Avricore Health Inc 6-K, filed Sep 17, 2026
Avricore Health Inc. (AVCRF)
About this 6-K
Avricore Health Inc filed this 6-K on September 17, 2026.
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 6-K
REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934
For the month of August, 2026.
Commission File Number: 000-51848
Avricore Health Inc.
(Exact name of registrant as specified in its charter)
1120-789 West Pender St, Vancouver, BC, V6C 1H2
(Address of principal executive office)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.
Form 20-F ☒ Form 40-F ☐
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): NO
Note: Regulation S-T Rule 101(b)(1) only permits the submission in paper of a Form 6-K if submitted solely to provide an attached annual report to security holders.
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): NO
Note: Regulation S-T Rule 101(b)(7) only permits the submission in paper of a Form 6-K if submitted to furnish a report or other document that the registrant foreign private issuer must furnish and make public under the laws of the jurisdiction in which the registrant is incorporated, domiciled or legally organized (the registrant’s “home country”), or under the rules of the home country exchange on which the registrant’s securities are traded, as long as the report or other document is not a press release, is not required to be and has not been distributed to the registrant’s security holders, and, if discussing a material event, has already been the subject of a Form 6-K submission or other Commission filing on EDGAR.
Exhibits
The following exhibits are included in this form 6-K:
| Exhibit No. | Description | Date Released | ||
| 1 | News Release - HealthTab™ Enters Multi-Year Collaboration Agreement with Abbott for Point-of-Care Testing Across the UK | August 20, 2026 | ||
| 2 | Material change report | August 20, 2026 | ||
| 3 | News Release - Avricore Grants Options | August 28, 2026 | ||
| 4 | Interim financial statements/report | August 31, 2026 | ||
| 5 | Interim MD&A | August 31, 2026 | ||
| 99.6 | 52-109FV2 - Certification of interim filings - CFO | August 31, 2026 | ||
| 7 | 52-109FV2 - Certification of interim filings - CEO | August 31, 2026 |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| AVRICORE HEALTH INC. | ||
| Date: September 16, 2026 | By | /s/ Kiki Smith |
| Kiki Smith | ||
| Chief Financial Officer | ||
| SEC1815(04-09) | Persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number |
Exhibit 1
HealthTab™ Enters Multi-Year Collaboration Agreement with Abbott for Point-of-Care Testing Across the UK
VANCOUVER, BRITISH COLUMBIA – August 20, 2026 – AVRICORE HEALTH INC. (TSXV: AVCR) is pleased to announce that its wholly-owned subsidiary, HealthTab Ltd, has entered into a formal collaboration agreement with Abbott, a global healthcare company, to supply and distribute Abbott’s point-of-care testing products through the HealthTab™ platform in the UK.
The agreement allows HealthTab to distribute Abbott’s AfinionTM 2 Analyzer in NHS-linked pharmacies to test for HbA1c and lipid profiles. The collaboration also establishes a structured framework for the continued expansion of point-of-care testing through community pharmacies. “This agreement represents our most significant milestone to date,” said Rodger Seccombe, CEO of Avricore Health. “We’ve spent fifteen years building and proving the model for pharmacy-based point-of-care testing, and we’ve learned that solving this problem takes more than great technology — it takes an industry-leading partner willing to invest the people, expertise, and resources needed to make it successful. We couldn’t have asked for a better team to be working with, and together we’re going to make a real impact on patient care.”
HealthTab™ at the Core of Scalable, Integrated PoCT
HealthTab™ provides a complete, turnkey solution underpinning national pharmacy-based PoCT networks, including best-in-class instruments, consumables, onboarding, training, and ongoing support for participating sites.
At its centre is a secure cloud-based platform that seamlessly connects point-of-care analyzers, patient results, QC data, and pharmacist workflows, creating a unified digital infrastructure for community-based testing.
This integrated approach ensures quality-assured testing, consistent data capture across locations, and real-time analytics to support public-health reporting and performance monitoring, while reducing implementation complexity for pharmacy partners.
Commitment to Quality and Accuracy
HealthTab™ is designed to meet the highest standards of analytical performance and reliability. Through its partnership with CEQAL Inc., a world-leading reference method laboratory and member of the CDC Cholesterol Reference Method Laboratory Network (CRMLN), HealthTab operates a comprehensive quality management program that mirrors the rigour of accredited clinical laboratories.
This includes centralized lot monitoring of reagents, mandated internal quality control, and regular external quality-assessment (EQA) events, ensuring that results generated across every participating pharmacy are accurate, traceable, and consistent with internationally recognized reference standards.
About Avricore Health Inc.
Avricore Health Inc. (TSXV: AVCR) is a pharmacy service innovator focused on acquiring and developing early-stage technologies aimed at advancing pharmacy practice and patient care. Through its flagship offering HealthTab™, a wholly owned subsidiary, the Company’s mission is to make actionable health information more accessible to everyone by creating the world’s largest network of rapid testing devices in community pharmacies.
Contact:
Avricore Health Inc.
info@avricorehealth.com
avricore.com
Cautionary Note Regarding Forward-Looking Statements
Information in this press release that involves Avricore Health’s expectations, plans, intentions, or strategies regarding the future are forward-looking statements that are not facts and involve a number of risks and uncertainties. Avricore Health generally uses words such as “outlook,” “will,” “could,” “would,” “might,” “remains,” “to be,” “plans,” “believes,” “may,” “expects,” “intends,” “anticipates,” “estimate,” “future,” “positioned,” “potential,” “project,” “remain,” “scheduled,” “set to,” “subject to,” “upcoming,” and similar expressions to help identify forward-looking statements. In this press release, forward-looking statements include statements regarding: the planned expansion of the HealthTab™ platform across UK pharmacy sites; the anticipated benefits of the collaboration with Abbott; the expected deployment of additional test assays; projected site deployment targets; and the Company’s growth strategy in the UK. Forward-looking statements reflect the then-current expectations, beliefs, assumptions, estimates and forecasts of Avricore Health’s management. The forward-looking statements in this press release are based upon information available to Avricore Health as of the date of this press release. Forward-looking statements believed to be true when made may ultimately prove to be incorrect. These statements are not guarantees of the future performance of Avricore Health and are subject to a number of risks, uncertainties, and other factors, some of which are beyond its control and may cause actual results to differ materially from current expectations, including without limitation: the ability of the parties to perform their obligations under the Agreement; failure to meet regulatory requirements; changes in the market; potential downturns in economic conditions; and other risk factors described in Avricore’s public filings. These forward-looking statements speak only as of the date on which they are made, and the Company undertakes no obligation to update them publicly to reflect new information or the occurrence of future events or circumstances, unless otherwise required to do so by law.
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
Exhibit 2
FORM 51-102F3
MATERIAL CHANGE REPORT
UNDER SECTION 7.1 OF NATIONAL INSTRUMENT 51-102
| Item 1 | Name and address of Company |
Avricore Health Inc.
1120—789 West Pender Street
Vancouver, BC, V6C 1H2
| Item 2 | Date of Material Change |
August 11, 2026
| Item 3 | Press Release |
News Release, dated August 20, 2026, disseminated via Globenewswire under section 7.1 of National Instrument 51-102
| Item 4 | Summary of Material Change |
See attached copy of the August 20, 2026 news release.
| Item 5 | Full Description of Material Change |
See attached copy of the August 20, 2026 news release.
| Item 6 | Reliance on subsection 7.1(2) or (3) of National Instrument 51-102: |
Not applicable.
| Item 7 | Omitted Information |
Not applicable.
| Item 8 | Senior Officers |
Kiki Smith, CFO of the Issuer, is knowledgeable about the material change and this report. Their business telephone number is 778-968-1176
| Item 9 | Date of Report |
August 20, 2026
HealthTab™ Enters Multi-Year Collaboration Agreement with Abbott for Point-of-Care Testing Across the UK
VANCOUVER, BRITISH COLUMBIA – August 20, 2026 – AVRICORE HEALTH INC. (TSXV: AVCR) is pleased to announce that its wholly-owned subsidiary, HealthTab Ltd, has entered into a formal collaboration agreement with Abbott, a global healthcare company, to supply and distribute Abbott’s point-of-care testing products through the HealthTab™ platform in the UK.
The agreement allows HealthTab to distribute Abbott’s AfinionTM 2 Analyzer in NHS-linked pharmacies to test for HbA1c and lipid profiles. The collaboration also establishes a structured framework for the continued expansion of point-of-care testing through community pharmacies. “This agreement represents our most significant milestone to date,” said Rodger Seccombe, CEO of Avricore Health. “We’ve spent fifteen years building and proving the model for pharmacy-based point-of-care testing, and we’ve learned that solving this problem takes more than great technology — it takes an industry-leading partner willing to invest the people, expertise, and resources needed to make it successful. We couldn’t have asked for a better team to be working with, and together we’re going to make a real impact on patient care.”
HealthTab™ at the Core of Scalable, Integrated PoCT
HealthTab™ provides a complete, turnkey solution underpinning national pharmacy-based PoCT networks, including best-in-class instruments, consumables, onboarding, training, and ongoing support for participating sites.
At its centre is a secure cloud-based platform that seamlessly connects point-of-care analyzers, patient results, QC data, and pharmacist workflows, creating a unified digital infrastructure for community-based testing.
This integrated approach ensures quality-assured testing, consistent data capture across locations, and real-time analytics to support public-health reporting and performance monitoring, while reducing implementation complexity for pharmacy partners.
Commitment to Quality and Accuracy
HealthTab™ is designed to meet the highest standards of analytical performance and reliability. Through its partnership with CEQAL Inc., a world-leading reference method laboratory and member of the CDC Cholesterol Reference Method Laboratory Network (CRMLN), HealthTab operates a comprehensive quality management program that mirrors the rigour of accredited clinical laboratories.
This includes centralized lot monitoring of reagents, mandated internal quality control, and regular external quality-assessment (EQA) events, ensuring that results generated across every participating pharmacy are accurate, traceable, and consistent with internationally recognized reference standards.
About Avricore Health Inc.
Avricore Health Inc. (TSXV: AVCR) is a pharmacy service innovator focused on acquiring and developing early-stage technologies aimed at advancing pharmacy practice and patient care. Through its flagship offering HealthTab™, a wholly owned subsidiary, the Company’s mission is to make actionable health information more accessible to everyone by creating the world’s largest network of rapid testing devices in community pharmacies.
Contact:
Avricore Health Inc.
info@avricorehealth.com
avricore.com
Cautionary Note Regarding Forward-Looking Statements
Information in this press release that involves Avricore Health’s expectations, plans, intentions, or strategies regarding the future are forward-looking statements that are not facts and involve a number of risks and uncertainties. Avricore Health generally uses words such as “outlook,” “will,” “could,” “would,” “might,” “remains,” “to be,” “plans,” “believes,” “may,” “expects,” “intends,” “anticipates,” “estimate,” “future,” “positioned,” “potential,” “project,” “remain,” “scheduled,” “set to,” “subject to,” “upcoming,” and similar expressions to help identify forward-looking statements. In this press release, forward-looking statements include statements regarding: the planned expansion of the HealthTab™ platform across UK pharmacy sites; the anticipated benefits of the collaboration with Abbott; the expected deployment of additional test assays; projected site deployment targets; and the Company’s growth strategy in the UK. Forward-looking statements reflect the then-current expectations, beliefs, assumptions, estimates and forecasts of Avricore Health’s management. The forward-looking statements in this press release are based upon information available to Avricore Health as of the date of this press release. Forward-looking statements believed to be true when made may ultimately prove to be incorrect. These statements are not guarantees of the future performance of Avricore Health and are subject to a number of risks, uncertainties, and other factors, some of which are beyond its control and may cause actual results to differ materially from current expectations, including without limitation: the ability of the parties to perform their obligations under the Agreement; failure to meet regulatory requirements; changes in the market; potential downturns in economic conditions; and other risk factors described in Avricore’s public filings. These forward-looking statements speak only as of the date on which they are made, and the Company undertakes no obligation to update them publicly to reflect new information or the occurrence of future events or circumstances, unless otherwise required to do so by law.
