Full Press Release Details
Regencell Bioscience Holdings Limited Announces
First Half 2025 Management Financial Results
HONG KONG, June 30, 2025 - Regencell Bioscience
Holdings Limited (Nasdaq: RGC) (the "Company") today announced its unaudited condensed consolidated interim financial results
for the six months ended December 31, 2024.
UNAUDITED CONDENSED CONSOLIDATED INTERIM
FINANCIAL STATEMENTS
AS OF DECEMBER 31, 2024
UNAUDITED CONDENSED CONSOLIDATED INTERIM BALANCE SHEETS
| As of December 31, | As of June 30, | |||||||
| 2024 | 2024 | |||||||
| Current assets | $ | 6,586,450 | $ | 8,114,013 | ||||
| Other assets | 892,741 | 324,198 | ||||||
| Total assets | 7,479,191 | 8,438,211 | ||||||
| Total liabilities | 763,839 | 219,512 | ||||||
| Total shareholders' equity | 6,715,352 | 8,218,699 | ||||||
| Total liabilities and shareholders' equity | $ | 7,479,191 | $ | 8,438,211 |
UNAUDITED CONDENSED CONSOLIDATED INTERIM STATEMENTS
OPERATIONS AND COMPREHENSIVE LOSS
| For the Six Months Ended | ||||||||
| December 31, | ||||||||
| 2024 | 2023 | |||||||
| OPERATING EXPENSES: | ||||||||
| Selling and marketing expenses | $ | 7,329 | $ | 97,062 | ||||
| General and administrative expenses (including share-based compensation of approximately $0.2 million and $0.3 million for the six months ended December 31, 2024 and 2023 respectively) | 1,463,125 | 1,730,043 | ||||||
| Research and development expenses (including share-based compensation of approximately $0.08 million and reversal of share-based compensation of approximately $0.1 million for the six months ended December 31, 2024 and 2023 respectively) | 507,381 | 484,750 | ||||||
| Total operating expenses | 1,977,835 | 2,311,855 | ||||||
| LOSS FROM OPERATIONS | $ | (1,977,835 | ) | $ | (2,311,855 | ) | ||
| OTHER INCOME, NET | 124,222 | 125,962 | ||||||
| LOSS BEFORE INCOME TAX EXPENSE | (1,853,613 | ) | (2,185,893 | ) | ||||
| NET LOSS | $ | (1,853,613 | ) | $ | (2,185,893 | ) | ||
| NET LOSS ATTRIBUTABLE TO: | ||||||||
| Shareholders of the Company | (1,853,613 | ) | (2,066,622 | ) | ||||
| Non-controlling interests | - | (119,271 | ) | |||||
| $ | (1,853,613 | ) | $ | (2,185,893 | ) | |||
| OTHER COMPREHENSIVE LOSS | ||||||||
| Foreign currency translation adjustment | 48,881 | 44,094 | ||||||
| COMPREHENSIVE LOSS | $ | (1,804,732 | ) | $ | (2,141,799 | ) | ||
| NET COMPREHENSIVE LOSS ATTRIBUTABLE TO: | ||||||||
| Shareholders of the Company | (1,804,732 | ) | (2,022,528 | ) | ||||
| Non-controlling interests | - | (119,271 | ) | |||||
| $ | (1,804,732 | ) | $ | (2,141,799 | ) | |||
| WEIGHTED AVERAGE NUMBER OF ORDINARY SHARES | ||||||||
| Basic and diluted* | 494,488,908 | 494,488,908 | ||||||
| LOSS PER SHARE (CENTS) | ||||||||
| Basic and diluted* | $ | (0.36 | ) | $ | (0.42 | ) |
MANAGEMENT'S DISCUSSION AND ANALYSIS
OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
Management's Discussion and Analysis of
Financial Condition and Results of Operations ("Management's Discussion this and Analysis") is designed to provide
you with a narrative explanation of the financial condition and results of operations of Regencell Bioscience Holdings Limited as of and
for the six months ended December 31, 2024. Unless otherwise indicated or the context otherwise requires, all references in this discussion
and analysis to "RGC", the "Company," "we," "our," "ours," "us"
or similar terms refer to Regencell Bioscience Holdings Limited and its consolidated subsidiaries.
