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 February 28, 2022 ☐ 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 Jurisdict ...

Financial Performance - For the fiscal year ended November 30, 2021, the Company reported total revenue of $28,884,902, a decrease of 7% compared to $31,147,593 for the fiscal year ended November 30, 2020[99]. - The Company experienced a net income of $2,083,521, or $0.26 per basic common share, down from $3,624,596, or $0.48 per basic common share in fiscal 2020, primarily due to the 7% decrease in revenues[93]. - Cost of sales decreased by 7% to $8,989,736 for the fiscal year ended November 30, 2021, compared to $9,657,442 in fiscal 2020[106]. - Selling, general and administrative expenses increased by 2% to $14,625,311 for the fiscal year ended November 30, 2021, compared to $14,294,233 in fiscal 2020[107]. - Licensee income dropped to $0 in fiscal 2021 from $629,702 in fiscal 2020, due to the expiration of the royalty income from India[102]. - The impairment charge for public inventory was $1,164,499 for the fiscal year ended November 30, 2021, compared to $1,284,238 in fiscal 2020[110]. - U.S. income tax expense for the twelve months ended November 30, 2021 was $527,710, a decrease of 60.9% compared to $1,346,625 for the same period in 2020[113]. Cash Flow and Investments - Cash and cash equivalents decreased to $8,263,088 at November 30, 2021 from $10,361,125 at November 30, 2020, primarily due to net cash provided by operating activities of $7,926,094 in fiscal 2021[122]. - Net cash used in investing activities for fiscal 2021 was $6,951,171, including $1,510,150 for real estate purchases and $5,106,224 for a Patent Option and Technology License Agreement with Duke[122]. - The Company anticipates discretionary capital expenditures of approximately $14,000,000 over the next twelve months for software enhancements and property purchases[126]. - Net cash used in financing activities in fiscal 2021 was $3,072,960, primarily for repayments of notes payable[122]. - The Company anticipates funding future property and equipment purchases with cash-on-hand and cash flows from future operations[127]. - The Company does not have a line of credit, which may impact its financing options[125]. Business Strategy and Expansion - The Company plans to expand its business units to include biopharmaceutical manufacturing and infusion clinic services, with the Cryo-Cell Institute for Cellular Therapies projected to open in Q4 2022[91]. - The Company is exploring strategic options, including potential mergers or acquisitions, to maximize shareholder value[98]. Inventory and Accounts Receivable - As of November 30, 2021, the Company had approximately 6,000 cord blood units in inventory, with an impairment charge of $1,164,499 recognized in Q4 fiscal 2021 to reduce inventory from cost to net realizable value[148]. - Accounts receivable consist of uncollateralized amounts due from clients and license affiliates, with amounts outstanding longer than 30 days considered past due[145]. - If the financial condition of the Company's clients deteriorates, it may need to increase the allowance for doubtful accounts, negatively impacting earnings[145]. 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 each in India, Nicaragua, and Costa Rica[143]. - The Company earns royalties on processing and storage fees from licensees, which are included in processing and storage fees revenue on the consolidated statements of comprehensive income[144]. - Revenue Sharing Agreements (RSAs) allow parties to receive a percentage of future storage revenues, with non-refundable up-front fees recognized as long-term liabilities[150]. - The Company processes and stores specimens from licensees in multiple countries, including El Salvador, Guatemala, Ecuador, and others, impacting ongoing license income[144]. Legal and Contingent Liabilities - The Company incurs legal costs for patent and trademark applications, which are capitalized and amortized over the expected life of the patent or trademark[149]. - The Company has a contingent consideration liability related to the earnout from the sale of public cord blood inventory, with its fair value determined using a Monte Carlo analysis[151]. - The Company has no off-balance sheet arrangements that materially affect its financial condition or results of operations[154].