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
Exhibit 3
Avricore Grants Options
VANCOUVER, BRITISH COLUMBIA – August 28, 2026 – AVRICORE HEALTH INC. (TSXV: AVCR) today announces that the Company’s board of directors has approved the granting of stock options (the “Options”) exercisable for a total of 3,300,000 common shares to its directors, officers, employees and consultants at an exercise price of CAD $0.06 per common share.
All Options were granted pursuant to the Company’s stock option plan and are subject to the terms of the applicable grant agreements and the requirements of the TSX Venture Exchange.
The options shall vest quarterly commencing on the date of grant. The options expire 5 years from the date of the grant, subject to the optionees continuing to act as directors, officers, employees or consultants of the Company.
Avricore’s wholly-owned subsidiary, HealthTab Ltd, recently entered into a formal collaboration agreement with Abbott, a global healthcare company, to supply and distribute Abbott’s point-of-care testing products through the HealthTab™ platform in the UK (news release dated August 20, 2026).
HealthTab™ at the Core of Scalable, Integrated PoCT
HealthTab™ provides a complete, turnkey solution underpinning national pharmacy-based PoCT networks, including best-in-class instruments, consumables, onboarding, training, and ongoing support for participating sites.
At its centre is a secure cloud-based platform that seamlessly connects point-of-care analyzers, patient results, QC data, and pharmacist workflows, creating a unified digital infrastructure for community-based testing.
This integrated approach ensures quality-assured testing, consistent data capture across locations, and real-time analytics to support public-health reporting and performance monitoring, while reducing implementation complexity for pharmacy partners.
Commitment to Quality and Accuracy
HealthTab™ is designed to meet the highest standards of analytical performance and reliability. Through its partnership with CEQAL Inc., a world-leading reference method laboratory and member of the CDC Cholesterol Reference Method Laboratory Network (CRMLN), HealthTab operates a comprehensive quality management program that mirrors the rigour of accredited clinical laboratories.
This includes centralized lot monitoring of reagents, mandated internal quality control, and regular external quality-assessment (EQA) events, ensuring that results generated across every participating pharmacy are accurate, traceable, and consistent with internationally recognized reference standards.
About Avricore Health Inc.
Avricore Health Inc. (TSXV: AVCR) is a pharmacy service innovator focused on acquiring and developing early-stage technologies aimed at advancing pharmacy practice and patient care. Through its flagship offering HealthTab™, a wholly owned subsidiary, the Company’s mission is to make actionable health information more accessible to everyone by creating the world’s largest network of rapid testing devices in community pharmacies.
Contact:
Avricore Health Inc.
info@avricorehealth.com
avricore.com
Cautionary Note Regarding Forward-Looking Statements
Information in this press release that involves Avricore Health’s expectations, plans, intentions, or strategies regarding the future are forward-looking statements that are not facts and involve a number of risks and uncertainties. Avricore Health generally uses words such as “outlook,” “will,” “could,” “would,” “might,” “remains,” “to be,” “plans,” “believes,” “may,” “expects,” “intends,” “anticipates,” “estimate,” “future,” “positioned,” “potential,” “project,” “remain,” “scheduled,” “set to,” “subject to,” “upcoming,” and similar expressions to help identify forward-looking statements. In this press release, forward-looking statements include statements regarding: the planned expansion of the HealthTab™ platform across UK pharmacy sites; the anticipated benefits of the collaboration with Abbott; the expected deployment of additional test assays; projected site deployment targets; and the Company’s growth strategy in the UK. Forward-looking statements reflect the then-current expectations, beliefs, assumptions, estimates and forecasts of Avricore Health’s management. The forward-looking statements in this press release are based upon information available to Avricore Health as of the date of this press release. Forward-looking statements believed to be true when made may ultimately prove to be incorrect. These statements are not guarantees of the future performance of Avricore Health and are subject to a number of risks, uncertainties, and other factors, some of which are beyond its control and may cause actual results to differ materially from current expectations, including without limitation: the ability of the parties to perform their obligations under the Agreement; failure to meet regulatory requirements; changes in the market; potential downturns in economic conditions; and other risk factors described in Avricore’s public filings. These forward-looking statements speak only as of the date on which they are made, and the Company undertakes no obligation to update them publicly to reflect new information or the occurrence of future events or circumstances, unless otherwise required to do so by law.
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
Exhibit 4
Avricore Health Inc.
Condensed Interim Consolidated Financial Statements
(Unaudited)
For the three and six months ended June 30, 2026 and 2025
(Expressed in Canadian Dollars)
Notice to Reader
Management has prepared the unaudited condensed interim consolidated financial statements for Avricore Health Inc. (the “Company”) in accordance with National Instrument 51-102 released by the Canadian Securities Administration. The Company discloses that its auditors have not reviewed the unaudited condensed interim consolidated financial statements for the period ended June 30, 2026 and 2025.
Avricore Health Inc.
Condensed Interim Consolidated Statements of Financial Position
(Expressed in Canadian Dollars)
| Note | Unaudited June 30, 2026 | Audited December 31, 2025 | ||||||||||
| $ | $ | |||||||||||
| ASSETS | ||||||||||||
Current Assets | ||||||||||||
| Cash and cash equivalents | 912,548 | 227,918 | ||||||||||
| Term deposit | 10,000 | 10,000 | ||||||||||
| Accounts receivable | 4 | 33,527 | 37,332 | |||||||||
| Prepaid expenses and deposits | 5 | 107,979 | 91,083 | |||||||||
| 1,064,054 | 366,333 | |||||||||||
| Equipment | 6 | 174,717 | 196,789 | |||||||||
| Intangible assets | 7 | 3 | 3 | |||||||||
| Total Assets | 1,238,774 | 563,125 | ||||||||||
LIABILITIES | ||||||||||||
| Current Liabilities | ||||||||||||
| Accounts payable and accrued liabilities | 8 | 129,172 | 173,561 | |||||||||
| 129,172 | 173,561 | |||||||||||
| EQUITY | ||||||||||||
| Share capital | 9 | 28,467,299 | 27,304,793 | |||||||||
| Reserves | 9 | 7,385,407 | 7,348,195 | |||||||||
| Accumulated other comprehensive loss | 425 | (140 | ) | |||||||||
| Deficit | (34,743,529 | ) | (34,263,284 | ) | ||||||||
| 1,109,602 | 389,564 | |||||||||||
| Total Liabilities and Equity | 1,238,774 | 563,125 | ||||||||||
Nature of operations and going concern (Note 1)
Subsequent events (Note 18)
Approved and authorized for issuance on behalf of the Board of Directors on August 31, 2026.
| Rodger Seccombe, Director | David Hall, Chairman |
The accompanying notes are an integral part of these condensed interim consolidated financial statements
| 1 |
Avricore Health Inc.
Condensed Interim Consolidated Statements of Operations and Comprehensive Income (Loss)
For the three and six months ended June 30, 2026 and 2025
(Unaudited - Expressed in Canadian Dollars)
| Note | Three months ended June 30 | Six months ended June 30 | ||||||||||||||||||
| 2026 | 2025 | 2026 | 2025 | |||||||||||||||||
| $ | $ | |||||||||||||||||||
| Revenue | 13 & 17 | 77,595 | 28,692 | 121,910 | 462,753 | |||||||||||||||
| Cost of sales | 18 | (76,123 | ) | (76,787 | ) | (131,304 | ) | (164,551 | ) | |||||||||||
| Gross profit | 1,472 | (48,095 | ) | (9,394 | ) | 298,202 | ||||||||||||||
| Expenses | ||||||||||||||||||||
| Amortization | 6 | - | 1,147 | 1,967 | 2,293 | |||||||||||||||
| Consulting | 11 | 90,600 | 84,000 | 159,600 | 172,640 | |||||||||||||||
| General and administrative | 10 | 81,998 | 105,001 | 178,681 | 231,747 | |||||||||||||||
| Management fees | 11 | - | 45,000 | - | 99,000 | |||||||||||||||
| Shareholder communications | 12,866 | 16,488 | 18,850 | 24,921 | ||||||||||||||||
| Professional fees | 11 | 55,462 | 45,899 | 103,099 | 127,265 | |||||||||||||||
| Share-based compensation | 9 & 11 | - | 128,353 | 9,857 | 190,214 | |||||||||||||||
| (240,926 | ) | (425,888 | ) | (472,054 | ) | (848,080 | ) | |||||||||||||
| Loss before other income (expense) | (239,454 | ) | (473,983 | ) | (481,448 | ) | (549,878 | ) | ||||||||||||
| Other income (expense) | ||||||||||||||||||||
| Bad debt recovered | - | 6,901 | - | 6,901 | ||||||||||||||||
| Foreign exchange gain (loss) | (36,392 | ) | 4,199 | 82 | 1,930 | |||||||||||||||
| Interest income | 494 | 3,875 | 1,121 | 4,677 | ||||||||||||||||
| Net loss for the period | (275,352 | ) | (459,008 | ) | (480,245 | ) | (536,370 | ) | ||||||||||||
Other comprehensive loss: | ||||||||||||||||||||
| Foreign currency translation | (110 | ) | (684 | ) | 565 | (622 | ) | |||||||||||||
Comprehensive loss for the period | (275,462 | ) | (459,692 | ) | (479,680 | ) | (536,992 | ) | ||||||||||||
| Basic and diluted loss per share | (0.00 | ) | (0.00 | ) | (0.00 | ) | (0.01 | ) | ||||||||||||
| Weighted Average Number of Common Shares Outstanding: | ||||||||||||||||||||
Basic and diluted | 104,872,521 | 101,289,664 | 103,229,554 | 101,289,664 | ||||||||||||||||
The accompanying notes are an integral part of these condensed interim consolidated financial statements
| 2 |
Avricore Health Inc.
Condensed Interim Consolidated Statements of Changes in Shareholder’s Equity
For the six months ended June 30, 2026 and 2025
(Unaudited - Expressed in Canadian Dollars)
Number of Shares | Share Capital | Warrant Reserve | Option Reserve | Contributed surplus | Accumulated Other Comprehensive Loss |
Deficit |
Total | |||||||||||||||||||||||||
| $ | $ | $ | $ | $ | $ | |||||||||||||||||||||||||||
| Balance, December 31, 2024 | 101,289,664 | 27,304,793 | 901,229 | 6,166,289 | - | (47 | ) | (32,404,537 | ) | 1,967,727 | ||||||||||||||||||||||
| Share-based compensation | - | - | - | 190,214 | - | - | - | 190,214 | ||||||||||||||||||||||||
| Other comprehensive loss | - | - | - | - | - | (622 | ) | - | (622 | ) | ||||||||||||||||||||||
| Net loss for the period | - | - | - | - | - | - | (536,370 | ) | (536,370 | ) | ||||||||||||||||||||||
| Balance, June 30, 2025 | 101,289,664 | 27,304,793 | 901,229 | 6,356,503 | - | (669 | ) | (32,940,907 | ) | 1,620,949 | ||||||||||||||||||||||
| Balance, December 31, 2025 | 101,289,664 | 27,304,793 | - | 2,227,091 | 5,121,104 | (140 | ) | (34,263,284 | ) | 389,564 | ||||||||||||||||||||||
| Private placement, net | 25,080,000 | 1,162,506 | 27,355 | - | - | - | - | 1,189,861 | ||||||||||||||||||||||||
| Share-based compensation | - | - | - | 9,857 | - | - | - | 9,857 | ||||||||||||||||||||||||
| Other comprehensive income | - | - | - | - | - | 565 | - | 565 | ||||||||||||||||||||||||
| Net loss for the period | - | - | - | - | - | - | (480,245 | ) | (480,245 | ) | ||||||||||||||||||||||
| Balance, June 30, 2026 | 126,369,664 | 28,467,299 | 27,355 | 2,236,948 | 5,121,104 | 425 | (34,743,529 | ) | 1,109,602 | |||||||||||||||||||||||
The accompanying notes are an integral part of these condensed interim consolidated financial statements
| 3 |
Avricore Health Inc.
