10-K: BioRegenx 2025 Annual Report: Revenue Decline, Net Loss Improvement

Sentiment:

Annual Report


BioRegenx, Inc. filed its 2025 10-K, reporting a 21% decrease in net sales to $1.85 million and a significant reduction in net loss to $1.54 million, while facing ongoing going concern uncertainties.

Capital raiseIn September 2025, the Company entered into an engagement letter with Maxim Group LLC to act as exclusive financial advisor and sole placement agent for a proposed follow-on public offering of common stock or units.The engagement period extends through July 31, 2026.Management intends to raise additional debt or equity financing to fund ongoing operations and necessary working capital.
Worse than expectedNet sales decreased by 21% in 2025 compared to 2024.Gross profit decreased by 9% in 2025 compared to 2024.The company continues to face substantial doubt regarding its ability to continue as a going concern.Significant impairment charges were recorded in both 2024 and 2025, indicating potential overvaluation of assets or declining asset values.Multiple debt obligations are in default, posing a significant financial risk.

Summary

  • BioRegenx, Inc. (formerly Findit, Inc.) filed its annual report for the fiscal year ended December 31, 2025.
  • The company experienced a 21% decrease in net sales, totaling $1,854,513 in 2025, compared to $2,340,106 in 2024.
  • Net loss for 2025 was $1,543,569, a substantial improvement from the $23,054,017 net loss reported in 2024.
  • This improvement in net loss is primarily attributed to a significant reduction in impairment charges and stock-based compensation expenses.
  • The company continues to face substantial doubt regarding its ability to continue as a going concern due to recurring losses, negative cash flows, and defaulted debt obligations.
  • As of December 31, 2025, the company had $69,383 in cash and cash equivalents.
  • The company is actively seeking additional debt or equity financing to fund operations and working capital.
  • The company's operations involve medical test equipment, nutritional products, and wellness devices, with subsidiaries including DocSun Biomedical Holdings, Inc., Microvascular Health Solutions, LLC, MyBodyRx, LLC, NuLife Sciences, Inc., and Findit Ai Connect, Inc.

Sentiment

Score: 2

Explanation: StockSavvy.ai views this filing as highly negative due to the significant revenue decline, ongoing substantial losses, and the explicit statement of substantial doubt regarding the company's ability to continue as a going concern, despite a reduction in net loss.

Positives

  • Significant reduction in net loss by 93% to $1,543,569 in 2025 from $23,054,017 in 2024.
  • Operating expenses decreased by 89% to $2,747,649 in 2025 from $24,421,776 in 2024, largely due to reduced impairment charges.
  • Net cash provided by operating activities was $38,972 in 2025, an improvement from net cash used in operating activities of $(324,148) in 2024.
  • The company has a clear strategy for sales and marketing, focusing on professional engagement, research collaboration, and digital outreach.
  • The company is actively pursuing financing alternatives, including a proposed follow-on public offering.

Negatives

  • Net sales decreased by 21% to $1,854,513 in 2025 from $2,340,106 in 2024.
  • Gross profit decreased by 9% to $1,503,658 in 2025 from $1,658,421 in 2024.
  • The company has substantial doubt about its ability to continue as a going concern.
  • As of December 31, 2025, notes payable of $522,500 were in default.
  • The company has a total stockholders' deficit of $(4,537,254) as of December 31, 2025.
  • Material weaknesses in internal control over financial reporting were identified, including an ineffective control environment and ineffective controls over the financial statement close and reporting process.

Risks

  • Substantial doubt exists regarding the company's ability to continue as a going concern due to recurring losses, negative cash flows, and debt defaults.
  • The company's ability to secure future financing on acceptable terms is uncertain.
  • Product-related issues with the medical testing platform adversely affected distributor engagement and sales.
  • The transition to online marketplace and digital distribution channels may affect revenue consistency, customer acquisition costs, and margins.
  • The company is subject to ongoing legal disputes with former officers, board members, and vendors.
  • The company faces contingencies that are reasonably possible but cannot currently be estimated, which could materially affect its financial condition.
  • The company's common stock is subject to penny stock rules, which may reduce trading activity and make it difficult for investors to sell shares.

Future Outlook

The company anticipates generating losses and may be unable to continue operations without additional capital. Management intends to raise additional debt or equity financing to fund ongoing operations and working capital, but there is no assurance that such financing will be available on acceptable terms or at all. The company may use a combination of equity and/or debt instruments or enter into a strategic arrangement with a third party.

Management Comments

  • Management does not currently believe that any of the ongoing disputes, individually or in the aggregate, are estimable or probable to have a material adverse effect on the Company's financial condition, liquidity or results of operations.
  • Management has concluded that there is substantial doubt about the Company's ability to continue as a going concern.
  • Management intends to raise additional debt or equity financing to fund ongoing operations and necessary working capital.

Industry Context

StockSavvy.ai notes that BioRegenx operates in the competitive health and wellness sector, which includes telehealth, diagnostics, and nutritional supplements. The company's focus on AI-driven diagnostics through its DocSun acquisition aligns with broader industry trends towards remote monitoring and preventive healthcare. However, the company's financial performance and going concern issues highlight the significant challenges in scaling innovative technologies within this rapidly evolving market.

