10-K/A: Biotricity Reports Revenue Growth and Reduced Losses Amidst Going Concern Doubts and Nasdaq Delisting
Annual Report Amendment (10-K/A)
Biotricity Inc. filed an amended annual report for fiscal year 2025, showcasing increased revenue and improved gross profit, while still facing significant accumulated deficits and a going concern qualification from its auditors following its delisting from Nasdaq.
Summary
- Biotricity Inc. is a medical technology company specializing in biometric data monitoring solutions, focusing on diagnostic and post-diagnostic solutions for lifestyle and chronic illnesses.
- The company's core business model revolves around an 'insourcing' approach, providing state-of-the-art technology to physicians and charging utilization-based recurring technology service fees.
- Key products include Bioflux (Mobile Cardiac Outpatient Monitoring), Biocore (three-lead ECG and arrhythmia monitoring, including the cellular Biocore Pro), Bioheart (direct-to-consumer heart monitor), Biocare (chronic care management platform), and Biokit (remote patient monitoring kit).
- For the fiscal year ended March 31, 2025, total revenue increased by 14.3% to $13.8 million, up from $12.1 million in the prior year.
- Gross profit percentage improved to 76.6% for FY2025, compared to 69.3% for FY2024, driven by higher-margin technology sales.
- Net loss attributable to common stockholders decreased to $11.9 million for FY2025, from $14.9 million in FY2024.
- Adjusted EBITDA for the three months ended March 31, 2025, was positive $438,260, a significant improvement from negative $2,561,573 in the comparative prior-year period.
- The company reported an accumulated deficit of $139.4 million as of March 31, 2025, and a working capital deficiency of $16.0 million.
- Auditors have expressed substantial doubt about the company's ability to continue as a going concern due to recurring losses and negative cash flows from operations.
- Biotricity's common stock was delisted from The Nasdaq Capital Market on August 5, 2024, due to non-compliance with the minimum $35 million market value of listed securities, and now trades on OTCQB under the symbol BTCY.
- The company has expanded its sales efforts to 35 states and aims for further expansion in the broader US market.
- Biotricity is developing advanced ECG algorithms, the Biocore Pro 2.0, and other ancillary technologies requiring future FDA clearances.
- The company received an NIH Grant in September 2022 for AI-Enabled real-time monitoring and predictive analytics for stroke due to chronic kidney failure, receiving $238,703 in March 2023.
- Total outstanding indebtedness as of March 31, 2025, was $25.2 million, up from $22.6 million in the prior year.
Sentiment
Score: 5
Explanation: The company shows significant operational improvements with strong revenue growth, improved gross margins, and a positive quarterly Adjusted EBITDA, indicating a positive trajectory. However, substantial accumulated deficits, ongoing net losses, a working capital deficiency, and an auditor's going concern qualification, coupled with a recent Nasdaq delisting, present considerable financial challenges and uncertainty.
Positives
- Total revenue increased by 14.3% to $13.8 million for the fiscal year ended March 31, 2025, compared to $12.1 million in the prior year.
- Gross profit percentage improved significantly to 76.6% for FY2025, up from 69.3% in FY2024, primarily due to an increased proportion of higher-margin technology sales.
- Net loss attributable to common stockholders decreased to $11.9 million for FY2025, a reduction from $14.9 million in FY2024.
- Adjusted EBITDA for the three months ended March 31, 2025, turned positive at $438,260, a substantial improvement of approximately $3 million from the negative Adjusted EBITDA in the comparative prior fiscal year period.
- Net cash used in operating activities decreased to $2.4 million for FY2025, from $6.7 million in FY2024, reflecting management's efforts to contain costs.
- The company successfully launched new products like the Biocore Pro (cellular version) and Biocare, which have a ready market for cross-selling to existing customers.
- Bioheart, a consumer heart monitor, received recognition as one of TIME's Best Inventions of 2022.
- Received 510(k) FDA clearance for Bioflux Software II System, improving workflows and reducing analysis time from 5 minutes to 30 seconds, leading to reduced operational costs.
- Received 510(k) FDA clearance for the Biocore patch solution, a novel three-lead technology for connected Holter monitoring, designed for more accurate arrhythmia detection.
- Awarded an NIH Grant for AI-Enabled real-time monitoring and predictive analytics for stroke due to chronic kidney failure, broadening its technology platform's disease space demographic.
- Strengthened relationships with Amazon and Google, leveraging proprietary AI technology for predictive monitoring.
- High customer retention rates are noted due to the Biocore solution and insourced business model.
- Working capital deficiency improved to $16.0 million in FY2025 from $18.2 million in FY2024.
Negatives
- The company incurred a net loss attributable to common stockholders of $11.9 million for the fiscal year ended March 31, 2025.
- As of March 31, 2025, the company had an accumulated deficit of $139.4 million.
