164](index=164&type=chunk) - Cost of sales decreased by **8%** to **$3,841,127**, while selling, general and administrative expenses increased by **7%** to **$8,896,142**[166](index=166&type=chunk)[167](index=167&type=chunk) - Research, development and related engineering expenses significantly decreased from **$743,974** to **$229,854**, primarily due to the cessation of funding for Duke University clinical studies[168](index=168&type=chunk) - Depreciation and amortization increased from **$92,984** to **$381,955**, mainly due to the company's building in Durham, NC[169](index=169&type=chunk) - Net income decreased from **$1,212,031** in 2024 to **$638,640** in 2025, impacted by losses on marketable securities and higher interest expense[14](index=14&type=chunk)[172](index=172&type=chunk) [Results of Operations – Three-Month Period Ended May 31, 2025 Compared to the Three-Month Period Ended May 31, 2024](index=56&type=section&id=Results%20of%20Operations%20%E2%80%93%20Three-Month%20Period%20Ended%20May%2031%2C%202025%20Compared%20to%20the%20Three-Month%20Period%20Ended%20May%2031%2C%202024) For the three months ended May 31, 2025, total revenue decreased by 1% to $7.93 million. Processing and storage fees saw a slight decline due to an 18% decrease in new domestic cord blood specimens, despite a 3% increase in recurring annual storage fees. Cost of sales decreased by 8%, while selling, general, and administrative expenses increased by 6%. Research and development expenses were significantly lower due to reduced Duke-related study funding. Depreciation and amortization increased due to the Durham facility. Net income decreased by 45.8% from $655,790 to $355,785, driven by losses on marketable securities and increased interest expense, with no impairment of Tianhe stock in 2025 Revenue Breakdown (Three Months Ended May 31) | Revenue Type | 2025 ($) | 2024 ($) | Change (%) | | :------------------------ | :---------- | :---------- | :--------- | | Processing and storage fees | 7,871,719 | 7,965,500 | -1.18 | | Public banking revenue | 42,688 | 41,477 | +2.92 | | Product revenue | 14,436 | 35,834 | -59.69 | | **Total revenue** | **7,928,843** | **8,042,811** | -1.42 | - Processing and storage fees decreased due to an **18% decrease** in new domestic cord blood specimens processed, despite a **3% increase** in recurring annual storage fee revenue[177](index=177&type=chunk) - Cost of sales decreased by **8%** to **$1,856,539**, while selling, general and administrative expenses increased by **6%** to **$4,257,857**[179](index=179&type=chunk)[180](index=180&type=chunk) - Research, development and related engineering expenses decreased from **$241,085** to **$131,711**, primarily due to reduced funding for Duke University clinical studies[181](index=181&type=chunk) - Depreciation and amortization increased from **$59,798** to **$190,102**, mainly due to the company's building in Durham, NC[182](index=182&type=chunk) - Net income decreased from **$655,790** in 2024 to **$355,785** in 2025, impacted by losses on marketable securities and increased interest expense[14](index=14&type=chunk)[184](index=184&type=chunk) [Liquidity and Capital Resources](index=58&type=section&id=Liquidity%20and%20Capital%20Resources) The company's cash and cash equivalents decreased to $137,491 at May 31, 2025, from $560,960 at November 30, 2024. Operating activities provided $1.66 million in cash, while investing activities used $1.79 million, and financing activities used $0.29 million, largely due to dividend payments. The company anticipates $5 million in capital expenditures over the next 12 months. The ongoing arbitration with Duke University makes future funding needs for Duke-related activities unpredictable, and further investments are paused, impacting the planned infusion clinic and Celle Corp. spinoff. The company expects current resources and external capital to cover needs for the next 12 months, but acknowledges risks if revenues fall short or additional financing is unavailable - Cash and cash equivalents decreased from **$560,960** at November 30, 2024, to **$137,491** at May 31, 2025[190](index=190&type=chunk) - Net cash provided by operating activities was **$1,661,077** for the six months ended May 31, 2025[190](index=190&type=chunk) - Net cash used in investing activities was **$1,790,284**, primarily for marketable securities purchases (**$2,574,249**) and equipment (**$124,461**), partially offset by sales[197](index=197&type=chunk) - Net cash used in financing activities was **$294,262**, driven by **$3,231,227** in cash dividends and **$88,619** in treasury stock purchases, partially offset by **$6,800,000** from the line of credit[197](index=197&type=chunk) - The company anticipates **$5,000,000** in discretionary capital expenditures over the next twelve months for property build-out, equipment, and software enhancements[192](index=192&type=chunk) - Due to the Duke arbitration, the company cannot predict funding needs for Duke-related activities and has paused further investments (except for a comparability study under **$350,000**)[196](index=196&type=chunk)[198](index=198&type=chunk) [Critical Accounting Policies](index=62&type=section&id=Critical%20Accounting%20Policies) The