Notes to the Condensed Interim Consolidated Financial Statements
For the three and six months ended June 30, 2026 and 2025
(Unaudited - Expressed in Canadian Dollars)
| 2026 | 2025 | |||||||
| $ | $ | |||||||
| Operating Activities | ||||||||
| Net loss | (480,245 | ) | (536,370 | ) | ||||
Adjustment for non-cash items: | ||||||||
| Amortization | 25,104 | 87,817 | ||||||
| Share-based compensation | 9,857 | 190,214 | ||||||
| Change in working capital items: | ||||||||
| Accounts receivable | 3,805 | 378,045 | ||||||
| Inventory | - | (4,282 | ) | |||||
| Prepaid expenses and deposits | (16,896 | ) | (19,391 | ) | ||||
| Accounts payable and accrued liabilities | (44,156 | ) | (284,271 | ) | ||||
| Net cash used in operating activities | (502,531 | ) | (188,238 | ) | ||||
| Investing Activities | ||||||||
| Investment in intangible asset (software) | - | (19,615 | ) | |||||
| Purchase of equipment | (3,032 | ) | (68,583 | ) | ||||
| Net cash used in investing activities | (3,032 | ) | (88,198 | ) | ||||
| Financing Activities | ||||||||
| Proceeds from private placement, net | 1,189,861 | - | ||||||
| Net cash provided by financing activities | 1,189,861 | - | ||||||
| Increase (decrease) in cash and cash equivalents | 684,298 | (276,436 | ) | |||||
| Effects of foreign exchange translation on cash and cash equivalents | 332 | (766 | ) | |||||
| Cash and cash equivalents, beginning of period | 227,918 | 1,132,392 | ||||||
| Cash and cash equivalents, end of period | 912,548 | 855,190 | ||||||
Supplemental cash flow information (Note 14)
The accompanying notes are an integral part of these condensed interim consolidated financial statements
| 4 |
Avricore Health Inc.
Notes to the Condensed Interim Consolidated Financial Statements
For the three and six months ended June 30, 2026 and 2025
(Unaudited - Expressed in Canadian Dollars)
| 1. | NATURE OF OPERATIONS AND GOING CONCERN |
Avricore Health Inc. (the “Company”) was incorporated under the Company Act of British Columbia on May 30, 2000. The Company’s common shares trade on the TSX Venture Exchange (the “Exchange”) under the symbol “AVCR” and are quoted on the OTCQB Market as “AVCRF”. The Company’s registered office is at 700 – 1199 West Hastings Street, Vancouver, British Columbia, V6E 3T5.
The Company is involved in the business of health data and point-of-care technologies (“POCT”).
The condensed interim consolidated financial statements have been prepared on the basis of accounting principles applicable to a going concern, which assumes that the Company will continue in operations for the foreseeable future and be able to realize assets and satisfy liabilities in the normal course of business. The availability of sufficient cash flows to fund the Company’s operations are dependent on revenues and other financing sources which are subject to uncertainty. The Company has historically experienced operating losses and negative operating cash flows. As at June 30, 2026, the Company has an accumulated deficit of $34,743,529 and a working capital of $934,882, which management believes is sufficient to finance the Company’s operations over the next twelve months.
The continuation of the Company as a going concern is dependent upon its ability to generate revenue from its operations and/or raise additional financing to cover ongoing cash requirements. The condensed interim consolidated financial statements do not reflect any adjustments, which could be material, to the carrying values of assets and liabilities, which may be required should the Company be unable to continue as a going concern.
| 2. | BASIS OF PRESENTATION |
| a) | Statement of compliance |
The condensed interim consolidated financial statements for the period ended June 30, 2026 have been prepared in accordance with IFRS Accounting Standards (“IFRS”), as issued by the International Accounting Standards Board (“IASB”), IAS 34 Interim Financial Reporting. The condensed interim consolidated financial statements do not include all the information and disclosures required in the annual financial statements, and should be read in conjunction with the Company’s annual consolidated financial statements as at and for the year ended December 31, 2025. The accounting policies followed in these interim financial statements are consistent with those applied in the Company’s most recent annual financial statements for the year ended December 31, 2025.
| b) | Basis of preparation |
The condensed interim consolidated financial statements of the Company have been prepared on an accrual basis and are based on historical costs, modified where applicable. The material accounting policies are presented in Note 3 of the annual consolidated financial statements for the year ended December 31, 2025 and have been consistently applied in each of the periods presented. The condensed interim consolidated financial statements are presented in Canadian dollars, which is the presentation and functional currency of the Company. The functional currency of the Company’s wholly owned subsidiary HealthTab Ltd. is the UK pound sterling.
| 5 |
Avricore Health Inc.
Notes to the Condensed Interim Consolidated Financial Statements
For the three and six months ended June 30, 2026 and 2025
(Unaudited - Expressed in Canadian Dollars)
| 2. | BASIS OF PRESENTATION (continued) |
| b) | Basis of preparation (continued) |
The preparation of condensed interim consolidated financial statements in accordance with IFRS requires the Company’s management to make estimates, judgments and assumptions that affect amounts reported in the consolidated financial statements and accompanying notes. The areas involving a higher degree of judgment and complexity, or areas where assumptions and estimates are significant to the condensed interim consolidated financial statements are disclosed in Note 3 (m). Actual results might differ from these estimates. The Company’s management reviews these estimates and underlying judgments on an ongoing basis, based on experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances. Revisions to estimates are adjusted for prospectively in the year in which the estimates are revised.
| c) | Basis of consolidation |
The condensed interim consolidated financial statements include the assets, liabilities and results of operations of all entities controlled by the Company. Inter-company balances and transactions, including unrealized income and expenses arising from inter-company transactions, are eliminated in preparing the Company’s condensed interim consolidated financial statements. Where control of an entity is obtained during a financial year, its results are included in the condensed interim consolidated statements of operations and comprehensive loss from the date on which control commences. Where control of an entity ceases during a financial year, its results are included for that part of the year during which control exists.
These condensed interim consolidated financial statements include the accounts of the Company and its controlled wholly owned Canadian subsidiary, HealthTab™ Inc and HealthTab Inc.’s wholly owned United Kingdom subsidiary, HealthTab™ Ltd.
| 3. | SUMMARY OF MATERIAL ACCOUNTING POLICIES |
Significant accounting estimates and judgments
Estimates
Significant estimates used in applying accounting policies that have the most significant effect on the amounts recognized in the financial statements are as follows:
Share-based payments
The Company grants share-based awards to certain directors, officers, employees, consultants and other eligible persons. For equity-settled awards, the fair value is charged to the statement of operations and comprehensive income (loss) and credited to the reserves over the vesting period using the graded vesting method, after adjusting for the estimated number of awards that are expected to vest.
The fair value of equity-settled awards is determined at the date of the grant using the Black-Scholes option pricing model. For equity-settled awards to non-employees, the fair value is measured at each vesting date. The estimate of warrant and option valuation also requires determining the most appropriate inputs to the valuation model, including the volatility, expected life of warrants and options, risk free interest rate and dividend yield. Management must also make significant judgments or assessments as to how financial assets and liabilities are categorized.
| 6 |
Avricore Health Inc.
Notes to the Condensed Interim Consolidated Financial Statements
For the three and six months ended June 30, 2026 and 2025
(Unaudited - Expressed in Canadian Dollars)
| 3. | SUMMARY OF MATERIAL ACCOUNTING POLICIES (continued) |
Significant accounting estimates and judgments (continued)
Estimation of useful lives of equipment and software
Amortization of equipment and software is dependent upon estimates of their useful lives. The useful lives of the assets are assessed annually and may vary from previous estimates depending on a number of factors. In reassessing asset lives, factors such as technological innovation, product lifecycles, maintenance, and fair value of equipment are taken into account.
Recoverable amounts of equipment
The carrying amount of the Company’s equipment and intangible assets is reviewed at each financial reporting date to determine whether there is any indication of impairment. If such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss. An impairment loss is recognized when the carrying amount of an asset or its cash generating unit exceeds its recoverable amount. Impairment losses are recognized in profit or loss for the period.
Judgements
Significant judgments used in applying accounting policies that have the most significant effect on the amounts recognized in the financial statements are as follows:
Revenue recognition
Revenue is recognized when the revenue recognition criteria expressed in the accounting policy stated above have been met. Judgment may be required when allocating revenue or discounts on sales amongst the various elements in a sale involving multiple deliverables.
Indicators of impairment
Indicators of impairment include observable declines in market value, significant negative changes in the technological, market, economic, or legal environment and increases in market interest rates. Judgement is required to determine the recoverable amount which is the higher of an assets fair value less costs of disposition and its value in use.
Deferred income taxes
Tax interpretations, regulations and legislation in the various jurisdictions in which the Company operates are subject to change. The determination of income tax expense and deferred tax involves judgment and estimates as to the future taxable earnings, expected timing of reversals of deferred tax assets and liabilities, and interpretations of laws in the countries in which the Company operates. The Company is subject to assessments by tax authorities who may interpret the tax law differently. Changes in these estimates may materially affect the final amount of deferred taxes or the timing of tax payments. If a positive forecast of taxable income indicates the probable use of a deferred tax asset, especially when it can be utilized without a time limit, that deferred tax asset is usually recognized in full.
Going concern
Management has applied judgements in the assessment of the Company’s ability to continue as a going concern when preparing its financial statements. In assessing whether the going concern assumption is appropriate, management takes into account all available information about the future, which is at least, but is not limited to, twelve months from the end of the reporting period. The factors considered by management are disclosed in Note 1.
| 7 |
Avricore Health Inc.
Notes to the Condensed Interim Consolidated Financial Statements
For the three and six months ended June 30, 2026 and 2025
(Unaudited - Expressed in Canadian Dollars)
| 4. | ACCOUNTS RECEIVABLE |
The Company’s accounts receivable consists of the following:
| June 30, 2026 | December 31, 2025 | |||||||
| $ | $ | |||||||
| Trade receivables | 25,558 | 11,879 | ||||||
| Other receivable | - | 12,199 | ||||||
| GST receivable | 7,969 | 13,254 | ||||||
| 33,527 | 37,332 | |||||||
| 5. | PREPAID EXPENSES AND DEPOSITS |
The balance consists of prepaid expenses to vendors of $61,404 (December 31, 2025 - $64,882), prepaid business insurance of $25,887 (December 31, 2025 - $5,696) and security deposits of $20,688 (December 31, 2025 - $20,505).
| 6. | EQUIPMENT |
| Equipment | Furniture | Total | ||||||||||
| $ | $ | $ | ||||||||||
| Cost | ||||||||||||
| Balance, December 31, 2024 | 1,566,509 | - | 1,566,509 | |||||||||
| Additions | 73,684 | 14,813 | 88,497 | |||||||||
| Impairment | (422,950 | ) | - | (422,950 | ) | |||||||
| Balance, December 31, 2025 | 1,217,243 | 14,813 | 1,232,056 | |||||||||
| Additions | 3,032 | - | 3,032 | |||||||||
| Balance, June 30, 2026 | 1,220,275 | 14,813 | 1,235,088 | |||||||||
| Accumulated Amortization | ||||||||||||
| Balance, December 31, 2024 | 910,068 | - | 910,068 | |||||||||
| Amortization | 122,233 | 2,966 | 125,199 | |||||||||
| Balance, December 31, 2025 | 1,032,301 | 2,966 | 1,035,267 | |||||||||
| Amortization | 23,988 | 1,116 | 25,104 | |||||||||
| Balance, June 30, 2026 | 1,056,289 | 4,082 | 1,060,371 | |||||||||
| Carrying value | ||||||||||||
| As at December 31, 2025 | 184,942 | 11,847 | 196,789 | |||||||||
| As at June 30, 2026 | 163,986 | 10,731 | 174,717 | |||||||||
Equipment is comprised primarily of system analyzers and system hardware leased to earn revenues. Amortization of equipment included in cost of sales was $9,095 and $23,137 during the three and six months ended June 30, 2026 (2025 - $44,236 and $85,524), respectively. Amortization of equipment included in operating expenses was $Nil and $1,967 during the three and six months ended June 30, 2026 (2025 - $1,147 and $2,293), respectively.
During the year ending December 31, 2025, the agreement with the Company’s major customer was not renewed and expire on March 31, 2025. The loss of this major customer significantly impacted the Company’s revenue and financial position. As a consequence, the Company performed an impairment test. The Company recognized and determined the recoverable amount to be $184,942 using the fair value less cost of disposal method. The Company recognized an impairment of $422,950 related to system analyzers and system hardware during the year ended December 31, 2025. The Company has impaired 100% of the equipment expected to be idle.
| 8 |
Avricore Health Inc.
