
PART I – FINANCIAL INFORMATION Financial Statements The company reported no revenue, a significantly reduced net loss, and an improved balance sheet, but faces substantial doubt about its ability to continue as a going concern Unaudited Condensed Consolidated Balance Sheets Total assets increased slightly to $3.84 million while total liabilities decreased significantly to $164,626 due to a legal settlement Condensed Consolidated Balance Sheet Data (Unaudited) | Account | March 31, 2024 | December 31, 2023 | | :--- | :--- | :--- | | Assets | | | | Cash | $3,227,634 | $3,026,569 | | Total current assets | $3,839,574 | $3,737,763 | | Liabilities & Equity | | | | Accounts payable and accrued expenses | $146,186 | $360,662 | | Accrued legal settlement | $0 | $414,989 | | Total liabilities | $164,626 | $831,402 | | Total stockholders' equity | $3,674,948 | $2,906,361 | Unaudited Condensed Consolidated Statements of Operations The company's Q1 2024 net loss improved to $0.9 million from $3.7 million year-over-year, driven by a 90.5% decrease in R&D expenses Condensed Consolidated Statements of Operations (Unaudited) | Metric | Three Months Ended March 31, 2024 | Three Months Ended March 31, 2023 | | :--- | :--- | :--- | | Revenues | $0 | $0 | | Research and development expenses | $245,625 | $2,590,645 | | General and administrative expenses | $657,911 | $556,892 | | Loss from operations | ($903,536) | ($3,147,537) | | Net loss | ($865,970) | ($3,709,899) | | Loss per share - basic and diluted | ($1.31) | ($55.20) | Unaudited Condensed Consolidated Statements of Cash Flows Net cash used in operations was $1.3 million, offset by $1.5 million from financing activities, resulting in a cash balance of $3.23 million Cash Flow Summary (Unaudited) | Cash Flow Activity | Three Months Ended March 31, 2024 | Three Months Ended March 31, 2023 | | :--- | :--- | :--- | | Net cash used in operating activities | ($1,303,411) | ($1,349,993) | | Net cash provided by financing activities | $1,504,476 | $0 | | Net increase (decrease) in cash | $201,065 | ($1,349,993) | | Cash, end of period | $3,227,634 | $6,188,319 | Notes to Unaudited Condensed Consolidated Financial Statements Notes detail the company's 'Going Concern' issue, with cash reserves of $3.2 million only funding operations through Q3 2024 - The company is a medical device company focused on bone regeneration using the NELL-1 protein, licensed exclusively from UCLA TDG, which requires FDA pre-market approval25 - The company has an accumulated deficit of approximately $81.8 million and incurred a net loss of $0.9 million in Q1 2024, raising substantial doubt about its ability to continue as a going concern29 - Cash on hand of $3.2 million as of March 31, 2024, is expected to fund operations only through the third quarter of 2024, with estimated operating expenditures for the next twelve months at $6.9 million2930 - The company is obligated to make future milestone payments to UCLA TDG, including $250,000 upon Pivotal Study enrollment, $500,000 upon Pre-Market Approval, and $1,000,000 upon First Commercial Sale75 Management's Discussion and Analysis of Financial Condition and Results of Operations Management discusses reduced R&D expenses, a significant 'going concern' warning, and the need for an estimated $29 million to potentially achieve FDA approval Results of Operations Q1 2024 operating expenses fell 71.3% due to lower R&D costs, resulting in a net loss improvement to $0.9 million from $3.7 million in Q1 2023 Operating Expenses Comparison (Q1 2024 vs Q1 2023) | Expense Category | Q1 2024 | Q1 2023 | Change (%) | | :--- | :--- | :--- | :--- | | Research and development | $245,625 | $2,590,645 | (90.52)% | | General and administrative | $657,911 | $556,892 | 18.14% | | Total operating expenses | $903,536 | $3,147,537 | (71.29)% | - The significant decrease in R&D costs is attributed to high expenses in 2023 for the production of the NELL-1 protein required for the initial clinical study104 - The increase in G&A costs is mainly attributed to legal expenses related to settling ongoing litigation105 Liquidity and Capital Resources The company faces significant liquidity challenges, with $3.2 million in cash expected to last only through Q3 2024 despite a recent $1.5 million offering - The company has incurred accumulated losses of $81.8 million and its ability to continue as a going concern is in substantial doubt108 - Cash of $3,227,634 at March 31, 2024, is expected to fund operations through the third quarter of 2024111 - The company anticipates needing approximately $5 million to complete first-in-man studies and an additional $24 million to achieve FDA approval111 - A public offering on March 6, 2024, provided net proceeds of $1,504,476109112 Quantitative and Qualitative Disclosures about Market Risk The company states that this item is not applicable - Not applicable114 Controls and Procedures Management concluded that disclosure controls and procedures were effective as of March 31, 2024, with no material changes to internal controls - Based on an evaluation as of March 31, 2024, the Chief Financial Officer and Chief Executive Officer concluded that the company's disclosure controls and procedures were effective115 - No changes in internal control over financial reporting occurred during the quarter ended March 31, 2024, that have materially affected, or are reasonably likely to materially affect, internal controls116 PART II – OTHER INFORMATION Legal Proceedings The company settled a lawsuit for a total of $750,000, paying $414,989 out-of-pocket, leading to the case's dismissal - The company entered into a Settlement Agreement on January 10, 2024, to resolve a lawsuit involving claims of breach of contract and tortious interference117 - Under the agreement, the company agreed to a total payment of $750,000 to the plaintiffs, paying $414,989 of this amount on February 7, 2024, with the remainder covered by its insurance carrier117 Risk Factors No material changes to risk factors have occurred since the last Annual Report on Form 10-K - There have been no material changes from the risk factors as previously disclosed in the Annual Report on Form 10-K for the year ended December 31, 2023118 Unregistered Sales of Equity Securities and Use of Proceeds The company reports no unregistered sales of equity securities or use of proceeds during the period - None118 Other Information No directors or officers adopted or terminated Rule 10b5-1 trading arrangements during the first quarter of 2024 - No director or officer adopted or terminated a "Rule 10b5-1 trading arrangement" or "non-Rule 10b5-1 trading arrangement" during the three months ended March 31, 2024119 Exhibits The report includes exhibits such as warrant forms, purchase agreements, and amended executive employment agreements - Exhibits filed include forms of Warrants, Pre-Funded Warrants, and Placement Agent Warrants from the March 6, 2024 offering121 - An Amended and Restated Employment Agreement for CEO Jeffrey Frelick and an amendment to the Employment Agreement for CFO Deina Walsh are included as exhibits121