company's critical accounting policies, which require significant judgment and estimates, include revenue recognition, allowance for doubtful accounts, stock-based compensation, income taxes, and license and revenue sharing agreements. These policies are detailed in Note 1 to the Consolidated Financial Statements - Critical accounting policies include revenue recognition, allowance for doubtful accounts, stock-based compensation, income taxes, and license and revenue sharing agreements[200](index=200&type=chunk) [Recently Issued Accounting Pronouncements](index=62&type=section&id=Recently%20Issued%20Accounting%20Pronouncements) Refer to Note 1 to the Consolidated Financial Statements for details on recently issued accounting pronouncements - Details on recently issued accounting pronouncements are provided in Note 1 to the Consolidated Financial Statements[201](index=201&type=chunk) [Off-Balance Sheet Arrangements](index=62&type=section&id=Off-Balance%20Sheet%20Arrangements) The company has no material off-balance sheet arrangements that would significantly affect its financial condition or results of operations - The company has no material off-balance sheet arrangements[202](index=202&type=chunk) [Item 3. Quantitative and Qualitative Disclosures about Market Risk](index=62&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20about%20Market%20Risk) This section addresses the company's exposure to market risks, such as interest rate and foreign currency fluctuations - This item is not applicable[203](index=203&type=chunk) [Item 4. Controls and Procedures](index=62&type=section&id=Item%204.%20Controls%20and%20Procedures) This section reports on the effectiveness of the company's disclosure controls and internal control over financial reporting - The company's principal executive and financial officers concluded that disclosure controls and procedures were fully effective as of **May 31, 2025**[204](index=204&type=chunk)[205](index=205&type=chunk) - No material changes in internal control over financial reporting occurred during the quarter ended **May 31, 2025**[206](index=206&type=chunk) - Management acknowledges that control systems have inherent limitations and provide only reasonable, not absolute, assurance against error and fraud[207](index=207&type=chunk)[208](index=208&type=chunk) PART II - OTHER INFORMATION [Item 1. Legal Proceedings](index=65&type=section&id=Item%201.%20Legal%20Proceedings) The company is involved in a class action lawsuit (Lindsey Lehr v. Cryo-Cell International, Inc.) concerning advertising claims, which is proceeding to arbitration. Additionally, Cryo-Cell has filed an arbitration demand against Duke University for alleged fraudulent inducement and breach of a license agreement, seeking over $100 million in damages, while Duke has counterclaimed and terminated the agreement. The company believes these matters will not have a material adverse effect but acknowledges the inherent uncertainty of litigation - A class action lawsuit (Lindsey Lehr v. Cryo-Cell International, Inc.) alleging misrepresentation of service value and efficacy is scheduled for a final arbitration hearing in **September 2025**[211](index=211&type=chunk) - Cryo-Cell filed an arbitration demand against Duke University, alleging fraudulent inducement and breach of the License Agreement, seeking damages exceeding **$100 million**[212](index=212&type=chunk) - Duke University has asserted counterclaims and issued a notice of termination of the License Agreement as of **May 17, 2025**[212](index=212&type=chunk) [Item 1A. Risk Factors](index=65&type=section&id=Item%201A.%20Risk%20Factors) This section outlines significant risks that could materially affect the company's business, financial condition, and results of operations. These risks span business operations, government regulation, international activities, information technology, intellectual property, and public company obligations. Key concerns include the uncertainty of the Celle Corp. spinoff and Duke License Agreement, the need for additional capital, intense competition, rapid technological changes, regulatory compliance, international operational challenges, cybersecurity threats, intellectual property protection, and the costs and demands of being a public company [Risk Related to our Business](index=65&type=section&id=Risk%20Related%20to%20our%20Business) This section outlines risks specific to the company's operations, market, and strategic initiatives - Uncertainty exists regarding the successful completion of the Celle Corp. spinoff and strategic alternatives due to the Duke arbitration[217](index=217&type=chunk) - The company may need to raise additional capital, especially if required to invest further in the Duke License Agreement, with no assurance of obtaining favorable financing[220](index=220&type=chunk) - Future success depends on the continued viability and market acceptance of stem cell use, which is subject to rapid technological and therapeutic changes[224](index=224&type=chunk)[240](index=240&type=chunk) - The stem cell preservation market is increasingly competitive, potentially hindering revenue growth and business maintenance[236](index=236&type=chunk) - A failure or disruption in