Notes to the Condensed Interim Consolidated Financial Statements
For the three and six months ended June 30, 2026 and 2025
(Unaudited - Expressed in Canadian Dollars)
| 6. | EQUIPMENT (continued) |
If impairment loss subsequently reverses, the carrying amount of the cash generating unit will be increased to the revised estimate of its recoverable amount, to the extent that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognized for the cash generating unit in prior years. A reversal of an impairment loss will be recognized as income immediately.
| 7. | INTANGIBLE ASSETS |
| Software | HealthTab™ | Corozon | Emerald | Total | ||||||||||||||||
| $ | $ | $ | $ | $ | ||||||||||||||||
| Cost | ||||||||||||||||||||
| Balance, December 31, 2024 | 89,718 | 1 | 1 | 1 | 89,721 | |||||||||||||||
| Additions | 25,865 | - | - | - | 25,865 | |||||||||||||||
| Impairment | (70,594 | ) | - | - | - | (70,594 | ) | |||||||||||||
| Assets written off | (44,989 | ) | - | - | - | (44,989 | ) | |||||||||||||
| Balance, December 31, 2025 and June 30, 2026 | - | 1 | 1 | 1 | 3 | |||||||||||||||
| Accumulated Amortization | ||||||||||||||||||||
| Balance, December 31, 2024 | 30,574 | - | - | - | 30,574 | |||||||||||||||
| Amortization | 14,415 | - | - | - | 14,415 | |||||||||||||||
| Assets written off | (44,989 | ) | - | - | - | (44,989 | ) | |||||||||||||
| Balance, December 31, 2025 and June 30, 2026 | - | - | - | - | - | |||||||||||||||
| Carrying value | ||||||||||||||||||||
| As at December 31, 2025 and June 30, 2026 | - | 1 | 1 | 1 | 3 | |||||||||||||||
Amortization of software of $nil and $nil was included in cost of sales during the three and six months period ended June 30, 2026 (2025 - $3,346 and $6,895), respectively.
During the year ending December 31, 2025, the agreement with the Company’s major customer was not renewed and expired on March 31, 2025. The loss of this major customer significantly impacted the Company’s revenue and financial position. As a consequence, the Company performed an impairment test. The Company recognized and determined the recoverable amount to be $Nil using the value in use method. The Company recognized an impairment of $70,594 related to system software during the year ended December 31, 2025.
| 8. | ACCOUNTS PAYABLE AND ACCRUED LIABILITIES |
The Company’s accounts payable and accrued liabilities consist of the following:
| June 30, 2026 | December 31, 2025 | |||||||
| $ | $ | |||||||
| Trade accounts payable and accrued liabilities | 107,508 | 172,521 | ||||||
| Payroll payable | 10,693 | - | ||||||
| GST payable | 10,971 | 1,040 | ||||||
| 129,172 | 173,561 | |||||||
| 9 |
Avricore Health Inc.
Notes to the Condensed Interim Consolidated Financial Statements
For the three and six months ended June 30, 2026 and 2025
(Unaudited - Expressed in Canadian Dollars)
| 9. | SHARE CAPITAL |
Authorized share capital
Authorized: Unlimited number of common shares without par value.
Issued share capital
During the period ended June 30, 2025:
On June 16, 2026 the Company closed its non-brokered private placement for gross proceeds of $1,254,000 by issuing 25,080,000 units at $0.05 per unit. Each unit consists of one common share and one-half transferrable share purchase warrant. Each warrant will entitle the holder thereof to purchase one additional common share for a period of 2 years from the closing date of the offering at a price of $0.10 per common share. No value was allocated to the warrants under the residual method.
The Company incurred a total of $91,494 of share issue costs, of which $54,600 was for finder fee, $27,355 was for fair value of issued 1,092,000 non-transferable finders warrants and the rest for other transaction costs.
There were no shares issued during the year ended December 31, 2025.
Stock options
The Company has adopted a fixed up to 20% incentive share purchase option plan under the rules of the Exchange pursuant to which it is authorized to grant options to acquire up to 19,970,000 common shares of the Company to executive officers, directors, employees and consultants. The options can be granted for a maximum term of ten years and generally vest either immediately or in specified increments of up to 25% in any three-month period.
The changes in stock options including those granted to directors, officers, employees and consultants are summarized as follows:
| Period ended June 30, 2026 | Year ended December 31, 2025 | |||||||||||||||
Number of Options | Weighted Average Exercise Price | Number of Options | Weighted Average Exercise Price | |||||||||||||
| Beginning Balance | 15,048,000 | $ | 0.18 | 12,250,000 | $ | 0.23 | ||||||||||
| Options granted | - | - | 4,100,000 | $ | 0.05 | |||||||||||
| Expired | (1,950,000 | ) | $ | 0.25 | (1,210,000 | ) | $ | 0.08 | ||||||||
| Forfeited | - | - | (92,000 | ) | $ | 0.11 | ||||||||||
| Ending Balance | 13,098,000 | $ | 0.18 | 15,048,000 | $ | 0.18 | ||||||||||
| Exercisable | 12,898,000 | $ | 0.18 | 14,023,000 | $ | 0.18 | ||||||||||
| 10 |
Avricore Health Inc.
Notes to the Condensed Interim Consolidated Financial Statements
For the three and six months ended June 30, 2026 and 2025
(Unaudited - Expressed in Canadian Dollars)
| 9. | SHARE CAPITAL (continued) |
Stock options (continued)
The following table summarizes information about stock options outstanding and exercisable as at June 30, 2026:
| Exercise Price | Expiry date | Options | ||||||||||
| Outstanding | Exercisable | |||||||||||
| $ | 0.15 | June 4, 2027 | 700,000 | 700,000 | ||||||||
| $ | 0.28 | June 4, 2027 | 300,000 | 300,000 | ||||||||
| $ | 0.29 | June 4, 2027 | 600,000 | 600,000 | ||||||||
| $ | 0.15 | August 10, 2027 | 1,975,000 | 1,975,000 | ||||||||
| $ | 0.15 | August 12, 2027 | 100,000 | 100,000 | ||||||||
| $ | 0.16 | October 12, 2027 | 300,000 | 300,000 | ||||||||
| $ | 0.28 | May 15, 2028 | 1,492,000 | 1,492,000 | ||||||||
| $ | 0.20 | June 21, 2028 | 400,000 | 400,000 | ||||||||
| $ | 0.20 | September 15, 2028 | 140,000 | 140,000 | ||||||||
| $ | 0.18 | July 1, 2029 | 300,000 | 300,000 | ||||||||
| $ | 0.29 | August 30, 2029 | 2,731,000 | 2,531,000 | ||||||||
| $ | 0.05 | June 30, 2030 | 4,060,000 | 4,060,000 | ||||||||
| 13,098,000 | 12,898,000 | |||||||||||
The weighted average remaining life of the stock options outstanding at June 30, 2026 is 2.59 years (December 31, 2025: 2.81 years).
Share-based compensation
Share-based compensation of $Nil and $9,857 was recognized during the three and six months period ended June 30, 2026 (2025 - $128,353 and $190,214), respectively, for stock options granted and/or vested during the period. Options issued to directors and officers and consultants of the Company during the year vest quarterly over one year, however, the Board may change such provisions at its discretion or as required on a grant-by-grant basis.
Share-based payments for options granted were measured using the Black-Scholes option pricing model with the following weighted average assumptions:
| 2026 | 2025 | |||||||
| Expected life | - | 3.69 years | ||||||
| Volatility | - | 85.69%-92.75 | % | |||||
| Dividend yield | - | 0 | % | |||||
| Risk-free interest rate | - | 2.70%-2.82 | % | |||||
Option pricing models require the use of highly subjective estimates and assumptions, including the expected stock price volatility. Changes in the underlying assumptions can materially affect the fair value estimates.
| 11 |
Avricore Health Inc.
Notes to the Condensed Interim Consolidated Financial Statements
For the three and six months ended June 30, 2026 and 2025
(Unaudited - Expressed in Canadian Dollars)
| 9. | SHARE CAPITAL (continued) |
Warrants
There were 13,632,000 warrants issued and outstanding as at June 30, 2026 (December 31, 2025 – nil) with a weighted average exercise price of $0.10 and remaining life of 1.96 years.
| Exercise Price | Expiry date | Warrants | ||||||
| $ | 0.10 | June 16, 2028 | 12,540,000 | |||||
| $ | 0.05 | June 16, 2028 | 1,092,000 | |||||
| 13,632,000 | ||||||||
The fair value of the warrants granted as finder fees in connection with the private placement, totaling $27,355, was measured using the Black-Scholes option pricing model based on the following weighted average assumptions:
| 2026 | ||||
| Expected life | 1.44 years | |||
| Volatility | 110 | % | ||
| Dividend yield | 0 | % | ||
| Risk-free interest rate | 2.66 | % | ||
Pricing models require the use of highly subjective estimates and assumptions, including the expected stock price volatility. Changes in the underlying assumptions can materially affect the fair value estimates.
| 10. | GENERAL AND ADMINISTRATIVE EXPENSES |
| Three months ending June 30 | Six months ending June 30 | |||||||||||||||
| 2026 | 2025 | 2026 | 2025 | |||||||||||||
| $ | $ | |||||||||||||||
| Bank service charges | 1,095 | 2,420 | 3,047 | 4,505 | ||||||||||||
| Filing and registration fees | 8,309 | 13,750 | 17,389 | 23,756 | ||||||||||||
| Insurance | 9,654 | 17,820 | 24,993 | 39,185 | ||||||||||||
| Office maintenance | 8,333 | 15,733 | 21,311 | 35,375 | ||||||||||||
| Payroll | 28,063 | 18,868 | 54,814 | 37,681 | ||||||||||||
| Regulatory fees | 4,337 | 4,119 | 4,337 | 4,351 | ||||||||||||
| Rent | 8,400 | 9,836 | 38,983 | 18,539 | ||||||||||||
| Travel | 13,807 | 22,455 | 13,807 | 68,355 | ||||||||||||
| - | - | |||||||||||||||
| 81,998 | 105,001 | 178,681 | 231,747 | |||||||||||||
| 12 |
Avricore Health Inc.
Notes to the Condensed Interim Consolidated Financial Statements
For the three and six months ended June 30, 2026 and 2025
(Unaudited - Expressed in Canadian Dollars)
| 11. | RELATED PARTY TRANSACTIONS AND BALANCES |
For the three and six months ended June 30, 2026 and 2025, the Company recorded the following transactions with related parties:
| a) | $5,400 and $10,800 in office rent (2025 – $5,400 and $10,800), respectively, to a company controlled by the Chief Executive Officer of the Company. |
| b) | $3,000 and $6,000 in office rent (2025 – $3,000 and $6,000), respectively, to a company controlled by the Chief Financial Officer of the Company. |
| c) | $3,670 and $8,625 for analyser quality control services (2025 - $3,242 and $5,411), respectively, to a company controlled by the Chief Executive Officer of the Company. This amount is recorded under the cost of sales. |
| d) | $54,000 and $108,000 for consulting services (2025 - $63,000 and $117,000), respectively, to the brother of the Chief Executive Officer of the Company. This amount is recorded under consulting fees. |
Related party transactions not otherwise described in the condensed interim consolidated financial statements are shown below. The remuneration of the Company’s directors and other members of key management, who have the authority and responsibility for planning, directing and controlling the activities of the Company directly or indirectly, consist of the following:
| Three months ended June 30 | Six months ended June 30 | |||||||||||||||
| 2026 | 2025 | 2026 | 2025 | |||||||||||||
| $ | $ | $ | $ | |||||||||||||
| Consulting fees | 54,000 | 63,000 | 108,000 | 117,000 | ||||||||||||
| Management fees | - | 36,000 | - | 90,000 | ||||||||||||
| Professional fees | 44,940 | 32,100 | 77,040 | 64,200 | ||||||||||||
| Share-based compensation | - | 88,367 | 7,045 | 125,180 | ||||||||||||
| 98,940 | 219,467 | 192,085 | 396,380 | |||||||||||||
At June 30, 2026, $1,417 was due to related parties (December 31, 2025 - $46,890) (Note 8). These balances are unsecured, non-interest bearing, and due on demand.
| 12. | CAPITAL DISCLOSURES |
The Company includes Common shares, Options reserve and Warrants reserve in the definition of capital net of share issue costs. The Company’s objective when managing capital is to maintain sufficient cash resources to support its day-to-day operations. The availability of capital is solely through the issuance of the Company’s common shares. The Company intends to raise additional equity financing to fund the ongoing operations and to meet strategic objectives. There are no assurances that funds will be made available to the Company when required. The Company makes every effort to safeguard its capital and minimize its dilution to its shareholders.