- The company had negative cash flow from operating activities of $2.4 million for the fiscal year ended March 31, 2025.
- A working capital deficiency of $16.0 million existed as of March 31, 2025.
- Auditors have included a going concern opinion in the annual report, raising substantial doubt about the company's ability to continue operations.
- The company's common stock was delisted from The Nasdaq Capital Market on August 5, 2024, due to non-compliance with market value requirements and now trades on OTCQB.
- Cash deposits decreased to $365,145 as of March 31, 2025, from $786,060 in the prior year.
- Total outstanding indebtedness increased to $25.2 million as of March 31, 2025, from $22.6 million in the prior year.
Risks
- Natural disasters, pandemics (like COVID-19), or other catastrophic events could disrupt operations, supply chains, and demand for services.
- Limited operating history makes it difficult for investors to evaluate future prospects, and there is no assurance of developing functional, scalable, or economical products.
- Inability to achieve sustained profitability, with historical net losses and an accumulated deficit of $138.9 million as of March 31, 2025.
- Failure to meet product development and commercialization milestones could delay schedules and impact product purchases.
- Shortages of monitors, sensors, or bases due to manufacturing difficulties or disruptions from natural disasters, labor issues, or supply chain failures.
- Defaulting on obligations under the Credit Agreement could lead to the lender foreclosing on all company assets, including intellectual property.
- Dependence on physicians utilizing the company's solutions for cardiac monitoring; failure to convince physicians could hinder revenue growth.
- Extensive governmental regulations (FDA, Health Canada, etc.) relating to manufacturing, labeling, and marketing, with potential for reclassification of devices (e.g., Class II to Class III) increasing costs and delays.
- Inability of customers to obtain and maintain adequate third-party reimbursement for services using the company's products could materially adversely affect business.
- Commercial payors may consider the company's technology experimental and investigational, refusing reimbursement and adversely affecting revenue.
- Medicare reimbursement is highly regulated and subject to change; non-compliance could lead to penalties or adverse business impact.
- Consolidation of commercial payors could result in elimination of coverage or reduction of reimbursement rates for mobile cardiac monitoring solutions.
- Product defects could lead to recalls, safety alerts, significant costs, negative publicity, product liability claims, and delays in new product approvals.
- Interruptions or delays in telecommunications systems or data services from cellular communication providers could impair cardiac monitoring services.
- Exposure to significant liability claims if unable to obtain insurance at acceptable costs or protect against potential product liability claims.
- Requirement for additional capital to support business plan and growth, which may not be available on acceptable terms or at all, leading to curtailment of business plans.
- Uncertainty of research and development efforts, with no assurance of continued commercial success for products.
- Failure to retain key personnel (e.g., CEO Waqaas Al-Siddiq) and attract additional qualified personnel could hinder growth strategy.
- Executive and legislative actions or legal proceedings related to the Affordable Care Act could adversely affect business.
- Inability to manufacture products at low prices could impact profitability, especially with a near-free distribution model.
- Significant developments or changes in national laws or policies (e.g., tariffs, trade wars) could increase costs, impact demand, and disrupt supply chains.
- Dependence on a limited number of suppliers for components, risking delays or interruptions in device delivery.
- Inherent risks in international market operations, including macroeconomic conditions, foreign currency exchange rates, political instability, higher costs, and intellectual property infringement claims.
- Existing and future levels of indebtedness could adversely affect financial health, ability to obtain future financing, and reaction to business changes.
- Intellectual property litigation and infringement claims could result in significant expenses, diversion of management effort, monetary damages, royalty payments, or inability to sell products.
- Inability to protect the confidentiality of trade secrets could harm business and competitive position.
- Lack of utility patent protection and limited design patent protection, relying on unregistered copyright and trade secret protection, making the company vulnerable to competitors.
- Failure to adequately protect trademarks and trade names could impede name recognition and adversely affect business.
- Common stock could become subject to SEC's penny stock rules, making it difficult for broker-dealers to complete transactions and depressing market price.
- No history of paying dividends and no expectation to pay dividends in the future, limiting return on investment to stock value.
Future Outlook
Biotricity plans to expand its technology platform to include medical-grade solutions for monitoring implantable cardiac devices, diabetes, sleep apnea, chronic pain, and fetal monitoring. The company anticipates applying for further FDA clearances for ancillary technologies, including advanced ECG algorithms and the Biocore Pro 2.0. Management intends to continue growing its sales force to address new markets and achieve sales penetration, aiming for continued revenue growth and improved liquidity to achieve profitability.
Management Comments
- "Our mission is to innovate and create transformative healthcare products while ensuring financial discipline, to drive margin and revenue growth while delivering value creation for our investors."