You should read this Management's Discussion
and Analysis in conjunction with our summary of unaudited condensed consolidated interim financial statements as of and for the six months
ended December 31, 2024. You should also read this Management's Discussion and Analysis in conjunction with our audited consolidated
financial statements, including the notes thereto, and the section titled "Risk Factors" included in the Company's Annual
Report on Form 20-F filed with the United States Securities and Exchange Commission ("SEC") on October 25, 2024.
Our unaudited condensed consolidated interim financial
statements were prepared in accordance with U.S. GAAP. The Company's functional currency is Hong Kong Dollar ("HK$")
and its financial statements are presented in U.S. dollars. "HK$" refers to the legal currency of Hong Kong and "$",
"US$" or "U.S. Dollars" refers to the legal currency of the United States. We have made rounding adjustments to
some of the figures included in this Management's Discussion and Analysis. Accordingly, any numerical discrepancies in any table
between totals and sums of the amounts listed are due to rounding.
Note Regarding Forward-Looking Statements
Management's Discussion and Analysis contains "forward-looking statements" within the meaning of the Private Securities
Litigation Reform Act of 1995. You can identify some of these forward-looking statements by words or phrases such as "may,"
"will," "expect," "anticipate," "aim," "estimate," "intend," "plan,"
"believe," "is/are likely to," "potential," "continue" or other similar expressions. Statements
that are not historical facts, including statements about the Company's beliefs and expectations, are forward-looking statements.
Among other things, the business outlook from management in this Management's Discussion and Analysis, as well as the Company's
strategic and operational plans, contain forward-looking statements. The Company may also make written or oral forward-looking statements
in its periodic reports to the U.S. Securities and Exchange Commission ("SEC") on Forms 20-F and 6-K, in its annual reports
to shareholders, in its and other written materials and in oral statements made by its officers, directors or employees to third parties.
Forward-looking statements involve inherent risks and uncertainties.
number of factors could cause actual results to differ materially from those contained in any forward-looking statement, including but
not limited to the following: the Company's goals and strategies; the Company's future business development, financial condition
and results of operations; changes in the Company's expenditures; general economic and business conditions globally; and assumptions
underlying or related to any of the foregoing.
information regarding these and other risks is included in the Company's annual report on Form 20-F and current report on Form
6-K and other documents filed with the SEC. All information provided in this Management's Discussion and Analysis is as of the
date of furnishing of this Management's Discussion and Analysis, and the Company does not undertake any obligation to update any
forward-looking statement, except as required under applicable laws.
addition to the information disclosed in the Company's prior filings with the SEC, investors should consider recent developments
in the market for our ordinary shares, including but not limited to:
Regencell Bioscience Holdings Limited
We are a holding company
incorporated on October 30, 2014 under the laws of the Cayman Islands, and conduct our business in Hong Kong through our wholly-owned
subsidiary, Regencell Bioscience Limited, a company incorporated in Hong Kong on May 12, 2015, and Regencell Limited, a company incorporated
in Hong Kong on November 20, 2014. We are an early-stage bioscience company that focuses on research, development and commercialization
of Traditional Chinese Medicine ("TCM") for the treatment of neurocognitive disorders
and degeneration, specifically Attention Deficit Hyperactivity Disorder ("ADHD") and
Autism Spectrum Disorder ("ASD"). Our goal is to save and improve the lives of the patients, their families and caregivers
and become a market leader in natural and holistic treatments for neurological disorders globally.