The Company is not subject to any externally imposed capital requirements. There were no changes in the Company’s approach to capital management during the period ended June 30, 2026.
| 13 |
Avricore Health Inc.
Notes to the Condensed Interim Consolidated Financial Statements
For the three and six months ended June 30, 2026 and 2025
(Unaudited - Expressed in Canadian Dollars)
| 13. | SEGMENTED INFORMATION |
At June 30, 2026 and 2025, the Company operated as a single reportable segment consisting of its point-of-care business. This includes the HealthTab™ - Point of Care Business in Canada and the HealthTab UK - Point of Care Business in the United Kingdom. The Company’s revenues allocated by geography for the period ended June 30, 2026 and 2025 are as follows:
| Three months ended June 30 | Six months ended June 30 | |||||||||||||||
| 2026 | 2025 | 2026 | 2025 | |||||||||||||
| $ | $ | |||||||||||||||
| Canada | 19,272 | 19,265 | 46,950 | 452,909 | ||||||||||||
| United Kingdom | 58,323 | 9,427 | 74,960 | 9,844 | ||||||||||||
| 77,595 | 28,692 | 121,910 | 462,753 | |||||||||||||
| 14. | SUPPLEMENTAL CASH FLOW INFORMATION |
There were no non-cash transactions during the period ended June 30, 2026 and 2025.
| 15. | FINANCIAL INSTRUMENTS AND FINANCIAL RISK MANAGEMENT |
The Company’s financial instruments include cash and cash equivalents, term deposit, accounts receivable and accounts payable. The Company’s risk management policies are established to identify and analyze the risks faced by the Company, to set appropriate risk limits and controls, and to monitor risks and adherence to market conditions and the Company’s activities. The Company has exposure to credit risk, liquidity risk and market risk as a result of its use of financial instruments.
This note presents information about the Company’s exposure to each of the above risks and the Company’s objectives, policies and processes for measuring and managing these risks. Further quantitative disclosures are included throughout the consolidated financial statements. The Board of Directors has overall responsibility for the establishment and oversight of the Company’s risk management framework. The Board has implemented and monitors compliance with risk management policies.
| a) | Credit risk |
Credit risk is the risk of financial loss to the Company if a customer or counterparty to a financial instrument fails to meet its contractual obligations and arises primarily from the Company’s cash and cash equivalents, term deposits and accounts receivable. The Company’s cash and cash equivalents and term deposits are held through a large Canadian financial institution. The Company does not have financial assets that are invested in asset-backed commercial paper.
The Company performs ongoing credit evaluations of its accounts receivable but does not require collateral. The Company establishes an allowance for expected credit losses based on the credit risk applicable to particular customers and historical data.
Approximately 28% of trade receivables are due from one customer at June 30, 2026 (December 31, 2025 – 72% from one customer).
| 14 |
Avricore Health Inc.
Notes to the Condensed Interim Consolidated Financial Statements
For the three and six months ended June 30, 2026 and 2025
(Unaudited - Expressed in Canadian Dollars)
| 15. | FINANCIAL INSTRUMENTS AND FINANCIAL RISK MANAGEMENT (continued) |
| b) | Liquidity risk |
Liquidity risk is the risk that the Company will incur difficulties meeting its financial obligations as they are due. The Company’s approach to managing liquidity is to ensure, as far as possible, that it will have sufficient liquidity to meet its liabilities when due, under both normal and stressed conditions without incurring unacceptable losses or risking harm to the Company’s reputation. Liquidity risk has been assessed as moderate.
The Company monitors its spending plans, repayment obligations and cash resources, and takes actions with the objective of ensuring that there is sufficient capital in order to meet short-term business requirements. To facilitate its expenditure program, the Company raises funds primarily through public equity financing.
Contractual undiscounted cash flow requirements for financial liabilities as at June 30, 2026 are as follows:
| Carrying value | Contractual Cash flows | Within 1 year | 1 - 5 Years | |||||||||||||
| $ | $ | $ | $ | |||||||||||||
| Trade accounts payable | 129,172 | 129,172 | 129,172 | - | ||||||||||||
| 129,172 | 129,172 | 129,172 | - | |||||||||||||
| c) | Market risk |
Market risk for the Company consists of currency risk and interest rate risk. The objective of market risk management is to manage and control market risk exposure within acceptable limits, while maximizing returns.
| d) | Currency risk |
Foreign currency risk is the risk that the fair value or future cash flows will fluctuate as a result of changes in foreign exchange rates. The Company is exposed to foreign exchange rate risk mainly due to its operations in United Kingdom. The Company manages its risk by using accredited financial institutions to process its foreign currency transactions ensuring the market rate of foreign exchange.
The following are balances of foreign currency exposure as of June 30 (Canadian dollar values of GB pound balances):
| 2026 | 2025 | |||||||
| $ | $ | |||||||
| Cash | 4,720 | 3,579 | ||||||
| Accounts receivable | 9,936 | 4,743 | ||||||
| Accounts payable | (10,470 | ) | (8,768 | ) | ||||
| 4,186 | (446 | ) | ||||||
| d) | Currency risk (continued) |
Based on the above net exposures as at June 30, 2026, a 10% appreciation in the GB pound would result in a $788 (December 31, 2025 - $45) change in the Company’s other comprehensive income for the period.
| 15 |
Avricore Health Inc.
Notes to the Condensed Interim Consolidated Financial Statements
For the three and six months ended June 30, 2026 and 2025
(Unaudited - Expressed in Canadian Dollars)
| 15. | FINANCIAL INSTRUMENTS AND FINANCIAL RISK MANAGEMENT (continued) |
| e) | Interest rate risk |
Interest rate risk is the risk that fair values or future cash flows will fluctuate as a result of changes in market interest rates. In respect of financial assets, the Company’s policy is to invest cash at fixed interest rates and cash reserves are to be maintained in cash equivalents in order to maintain liquidity, while achieving a satisfactory return for shareholders. The Company is not exposed to significant interest rate risk.
Fair values of financial instruments
The fair value hierarchy establishes three levels to classify the inputs to valuation techniques used to measure fair value. The three levels of the fair value hierarchy are described below:
Level 1: Unadjusted quoted prices in active markets that are accessible at the measurement date for identical assets or liabilities and amounts resulting from direct arm’s length transactions.
Cash and cash equivalents are valued using quoted market prices or from amounts resulting from direct arm’s length transactions. As a result, these financial assets have been included in Level 1 of the fair value hierarchy.
The fair values of financial assets and financial liabilities are determined as follows:
Cash and cash equivalents are measured at fair value on a recurring basis using a level 1 measurement. The carrying amounts of term deposits, accounts receivable and accounts payable are of approximate fair value due to their short-term maturity or current market rates for similar instruments.
Level 2: Inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly, for substantially the full contractual term. Derivatives are included in Level 2 of the fair value hierarchy as they are valued using price models. These models require a variety of inputs, including, but not limited to, contractual terms, market prices, forward price curves, yield curves and credit spreads.
Level 3: Inputs for the asset or liability are not based on observable market data.
| 16. | REVENUE AND MAJOR CUSTOMER |
Revenues earned are comprised of the following for the three and six months ended June 30:
| Three months ended June 30 | Six months ended June 30 | |||||||||||||||
| 2026 | 2025 | 2026 | 2025 | |||||||||||||
| $ | $ | $ | $ | |||||||||||||
| Lease and service | 19,272 | 13,413 | 85,040 | 436,999 | ||||||||||||
| Sale of products | 58,323 | 15,279 | 36,870 | 25,754 | ||||||||||||
| 77,595 | 28,692 | 121,910 | 462,753 | |||||||||||||
Revenue from the major customer was $19,272 and $46,950, respectively, during the three and six months ended June 30, 2026 (2025 - $19,265 and $452,909). The major customer purchases goods and services from the Company’s only segment HealthTab™ - Point of Care Business. The agreement with the major customer expired on June 30, 2025. The loss of this major customer significantly impacted the Company’s future revenue and financial position.
| 16 |
Avricore Health Inc.
Notes to the Condensed Interim Consolidated Financial Statements
For the three and six months ended June 30, 2026 and 2025
(Unaudited - Expressed in Canadian Dollars)
| 17. | COST OF SALES |
Cost of sales are comprised of the following for the three and six months ended June 30:
| Three months ended June 30 | Six months ended June 30 | |||||||||||||||
| 2026 | 2025 | 2026 | 2025 | |||||||||||||
| $ | $ | $ | $ | |||||||||||||
| Amortization | 9,095 | 44,236 | 23,137 | 85,524 | ||||||||||||
| Hosting and software | 19,468 | 12,852 | 34,763 | 40,648 | ||||||||||||
| Reagents | 30,809 | 10,301 | 43,601 | 17,090 | ||||||||||||
| Shipping | 581 | 4,363 | 4,062 | 9,588 | ||||||||||||
| Quality control | 3,670 | 3,403 | 9,633 | 5,816 | ||||||||||||
| Other | 12,500 | 1,632 | 16,108 | 5,885 | ||||||||||||
| 76,123 | 76,787 | 131,304 | 164,551 | |||||||||||||
| 18. | SUBSEQUENT EVENT |
Subsequent to June 30, 2026 the Company granted 3,300,000 options to directors, officers, consultants and employees of the company exercisable at $0.06 per common share for 5 years from the date of the grant. The options shall vest quarterly commencing on the date of grant.
| 17 |
Exhibit 5
Avricore Health Inc.
Management’s Discussion & Analysis
For the three and six months ended
June 30, 2026
This Management Discussion and Analysis (“MD&A”) of Avricore Health Inc. (“AVRICORE”, the “Company”, “we”, “us” or “our”) for the period ended June 30, 2026 is prepared as of August 31, 2026. This MD&A should be read in conjunction with the unaudited condensed interim consolidated financial statements for the period ended June 30, 2026 and audited consolidated financial statements for the year ended December 31, 2025 and the related notes thereto.
Our consolidated financial statements are prepared in accordance IFRS Accounting Standards (“IFRS”) as issued by the International Accounting Standards Board (“IASB”). This MD&A contains “forward-looking statements” and the non-GAAP performance measures that are subject to risk factors set out in a cautionary note contained herein.
All amounts are expressed in Canadian dollars unless otherwise indicated.
Additional information about Avricore Health Inc. can be found on the SEDAR website (www.sedarplus.ca) and on the Company’s website (www.avricorehealth.com).
FORWARD LOOKING STATEMENTS
This MD&A contains or incorporates forward-looking statements within the meaning of Canadian securities legislation (collectively, “forward-looking statements. These forward-looking statements relate to, among other things, revenue, earnings, changes in cost and expenses, capital expenditures and other objectives, strategic plans and business development goals, and may also include other statements that are predictive in nature or that depend upon or refer to future events or conditions, and can generally be identified by words such as “may”, “will”, “expects”, “anticipates”, “intends”, “plans”, “believes”, “estimates” or similar expressions. In addition, any statements that refer to expectations, projections or other characterizations of future events or circumstances are forward-looking statements. These statements are not historical facts but instead represent only Avricore’s expectations, estimates and projections regarding future events.
Although the Company believes the expectations reflected in such forward-looking statements are reasonable, such statements are not guarantees of future performance and involve certain risks and uncertainties that are difficult to predict. Undue reliance should not be placed on such statements. Certain material assumptions are applied in making forward-looking statements and actual results may differ materially from those expressed or implied in such statements. Known and unknown factors could cause actual results to differ materially from those expressed or implied in the forward-looking statements. Important assumptions, influencing factors, risks and uncertainties are referred to in the body of this MD&A, in the press release announcing the Company’s financial results, and in Avricore’s annual financial statements and the notes thereto. These documents are available at www.sedarplus.ca.
The forward-looking statements contained in this MD&A are made as at the date of this MD&A and, accordingly, are subject to change after such date. Except as required by law, Avricore does not undertake any obligation to update or revise any forward-looking statements made or incorporated in this MD&A, whether as a result of new information, future events or otherwise.
| 2 | Page |
Avricore Health Inc.