cryopreservation storage facilities or systems could harm the business and reputation, potentially leading to litigation and uncompensated losses[237](index=237&type=chunk) - There is uncertainty regarding the outcome of the Duke Arbitration Demand and the ability to recoup damages or investment in the Duke License Agreement[241](index=241&type=chunk)[242](index=242&type=chunk)[243](index=243&type=chunk)[244](index=244&type=chunk) [Risk Related to Government Regulation](index=77&type=section&id=Risk%20Related%20to%20Government%20Regulation) This section details regulatory compliance risks, including FDA requirements and state licensing - The company is subject to substantial FDA regulation, including registration, inspection, and compliance with **21 CFR Part 1271** for HCT/Ps and **21 CFR 800s** for medical devices (PrepaCyte CB)[246](index=246&type=chunk)[249](index=249&type=chunk)[251](index=251&type=chunk) - Compliance with state-specific licensing requirements (e.g., California, Illinois, Maryland, New Jersey, New York) is necessary to operate in those states[252](index=252&type=chunk) - Evolving legislation and regulations, including those related to patient privacy (HIPAA) and hazardous materials, could increase costs or subject the company to liability[254](index=254&type=chunk)[256](index=256&type=chunk)[257](index=257&type=chunk) [Risks Related to International Operations](index=79&type=section&id=Risks%20Related%20to%20International%20Operations) This section covers challenges and risks associated with the company's global business activities - International operations face challenges including weaker intellectual property protection, local business practices favoring competitors, political/economic instability, currency fluctuations, and difficulties in enforcing contracts[259](index=259&type=chunk) - Compliance with complex foreign and U.S. laws like the Foreign Corrupt Practices Act (FCPA) increases costs and risks of fines or sanctions[259](index=259&type=chunk)[261](index=261&type=chunk) - The business may be impacted by global events such as political events, trade disputes, war (e.g., Ukrainian-Russian conflict), natural disasters, and public health issues[262](index=262&type=chunk)[263](index=263&type=chunk) [Risks Related to Information Technology](index=83&type=section&id=Risks%20Related%20to%20Information%20Technology) This section addresses risks related to data security, system failures, and cybersecurity threats - Failure or disruption of critical information systems, including those hosted by third-party providers, could materially harm the business and reputation[264](index=264&type=chunk)[276](index=276&type=chunk) - Significant data security breaches or cyber-attacks could lead to loss/misuse of information, regulatory actions, litigation, and reputational damage[265](index=265&type=chunk)[266](index=266&type=chunk) - Increasing use of social media by the company and employees could lead to liability, data security breaches, or reputational damage[268](index=268&type=chunk)[269](index=269&type=chunk) - The use of open source software in products may pose risks, including unanticipated license conditions, claims of ownership, or security vulnerabilities[270](index=270&type=chunk)[271](index=271&type=chunk) [Risks Related to Intellectual Property](index=85&type=section&id=Risks%20Related%20to%20Intellectual%20Property) This section discusses challenges in protecting intellectual property and potential infringement claims - The company may not be able to protect its intellectual property rights globally, especially in jurisdictions with weaker enforcement, leading to potential infringement and costly litigation[272](index=272&type=chunk)[273](index=273&type=chunk) - Claims from third parties alleging patent infringement could result in costly litigation, diversion of management attention, and the need for royalty or license agreements[275](index=275&type=chunk) [Risks Related to being a Public Company](index=87&type=section&id=Risks%20Related%20to%20being%20a%20Public%20Company) This section highlights the compliance costs, governance demands, and other challenges of public company status - Operating as a public company incurs significant legal, accounting, and compliance costs, including Sarbanes-Oxley Act requirements, and demands substantial management time[277](index=277&type=chunk) - Failure to maintain effective internal control over financial reporting could adversely affect investor confidence and stock value[278](index=278&type=chunk) - The company's principal stockholders and management own approximately **45%** of voting stock, allowing them to exert significant control over stockholder-approved matters[282](index=282&type=chunk) - As a 'smaller reporting company,' reduced disclosure obligations may make the common stock less attractive to some investors[284](index=284&type=chunk) - Certain provisions in the company's charter, bylaws, and Delaware law may delay, defer, or prevent tender offers or takeover attempts[287](index=287&type=chunk)[288](index=288&type=chunk)[291](index=291&type=chunk) [Item 2. Unregistered Sales of Equity Securities and Use of Proceeds](index=93&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) During May 2025, the company repurchased 18,008 shares of its common stock at an average price of $4.92 per share under its publicly announced share repurchase program, leaving 1,196,532 shares yet to be purchased Issuer Purchases of Equity Securities (May 2025) | Period | Total Number of Shares Purchased | Average Price Paid per Share ($) | Maximum Number of Shares that May Yet Be Purchased Under the Plans or Programs | | :----------------- | :------------------------------- | :------------------------------- | :----------------------------------------------------------------------------- | | May 1 - 31, 2025 | 18,008 | 4.92 | 1,196,532 | [Item 3. Defaults Upon Senior Securities](index=93&type=section&id=Item%203.