8-K
INTELLIGENT BIO SOLUTIONS INC. (INBS)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
8-K
CURRENT
REPORT
Pursuant
to Section 13 or 15(d) of
the
Securities Exchange Act of 1934
Date of Report (Date of Earliest Event Reported): February 13, 2025
INTELLIGENT
BIO SOLUTIONS INC.
(Exact name of registrant as specified in its charter)
| Delaware | 001-39825 | 82-1512711 |
|---|---|---|
| (State<br><br> <br>of Incorporation) | (Commission<br><br> <br>File Number) | (IRS employer<br><br> <br>identification no.) |
135West, 41st Street, 5th Floor
NewYork, NY 10036
(Address of principal executive offices, including zip code)
Registrant’s telephone number, including area code: (646) 828-8258
N/A
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| ☐ | Written<br> communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
|---|---|
| ☐ | Soliciting<br> material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ☐ | Pre-commencement<br> communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ☐ | Pre-commencement<br> communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
| Title<br> of each class | Trading<br> Symbol(s) | Name<br> of each exchange on which registered |
|---|---|---|
| Common<br> Stock, $0.01 par value | INBS | The<br> Nasdaq Stock Market LLC |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2). Emerging growth company ☒
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 2.02 Results of Operations and Financial Condition.
On February 13, 2025, Intelligent Bio Solutions Inc. (the “Company”), issued a press release (the “Press Release”) announcing financial results for the fiscal quarter ended December 31, 2024. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.
The information contained herein and in the accompanying exhibits shall not be incorporated by reference into any filing of the Company, whether made before or after the date hereof, regardless of any general incorporation language in such filing, unless expressly incorporated by specific reference to such filing. The information in this report, including the exhibit hereto, shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section or Sections 11 and 12(a)(2) of the Securities Act of 1933, as amended.
Item9.01 Financial Statements and Exhibits.
| No. | Description |
|---|---|
| 99.1 | Press release dated February 13, 2025 |
| 104 | Cover<br> Page Interactive Data File (embedded within the Inline XBRL document) |
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 hereunto duly authorized.
| Date:<br> February 13, 2025 | ||
|---|---|---|
| INTELLIGENT BIO SOLUTIONS INC. | ||
| By: | /s/ Spiro Sakiris | |
| Name: | Spiro<br> Sakiris | |
| Title: | Chief<br> Financial Officer |
Exhibit99.1
IntelligentBio Solutions Announces Fiscal Q2 2025 Financial Results and Key Operational Achievements
Grossprofit increase of 32.6% and 11-point gross profit margin increase driven by higher-margin cartridge sales
SubmittedFDA 510(k) and remain on track for planned expansion into multi-billion dollar U.S. market in 2025
Addedstrategic partnerships, increasing visibility across the Asia-Pacific Region and the U.S.
Secured19 accounts during quarter, adding to 400+ active customer accounts in 19 countries
NEWYORK, February 13, 2025 – Intelligent Bio Solutions Inc. (Nasdaq: INBS) (“INBS” or the “Company”), a medical technology company delivering intelligent, rapid, non-invasive testing solutions, today announced its financial results for the fiscal second quarter and six months ended December 31, 2024, and provided a business update.
“FiscalQ2 was a successful quarter for the business in a number of areas. From a financial standpoint, our business model is excelling, withhigher-margin cartridge sales steadily increasing, contributing to our gross profit and margin growth. Our focus on deal size and growingthe volume of cartridge sales has resulted in an 11-point increase in our gross profit margin,” said Harry Simeonidis, Presidentand CEO at Intelligent Bio Solutions. “From a regulatory standpoint, our clinical studies returned strong results, and we achieveda significant milestone with the submission of our FDA 510(k) package in December. We remain on track to enter the multi-billion dollarU.S. market this year, and look forward to the opportunities this will present for the business. In addition, we successfully executedon our international expansion plans, adding key strategic partnerships in the Asia-Pacific Region and the U.S.”
“Ourperformance over the first half of fiscal 2025 shows that our focus on growing cartridge sales is translating to higher gross profitand margins. We were pleased that gross profit grew to 32.6% while gross profit margins increased to 38.5% from 27.7% for the six monthsended December 31, 2024, year-over-year, showing that we have made strides in sustaining the Company’s long-term financial strength,”said Spiro Sakiris, CFO at Intelligent Bio Solutions. “We expect cartridge sales to continue outpacing reader sales moving forward,maximizing our recurring revenue. We also continued to scale our customer base of over 400 accounts and expand our international presence,which we expect will continue to grow as we enter the U.S. market this year.”