- "We believe our technological and clinical advantage combined with our solutions insourcing model, which empowers physicians with state-of-the-art technology and charges technology service fees for its use, has the benefit of a reduced operating overhead for us, and enables a more efficient market penetration and distribution strategy."
- "The Company identified the importance of recent developments in accelerating its path to profitability, including the launch of important new products, which have a ready market through cross-selling to existing customer clinics, and large new distribution partnerships that allow us to sell into large hospital networks."
- "We are expanding our AI technology development in remote cardiac care, leveraging proprietary AI technology to provide a suite of predictive monitoring tools to enhance new disease profiling, improve patient management, and revolutionize the healthcare industry for disease prevention."
- "As growing patient numbers further stress the shortage of healthcare professionals, our technology could help alleviate this pressing issue."
Industry Context
Biotricity operates within the rapidly growing connected health market, projected to reach $150 billion by 2024 with a 25% CAGR, driven by the shift towards evidence-based healthcare and self-management of chronic illnesses. Cardiovascular disease, the number one cause of death worldwide and a major healthcare expense, is a primary focus. The global ECG equipment market is projected to grow at a 6.5% CAGR from 2023 to 2030, with the US market valued at $2.01 billion in 2022. The healthcare AI market opportunity is projected to grow to $208.2 billion by 2030, where Biotricity has established a foothold with its proprietary cardiac AI model. The company aims to position itself as an all-in-one cardiac diagnostic and disease management solution, differentiating from competitors by offering a continuous heart monitor and a complete product portfolio for chronic care management, unlike many generic or diabetes-focused solutions.
Comparison to Industry Standards
- Biotricity's revenue model, a platform or technology as a service (PAAS or TAAS) model, is a significant and disruptive departure from existing competitors in the Mobile Cardiac Outpatient Monitoring (COM) market, which typically use an outsourced model where the provider takes over clinical responsibilities and earns reimbursement.
- The Biocore solution is technologically superior as a one-piece solution collecting 3 channels of ECG data, compared to existing COM solutions that are two-piece with 1 or 2 channels, leading to better data quality and patient compliance.
- For Holter/Extended Holter monitoring, Biocore is a connected 3-channel patch solution, reducing diagnosis time from up to 2 weeks to 3 days or less, unlike existing 1-channel devices that lack connectivity.
- In the cardiac disease management market, Biotricity differentiates itself as the only company with a continuous heart monitor (Bioheart), providing a cardiac-tailored solution for disease management, unlike most existing solutions focused on diabetes, obesity, or hypertension.
- Competitors in the COM market include Philips Biotel (formerly CardioNet), Boston Scientific Preventice (formerly eCardio), ScottCare, Infobionic, and VitalConnect. Many of these operate as IDTFs with an outsourcing model, which Biotricity believes limits their market cap and incurs significant overhead.
- ScottCare offers an insourced model but requires physicians to purchase devices ($2,000) and software ($25,000-$40,000) upfront, leading to a long return on investment, which Biotricity's model aims to avoid.
- Infobionic uses a leasing model, which Biotricity acknowledges as competitive but believes its 3-channel and built-in cellular technology offers superiority.
- Medtronic's SEEQ COM solution was withdrawn from the market, and TZ Medical, a device manufacturer, does not offer a complete software solution, creating high upfront capital investment barriers for new entrants.
- Primary competitors in the Holter patch market include iRhythm Technologies (Zio patch, 1 channel, no connectivity, not rechargeable) and BardyDx (1 channel, no connectivity, removable chip), and VitalConnect (disposable patch monitor for limited time).
Management Changes
| Role | Previous Person | New Person | Effective Date | Reason |
|---|---|---|---|---|
| Director | NA | Jainal Bhuiyan | 2024-08-15 | Appointment to the Board of Directors. |
Corporate Governance
| Change Type | Description | Effective Date | Impact Assessment |
|---|---|---|---|
| Policy Adoption | Adopted a clawback policy allowing recovery of performance-based compensation from current or former executive officers in the event of an Accounting Restatement due to material noncompliance with financial reporting requirements. | NA | Enhances corporate accountability and aligns executive compensation with financial accuracy. |
| Policy Adoption | Adopted an insider trading policy governing the purchase, sale, and other dispositions of company securities by directors, senior management, and employees. | NA | Aims to prevent insider trading and ensure fair market practices. |
| Bylaw/Charter Amendment | Filed an Amended Certificate of Designations of Series B Convertible Preferred Stock, removing the provision that granted holders voting rights on an as-converted basis with common stock. | 2024-04-01 | Removes voting rights for Series B Preferred Stock, potentially consolidating voting power with common stockholders or other preferred classes. |
| Committee Structure | Maintained three standing committees: an Audit Committee, a Nominating and Corporate Governance Committee, and a Compensation Committee, with independent directors serving on these committees. | NA | Provides structured oversight for financial reporting, governance, and executive compensation. |
Legal Proceedings
- Not currently a party in any material legal proceeding where the company is a defendant, or governmental regulatory proceeding.