Our TCM formulae candidates are derived from a
TCM base formula and an adjustable formula developed by Regencell's strategic partner, TCM Practitioner, Mr. Sik-Kee Au, based on
his TCM brain theory, known as "Sik-Kee Au TCM Brain Theory " ("TCM Brain Theory"), and have been
demonstrated to reduce severity in patients' ADHD and ASD conditions, as reflected in lower Autism
Treatment Evaluation Checklist ("ATEC"), Gilliam Autism Rating Scale ("GARS"), Vanderbilt ADHD Diagnostic Parent
Rating Scale ("VADRS") and Swanson, Nolan, and Pelham (SNAP)-IV 26-item Parent Rating Scale ("SNAP-IV-26")
assessment scores, using the personalized TCM formula in our first research study. Further to our first research study, we conducted a
second efficacy trial, using standardized TCM formulae. A total of 28 patients in Hong Kong, who were clinically diagnosed with ADHD and/or
ASD by their healthcare professionals at different levels of severity, voluntarily consented through their parents or guardians to participate
in our second efficacy trial. In this second efficacy trial, the TCM Practitioner treated the enrolled patients with the use of the standardized
TCM formula. The enrolled patients ranged from five to thirteen years old. All enrolled patients completed a three-month treatment. Under
the treatment by the TCM Practitioner, the enrolled patients consumed liquid-based TCM formulae twice a day, which was prepared based
on standardized TCM formulae by our TCM Practitioner, and temporarily stopped consuming any other medicines. All the enrolled patients
and their parents were required to meet with the TCM Practitioner in his clinic weekly and provide regular reports to update the patients'
symptoms and conditions by phone. A summary of the interim report can be found on our website at https://www.regencellbioscience.com under
the patient case studies tab.
We used ATEC and VADRS, together with in-house
developed Sik-Kee Au TCM Brain Theory for ADHD/ASD Assessment (SKATBT-A3), and also written observations,
photos, videos and parent testimonials to track the patients' progress. Within three months of using our TCM formulae, our research
showed that the patients had attained better speech, communication, sociability, cognition and behavioral abilities. Patients also experienced
better sleep quality, improved appetite and improved bowel movement. Sweating and temporary fatigue were experienced as part of the improvement
process. As of the date hereof, the TCM Practitioner has standardized the adjustable formula into three Fixed Adjusted Formulas for mild,
moderate and severe ADHD and ASD conditions. The TCM Brain Theory is not recognized in the general literature of TCM or elsewhere. However,
the TCM Practitioner has prescribed the TCM formula based on his TCM Brain Theory for over 30 years to treat ADHD, ASD and many neurological
illnesses, disorders and degeneration and obtained satisfactory clinical treatment results. Such clinical treatment results are not supported
by controlled clinical data or trials.
We aim to launch three standardized liquid-based
TCM formulae candidates for mild, moderate and severe ADHD and ASD patients in Hong Kong first and subsequently to other markets as we
Results of Operations
| For the Six Months Ended | For the Six Months Ended | |||||||||||||||
| December 31, | December 31, | Change | Change | |||||||||||||
| 2024 | 2023 | Amount | % | |||||||||||||
| OPERATING EXPENSES: | ||||||||||||||||
| Selling and marketing | 7,329 | 97,062 | (89,733 | ) | (92 | )% | ||||||||||
| General and administrative (including share-based compensation of approximately $0.2 million and $0.3 million for the six months ended December 31, 2024 and 2023 respectively) | 1,463,125 | 1,730,043 | (266,918 | ) | (15 | )% | ||||||||||
| Research and development (including share-based compensation of approximately $0.08 million and reversal of share-based compensation of approximately $0.1 million for the six months ended December 31, 2024 and 2023 respectively) | 507,381 | 484,750 | 22,631 | 5 | % | |||||||||||
| Total operating expenses | 1,977,835 | 2,311,855 | (334,020 | ) | (14 | )% |
During the six months ended December 31, 2024,
we incurred total operating expenses of approximately $2.0 million, a decrease of approximately $0.3 million, or 14%, as compared to total
operating expenses of approximately $2.3 million during the six months ended December 31, 2023.
Selling and marketing expenses decreased by approximately
$0.09 million, or 92%, to approximately $7 thousand for the six months ended December 31, 2024 from approximately $0.1 million for the
six months ended December 31, 2023. The selling and marketing expenses were mainly relating to digital marketing and the decrease was
mainly due to a decrease in digital marketing activities.
General and administrative expenses decreased