%20Defaults%20Upon%20Senior%20Securities) There were no defaults upon senior securities during the reporting period - No defaults upon senior securities occurred[293](index=293&type=chunk) [Item 4. Mine Safety Disclosures](index=93&type=section&id=Item%204.%20Mine%20Safety%20Disclosures) This section is not applicable to the company - This item is not applicable[294](index=294&type=chunk) [Item 5. Other Information](index=93&type=section&id=Item%205.%20Other%20Information) There is no other information to report in this section - No other information to report[295](index=295&type=chunk) [Item 6. Exhibits](index=94&type=section&id=Item%206.%20Exhibits) This section lists all exhibits filed with the Form 10-Q, including corporate governance documents, agreements, equity incentive plans, and certifications - Exhibits include Amended and Restated Certificate of Incorporation, By-Laws, Purchase Agreement, 2022 Equity Incentive Plan, Commercial Lease, Fourth Amendment to Credit Agreement, and various certifications (Co-CEO, CFO, Section 906)[296](index=296&type=chunk) SIGNATURES [Signatures](index=95&type=section&id=Signatures) The report is duly signed on behalf of Cryo-Cell International, Inc. by its Co-Chief Executive Officers, David Portnoy and Mark Portnoy, and its Vice President, Finance, Chief Financial Officer, Jill M. Taymans, as of July 15, 2025 - The report is signed by David Portnoy (Co-CEO), Mark Portnoy (Co-CEO), and Jill M. Taymans (VP, Finance, CFO)[299](index=299&type=chunk)[300](index=300&type=chunk)[301](index=301&type=chunk) - The signing date is **July 15, 2025**[301](index=301&type=chunk)

Cord Blood and Tissue Services - The company currently stores over 240,000 cord blood and cord tissue specimens, having been the first private cord blood bank to separate and store stem cells in 1992[136]. - The company introduced its cord tissue service in 2011, which stores a section of the umbilical cord tissue, expanding its service offerings[137]. - The company has a 100% viability rate of its specimens upon thaw for therapeutic use since inception[151]. - The company charges an annual fee for storage after the first year, with options for 18-year and lifetime pre-paid storage plans[149]. - The company offers a payment warranty of up to $100,000 for clients if the umbilical cord blood product fails to engraft for a stem cell transplant[151]. Financial Performance - Revenue for the three months ended February 28, 2025 was $7,968,880, an increase of 2% compared to $7,852,235 for the same period in 2024[164]. - Processing and storage fees for the three months ended February 28, 2025 were $7,865,888, reflecting a 4% increase in recurring annual storage fee revenue, despite a 12% decrease in new domestic cord blood specimens processed[165]. - Product revenue for the three months ended February 28, 2025 was $20,913, significantly up from $3,000 in the same period in 2024[166]. - Cost of sales decreased by 4% to $1,984,588 for the three months ended February 28, 2025, compared to $2,066,371 for the same period in 2024[167]. - Selling, general and administrative expenses increased by 5% to $4,638,285 for the three months ended February 28, 2025, compared to $4,428,566 in 2024[168]. - Research, development, and related engineering expenses dropped to $98,143 for the three months ended February 28, 2025, down from $502,889 in the same period in 2024[169]. - Interest expense increased to $494,962 for the three months ended February 28, 2025, compared to $256,459 in the same period in 2024[171]. - Cash and cash equivalents decreased to $223,122 as of February 28, 2025, down from $560,960 at November 30, 2024[178]. Duke License Agreement Dispute - The company recorded an impairment charge of $13,108,064 during the fourth quarter of fiscal 2023 related to the Duke License Agreement[141]. - The Company anticipates needing over $50 million over the next 5 years to fund activities related to the Duke License Agreement[180]. - The Company has filed an Arbitration Demand against Duke, alleging damages exceeding $100 million due to fraudulent inducement and breaches of the License Agreement[181]. - Duke has responded with counterclaims for breach of the License Agreement, seeking unspecified damages[182]. - The Company is unable to predict funding needs related to the Duke License Agreement until the dispute is resolved, pausing investments except for a comparability study costing less than $350,000[183]. - Previously, the Company estimated needing over $50 million over