[PART I - FINANCIAL INFORMATION](index=2&type=section&id=PART%20I%20-%20FINANCIAL%20INFORMATION) [Item 1. Financial Statements](index=3&type=section&id=Item%201.%20Financial%20Statements) For the period ended August 31, 2021, the company's financial statements show increased total assets driven by the Duke license, a revenue decrease, and a rise in net income [Consolidated Balance Sheets](index=3&type=section&id=Consolidated%20Balance%20Sheets) As of August 31, 2021, total assets increased to **$59.4 million** driven by the Duke license, total liabilities rose, and stockholders' equity shifted from a deficit to a positive balance | Balance Sheet Items | Aug 31, 2021 (Unaudited) | Nov 30, 2020 | | :--- | :--- | :--- | | **Assets** | | | | Cash and cash equivalents | $7,700,806 | $10,361,125 | | Duke license agreement | $14,891,995 | $0 | | Total assets | $59,424,030 | $46,200,094 | | **Liabilities** | | | | Total current liabilities | $19,858,193 | $16,414,621 | | Total liabilities | $54,625,288 | $48,865,229 | | **Stockholders' Equity (Deficit)** | | | | Total stockholders' equity (deficit) | $4,798,742 | ($2,665,135) | [Consolidated Statements of Income](index=4&type=section&id=Consolidated%20Statements%20of%20Income) For the nine months ended August 31, 2021, total revenue decreased **8.6%** to **$21.6 million** due to lower fees and absent licensee income, while net income increased to **$2.7 million** | Metric | Q3 2021 (3 Months) | Q3 2020 (3 Months) | YTD 2021 (9 Months) | YTD 2020 (9 Months) | | :--- | :--- | :--- | :--- | :--- | | Total Revenue | $7,503,652 | $8,114,358 | $21,569,464 | $23,606,976 | | Operating Income | $1,596,338 | $2,480,221 | $4,826,667 | $5,481,477 | | Net Income | $856,494 | $784,467 | $2,720,713 | $2,424,771 | | Net income per common share - basic | $0.10 | $0.10 | $0.34 | $0.32 | | Net income per common share - diluted | $0.10 | $0.10 | $0.33 | $0.30 | [Consolidated Statements of Cash Flows](index=5&type=section&id=Consolidated%20Statements%20of%20Cash%20Flows) For the nine months ended August 31, 2021, net cash from operations was **$6.3 million**, while investing activities used **$6.7 million** and financing used **$2.3 million**, resulting in a **$2.7 million** net decrease in cash | Cash Flow Activity (Nine Months Ended) | Aug 31, 2021 | Aug 31, 2020 | | :--- | :--- | :--- | | Net cash provided by operating activities | $6,258,619 | $5,489,878 | | Net cash (used in) provided by investing activities | ($6,660,228) | $305,691 | | Net cash used in financing activities | ($2,258,710) | ($4,228,998) | | **Change in cash and cash equivalents** | **($2,660,319)** | **$1,566,571** | [Consolidated Statements of Stockholders' Equity (Deficit)](index=6&type=section&id=Consolidated%20Statements%20of%20Stockholders%27%20Equity%20%28Deficit%29) Stockholders' equity significantly improved from a **$2.7 million** deficit to a positive **$4.8 million** as of August 31, 2021, driven by net income and common stock issuances - Total stockholders' equity increased from a deficit of **($2,665,135)** at November 30, 2020, to a positive balance of **$4,798,742** at August 31, 2021[20](index=20&type=chunk) - The improvement was primarily due to net income of **$2,720,713** and the issuance of common stock which added **$4,509,295** to equity during the nine-month period[20](index=20&type=chunk) [Notes to Consolidated Financial Statements](index=7&type=section&id=Notes%20to%20Consolidated%20Financial%20Statements) The notes detail the company's business segments, accounting policies, and significant transactions, including the adoption of ASC 606 and the new Duke University license agreement [Note 1 - Description of Business, Basis of Presentation and Significant Accounting Policies](index=7&type=section&id=Note%201%20-%20Description%20of%20Business%2C%20Basis%20of%20Presentation%20and%20Significant%20Accounting%20Policies) The company operates in three segments, detailing revenue recognition under ASC 606, and reported **$39.7 million** in deferred revenue from unsatisfied performance obligations as of August 31, 2021 - The company's business is organized into three reportable segments: cellular processing and cryogenic storage for family use, manufacture of PrepaCyte CB units, and public cord blood banking[22](index=22&type=chunk) - As of August 31, 2021, the total aggregate transaction price allocated to unsatisfied performance obligations (deferred revenue) was **$39,721,777**, which will be recognized ratably over the contractual storage period[37](index=37&type=chunk) [Note 2 – Segment Reporting](index=17&type=section&id=Note%202%20%E2%80%93%20Segment%20Reporting) For the nine months ended August 31, 2021, the 'Umbilical cord blood and cord tissue stem cell service' segment was the primary revenue and profit driver, generating **$21.2 million** in revenue and **$5.7 million** in operating income | Segment Performance (Nine Months Ended Aug 31, 2021) | Net Revenue | Operating Income (Loss) | | :--- | :--- | :--- | | Umbilical cord blood and cord tissue stem cell service | $21,224,033 | $5,743,184 | | PrepaCyte®-CB | $56,200 | ($94,065) | | Public cord blood banking | $289,231 | ($822,452) | | **Total** | **$21,569,464** | **$4,826,667** | [Note 5 – Notes Payable](index=21&type=section&id=Note%205%20%E2%80%93%20Notes%20Payable) As of August 31, 2021, the company's net note payable balance decreased to **$2.7 million** from **$5.9 million**, with the entire remaining balance classified as current | Note Payable Obligation | Aug 31, 2021 | Nov 30, 2020 | | :--- | :--- | :--- | | Note payable | $2,683,433 | $6,008,433 | | Unamortized debt issuance costs | ($19,757) | ($67,219) | | **Net note payable** | **$2,663,676** | **$5,941,214** | [Note 13 – Patent Option and Technology License Agreement](index=30&type=section&id=Note%2013%20%E2%80%93%20Patent%20Option%20and%20Technology%20License%20Agreement) On February 23, 2021, the company entered into an exclusive Patent and Technology License Agreement with Duke University, involving a **$12 million** license fee, future royalties, milestone payments, and **$15.1 million** capitalized in Q1 2021 - The company entered into an exclusive license agreement with Duke University for certain patent rights related to cord blood and tissue treatments[148](index=148&type=chunk)[149](index=149&type=chunk) - Financial commitments include a **$12 million** license fee, royalties of **7%-12.5%** on net sales, minimum annual royalties up to **$5 million**, and milestone payments including up to **12.5%** of the company's fully-diluted equity[151](index=151&type=chunk)[152](index=152&type=chunk) - In Q1 2021, the company capitalized **$15,132,189** as a Duke license agreement asset, representing the present value of the license fee, stock transferred to Duke, and acquisition costs[154](index=154&type=chunk) [Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations](index=33&type=section&id=Item%202.