10-K: BioRegenx, Inc. (Formerly Findit, Inc.) Reports Full Year 2023 Results Following Merger and Strategic Acquisitions

BioRegenx, Inc., formerly Findit, Inc., released its 2023 annual report, detailing a year of significant transformation including a merger and strategic acquisitions aimed at expanding its presence in the health and wellness market.

Summary

• BioRegenx, Inc., formerly Findit, Inc., reported its financial results for the year ended December 31, 2023.
• The company underwent a merger with BioRegenx, Inc., effective March 8, 2024, resulting in a change of control and name.
• The merger involved the exchange of BioRegenx shares for 851,977,296 common shares and 3,800 Series A preferred shares of the new BioRegenx, Inc., representing 90% of the voting securities.
• Concurrently, the company retired its existing Series A and Series B preferred shares, which previously held 98.47% of the voting control.
• A total of 172,197,602 common shares were also retired by majority shareholders.
• The company acquired DocSun Biomedical Holdings, Inc. on January 11, 2024, in exchange for 4,800,000 BioRegenx common shares.
• Findit Ai Connect, Inc. was created as a wholly-owned subsidiary, capitalized with the pre-merger assets and liabilities of Findit.
• The company's Findit services generated $22,243 in revenue for 2023, compared to $42,159 in 2022.
• Total operating expenses for 2023 were $131,906, compared to $120,467 in 2022.
• The company reported a net loss of $(592,071) for 2023, compared to a net loss of $(78,308) in 2022.
• The company had an unrealized loss on available-for-sale securities of $(20,900) in 2023 and $(39,000) in 2022.
• The company's market value of common stock held by non-affiliates was approximately $4,244,930 as of June 30, 2023.
• As of April 11, 2024, there were 956,630,100 shares of common stock outstanding.
• The company is a smaller reporting company and has certain reduced reporting requirements.
• The company's ability to continue as a going concern is dependent on securing additional financing and achieving profitable operations.

Sentiment

Score: 3

Explanation: The document presents a mixed picture with significant challenges. While there are positive developments like the merger and acquisitions, the substantial net loss, going concern issues, and material weaknesses in internal controls raise concerns. The company's future is highly dependent on securing additional funding and achieving profitability.

Positives

• The merger with BioRegenx, Inc. provides a new strategic direction and structure for the company.
• The acquisition of DocSun Biomedical Holdings, Inc. adds innovative AI-driven health monitoring technology to the company's portfolio.
• The company has established distribution agreements and licensing deals that could generate future revenue.
• MVHS has a patented product, Endocalyx Pro, and a patented technology, GlycoCheck, with ongoing sales and research.
• NuLife is developing a wellness app with a technology company which will provide DNA and epigenetics testing products and services.
• The company is targeting the large and growing anti-aging, health, and longevity markets.
• The company has a diverse range of products and services, including dietary supplements, medical devices, and online platforms.

Negatives

• The company reported a significant net loss of $(592,071) for 2023.
• The company's Findit services revenue decreased from $42,159 in 2022 to $22,243 in 2023.
• The company has a history of losses and an accumulated deficit of $3,509,771 as of December 31, 2023.
• The company's ability to continue as a going concern is dependent on securing additional financing and achieving profitable operations.
• The company has identified material weaknesses in its internal control over financial reporting.
• The company is a smaller reporting company and has certain reduced reporting requirements.
• The company has a limited trading history on the OTC Markets Pink and there are no assurances that a market will ever develop for the Company's stock.
• The company is subject to the 'Penny Stock' rules which may reduce trading activity.

Risks

• The company's ability to continue as a going concern is dependent on securing additional financing and achieving profitable operations.
• The company has identified material weaknesses in its internal control over financial reporting, which could lead to misstatements in financial reporting.
• The company faces intense competition in the health, nutritional, supplements, and medical devices markets.
• The company's success depends on the market acceptance of its products and services.
• The company may not be able to successfully monetize its products, including its app usage.
• The company is subject to the 'Penny Stock' rules which may reduce trading activity.
• The company's net operating loss carry forwards may be limited due to change in ownership provisions.
• The company may be involved in legal proceedings in the ordinary course of business.
• The company's reliance on key personnel and the need to hire additional employees, consultants, and professionals as operations expand.