Management's Discussion and Analysis
June 30, 2026
OVERVIEW
Avricore Health is committed to advancing pharmacy practice and patient care by acquiring and developing innovative early-stage technologies. At the core of this strategy is HealthTab™, our wholly owned turnkey point-of-care testing (POCT) platform that empowers pharmacies to become proactive community diagnostic centers. HealthTab™ enhances the role of pharmacists in delivering frontline care by enabling rapid screening and clinical decision-making directly at the pharmacy counter. With a growing focus on accessible, efficient care—especially for chronic disease management—HealthTab™ contributes to improved patient outcomes and creates long-term value for all stakeholders.
Avricore continues to reach critical milestones, driven by strategic expansion and innovative offerings. These efforts position the company for sustained growth and market leadership in the evolving healthcare ecosystem.
Adapting to a Changing Healthcare Landscape
Healthcare systems globally are under increasing pressure due to budget constraints, clinician shortages, and rising demand for services. In Canada, over 6 million people lack access to a family doctor, and among those who do, only 29% receive timely care. Compounding the challenge, nearly a third of family doctors are expected to retire or leave the profession within the next three years. In the UK, with just 25% of physicians serving as GPs, individual practitioners are managing caseloads averaging 2,300 patients each.
As these strains intensify, pharmacy is emerging as a key player in delivering primary care services. HealthTab™ is at the forefront of this shift—offering pharmacists tools to conduct essential screenings, identify urgent care needs, and forge deeper patient relationships. The platform reduces the burden on traditional healthcare settings and helps drive efficiencies in care delivery.
The market demand for point-of-care solutions continues to grow, accelerated by the need for cost-effective, scalable, and decentralized care. HealthTab™ is uniquely positioned to meet this demand, providing innovative solutions where and when patients need them most.
HEALTHTAB™ – KEY DEVELOPMENTS
| ● | The Company’s wholly-owned subsidiary, HealthTab Ltd, has entered into a formal multi-year collaboration agreement with Abbott, a global healthcare company, to supply and distribute Abbott’s point-of-care testing products through the HealthTab™ platform in the UK. The agreement allows HealthTab to distribute Abbott’s AfinionTM 2 Analyzer in NHS-linked pharmacies to test for HbA1c and lipid profiles. The collaboration also establishes a structured framework for the continued expansion of point-of-care testing through community pharmacies. |
| ● | 59 HealthTab™ systems were operating in the UK as of June 30, 2026; 46 in North East London, and 6 in North Central London and 7 in additional locations outside London |
| ● | HealthTab™ is being deployed in a new pilot launched by Barts Health NHS Trust, in collaboration with UCL Partners and the British Heart Foundation (BHF), to deliver inclisiran cholesterol-lowering injections through community pharmacies – a major expansion to secondary prevention. |
| ● | HealthTab has gained meaningful traction within the NHS, including the screening of more than 3,500 patients in community pharmacies across North East and North Central London through a collaboration with Barts Health NHS Trust. In an initial lipid-screening cohort of 556 patients, approximately one in five was identified as having elevated cardiovascular risk. |
| ● | During an initial one-month pilot of HbA1c testing for diabetes screening, the Company completed 2,295 HbA1c tests across 57 locations, achieving a monthly per-location average 10 times higher than previously achieved in Canada. |
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Avricore Health Inc.
Management's Discussion and Analysis
June 30, 2026
| ● | The Company is preparing to expand its Barts Health pharmacy cholesterol testing programme to 100 pharmacies nationwide across England. |
| ● | In the three months ended June 30, 2026 revenue increased by 170% compared to the same period ending June 30, 2025 to $77,595. |
| ● | In the six months ended June 30, 2026 revenue decreased by 74% compared to the same period ending June 30, 2025 to $121,910. |
| ● | In the six months ended June 30, 2026, the Company recorded a comprehensive loss of $479,680 (2025 – $536,992). |
Growth Strategy 2026 and Beyond:
The Company is implementing its strategy to grow HealthTab™ in the United Kingdom — a decision aligned with the region’s robust healthcare market and significant investment in pharmacy-led services. The Company has staged over 700 analysers from Canada to the UK. This transition enhances resource efficiency and reduces upfront capital requirements for expanded device deployment.
UK Market Opportunity
The timing of the Company’s strategic efforts is driven by unprecedented UK government investment in UK pharmacy services:
| ● | On May 29, 2026, the Department of Health and Social Care and NHS England announced a £340 million government-funded deal for community pharmacy in 2026–2027, agreed with Community Pharmacy England, which will roll out NHS-funded Independent Prescribing nationally from autumn 2026. For the first time, qualified community pharmacists will be able to assess patients and prescribe NHS medicines directly across a range of conditions as a nationally commissioned service — the realization of the Independent Prescribing mandate previously set out under the Pathfinder Programme, reinforcing the shift toward community-based diagnosis and the point-of-care screening required to support it. The deal builds on the Pharmacy First service, which delivered over 3.3 million consultations between March 2025 and February 2026, up 43% year-over-year. (Source) |
| ● | The UK Government’s foundational strategy for the nation is detailed in its Plan for Change, launched in late 2024, where it lays out specific goals to increase access to NHS lead care by focusing on community care options, like pharmacy, and engaging in preventative health measures, specifically for chronic diseases, such as heart disease. (Source: pg. 27). |
| ● | On March 31, 2025, following a 6-week consultation, the Department of Health and Social Care announced an extra £617 million over 2 years to support community pharmacy, including fee increases for blood-pressure screening to identify undiagnosed hypertension. (source) |
| ● | The Community Pharmacy Pathfinder Program lays out the mandate and milestones for pharmacists to become Independent Prescribers, giving them the ability, for the first time, to directly diagnose and prescribe for chronic conditions, such as cardiovascular disease. (source) This shift is expected to increase the need for point-of-care screening and testing infrastructure to support pharmacy-led clinical services.. |
| ● | The NHS committed £645 million (approx. $1.1 billion CAD) to its Pharmacy First program in 2024. |
| ● | Currently, the NHS has one of the lowest family doctors to patient ratios it’s had in decades, meaning one GP is responsible for almost 2300 patients on average. |
| ● | The NHS has mandated standardized electronic health records integration across all NHS services (HealthTab™ is a digital platform that integrates with electronic health record systems). |
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Avricore Health Inc.
Management's Discussion and Analysis
June 30, 2026
| ● | Pharmacy-based screening programs have shown strong patient uptake. On October 11, 2024, the NHS Confederation, who represents NHS providers with over 1.5 million staff, caring for more than 1 million patients a day and control £150 billion of public expenditure, released their report measuring return on investment (ROI) for healthcare expenditures. The report listed community based cardiovascular disease screening and prevention as one of the best ROI’s at £7.52 per £1 and £9 for diabetes invested after five years, further stating that “Implementing community pharmacies to aid in the detection of cardiovascular disease provided the quickest return, within one year.” |
| ● | There are nearly 12,000 pharmacies in the UK, and more than half are participating currently in POCT blood-pressure screening, conducting approximately 250,000 screenings per month, demonstrating high amounts of undiagnosed hypertension. |
| ● | Recently, the NHS announced “shocking” findings of the rapid rise of strokes in people over 50, rising 55% in the last ten years. (Source) |
| ● | Only about 7% of UK pharmacies are profitable, adding services will not only ensure better access to care for patients and reduce acute and long-term chronic disease costs, but also ensure financial security for these critical healthcare access points. (Source) |
UK Implementation and Expansion
Since the Company’s first HealthTab™ UK deployment in North East London pharmacies in Q2 2025, the Company has achieved the following milestones:
| ● | HealthTab™ is being deployed in a new pilot launched by Barts Health NHS Trust, in collaboration with UCL Partners and the British Heart Foundation (BHF), to deliver inclisiran cholesterol-lowering injections through community pharmacies – a major expansion to secondary prevention. |
| ● | HealthTab has gained meaningful traction within the NHS, including the screening of more than 3,500 patients in community pharmacies across North East and North Central London through a collaboration with Barts Health NHS Trust. In an initial lipid-screening cohort of 556 patients, approximately one in five was identified as having elevated cardiovascular risk. |
| ● | During an initial one-month pilot in March 2026 of HbA1c testing for diabetes screening, the Company completed 2,295 HbA1c tests across 57 locations, achieving a monthly per-location average 10 times higher than previously achieved in Canada.HealthTab™ is at the core of a high-profile point-of-care testing collaboration that includes UCL Partners (UCLP), a health innovation company located in London, England. UCLP is the largest academic health science centre in the world, treats more than 1.5 million patients each year, has a combined annual turnover of around £2 billion and includes around 3,500 scientists, senior researchers and consultants. |
| ● | HealthTab™ has integrated with NHS digital pathways, achieving data access objectives set out in current plans, and is continuing with further API connections. |
| ● | Focus is on areas with highest preventable disease burden. The Company’s first HealthTab™ UK deployment in North East London pharmacies targeted an area with significant cardiovascular disease burden and demonstrated the HealthTab™ platform’s potential for rapid scaling. |
| ● | ACR testing for kidney disease screening expected in Q3 2026. |
| ● | The Company is preparing to expand its Barts Health pharmacy cholesterol testing programme to 100 pharmacies nationwide across England. |
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Avricore Health Inc.
Management's Discussion and Analysis
June 30, 2026
Recently, the British Medical Journal published a comprehensive review of point-of-care devices used within the UK, noting that two-thirds fail to meet standards. The project lead for the HealthTab NE London Initiative was invited to comment on the review in the Pharmaceutical Journal as the project’s prominence and leadership in this area were noted for utilizing best practices to ensure the highest standards. Read the full article here.
Continuing and New Canadian Initiatives:
| ● | In September 2023, the Company announced its first testing location within Rexall’s Pharmacy Walk-In Clinic in Sherwood Park, Alberta. That location, a first for Rexall as well, offers both the Afinion 2™ blood-chemistry analyzer as well as the ID Now™ molecular platform by Abbott Rapid Diagnostics, giving patients quick access to their test results, and allowing for immediate consultation with their pharmacist. |
| ● | After the initial launch, the Company was pleased to announce further expansion of HealthTab™ with Rexall Pharmacy Group ULC (“Rexall”). The Companies have been working closely to develop the best patient approaches and internal workflows to ensure the most successful deployment of this powerful point-of-care testing platform. |
| ● | 22 HealthTab™ systems were operating in Rexall stores as of June 30, 2026; 14 in Ontario, 7 in Alberta and 1 is Saskatchewan. After each deployment, the teams will collaborate to assess deployment workflow, refine processes and identify further deployment opportunities based on patient and pharmacist feedback |
| ● | Avricore has partnered with Ascensia Diabetes Care to integrate their blood glucose monitoring systems, CONTOUR®NEXT GEN and CONTOUR®NEXT ONE, with Avricore’s HealthTab™ platform. The collaboration aims to improve diabetes management for patients and pharmacists in Canada by linking daily blood glucose testing data to the patient’s HealthTab™ account. This integration provides a more comprehensive health data tool for combating diabetes. Oongoing efforts to encourage patient engagement are active. Ascensia Diabetes Care is a global company focused on supporting people with diabetes and is a subsidiary of PHC Holdings Corporation. |
Canadian Healthcare Environment:
Most provinces have expanded pharmacists’ scope of practice to include prescribing for minor ailments, interpreting lab results, and performing certain point-of-care tests to support chronic disease management. While HbA1c and lipid testing are approved tests offered by HealthTab™ on the Afinion 2™, there is not yet broad provincial reimbursement for these tests.
During the pilot with Shoppers Drug Mart®, over 15,000 HealthTab™ tests were completed for more than 6,900 patients. The data collected confirmed that the patients tested had a high prevalence of previously undiagnosed diabetes, pre-diabetes and heart disease and significant near-term risk for major health events. Almost 60 per cent of patients needed an intervention to better manage their chronic disease. On average, 31 percent received a new chronic medication, 28 percent required a change in their current medication, and 235 patients were newly identified as diabetic. Patients also reported in post surveys that they valued receiving this information from their pharmacists, and those pharmacists indicated that HealthTab™ enabled an increase in the value of services they were able to provide to their patients.
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Avricore Health Inc.