Comparison to Industry Standards

  • The global healthcare services market was valued at approximately $9.25 trillion in 2025, with a CAGR of 5.4%. BioRegenx's revenue of $1.85 million is a minuscule fraction of this market.
  • The global telehealth market was valued at $181.41 billion in 2025, projected to grow to $219.31 billion in 2026. BioRegenx's telehealth and diagnostic offerings are nascent in comparison to established players.
  • The U.S. telehealth market was expected to be valued at $51.5 billion in 2025, with a CAGR of 23.8% from 2025 to 2030. BioRegenx's participation in this market is not clearly defined in terms of scale or market share.
  • Competitors like Alphabet (Google), Microsoft, and Meta Platforms offer overlapping services in digital marketing and content distribution, posing a significant competitive threat to BioRegenx's Findit platform.
  • In the telehealth and remote monitoring space, companies like Teladoc Health and Amwell are established leaders, making it challenging for BioRegenx to gain significant traction without substantial investment and differentiation.

Corporate Governance

Change TypeDescriptionEffective DateImpact Assessment
Internal ControlsMaterial weaknesses identified in internal control over financial reporting, including an ineffective control environment and ineffective controls over the financial statement close and reporting process.December 31, 2025Reasonable possibility of material misstatement in financial statements not being prevented or detected.
Audit Committee IndependenceThe company has an Audit Committee, but only one director (Richard Janney) is considered an independent financial expert. The board has determined that Richard Janney is the sole independent director.As of the date of the reportMay limit the effectiveness of oversight and compliance with regulatory requirements for independent audit committees.
Nominating CommitteeThe company does not have a standing nominating committee; board members act in its place. The nominating committee members are not independent.As of the date of the reportPotential for less objective evaluation of director candidates and limited formal policy for considering shareholder recommendations.

Legal Proceedings

  • The Company is involved in disputes with certain parties, including former officers, board members, and vendors, related to contractual issues, amounts due, contract performance, options, warrants, and liabilities.
  • A lawsuit was filed by former officers and directors of GlycoCheck B.V. alleging breach of contract and seeking damages in excess of $566,682, but this suit was dismissed by the current directors of GlycoCheck B.V.

Related Party Transactions

  • The Company rents its home office from BBD Holdings, LLC, controlled by Joseph Bird (significant shareholder and spouse of a director), for $1,725 per month.
  • Significant related party loans are outstanding from entities such as Wilshire Holding Trust, Libertas Trust, Resco Enterprises Trust, Avis Trust, and individuals like Thomas Powers and Richard Long.
  • Total accrued interest on related party debts was $567,422 at December 31, 2025.
  • As of December 31, 2025, approximately $522,500 of notes payable (including related party loans) are in default.
  • The Company reimburses certain officers and board members for company expenses paid through individual credit cards, with significant advances from Resides Enterprises (controlled by CEO William Resides).

Stakeholder Impact

  • Shareholders face continued uncertainty regarding the company's going concern status and potential dilution from future financing.
  • Creditors and lenders face increased risk due to defaulted debt obligations.
  • Employees and contractors may be impacted by the company's financial instability and need for future financing.
  • Suppliers may face payment delays or risks due to the company's liquidity challenges.

Next Steps

  • Continue to pursue financing alternatives, including a proposed follow-on public offering.
  • Implement necessary controls to remediate material weaknesses in internal control over financial reporting.
  • Continue to develop and commercialize dietary supplements, medical devices, software, and contactless diagnostic technologies.
  • Conduct clinical studies for certain products, though success is not assured.
  • Expand sales and marketing efforts through new online channels and professional engagement.

Key Dates

DateDescription
1998-12-23Original incorporation of BioRegenx, Inc. (formerly Findit, Inc.) in Nevada.
2024-01-08Acquisition of DocSun Biomedical Holdings, Inc.
2024-03-08Merger of BioRegenx, Inc. into Findit, Inc., with Findit, Inc. as the surviving company, and name change to BioRegenx, Inc.
2025-04-15Date of the independent registered public accounting firm's report.
2025-12-31Fiscal year end for the reported financial statements.
2026-03-31Latest practicable date for reporting outstanding shares of common stock.
2026-04-15Date of the report signatures.

Recommendation

sell

The company's 2025 10-K filing reveals a significant decline in net sales, continued substantial operating losses, and a critical going concern warning due to defaults on debt obligations. While net loss improved, this was primarily due to reduced impairment charges rather than operational improvements. The lack of a clear path to profitability and the ongoing need for external financing, coupled with identified material weaknesses in internal controls, present a high-risk investment profile. Therefore, a sell recommendation is warranted.

Keywords

BioRegenx, 10-K, Annual Report, Financial Statements, SEC Filing, Medical Devices, Nutritional Supplements, Telehealth, Going Concern, Net Loss, Revenue, Biotechnology

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