the next 5 years for activities related to the Duke License Agreement, but this is now uncertain due to the ongoing arbitration[184]. - If required to continue investing in the Duke License Agreement, the Company plans to use cash-on-hand, future cash flows, a revolving line of credit, and potential debt or equity financing[184]. Research and Development - The company has expanded its research and development activities to include technologies related to stem cells harvested from sources beyond umbilical cord blood[137]. - The company believes that the market for cord blood stem cell preservation is enhanced by global discussions on stem cell research and the focus on reducing healthcare costs[148]. - The company anticipates opening the Cryo-Cell Institute for Cellular Therapies in the fourth quarter of fiscal 2024, although this is currently on hold due to the Duke dispute[139][140]. Market Competition - The company has faced challenges with competition from public cord blood banks, particularly in overseas markets[134].

Financial Performance - For the fiscal year ended November 30, 2024, the Company reported revenue of $31,986,106, a 2% increase from $31,343,695 in the previous year[174]. - Processing and storage fees increased to $31,551,550, reflecting a 4% rise in recurring annual storage fee revenue, despite a 6% decrease in new domestic cord blood specimens processed[175]. - Revenue from public cord blood banking decreased to $366,672, down from $481,148 in the previous year[177]. - Interest expense for the fiscal year ended November 30, 2024, was $1,864,684, an increase from $1,236,794 in fiscal 2023[187]. - U.S. income tax expense for the twelve months ended November 30, 2024, was $2,402,026 compared to an income tax benefit of $3,842,826 for the twelve months ended November 30, 2023[189]. - Net cash provided by operating activities in fiscal 2024 was $6,010,910, down from $8,919,754 in fiscal 2023[198]. - The Company recorded a gain of $105,887 on the change in the fair value of a derivative for the fiscal year ended November 30, 2024[188]. Expenses - Cost of sales decreased by 5% to $7,947,752, attributed to reduced processing of new domestic cord blood specimens[178]. - Selling, general and administrative expenses rose by 8% to $18,521,218, primarily due to increased selling and marketing expenses and personnel costs[179]. - Research, development, and related engineering expenses increased to $1,242,536, with $324,435 allocated to the Clinical Study and Research Agreement with Duke University[180]. Impairment and Legal Matters - The Company recorded an impairment charge of $13,108,064 for the Duke License Agreement in the fourth quarter of fiscal 2023[171]. - The Company filed a demand for arbitration against Duke, alleging damages exceeding $100 million[197]. - As of November 30, 2024, the Company had approximately 6,000 cord blood units in inventory, with an impairment charge of $3,737,133 recognized during the fourth quarter of 2023[220]. Business Operations and Future Plans - The Company plans to expand its business into biopharmaceutical manufacturing and operating clinics, contingent on the resolution of the Duke Dispute[169]. - The proposed spinoff of Celle Corp. is currently on hold pending the outcome of the Duke Dispute[170]. - The Company has stored over 240,000 cord blood and cord tissue specimens, maintaining its position as a leading private cord blood bank since its founding in 1989[167]. Cash Flow and Financing - Net cash used in investing activities in fiscal 2024 was $4,876,899, primarily due to $2,403,708 for equipment purchases and $1,200,000 related to the Duke License Agreement[198]. - The Company had cash and cash equivalents of $560,960 as of November 30, 2024, compared to $406,067 at November 30, 2023[194]. - The balance of the revolving line of credit as of November 30, 2024, was $3,520,000[195]. - The Company anticipates needing over $50 million over the next 5 years for activities related to the Duke License Agreement, but current funding needs are uncertain due to ongoing arbitration[196][200]. Stock and Compensation - The Company has three stock-based employee compensation plans, with expenses recognized based on fair value and vesting conditions[210]. - The Company has adopted the 2022 Equity Incentive Plan, reserving 1,500,000 shares for stock options and other stock awards[215]. Licensing and Revenue Sharing - The Company has entered into licensing agreements in various international markets, including one agreement each in El Salvador, Guatemala, Panama, Honduras, and Pakistan, and two agreements in India, Nicaragua, and Costa Rica[216]. - The Company earns royalties on processing and storage fees from licensees, which are included in processing and storage fees revenue[218]. - The Company recognizes non-refundable fees from Revenue Sharing Agreements as a long-term liability, with cash flows fluctuating from period to period[222]. - Accounts receivable are due within 30 days and are stated net of an allowance for doubtful accounts, which may increase if clients' financial conditions deteriorate[219]. Contingent Consideration - The estimated fair value of contingent consideration from the sale of public cord blood inventory is determined using a Monte Carlo analysis[224]. - The Company did not note any impairment for long-lived assets for the twelve months ended November 30, 2024, and November 30, 2023[208]. - The Company capitalized $409,307 and $683,524 of interest related to the construction of its new facility in North Carolina during fiscal 2024 and 2023, respectively[187].