Management's Discussion and Analysis
June 30, 2026
Our Journey So Far
2019 - Refocused the Company on HealthTab™, emphasizing data generation and improved patient outcomes. Explored onsite workplace testing and secured a tentative agreement with a leading occupational health testing service provider. Faced financial challenges but implemented a new finance team and began funding and reorganization efforts.
2020 - Closed a $1M financing after significant effort, however the COVID-19 pandemic caused the loss of the onsite testing agreement. Used the pandemic period to negotiate down and clear debts. Began discussions with Abbott, leading to new opportunities with Shoppers Drug Mart (SDM). Launched the first Private Placement under the new team.
2021 - Successfully raised over $4M through two oversubscribed placements and options exercises. Conducted the first SDM pilot, driving expanded locations and business development momentum.
2022 - Scaled up HealthTab™ with SDM after a successful pilot, generating substantial revenues for the first time. Expanded the product line by adding ID Now™ for virus testing under the Abbott distribution agreement.
2023 - Achieved record revenues as HealthTab™ expanded to hundreds of new locations, including multi-device sites. Secured a partnership with Rexall and launched the first international opportunity through a UK feasibility study with Barts Heart Centre and HEART UK. Introduced glucose meter integration, enhancing patient insights.
2024 - Began the strategic shift into the UK pharmacy market while winding down the Shoppers Drug Mart partnership in Canada. The Company launched its first UK deployment in North East London community pharmacies in collaboration with Barts Health NHS Trust and UCLPartners, supported by increased NHS investment in pharmacy services, compelling health-economic evidence for cardiovascular screening, and a solid cash position to begin redeploying assets into the UK market.
2025 - Completed the UK pivot, establishing the Company’s London head office, UK data infrastructure, NHS data integrations, and staging approximately 700 analyzers and supporting hardware for redeployment. HealthTab™ expanded across UK pilots in North East and North Central London, advanced into NHS secondary-prevention care pathways, and continued to grow in Canada through Rexall following the conclusion of Shoppers Drug Mart operations.
2026 – Expanded from North East and North Central London to other London regions, Completed an initial one-month pilot of HbA1c testing for diabetes screening, ACR testing for kidney disease screening expected Q3 2026. Preparing to expand to 100 locations nationally in the UK. Entered into multi-year collaboration agreement with Abbott.
Key Strategic Inputs - How we’ve developed a winning strategy
| Market Research and Analysis: | ● | Evaluated the current state and identified weaknesses and opportunities in digital healthcare technology and POCT in pharmacies. |
| ● | Understood the regulatory environment and compliance requirements. | |
| ● | Analyzed competitors and their offerings. |
| 7 | Page |
Avricore Health Inc.
Management's Discussion and Analysis
June 30, 2026
| Identify Target Audience: | ● | Defined the primary audience, such as pharmacies, partners, payors, and consumers. |
| ● | Understood the specific needs and pain points of each target segment. | |
| Collaboration: | ● | Developed ways to partner with existing digital healthcare technology providers to integrate solutions seamlessly with pharmacy systems. |
| ● | Ensured compatibility with various devices and platforms to enhance accessibility. | |
| Education and Training: | ● | Developed comprehensive training programs for pharmacy teams. |
| ● | Developed educational insights within HealthTab™ to enhance user experience. | |
| Regulatory Compliance: | ● | Remained current on healthcare regulations and compliance standards. |
| ● | Ensured that HealthTab™, instruments and tests met all necessary regulatory requirements. | |
| Strategic Partnerships: | ● | Sought partnerships to enhance our offering. |
| ● | Focused on collaborative interoperability. | |
| Marketing and Promotion: | ● | Tested messaging approaches. |
| ● | Worked with partners to develop end-user messaging through various approaches and iterations. | |
Data Security and Privacy: |
● | Implemented stringent data security measures to protect patient information. |
| ● | Built a platform where privacy and security strengths have built trust among pharmacies and end-users. | |
| Customer Support and Feedback: | ● | Engaged with pharmacy clients on feedback to address UX experiences and uses. |
| ● | Collected/analyzed feedback from pharmacies and end-users to continuously improve and refine the technology. | |
| Cost-Benefit Analysis: | ● | Provided a clear cost-benefit analysis to showcase the financial advantages of implementing digital healthcare technology and POCT in pharmacies. |
| 8 | Page |
Avricore Health Inc.
Management's Discussion and Analysis
June 30, 2026
|
User Incentives: |
● | Created a platform where health data can be utilized to drive new economic relationships with partners, driving incentives for patients and partners to engage with HealthTab™. |
| Monitoring and Continuous Improvement: | ● | Implemented systems to monitor the effectiveness and usage of HealthTab™, providing real-time insights. |
| ● | Regularly evaluated and updated the strategy based on market dynamics, technological advancements, and user feedback. |
Selected Financial Information and Additional Disclosure
The following financial data for the three years is derived from the Annual Audited Consolidated Financial Statements and should be read in conjunction with the Consolidated Financial Statements.
| 2025 | 2024 | 2023 | ||||||||||
| Total revenue | $ | 533,884 | $ | 4,785,711 | $ | 3,485,147 | ||||||
| Loss from operations | $ | (1,858,747 | ) | $ | (668,977 | ) | $ | (701,215 | ) | |||
| Loss per share – basic and diluted | $ | (0.02 | ) | $ | (0.01 | ) | $ | (0.01 | ) | |||
| Total assets | $ | 563,125 | $ | 2,298,544 | $ | 2,538,205 | ||||||
| Total current liabilities (1) | $ | 173,561 | $ | 330,817 | $ | 529,218 | ||||||
| Total non-current financial liabilities | Nil | Nil | Nil | |||||||||
| 9 | Page |
Avricore Health Inc.
Management's Discussion and Analysis
June 30, 2026
QUARTERLY FINANCIAL INFORMATION
The following table highlights selected audited consolidated financial data for each of the eight most recent quarters. These results are not necessarily indicative of results for any future period and you should not rely on these results to predict future performance.
| Quarter Ended | Jun 2026 | Mar 2026 | Dec 2025 | Sep 2025 | June 2025 | March 2025 | Dec 2024 | Sep 2024 | ||||||||||||||||||||||||
| Revenue | 77,595 | 44,315 | 33,451 | 37,680 | 28,692 | 434,061 | 1,421,076 | 1,195,122 | ||||||||||||||||||||||||
| Gross profit (loss) | (1,472 | ) | (10,866 | ) | (7,307 | ) | (52,600 | ) | (48,095 | ) | 346,297 | 589,930 | 434,791 | |||||||||||||||||||
| Share-based compensation | - | 9,857 | 38,957 | 51,506 | 128,353 | 61,861 | 174,013 | 338,089 | ||||||||||||||||||||||||
| Comprehensive income (loss) | (275,462 | ) | (204,218 | ) | (942,798 | ) | (379,050 | ) | (459,692 | ) | (77,300 | ) | (712,521 | ) | (179,065 | ) | ||||||||||||||||
| Net profit (loss)/share | (0.00 | ) | (0.00 | ) | (0.01 | ) | (0.00 | ) | (0.00 | ) | (0.00 | ) | (0.01 | ) | (0.00 | ) | ||||||||||||||||
| Total Assets | 1,238,774 | 584,369 | 563,125 | 1,329,290 | 1,667,495 | 2,139,345 | 2,298,544 | 3,024,103 | ||||||||||||||||||||||||
| 10 | Page |
Avricore Health Inc.
Management's Discussion and Analysis
June 30, 2026
RESULTS OF OPERATIONS FOR THE THREE AND SIX MONTHS ENDED JUNE 30, 2026 and 2025
| Three months ended June 30 | Six months ended June 30 | |||||||||||||||
| 2026 | 2025 | 2026 | 2025 | |||||||||||||
| $ | $ | $ | $ | |||||||||||||
| Revenue | 77,595 | 28,692 | 121,910 | 462,753 | ||||||||||||
| 170 | % | -74 | % | |||||||||||||
| % Change | ||||||||||||||||
| Gross profit (Loss) | 1,472 | (48,095 | ) | (9,394 | ) | 298,202 | ||||||||||
| % Change | (103 | %) | (103 | %) | ||||||||||||
For the three months ended June 30, 2026 and 2025:
The Company recorded a comprehensive loss of $275,462 for the period ended June 30, 2026 (2025 – $459,692).
Significant changes are as follows:
| ● | Revenue increased to $77,595 (2025 - $28,692) a 170% increase due to the ramp up of operations in UK. Cost of sales of $76,123 (2025- $76,787) is predominantly comprised of hosting and software, reagents and amortization of system analyzers. The balance is attributed to cost of quality control, shipping and certain fixed system fees. Gross profit amounted to $1,472 (2025 – Gross loss of $48,095) a 103% decrease. |
| ● | Management fees decreased to $Nil (2025 - $45,000) due to the departure of previous CEO. |
| ● | Share-based compensation of $Nil (2025 - $128,353) was recognized for stock options issued and vested during the period. |
| ● | Professional fees decreased to $55,462 (2025 - $45,899) due to lower engagement of professional service providers in the current period. |
| ● | General and administrative costs decreased to $81,998 (2025 - $105,001) mostly due to lower travel costs and insurance fees. |
For the six months ended June 30, 2026 and 2025:
The Company recorded a comprehensive loss of $479,680 for the period ended June 30, 2026 (2025 – $536,992).
Significant changes are as follows:
| ● | Revenue decreased to $121,910 (2025 - $462,753) a 74% decrease due to the conclusion of the relationship with Shoppers Drug Mart. Cost of sales of $131,304 (2025- $164,551) is predominantly comprised of hosting and software, reagents and amortization of system analyzers. The balance is attributed to cost of quality control, shipping and certain fixed system fees. Gross loss amounted to $9,394 (2025 – Gross profit of $298,202) a 103% decrease. |
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Avricore Health Inc.
Management's Discussion and Analysis
June 30, 2026
| ● | Management fees decreased to $Nil (2025 - $99,000) due to the departure of previous CEO. |
| ● | Share-based compensation of $9,857 (2025 - $190,214) was recognized for stock options issued and vested during the period. |
| ● | Consulting fees decreased to $159,600 (2025 - $172,640) due to reduced use of consultants during the current period. |
| ● | Professional fees decreased to $103,099 (2025 - $127,265) due to lower engagement of professional service providers in the current period. |
| ● | General and administrative costs decreased to $178,681 (2025 - $231,747) mostly due to lower travel costs incurred. |
LIQUIDITY AND CAPITAL RESOURCES
The Company’s operations have been financed through cash from operations and the issuance of common shares. We believe that our cash on hand, the expected future cash inflows from revenues, and cash savings from redeployment of devices to be sufficient to finance our working capital for the next twelve months. If our existing cash resources together with the cash we generate from the sales of our products and services are insufficient to fund our working capital and operational needs, we may need to sell additional equity or debt securities or seek additional financing through other arrangements.
Cash flows
Sources and Uses of Cash:
| Six months ended June 30, | ||||||||
| 2026 | 2025 | |||||||
| $ | $ | |||||||
| Cash provided by (used in) operating activities | (502,531 | ) | (188,238 | ) | ||||
| Cash used in investing activities | (3,032 | ) | (88,198 | ) | ||||
| Cash used in financing activities | 1,189,861 | — | ||||||
| Cash and Cash Equivalents, closing balance | 912,548 | 855,190 | ||||||
There is an overall cash inflow of $684,298 for the six months ended June 30, 2026 compared to the cash outflow of $276,436 in the comparable year in 2025.
| 12 | Page |
Avricore Health Inc.
Management's Discussion and Analysis
June 30, 2026
Funding Requirements
Management devotes financial resources to the Company’s operations, sales and commercialization efforts, regulatory approvals and business development. The Company will require cash to support working capital.
The future funding requirements will depend on many factors including:
| ● | the extent to which we will be commercially successful in launching HealthTab™ in new markets, |
| ● | the size, cost and effectiveness of our sales and marketing programs, distribution and marketing arrangements, |
| ● | the redeployment of existing devices to new locations in Canada and the UK. Management estimates that the Company will not need to use cash to invest in devices for the next 12 to 18 months. |
| ● | the ability of the Company to raise capital through the issuance of its securities. |
As at June 30, 2026, the Company had a working capital of $934,882 (2025 – $192,772) and $33,527 (2025 - $37,332) in receivables.