FiscalSecond Quarter & Recent Operational Highlights:
| ● | On<br> December 18, 2024, the Company announced the submission of its 510(k) pre-market notification<br> to the US Food and Drug Administration (FDA) for clearance following FDA review of its Intelligent<br> Fingerprinting Drug Screening System. |
|---|---|
| ● | On<br> November 26, the Company announced the successful completion of its method comparison study<br> on its Intelligent Fingerprinting Drug Screening System, confirming the sensitivity, specificity,<br> accuracy, and usability of the System. |
| --- | --- |
| ● | On<br> November 13, the Company announced strong initial results from its Pharmacokinetic (PK) study<br> required for an FDA 510(k) submission, showing that fingerprint sweat mimics the rate and<br> extent of codeine in blood and saliva. |
| --- | --- |
| ● | On<br> October 31, the Company announced a strategic partnership with B2i Digital to launch an investor-focused<br> marketing campaign, employing advanced digital marketing strategies to raise awareness of<br> INBS’ patented drug screening technology. |
| --- | --- |
| ● | On<br> October 9, the Company announced its distribution partnership with Spirit Group, an Australian,<br> Indigenous-owned marketing and consulting agency, with prominent clients across a wide range<br> of industries, including mining, transportation, and construction. |
| --- | --- |
| ● | The<br> Company secured 19 accounts throughout the quarter ended December 31, 2024, adding to its<br> 400+ active customer accounts in 19 countries. |
| --- | --- |
FinancialResults for the Fiscal 2025 Second Quarter and Six-Months Ended December 31, 2024:
| ● | Total<br> cash and cash equivalents on hand as of December 31, 2024, was $2.24 million. |
|---|---|
| ● | Shareholders<br> equity as of December 31, 2024, was $4.20 million. |
| --- | --- |
| ● | Total<br> revenues for the fiscal second quarter were $0.61 million. |
| --- | --- |
| ● | Total<br> revenue for the six months ended December 31, 2024, was $1.48 million. |
| --- | --- |
| ● | Gross<br> profit increased 32.6% from $0.43 million to $0.57 million for the six months ended December<br> 31, 2024. |
| --- | --- |
| ● | Gross<br> profit margin increased to 38.5% from 27.7% for the six months ended December 31, 2024. |
| --- | --- |
| ● | Net<br> loss for the fiscal second quarter was $2.26 million, including non-cash depreciation and<br> amortization and share-based expenses of $0.32 million. |
| --- | --- |
Revenue from sales of goods decreased by $156,569 to $607,494 from $764,063 for the three months ended December 31, 2024, compared to the same period in 2023, and by $80,376 to $1,479,781 from $1,560,157 for the six months ended December 31, 2024, compared to the same period in 2023. Despite these fluctuations, the Company increased its gross profit margin by concentrating on higher-margin cartridge sales. Increases in gross profit margin are further attributable to enhanced production capacity, which has reduced direct labor, direct materials and overhead costs. The Company continues to improve its strategic sales mix and operational streamlining, thus driving increased gross profit.
Net loss attributable to the Company increased by $279,829 to $2,249,470 from $1,969,641 for the three months ended December 31, 2024, compared to the same period in 2023, and by $540,258 to $4,935,103 from $4,394,845 for the six months ended December 31, 2024, compared to the same period in 2023. This increase is primarily driven by the Company’s investment in R&D work required for its FDA 510(k) clinical study plan and increased selling, general and administrative expenses due to continued expansion in existing and new regions. The Company submitted its 510(k) pre-market notification to the US Food and Drug Administration (FDA) on December 18, 2024.
AboutIntelligent Bio Solutions Inc.
Intelligent Bio Solutions Inc. (NASDAQ: INBS) is a medical technology company delivering innovative, rapid, non-invasive testing solutions. The Company believes that its Intelligent Fingerprinting Drug Screening System will revolutionize portable testing through fingerprint sweat analysis, which has the potential for broader applications in additional fields. Designed as a hygienic and cost-effective system, the test screens for the recent use of drugs commonly found in the workplace, including opiates, cocaine, methamphetamine, and cannabis. With sample collection in seconds and results in under ten minutes, this technology would be a valuable tool for employers in safety-critical industries. The Company’s current customer segments outside the US include construction, manufacturing and engineering, transport and logistics firms, drug treatment organizations, and coroners.