Related Party Transactions
- None identified.
Stakeholder Impact
- Shareholders: Face potential dilution from future equity financings, stock price volatility due to financial performance and market conditions, and the influence of the largest stockholder on corporate decisions. The Nasdaq delisting impacts liquidity and visibility.
- Employees: Benefit from stock-based compensation plans (2016 and 2023 Equity Incentive Plans, ESPP) and planned hiring for continued business growth. However, the company's going concern status introduces job security uncertainty.
- Customers (Physicians/Medical Facilities): Benefit from the company's innovative remote monitoring solutions (Bioflux, Biocore, Biocare) and the insourcing business model, which aims to provide better and faster care while creating new revenue streams for them. Potential challenges if reimbursement policies change.
- Suppliers: The company's dependence on a limited number of suppliers for components creates a risk of supply interruptions or price increases, which could impact the company's ability to deliver devices.
- Creditors: The company's significant indebtedness and going concern qualification pose risks to creditors, as default on obligations could lead to foreclosure on assets.
Next Steps
- Continue to develop and obtain regulatory approvals for ancillary technologies, including advanced ECG algorithms and the Biocore Pro 2.0.
- Expand the use of the technology platform with medical-grade solutions for monitoring implantable cardiac devices, diabetes, sleep apnea, chronic pain, and fetal monitoring.
- Grow the sales force to address new markets and achieve sales penetration in currently served markets.
- Implement cost-saving initiatives and growing strategies to improve financial results and operating cash flows.
- Seek additional funding through public or private equity or debt financings, or through collaborations/partnerships to support operations and growth.
Key Dates
| Date | Description |
|---|---|
| 2012-08-29 | Company (Biotricity Inc.) incorporated under Nevada laws. |
| 2014-07-03 | iMedical Innovations Inc. incorporated in Ontario, Canada. |
| 2016-02-02 | iMedical became a wholly-owned subsidiary of Biotricity via reverse take-over; 2016 Equity Incentive Plan approved. |
| 2018-04-06 | Limited market release of Bioflux COM technology. |
| 2019-04-01 | Full market release of the Bioflux device for commercialization. |
| 2021-01-08 | Final closing date for Series A Notes. |
| 2021-08-30 | Completed an underwritten public offering and listing on the Nasdaq Capital Market. |
| 2021-12-21 | Entered into a Credit Agreement with SWK Funding LLC for a $12.4 million term loan. |
| 2022-01-24 | Received 510(k) FDA clearance for the Biocore patch solution. |
| 2022-09-01 | Awarded an NIH Grant for AI-Enabled real-time monitoring and predictive analytics for stroke due to chronic kidney failure. |
| 2022-11-01 | Bioheart received recognition as one of TIME's Best Inventions of 2022. |
| 2023-03-29 | Entered into a collateralized bridge loan agreement for $300,000. |
| 2023-03-31 | Adopted the 2023 Equity Incentive Plan and the Employee Stock Purchase Plan. |
| 2023-09-19 | Entered into a security purchase agreement for the issuance and sale of 220 shares of Series B Convertible Preferred Stock for $2.0 million gross proceeds. |
| 2023-10-01 | Launched the cellular version of the Biocore device, the Biocore Pro. |
| 2023-10-23 | Final closing date for Series C Notes. |
| 2024-04-01 | Filed an Amended Certificate of Designations of Series B Convertible Preferred Stock, removing voting rights. |
| 2024-08-01 | Received notice from Nasdaq regarding delisting. |
| 2024-08-05 | Nasdaq delisting became effective; common stock listed on OTCQB under BTCY. |
| 2024-08-15 | Jainal Bhuiyan appointed as a director. |
| 2024-11-01 | Completed an additional transaction with its term lender, receiving $635,000 in proceeds and capitalizing $1.5 million in interest. |
| 2025-02-14 | New option grants issued to executives and directors. |
| 2025-03-31 | Fiscal year ended. |
| 2025-07-15 | Number of shares outstanding reported. |
| 2025-07-16 | Annual Report on Form 10-K/A signed. |
Recommendation
holdKeywords
Medical Technology, Remote Patient Monitoring, Cardiac Monitoring, ECG, Arrhythmia Detection, Chronic Care Management, Telemedicine, AI in Healthcare, FDA Clearance, SEC Filing, 10-K/A, Biometric Data, Healthcare Costs, Insourcing Model, Bioflux, Biocore, Biocore Pro, Bioheart, Biocare, Biokit, Convertible Notes, Going Concern, Nasdaq Delisting, OTC Markets, Financial Performance, Revenue Growth, Net Loss, Gross Profit, EBITDA, Capital Raise, Intellectual Property, Regulatory Compliance, Risk Factors
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