RELATED PARTY TRANSACTIONS
For the three and six months ended June 30, 2026 and 2025, the Company recorded the following transactions with related parties:
| a) | $5,400 and $10,800 in office rent (2025 – $5,400 and $10,800), respectively, to a company controlled by the Chief Executive Officer of the Company. |
| b) | $3,000 and $6,000 in office rent (2025 – $3,000 and $6,000), respectively, to a company controlled by the Chief Financial Officer of the Company. |
| c) | $3,670 and $8,625 for analyser quality control services (2025 - $3,242 and $5,411), respectively, to a company controlled by the Chief Executive Officer of the Company. This amount is recorded under the cost of sales. |
| d) | $54,000 and $108,000 for consulting services (2025 - $63,000 and $117,000), respectively, to the brother of the Chief Executive Officer of the Company. This amount is recorded under consulting fees. |
| 13 | Page |
Avricore Health Inc.
Management's Discussion and Analysis
June 30, 2026
Related party transactions not otherwise described in the condensed consolidated financial statements are shown below. The remuneration of the Company’s directors and other members of key management, who have the authority and responsibility for planning, directing and controlling the activities of the Company directly or indirectly, consist of the following:
| Three months ended June 30 | Six months ended June 30 | |||||||||||||||
| 2026 | 2025 | 2026 | 2025 | |||||||||||||
| $ | $ | $ | $ | |||||||||||||
| Consulting fees | 54,000 | 63,000 | 108,000 | 117,000 | ||||||||||||
| Management fees | - | 36,000 | - | 90,000 | ||||||||||||
| Professional fees | 44,940 | 32,100 | 77,040 | 64,200 | ||||||||||||
| Share-based compensation | - | 88,367 | 7,045 | 125,180 | ||||||||||||
| 98,940 | 219,467 | 192,085 | 396,380 | |||||||||||||
At June 30, 2026, $1,417 was due to related parties (December 31, 2025 - $46,890). These balances are unsecured, non-interest bearing, and due on demand.
SUBSEQUENT EVENTS
Subsequent to June 30, 2026 the Company granted 3,300,000 options to directors, officers, consultants and employees of the company exercisable at $0.06 per common share for 5 years from the date of the grant. The options shall vest quarterly commencing on the date of grant.
DISCLOSURE OF OUTSTANDING SHARE DATA
The following table summarizes the Company’s outstanding share capital as at report date:
| Common Shares | 126,369,664 | |||
| Stock Options | 16,398,000 | |||
| Warrants | 13,632,000 |
OFF-BALANCE SHEET ARRANGEMENTS
The
Company does not have any off-balance sheet arrangements, which would require disclosure.
| 14 | Page |
Avricore Health Inc.
Management's Discussion and Analysis
June 30, 2026
FINANCIAL INSTRUMENTS AND RISKS
Operational Risk Factors
Limited Operating History
There is no assurance that Avricore will earn profits in the future, or that profitability will be sustained. Operating in the pharmaceutical and biotechnology industry requires substantial financial resources, and there is no assurance that future revenues will be sufficient to generate the funds required to continue AVRICORE business development and marketing activities. In case AVRICORE does not have sufficient capital to fund its operations, the management may be required to restructure the operations.
Going concern
The assessment of the Company’s ability to execute its strategy by funding future working capital requirements involves judgment. Estimates and assumptions are continually evaluated and are based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances.
The condensed consolidated financial statements have been prepared on the basis of accounting principles applicable to a going concern which assumes that the Company will continue in operations for the foreseeable future and be able to realize assets and satisfy liabilities in the normal course of business. The Company has always experienced operating losses and negative operating cash flows. Operations have been funded by the issuance of share capital. These conditions may cast substantial doubt on the Company’s ability to continue as a going concern.
Development of Technological Capabilities
The market for Avricore’s products is characterized by changing technology and continuing process development. The future success of Company’s business will depend in large part upon our ability to maintain and enhance the Company’s technological capabilities, develop and market products and services which meet changing customer needs and successfully anticipate or respond to technological changes on a cost effective and timely basis. Although we believe that Company’s operations provide the products and services currently required by our customers, there can be no assurance that the Company’s process development efforts will be successful or that the emergence of new technologies, industry standards or customer requirements will not render Avricore’s products or services uncompetitive. If Avricore needs new technologies and equipment to remain competitive, the development, acquisition and implementation of those technologies and equipment may require us to make significant capital investments.
Dependence on Key Personnel
We are dependent to a large extent upon the continued services of our senior management team and other key employees such as sales and technical personnel. There is intense competition for skilled employees and our failure to recruit, train and retain such employees could have an adverse effect on our business, financial condition or operating results.
Financial Instruments and Risk Management
The Company’s financial instruments include cash and cash equivalents, accounts receivable, accounts payable and loans payable. The Company’s risk management policies are established to identify and analyze the risks faced by the Company, to set appropriate risk limits and controls, and to monitor risks and adherence to market conditions and the Company’s activities. The Company has exposure to credit risk, liquidity risk and market risk as a result of its use of financial instruments.
| 15 | Page |
Avricore Health Inc.
Management's Discussion and Analysis
June 30, 2026
The Board of Directors has overall responsibility for the establishment and oversight of the Company’s risk management framework. The Board has implemented and monitors compliance with risk management policies.
Credit risk
Credit risk is the risk of financial loss to the Company if a customer or counterparty to a financial instrument fails to meet its contractual obligations and arises primarily from the Company’s cash and cash equivalents, term deposits and accounts receivable. The Company’s cash and cash equivalents and term deposits are held through a large Canadian financial institution. The Company does not have financial assets that are invested in asset-backed commercial paper.
The Company performs ongoing credit evaluations of its accounts receivable but does not require collateral. The Company establishes an allowance for doubtful accounts based on the credit risk applicable to particular customers and historical data. Approximately 28% of trade receivables are due from one customer at June 30, 2026 (2025 – 72% from one customer).
Liquidity risk
Liquidity risk is the risk that the Company will incur difficulties meeting its financial obligations as they are due. The Company’s approach to managing liquidity is to ensure, as far as possible, that it will have sufficient liquidity to meet its liabilities when due, under both normal and stressed conditions without incurring unacceptable losses or risking harm to the Company’s reputation.
The Company monitors its spending plans, repayment obligations and cash resources, and takes actions with the objective of ensuring that there is sufficient capital in order to meet short-term business requirements. To facilitate its expenditure program, the Company raises funds primarily through public equity financing. The Company anticipates it will have adequate liquidity to fund its financial liabilities through future equity contributions, however, there can be no guarantees that sufficient funds will be raised. As at June 30, 2026, the Company’s liabilities $129,172 (2025 - $173,561) were comprised of accounts payable $107,508, payroll payable of $10,693 and GST payable $10,971 (2025 – $172,521, $Nil and $1,040, respectively).
Currency risk
Foreign currency risk is the risk that the fair value or future cash flows will fluctuate as a result of changes in foreign exchange rates. The Company is exposed to foreign exchange rate risk mainly due to its operations in United Kingdom. The Company manages its risk by using accredited financial institutions to process its foreign currency transactions ensuring the market rate of foreign exchange.
Interest rate risk
Interest rate risk is the risk that fair values or future cash flows will fluctuate as a result of changes in market interest rates. In respect of financial assets, the Company’s policy is to invest cash at floating interest rates and cash reserves are to be maintained in cash equivalents in order to maintain liquidity, while achieving a satisfactory return for shareholders. The Company is not exposed to significant interest rate risk.
| 16 | Page |
Avricore Health Inc.
Management's Discussion and Analysis
June 30, 2026
CONTACT
Officers and Directors
Rodger Seccombe, CEO, Director
Kiki Smith, CFO
David Hall, Chairman
Alan Arnstein, Director
Christine Hrudka, Director
Dr. Robert Sindelar, Director
Thomas Teahen, Director |
Contact
Avricore Health Inc.
Suite 1120 - 789 West Pender St. Vancouver, BC V6C 1H2
Tel: 778-968-1176 |
| 17 | Page |
Exhibit 99.6
Form 52-109FV2
Certification of Interim Filings
Venture Issuer Basic Certificate
I, Kiki Smith, CFO of Avricore Health Inc., certify the following:
| 1. | Review: I have reviewed the interim financial report and interim MD&A (together, the “interim filings”) of Avricore Health Inc. (the “issuer”) for the interim period ended June 30, 2026. |
| 2. | No misrepresentations: Based on my knowledge, having exercised reasonable diligence, the interim filings do not contain any untrue statement of a material fact or omit to state a material fact required to be stated or that is necessary to make a statement not misleading in light of the circumstances under which it was made, with respect to the period covered by the interim filings. |
| 3. | Fair presentation: Based on my knowledge, having exercised reasonable diligence, the interim financial report together with the other financial information included in the interim filings fairly present in all material respects the financial condition, financial performance and cash flows of the issuer, as of the date of and for the periods presented in the interim filings. |
Date: August 31, 2026
| /s/ Kiki Smith | |
| Kiki Smith, CFO |
NOTE TO READER
In contrast to the certificate required for non-venture issuers under National Instrument 52-109 Certification of Disclosure in Issuers’ Annual and Interim Filings (NI 52-109), this Venture Issuer Basic Certificate does not include representations relating to the establishment and maintenance of disclosure controls and procedures (DC&P) and internal control over financial reporting (ICFR), as defined in NI 52-109. In particular, the certifying officers filing this certificate are not making any representations relating to the establishment and maintenance of
| i) | controls and other procedures designed to provide reasonable assurance that information required to be disclosed by the issuer in its annual filings, interim filings or other reports filed or submitted under securities legislation is recorded, processed, summarized and reported within the time periods specified in securities legislation; and |
| ii) | a process to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with the issuer’s GAAP. |
The issuer’s certifying officers are responsible for ensuring that processes are in place to provide them with sufficient knowledge to support the representations they are making in this certificate. Investors should be aware that inherent limitations on the ability of certifying officers of a venture issuer to design and implement on a cost effective basis DC&P and ICFR as defined in NI 52-109 may result in additional risks to the quality, reliability, transparency and timeliness of interim and annual filings and other reports provided under securities legislation.
Exhibit 7
Form 52-109FV2
Certification of Interim Filings
Venture Issuer Basic Certificate
I, Rodger Seccombe, CEO of Avricore Health Inc., certify the following:
| 1. | Review: I have reviewed the interim financial report and interim MD&A (together, the “interim filings”) of Avricore Health Inc. (the “issuer”) for the interim period ended June 30, 2026. |
| 2. | No misrepresentations: Based on my knowledge, having exercised reasonable diligence, the interim filings do not contain any untrue statement of a material fact or omit to state a material fact required to be stated or that is necessary to make a statement not misleading in light of the circumstances under which it was made, with respect to the period covered by the interim filings. |
| 3. | Fair presentation: Based on my knowledge, having exercised reasonable diligence, the interim financial report together with the other financial information included in the interim filings fairly present in all material respects the financial condition, financial performance and cash flows of the issuer, as of the date of and for the periods presented in the interim filings. |
Date: August 31, 2026
| /s/ Rodger Seccombe | |
| Rodger Seccombe, CEO |
NOTE TO READER
In contrast to the certificate required for non-venture issuers under National Instrument 52-109 Certification of Disclosure in Issuers’ Annual and Interim Filings (NI 52-109), this Venture Issuer Basic Certificate does not include representations relating to the establishment and maintenance of disclosure controls and procedures (DC&P) and internal control over financial reporting (ICFR), as defined in NI 52-109. In particular, the certifying officers filing this certificate are not making any representations relating to the establishment and maintenance of
| i) | controls and other procedures designed to provide reasonable assurance that information required to be disclosed by the issuer in its annual filings, interim filings or other reports filed or submitted under securities legislation is recorded, processed, summarized and reported within the time periods specified in securities legislation; and |
| ii) | a process to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with the issuer’s GAAP. |
The issuer’s certifying officers are responsible for ensuring that processes are in place to provide them with sufficient knowledge to support the representations they are making in this certificate. Investors should be aware that inherent limitations on the ability of certifying officers of a venture issuer to design and implement on a cost effective basis DC&P and ICFR as defined in NI 52-109 may result in additional risks to the quality, reliability, transparency and timeliness of interim and annual filings and other reports provided under securities legislation.