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management discusses a **9%** revenue decrease for the first nine months of fiscal 2021, a strategic shift with the new Duke University license, and a **$2.7 million** decrease in cash position [Overview](index=34&type=section&id=Overview) The company's core business is cord blood processing and storage, with a strategic expansion into biopharmaceutical manufacturing and infusion clinics via the February 2021 Duke University license agreement - On February 23, 2021, the company entered into a major Patent and Technology License Agreement with Duke University to gain exclusive commercial rights to intellectual property, FDA data, and protocols for cord blood and tissue stem cell applications[166](index=166&type=chunk) - The company intends to expand its business into a triad of units: cord blood banking, biopharmaceutical manufacturing, and infusion clinic services[166](index=166&type=chunk) - The COVID-19 pandemic has led to a decline in new client and public banking sales, impacting revenues[172](index=172&type=chunk) [Results of Operations](index=36&type=section&id=Results%20of%20Operations) For the nine months ended August 31, 2021, total revenue fell **9%** to **$21.6 million** due to reduced licensee income and processing fees, while cost of sales and SG&A expenses also decreased | Revenue Breakdown (Nine Months Ended) | Aug 31, 2021 | Aug 31, 2020 | % Change | | :--- | :--- | :--- | :--- | | Processing and storage fees | $21,224,033 | $22,292,220 | -5% | | Public banking revenue | $289,231 | $484,547 | -40% | | Licensee and royalty income | $0 | $629,702 | -100% | | Product revenue | $56,200 | $200,507 | -72% | | **Total revenue** | **$21,569,464** | **$23,606,976** | **-9%** | - The drop in licensee income is because the company has recognized all income due under its License and Royalty Agreement with LifeCell after reaching the **$10 million** lifetime cap[180](index=180&type=chunk) - Depreciation and amortization for the nine-month period increased significantly to **$558,167** from **$130,034** in the prior year, primarily due to amortization of the new Duke License Agreement[184](index=184&type=chunk) [Liquidity and Capital Resources](index=40&type=section&id=Liquidity%20and%20Capital%20Resources) As of August 31, 2021, cash and cash equivalents decreased by **$2.7 million** to **$7.7 million**, primarily due to **$6.7 million** in investing activities and **$2.3 million** in financing activities, partially offset by **$6.3 million** from operations - Cash and cash equivalents decreased from **$10.4 million** at Nov 30, 2020 to **$7.7 million** at Aug 31, 2021[215](index=215&type=chunk) - Key uses of cash in the first nine months of 2021 included **$5.1 million** for the Duke agreement, **$1.5 million** for real estate purchase, and **$3.3 million** for note payable repayments[217](index=217&type=chunk)[219](index=219&type=chunk) - The company anticipates making discretionary capital expenditures of approximately **$10 million** over the next twelve months, primarily for software, equipment, and obligations under the Duke agreement[221](index=221&type=chunk) [Item 3. Quantitative and Qualitative Disclosures about Market Risk](index=42&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20about%20Market%20Risk) The company has indicated that this item is not applicable - Not applicable[228](index=228&type=chunk) [Item 4. Controls and Procedures](index=42&type=section&id=Item%204.%20Controls%20and%20Procedures) Management concluded that disclosure controls and procedures were not fully effective due to a material weakness identified in Q2 2021 related to non-routine transaction interpretation, with remediation steps undertaken - The company's principal executive and financial officers concluded that disclosure controls and procedures were not fully effective as of the end of the reporting period[229](index=229&type=chunk) - A material weakness was identified surrounding the company's interpretation of a non-routine transaction, as controls were not sufficient to identify certain items with precision[230](index=230&type=chunk) - Management has implemented changes during the quarter ended August 31, 2021, to remediate the weakness, including a more comprehensive review process of non-routine transactions[230](index=230&type=chunk)[231](index=231&type=chunk) [PART II - OTHER INFORMATION](index=44&type=section&id=PART%20II%20-%20OTHER%20INFORMATION) [Item 1. Legal Proceedings](index=44&type=section&id=Item%201.%20Legal%20Proceedings) The company is subject to routine legal proceedings, which management believes will not materially adversely affect its financial position or results of operations - The company states that it is subject to routine legal proceedings but does not expect them to have a material adverse effect on its business or financial condition[238](index=238&type=chunk) [Item 2. Unregistered Sales of Equity Securities and Use of Proceeds](index=44&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) The company did not repurchase any equity securities during the three-month period ended August 31, 2021, with **1,906,465** shares remaining authorized for repurchase - No shares were repurchased by the company during the quarter ended August 31, 2021[240](index=240&type=chunk) - The company has authorization to repurchase up to an additional **1,906,465** shares under its existing plan[240](index=240&type=chunk) [Item 6. Exhibits](index=45&type=section&id=Item%206.%20Exhibits) This section lists exhibits filed with the Form 10-Q, including CEO and CFO certifications pursuant to the Sarbanes-Oxley Act of 2002 and Inline XBRL data files - Exhibits filed include Sarbanes-Oxley Act Section 302 and 906 certifications from the Co-CEOs and CFO[245](index=245&type=chunk)[246](index=246&type=chunk)[247](index=247&type=chunk)[248](index=248&type=chunk)