Financial Results Announcement - The company announced its financial results for the three and nine months ended August 31, 2024[2] - A press release detailing the financial results was issued on October 15, 2024[2] Financial Statements - The financial statements of businesses acquired are not applicable[4] Company Classification - The company is not classified as an emerging growth company[2] Report Features - The report includes a cover page interactive data file[4]

Financial Performance - Revenue for the nine months ended August 31, 2024 was $23,961,761, a 2.1% increase from $23,466,980 in the same period in 2023[138]. - Processing and storage fee revenue increased by 3%, while there was a 4% decrease in the number of new domestic cord blood specimens processed[139]. - Public cord blood banking revenue for the nine months ended August 31, 2024 was $205,799, down from $398,896 in the same period in 2023, reflecting customer demand volatility[139]. - Revenue for the three months ended August 31, 2024 was $8,066,715, a 3% increase from $7,869,875 in the same period in 2023[147]. - Public cord blood banking revenue for the three months ended August 31, 2024 was $120,609, significantly up from $4,383 in the same period in 2023, indicating a recovery in customer demand[148]. Expenses and Financial Metrics - Selling, general and administrative expenses increased by 7% to $12,510,787 for the nine months ended August 31, 2024, compared to $11,722,435 in 2023[141]. - Research and development expenses rose to $937,907 for the nine months ended August 31, 2024, up from $727,648 in 2023, with significant funding for clinical studies[141]. - Selling, general and administrative expenses for the three months ended August 31, 2024, increased by 9% to $4,149,785 compared to $3,804,564 in the same period of 2023[150]. - Research, development, and related engineering expenses decreased to $193,933 for the three months ended August 31, 2024, down from $344,132 in 2023[150]. - Interest expense decreased to $1,119,196 for the nine months ended August 31, 2024, down from $1,405,825 in the same period in 2023[145]. - Interest expense rose to $533,464 for the three months ended August 31, 2024, compared to $469,642 in the same period of 2023[153]. - Gains on marketable securities significantly increased to $522,458 for the three months ended August 31, 2024, from $93,386 in 2023[153]. - Cash and cash equivalents decreased to $197,437 as of August 31, 2024, down from $406,067 at November 30, 2023[159]. - Net cash from operating activities for the nine months ended August 31, 2024, was $3,853,917, compared to $5,575,440 in the same period of 2023[159]. - The balance of the revolving line of credit as of August 31, 2024, was $2,222,728[160]. Legal and Regulatory Matters - During fiscal 2023, the company recorded an impairment charge of $13,108,064 related to the Duke License Agreement[117]. - The company has paused investments related to the Duke License Agreement until arbitration claims are resolved, with only a comparability study costing less than $350,000 planned[117]. - The proposed spinoff of Celle Corp. is on hold and may not occur depending on the outcome of the Duke dispute[117]. - The company filed a demand for arbitration against Duke, alleging damages exceeding $100 million[162]. - The company does not anticipate making further investments in activities related to the Duke License Agreement until arbitration claims are resolved[163]. - The company anticipates needing over $50 million over the next 5 years for activities related to the Duke License Agreement, but current arbitration claims may affect this[161][165]. Business Operations and Strategy - The company currently stores over 235,000 cord blood and cord tissue specimens for newborns and their families[115]. - The anticipated opening of the Cryo-Cell Institute for Cellular Therapies has been postponed to the fourth quarter of fiscal 2024[116]. - The company aims to maximize growth potential through superior quality, value-driven competitive leadership, and increased public awareness[123]. - The company believes that the market for cord blood stem cell preservation is enhanced by global discussions on stem cell research and reducing healthcare costs[124]. - The company operates from a nearly 18,000 square-foot cGMP/cGTP-compliant facility designed for security and operational redundancies[126]. - The company has expanded its R&D activities to develop technologies related to stem cells harvested from sources beyond umbilical cord blood[115]. - The Company completed the purchase of a 56,000 square foot facility in Durham, North Carolina, to expand its cryopreservation and cold storage business[130]. - The new facility is expected to introduce the ExtraVault service, providing cold storage solutions to biopharmaceutical companies and healthcare institutions[131].