Future Outlook

The company anticipates generating losses and may be unable to continue operations in the future without additional capital. Management intends to raise additional debt or equity financing to fund ongoing operations and for necessary working capital. The company plans to expand sales and marketing efforts to boost sales, with GlycoCheck's integration into the market expected to synergistically enhance Endocalyx Pro sales. The TruScan.Ai mobile app is scheduled for release in the second quarter of 2024.

Management Comments

• Management intends to raise additional debt or equity financing to fund ongoing operations and for necessary working capital.
• Management plans to raise equity capital to finance the operating and capital requirements of the Company.
• Management is of the opinion that the number of Findit Ai downloads on Google Android Playstore would not be significantly different than the iOS downloads and usage.
• Management has yet to find a solution to its funding requirements.

Industry Context

The company is operating in the rapidly growing health and wellness market, which is experiencing a shift towards remote health monitoring and proactive healthcare solutions. The company's focus on anti-aging, health, and longevity aligns with current market trends. The company faces competition from both traditional healthcare providers and emerging telehealth startups. The company's strategic acquisitions and product development efforts are aimed at securing a position in this competitive market.

Comparison to Industry Standards

• The company's revenue of $22,243 from Findit services is significantly lower than established social media and content platforms like Google, Microsoft, Facebook, Instagram, and Twitter.
• The company's net loss of $(592,071) indicates a need for significant improvement in financial performance compared to profitable companies in the health and wellness sector.
• The company's market capitalization of approximately $4.2 million is very small compared to larger players in the health and wellness industry.
• The company's reliance on debt financing and equity raises is common for early-stage companies but indicates a need for a more sustainable financial model.
• The company's focus on AI-driven health monitoring with DocSun is a growing trend in the industry, but the company needs to demonstrate its technology's effectiveness and market adoption.
• The company's Endocalyx Pro product competes with numerous dietary supplements, requiring strong marketing and distribution strategies to gain market share.
• The company's GlycoCheck device, priced between $22,000 and $32,000, is positioned as a premium product, requiring a targeted sales approach to reach its intended market.
• The company's development of the TruScan.Ai and VitalWellness apps aligns with the trend of digital health solutions, but the company needs to compete with established players in the app market.

Management Changes

Corporate Governance

Legal Proceedings

• The Company may be involved in legal proceedings in the ordinary course of business.
• There are no material pending legal proceedings.

Related Party Transactions

• The company received cash advances from Classworx Inc., Thomas Powers, and TransworldNews, Inc., all of which are related parties.
• The company issued 6,005,400 shares of common stock to Thomas Powers for debt and expense reimbursement.
• Mr. Powers advanced the Company $12,781 to pay for professional fees.

Stakeholder Impact

• Shareholders face the risk of further losses and dilution due to the company's need for additional capital.
• Employees may experience uncertainty due to the company's financial challenges and restructuring.
• Customers may benefit from the company's new products and services, but the company's financial instability could impact its ability to deliver.
• Suppliers and creditors face the risk of non-payment due to the company's financial difficulties.

Next Steps

• The company plans to raise additional debt or equity financing to fund ongoing operations.
• The company will continue to develop and market its products and services.
• The company will focus on integrating the acquired businesses and technologies.
• The company will release the TruScan.Ai mobile app in the second quarter of 2024.
• The company will continue to engage with researchers on double-blind placebo studies of Endocalyx Pro.
• The company will expand sales to healthcare facilities, diagnostic labs, and emergency room care.
• The company will continue to monitor and assess the costs and benefits of additional staffing.

Key Dates

Keywords

BioRegenx, Findit, DocSun, Microvascular Health Solutions, NuLife Sciences, AI Engine, Endocalyx Pro, GlycoCheck, TruScan.Ai, VitalWellness, Telehealth, Dietary Supplements, Medical Devices, Health Monitoring, Anti-Aging, Longevity, OTC Markets, Merger, Acquisition