U.S. SECURITIES AND EXCHANGE COMMISSION WASHINGTON D.C. 20549 Title of each class Trading Symbol(s) Name of each exchange on which registered Common Stock, $0.01 par value CCEL OTCQB Large accelerated filer ☐ Accelerated filer ☐ Non-accelerated filer ☐ Smaller reporting company ☑ Emerging growth company ☐ 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 May 31, 2021 ☐ Transition report pursuant to Section 13 or 15( ...

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 February 28, 2021 ☐ 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 0-23386 | --- | --- | |--------------------------------------------------------------------------------------------------------------------- ...

Title of each class Trading Symbol(s) Name of each exchange on which registered Common Stock, $0.01 par value CCEL OTCQB U.S. Securities and Exchange Commission Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. For the fiscal year ended November 30, 2020 ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. For the transition period from to Commission File Number 000-23386 CRYO-CELL INTERNATIONAL, INC. (Exact Na ...

U.S. SECURITIES AND EXCHANGE COMMISSION WASHINGTON D.C. 20549 Title of each class Trading Symbol(s) Name of each exchange on which registered Common Stock, $0.01 par value CCEL OTCQB Large accelerated filer ☐ Accelerated filer ☐ Non-accelerated filer ☐ Smaller reporting company ☑ Emerging growth company ☐ 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, 2020 ☐ Transition report pursuant to Section 13 or ...

Table of Contents Title of each classTrading Symbol(s)Name of each exchange on which registered Common Stock, $0.01 par value CCEL OTCQB Emerging growth company ☐ 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 May 31, 2020 ☐ Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934. For the transition period from to Commi ...

Table of Contents Title of each classTrading Symbol(s)Name of each exchange on which registered Common Stock, $0.01 par value CCEL OTCQB Emerging growth company ☐ 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 February 29, 2020 ☐ Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934. For the transition period from to ...

Table of Contents Title of each classTrading Symbol(s)Name of each exchange on which registered Common Stock, $0.01 per value CCEL OTCQB U.S. Securities and Exchange Commission Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. For the fiscal year ended November 30, 2019 ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. For the transition period from to Commission File Number 000-23386 CRYO-CELL INTERNATIONAL ...