Financial Performance - Revenue from public cord blood banking sales for the six months ended May 31, 2024, was $85,190, a decrease from $394,513 for the same period in 2023, attributed to customer demand volatility [213]. - For the six months ended May 31, 2024, product revenue was $38,834, a decrease from $59,377 for the same period in 2023 [237]. - Revenue for the three months ended May 31, 2024, was $8,042,811, representing a 3% increase compared to $7,772,690 for the same period in 2023, driven by a 5% increase in processing and storage fees [242]. - Cost of sales for the six months ended May 31, 2024, was $4,185,218, a slight decrease of 1% from $4,210,550 in the same period in 2023 [238]. - Cost of sales for the three months ended May 31, 2024, was $2,024,750, reflecting a 6% decrease from $2,143,186 for the same period in 2023 [243]. - U.S. income tax expense for the six months ended May 31, 2024, was $1,054,659, compared to $573,154 for the same period in 2023 [241]. Expenses - Research, development, and related engineering expenses for the six months ended May 31, 2024, were $743,974, up from $383,516 in the 2023 period, with $270,368 related to the Clinical Study and Research Agreement with Duke University [214]. - Selling, general, and administrative expenses for the three months ended May 31, 2024, were $4,021,357, slightly down from $4,038,968 in the 2023 period [219]. - Interest expense for the six months ended May 31, 2024, was $585,732, down from $936,183 in the comparable period in 2023 [216]. Capital Expenditures and Cash Position - The company anticipates discretionary capital expenditures of approximately $5,000,000 over the next twelve months for property build-out and equipment purchases [250]. - The company had cash and cash equivalents of $469,195 as of May 31, 2024, an increase from $406,067 at November 30, 2023 [249]. Business Development and Strategy - The Company completed the purchase of a 56,000 square foot facility in Durham, North Carolina, on July 18, 2022, to expand its cryopreservation and cold storage business [204]. - The company is constructing a new facility to expand its cryopreservation and cold storage business, introducing the ExtraVault service for biopharmaceutical companies [232]. - The Company has definitive license agreements to market its umbilical cord blood stem cell programs in several Central American countries [210]. - The Company plans to explore treatments for osteoarthritis using proprietary processes and regulatory data developed at Duke University [194]. - The company plans to open the Cryo-Cell Institute for Cellular Therapies and begin infusing patients during the 4th quarter of fiscal 2024 due to delays in FDA approval for its Phase 3 CP Trial [224]. - The Company aims to continue offering cord blood and cord tissue banking services, relying on online advertising and a national team of field educators for client enrollment [208]. Impairment and Viability - The Company recorded an impairment charge of $13,108,064 during the fourth quarter of fiscal 2023 due to uncertain future cash flows from the Duke license agreement [195]. - The company has a 100% viability rate of its specimens upon thaw for therapeutic use since inception [230].

