
PART I—FINANCIAL INFORMATION Item 1. Condensed Consolidated Financial Statements (Unaudited) Unaudited financial statements, including balance sheets, operations, equity, and cash flows, highlight losses and going concern risk Condensed Consolidated Balance Sheets Balance sheets show decreased total assets and stockholders' equity, driven by reduced cash and increased accumulated deficit Condensed Consolidated Balance Sheet Highlights | Metric | March 31, 2025 | December 31, 2024 | | :-------------------------------- | :------------- | :---------------- | | Cash and cash equivalents | $3,704,611 | $6,499,018 | | Total current assets | $3,927,881 | $6,565,717 | | Total assets | $3,970,271 | $6,622,049 | | Total current liabilities | $1,089,519 | $1,913,667 | | Total stockholders' equity | $2,880,752 | $4,708,382 | | Accumulated deficit | $(42,556,723) | $(40,505,638) | Condensed Consolidated Statements of Operations Net loss improved to $2.1 million in Q1 2025 from $2.7 million in Q1 2024, despite increased operating expenses Condensed Consolidated Statements of Operations Highlights (Three Months Ended March 31) | Metric | 2025 | 2024 | Change (YoY) | | :-------------------------- | :------------ | :------------ | :----------- | | Research and development | $858,830 | $717,582 | +$141,248 | | General and administrative | $1,236,157 | $1,184,556 | +$51,601 | | Total operating expenses | $2,094,987 | $1,902,138 | +$192,849 | | Loss from operations | $(2,094,987) | $(1,902,138) | $(192,849) | | Total other income (expense), net | $43,902 | $(779,295) | +$823,197 | | Net loss | $(2,051,085) | $(2,681,433) | +$630,348 | | Net loss per share, basic and diluted | $(2.11) | $(39.37) | +$37.26 | Condensed Consolidated Statements of Changes in Stockholders' Equity Stockholders' equity decreased to $2.9 million due to net loss, partially offset by stock-based compensation and common stock issuances Changes in Stockholders' Equity (Three Months Ended March 31, 2025) | Item | Amount | | :------------------------------------------ | :------------- | | Balance at December 31, 2024 | $4,708,382 | | Alternative cashless exercise of Class F Common Stock Warrants | $0 | | Issuance of RSA's | $0 | | Stock-based compensation expense | $223,455 | | Net loss | $(2,051,085) | | Balance as of March 31, 2025 | $2,880,752 | Condensed Consolidated Statements of Cash Flows Operating cash use remained $2.8 million; no investing or financing cash flows in Q1 2025 led to a significant cash decrease Condensed Consolidated Statements of Cash Flows Highlights (Three Months Ended March 31) | Cash Flow Activity | 2025 | 2024 | | :-------------------------------- | :------------ | :------------ | | Net cash used in operating activities | $(2,794,407) | $(2,837,969) | | Net cash used in investing activities | $0 | $(19,172) | | Net cash provided by financing activities | $0 | $5,417,180 | | Net (decrease) increase in cash and cash equivalents | $(2,794,407) | $2,560,039 | | Cash and cash equivalents at end of period | $3,704,611 | $14,551,740 | Notes to the Unaudited Condensed Consolidated Financial Statements Detailed notes cover organization, accounting, financial position, commitments, financing, equity, compensation, warrants, taxes, and segments, emphasizing going concern risk 1. Organization and Basis of Presentation Revelation Biosciences is a clinical-stage life science company developing Gemini for inflammatory conditions; effected a 1-for-16 reverse stock split - Revelation Biosciences is a clinical-stage life science company developing proprietary formulation Gemini for acute kidney injury (GEM-AKI), chronic kidney disease (GEM-CKD), and post-surgical infection (GEM-PSI)17 - On January 28, 2025, the Company effected a 1-for-16 reverse stock split of its common stock19 Liquidity and Capital Resources / Going Concern Recurring losses and insufficient cash raise substantial doubt about going concern; additional capital is necessary for continued operations - The Company incurred a net loss of $2.1 million for the three months ended March 31, 2025, and has an accumulated deficit of $42.6 million20 - As of March 31, 2025, cash and cash equivalents were $3.7 million, which is not anticipated to be sufficient to sustain operations for one year, raising substantial doubt about the company's ability to continue as a going concern20 - The Company plans to seek additional funding through public or private equity or debt financings to continue operations21 2. Summary of Significant Accounting Policies Outlines significant accounting policies, including estimates, EPS calculation, and recent pronouncements, with no material changes from prior annual report - No changes to the Company's significant accounting policies were made during the three months ended March 31, 2025, as described in the Annual Report on Form 10-K for 202426 - The Company evaluated recently issued accounting pronouncements and does not believe any will have a material impact on its condensed consolidated financial statements28 3. Balance Sheet Details Details prepaid expenses and other current assets (increased) and accrued expenses (decreased), reflecting operational liability changes Prepaid Expenses and Other Current Assets | Item | March 31, 2025 | December 31, 2024 | | :-------------------------------- | :------------- | :---------------- | | Prepaid insurance costs | $95,012 | $17,198 | | Other prepaid expenses & current assets | $128,258 | $49,501 | | Total prepaid expenses & current assets | $223,270 | $66,699 | Accrued Expenses | Item | March 31, 2025 | December 31, 2024 | | :-------------------------------- | :------------- | :---------------- | | Accrued payroll and related expenses | $217,967 | $835,724 | | Accrued clinical study expenses | $236,168 | $183,824 | | Accrued professional fees | $0 | $67,049 | | Accrued clinical development costs | $0 | $41,203 | | Accrued other expenses | $9,497 | $0 | | Total accrued expenses | $463,632 | $1,127,800 | 4. Commitments and Contingencies Company has month-to-month lease commitments and cancellable service contracts, with no material legal proceedings or pending litigation - The Company leases office space for $151/month and laboratory space for $5,350/month on a month-to-month basis32 - The Company is not a party to any material legal proceedings and is unaware of any material pending or threatened litigation34 5. 2024 Financings In 2024, the company completed public offerings and warrant inducements, raising significant net cash and issuing various warrants - February