For more information, visit: http://www.ibs.inc
Forward-LookingStatements:
Some of the statements in this release are forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, Section 21E of the Securities Exchange Act of 1934 and the Private Securities Litigation Reform Act of 1995, which involve risks and uncertainties. Forward-looking statements in this press release include, without limitation, Intelligent Bio Solutions Inc.’s ability to successfully develop and commercialize its drug and diagnostic tests, realize commercial benefit from its partnerships and collaborations, and secure regulatory approvals, among others. Although Intelligent Bio Solutions Inc. believes that the expectations reflected in such forward-looking statements are reasonable as of the date made, expectations may prove to have been materially different from the results expressed or implied by such forward-looking statements. Intelligent Bio Solutions Inc. has attempted to identify forward-looking statements by terminology, including “believes,” “estimates,” “anticipates,” “expects,” “plans,” “projects,” “intends,” “potential,” “may,” “could,” “might,” “will,” “should,” “approximately” or other words that convey uncertainty of future events or outcomes to identify these forward-looking statements. These statements are only predictions and involve known and unknown risks, uncertainties, and other factors, included in Intelligent Bio Solutions’ public filings filed with the Securities and Exchange Commission. Any forward-looking statements contained in this release speak only as of its date. Intelligent Bio Solutions undertakes no obligation to update any forward-looking statements contained in this release to reflect events or circumstances occurring after its date or to reflect the occurrence of unanticipated events.
CompanyContact:
Intelligent Bio Solutions Inc.
info@ibs.inc
LinkedIn | Twitter
Investor& Media Contact:
Valter Pinto, Managing Director
KCSA Strategic Communications
PH: (212) 896-1254
INBS@kcsa.com
Financial Tables to Follow
IntelligentBio Solutions Inc.
CondensedConsolidated Balance Sheets
| As<br> of June 30, | |||||
|---|---|---|---|---|---|
| 2024 | |||||
| (Unaudited) | |||||
| ASSETS | |||||
| Current assets | |||||
| Cash and cash<br> equivalents | 2,242,209 | $ | 6,304,098 | ||
| Accounts receivable, net | 266,080 | 429,704 | |||
| Inventories, net | 701,280 | 777,537 | |||
| Research and development<br> tax incentive receivable | 375,687 | 525,332 | |||
| Deferred charges | 127,586 | - | |||
| Other<br> current assets | 348,684 | 497,572 | |||
| Total current assets | 4,061,526 | 8,534,243 | |||
| Property and equipment, net | 537,225 | 565,850 | |||
| Operating lease right-of-use assets | 182,637 | 306,744 | |||
| Intangibles, net | 3,902,587 | 4,372,026 | |||
| Total<br> assets | 8,683,975 | $ | 13,778,863 | ||
| LIABILITIES AND SHAREHOLDERS’<br> EQUITY | |||||
| Current liabilities | |||||
| Accounts payable and accrued<br> expenses | 1,074,716 | $ | 1,704,568 | ||
| Current portion of operating<br> lease liabilities | 205,945 | 274,834 | |||
| Current portion of deferred<br> grant income | 2,299,644 | 2,486,668 | |||
| Current employee benefit<br> liabilities | 416,929 | 469,381 | |||
| Current<br> portion of notes payable | 405,535 | 515,282 | |||
| Total current liabilities | 4,402,769 | 5,450,733 | |||
| Employee benefit liabilities, less current<br> portion | 63,283 | 63,615 | |||
| Operating lease liabilities,<br> less current portion | 14,535 | 81,324 | |||
| Total<br> liabilities | 4,480,587 | $ | 5,595,672 | ||
| Commitments and contingencies | |||||
| Shareholders’ equity | |||||
| Common stock, 0.01 par<br> value, 100,000,000 shares authorized, 4,807,068 and 3,456,000 shares issued and outstanding at December 31, 2024 and June 30, 2024,<br> respectively | 48,068 | 34,557 | |||
| Treasury stock, at cost, 116 shares as of<br> December 31, 2024 and June 30, 2024, respectively | (1 | ) | (1 | ) | |
| Additional paid-in capital | 61,856,832 | 60,971,740 | |||
| Accumulated deficit | (56,899,435 | ) | (51,964,332 | ) | |
| Accumulated<br> other comprehensive loss | (639,424 | ) | (712,614 | ) | |
| Total consolidated Intelligent<br> Bio Solutions Inc. equity | 4,366,040 | $ | 8,329,350 | ||
| Non-controlling interest | (162,652 | ) | (146,159 | ) | |
| Total<br> shareholders’ equity | 4,203,388 | 8,183,191 | |||
| TOTAL<br> LIABILITIES AND SHAREHOLDERS’ EQUITY | 8,683,975 | $ | 13,778,863 |
All values are in US Dollars.