Corporate Structure and Subsidiaries - The Company formed a wholly owned subsidiary, Celle Corp., on February 22, 2024, to hold certain assets not directly associated with its recurring revenue stream [71]. Financial Projections and Needs - The Company anticipates needing over $50 million over the next 5 years to fund various activities, including clinical trials and capital expenditures [75]. - The Company anticipates discretionary capital expenditures of approximately $5,000,000 over the next twelve months for property build-out and equipment purchases [223]. - The Company anticipates that its cash and cash equivalents, marketable securities, and cash flows from future operations will be sufficient to fund its known cash needs for at least the next 12 months [243]. Legal and Compliance Matters - The Company believes that the resolution of a legal matter will not have a material adverse effect on its business or financial position, although there is a possibility of an unfavorable outcome [67]. - The Company’s common stock may be delisted from NYSE if it fails to comply with continued listing standards, which could adversely affect liquidity and capital raising efforts [72]. Financial Reporting and Internal Controls - The Company’s internal controls over financial reporting were deemed not effective due to a material weakness in identifying appropriate accounting treatment for non-routine transactions [60]. - The Company adopted ASU 2016-13 regarding credit losses as of December 1, 2023, with no material impact on its consolidated financial statements [89]. Revenue and Income - The company reported a net income of $556,241 for the three months ended February 29, 2024, compared to $766,812 for the same period in 2023, reflecting a decrease of approximately 27.4% [109]. - Total net revenue for the three months ended February 29, 2024, was $7,852,235, compared to $7,824,415 for the same period in 2023, reflecting a slight increase [133]. - Revenue from public cord blood banking sales for the three months ended February 29, 2024, was $43,713, a decrease from $230,697 for the same period in 2023, representing a decline of approximately 81% [196]. Expenses and Costs - The total cost of sales for the three months ended February 29, 2024, was $2,160,468, compared to $2,067,364 for the same period in 2023, indicating an increase of approximately 4.5% [133]. - Selling, general, and administrative expenses for the three months ended February 29, 2024, were $4,339,645, representing a 12% increase from $3,878,903 in 2023 [234]. - Interest expense for the three months ended February 29, 2024, was $256,459, down from $466,231 in the comparable period in 2023 [236]. Assets and Inventory - Total inventory as of February 29, 2024, was $5,979,140, a slight decrease from $6,028,996 as of November 30, 2023 [104]. - The Company had approximately 6,000 cord blood units in inventory as of February 29, 2024, valued at the lower of cost or net realizable value [251]. Clinical Trials and Research - The total cost of the phase 3 clinical trial for treating children with cerebral palsy is estimated at $20 million, with clinical trial expenses recorded as $94,099 for the three months ended February 29, 2024 [161]. - The company has completed or is in progress of 19 FDA approved clinical trials related to the Duke License Agreement and intends to fund additional trials as necessary [155]. Strategic Plans and Business Development - The company aims to expand its core business units to include cord blood storage services, infusion clinic services, and biopharmaceutical manufacturing if BLA(s) are approved by the FDA [174]. - The company plans to open the Cryo-Cell Institute for Cellular Therapies in a 56,000 square feet facility in Durham, with operations expected to begin during fiscal 2024 [169][174]. - The company intends to expand its cryopreservation and cold storage business with the introduction of a new service, ExtraVault, aimed at biopharmaceutical companies and healthcare institutions [192]. Market Position and Competitive Advantage - The company has a competitive advantage as the world's first private cord blood bank, currently storing over 500,000 cord blood and cord tissue specimens [189]. - The company has a national team of field cord blood educators to increase awareness of the benefits of storing cord blood and cord tissue [193]. Cash Flow and Financing Activities - Net cash used in operating activities for the three months ended February 29, 2024, was $356,865, compared to net cash provided of $1,643,926 for the same period in 2023 [241]. - Net cash provided by financing activities for the three months ended February 29, 2024, was $538,959, mainly from a $950,000 line of credit, offset by $240,665 in repayments and $170,376 for stock repurchases [241]. Impairment and Asset Management - The company recorded an impairment charge of $13,108,064 during the fourth quarter of fiscal 2023 due to uncertain future cash flows from the Duke license agreement [160]. - The company has recognized indications of impairment of assets associated with the Duke license agreement, leading to a full impairment of the asset [160].

OLDSMAR, Fla.--(BUSINESS WIRE)--Cryo-Cell International, Inc. (NYSE American LLC: CCEL) (the “Company”), the world’s first private cord blood bank to separate and store stem cells in 1992, announced results for its fiscal year ended November 30, 2023. Financial Results Revenue Consolidated revenues for fiscal 2023 were $31.3 million compared to $30.3 million for fiscal 2022. The revenues for fiscal 2023 consisted of $30.8 million in processing and storage fee revenue, $66,000 in product revenue and $481, ...