IntelligentBio Solutions Inc.
CondensedConsolidated Statements of Operations and Other Comprehensive Income (Loss)
(Unaudited)
| Three<br> months ended December 31, | Six<br> months ended December 31, | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2024 | 2023 | 2024 | 2023 | |||||||||
| Revenue | $ | 607,494 | $ | 764,063 | $ | 1,479,781 | $ | 1,560,157 | ||||
| Cost of revenue (exclusive<br> of amortization shown separately below) | (384,381 | ) | (564,815 | ) | (909,867 | ) | (1,128,578 | ) | ||||
| Gross profit | 223,113 | 199,248 | 569,914 | 431,579 | ||||||||
| Other income: | ||||||||||||
| Government support income | 133,640 | 153,204 | 259,768 | 263,075 | ||||||||
| Operating expenses | ||||||||||||
| Selling, general and administrative<br> expenses | (1,809,114 | ) | (1,705,044 | ) | (3,758,130 | ) | (4,162,104 | ) | ||||
| Development and regulatory<br> approval expenses | (506,944 | ) | (348,452 | ) | (1,455,696 | ) | (452,399 | ) | ||||
| Depreciation<br> and amortization | (305,177 | ) | (290,313 | ) | (605,599 | ) | (597,873 | ) | ||||
| Total<br> operating expenses | (2,621,235 | ) | (2,343,809 | ) | (5,819,425 | ) | (5,212,376 | ) | ||||
| Loss from operations | (2,264,482 | ) | (1,991,357 | ) | (4,989,743 | ) | (4,517,722 | ) | ||||
| Other income (expense), net | ||||||||||||
| Interest expense | (13,502 | ) | (32,468 | ) | (35,829 | ) | (69,916 | ) | ||||
| Realized foreign exchange<br> loss | (750 | ) | (555 | ) | (801 | ) | (555 | ) | ||||
| Fair value gain on revaluation<br> of financial instrument | - | 44,488 | - | 175,738 | ||||||||
| Interest<br> income | 21,937 | 3,509 | 74,777 | 3,648 | ||||||||
| Total<br> other income, net | 7,685 | 14,974 | 38,147 | 108,915 | ||||||||
| Net loss | (2,256,797 | ) | (1,976,383 | ) | (4,951,596 | ) | (4,408,807 | ) | ||||
| Net<br> loss attributable to non-controlling interest | (7,327 | ) | (6,742 | ) | (16,493 | ) | (13,962 | ) | ||||
| Net<br> loss attributable to Intelligent Bio Solutions Inc. | $ | (2,249,470 | ) | $ | (1,969,641 | ) | $ | (4,935,103 | ) | $ | (4,394,845 | ) |
| Other comprehensive income (loss), net of tax: | ||||||||||||
| Foreign<br> currency translation gain (loss) | (143,165 | ) | 75,133 | 73,190 | 57,117 | |||||||
| Total<br> other comprehensive income (loss) | (143,165 | ) | 75,133 | 73,190 | 57,117 | |||||||
| Comprehensive loss | (2,399,962 | ) | (1,901,250 | ) | (4,878,406 | ) | (4,351,690 | ) | ||||
| Comprehensive<br> loss attributable to non-controlling interest | (7,327 | ) | (6,742 | ) | (16,493 | ) | (13,962 | ) | ||||
| Comprehensive<br> loss attributable to Intelligent Bio Solutions Inc. | (2,392,635 | ) | (1,894,508 | ) | (4,861,913 | ) | (4,337,728 | ) | ||||
| Net<br> loss per share, basic and diluted | $ | (0.50 | ) | $ | (2.07 | ) | $ | (1.18 | ) | $ | (7.68 | ) |
| Weighted average shares<br> outstanding, basic and diluted | 4,535,815 | 949,660 | 4,173,452 | 571,930 |