Organicell Regenerative Medicine, Inc. Files 2023 10-K Report

TL;DR

<b>Organicell Regenerative Medicine, Inc. has filed its 2023 10-K, detailing financial performance and business structure.</b>

AI Summary

Organicell Regenerative Medicine, Inc. (ZEOX) filed a Annual Report (10-K) with the SEC on January 29, 2024. Organicell Regenerative Medicine, Inc. filed its annual 10-K report for the fiscal year ending October 31, 2023. The company was formerly known as Biotech Products Services & Research, Inc. and Bespoke Tricycles Inc. The filing details financial data for the fiscal years 2023, 2022, and 2021. It includes information on common stock, preferred stock, additional paid-in capital, and retained earnings for these periods. The report also addresses customer concentration risks related to sales revenue and tissue raw material.

Why It Matters

For investors and stakeholders tracking Organicell Regenerative Medicine, Inc., this filing contains several important signals. This 10-K filing provides a comprehensive overview of Organicell's financial health and operational status for the fiscal year 2023, crucial for investors assessing the company's performance and future prospects. The inclusion of historical financial data and former company names offers context for the company's evolution and financial trajectory.

Risk Assessment

Risk Level: low — Organicell Regenerative Medicine, Inc. shows low risk based on this filing. The risk is low as this is a standard annual financial filing (10-K) which is a routine disclosure for public companies, not indicating any immediate adverse events.

Analyst Insight

Review the detailed financial statements and risk factors within the 10-K to understand Organicell's financial position and operational challenges.

Key Numbers

• 2023-10-31 — Fiscal Year End (Reported fiscal year end)
• 2024-01-29 — Filing Date (Date the 10-K was filed)
• 2023 — Fiscal Year (Primary fiscal year covered by the report)
• 2022 — Fiscal Year (Comparative fiscal year)
• 2021 — Fiscal Year (Comparative fiscal year)

Key Players & Entities

• Organicell Regenerative Medicine, Inc. (company) — Filer name
• Biotech Products Services & Research, Inc. (company) — Former company name
• Bespoke Tricycles Inc (company) — Former company name
• NV (location) — State of incorporation
• FL (location) — State of business address

Forward-Looking Statements

• Organicell Regenerative Medicine, Inc. will continue to focus on biological products, excluding diagnostic substances, in the near future. (Organicell Regenerative Medicine, Inc.) — high confidence, target: 2025-10-31

FAQ

Risk Factors

• Customer Concentration Risk [medium — market]: The company faces risks due to reliance on a limited number of customers for a significant portion of its sales revenue and tissue raw material.

Industry Context

Organicell Regenerative Medicine operates in the biological products sector, focusing on regenerative medicine, which involves therapies using biological materials to repair or replace damaged tissues.

Regulatory Implications

The filing is a standard 10-K report under the Securities Exchange Act of 1934, requiring public companies to provide comprehensive annual financial information.

What Investors Should Do

1. Analyze the revenue and expense details for fiscal years 2021-2023 to identify trends.
2. Evaluate the customer concentration risk factors and their potential impact on future revenue.
3. Review any disclosed legal or operational risks that could affect the company's business.

Key Dates

• 2023-10-31: Fiscal Year End — Marks the end of the reporting period for the 10-K.
• 2024-01-29: Filing Date — Date the 10-K was officially submitted to the SEC.

Year-Over-Year Comparison

This filing represents the annual 10-K for the fiscal year ending October 31, 2023, providing updated financial and operational information compared to previous filings.

Key Financial Figures

• $0.001 — ction 12(g) of the Act: Common Stock, $0.001 par value (Title of class) Indicate
• $2.00 — 7,197,268 based on the closing price of $2.00 per share of common stock and 3,598,634
• $100,000 — October 31, 2023, the Company invested $100,000 in cash (representing a 10% equity inte
• $1,250,000 — he purchase price paid by Purchaser was $1,250,000 plus the assumption by Purchaser of all
• $50,000 — tain restrictions and conditions, up to $50,000 worth of the Company's common stock, ov
• $4 — uant to the ELOC Purchase Agreement) of $4.49, for a total of $100,000. On Decembe
• $530,000 — missory Note in the principal amount of $530,000 ("$ 530,000 Note ") to AJB in a private
• $519,400 — ate transaction for a purchase price of $519,400 (giving effect to original issue discou
• $10,600 — ng effect to original issue discount of $10,600). In connection with the sale of the $5
• $15,000 — s legal fees and due diligence costs of $15,000, resulting in net proceeds to the Compa
• $504,400 — lting in net proceeds to the Company of $504,400, which was used for working capital and
• $530,00 — d other general corporate purposes. The $530,00 Note bears interest at the rate of 12%
• $250,000 — private offering at a purchase price of $250,000 per Unit for an aggregate purchase pric
• $725,000 — Unit for an aggregate purchase price of $725,000. Each Unit consists of (a) a $250,000 i
• $20.00 — ur common stock at an exercise price of $20.00 for a period of five years from the dat

Filing Documents

• organicellregen_10k.htm (10-K) — 1846KB
• organicellregen_ex23-1a.htm (EX-23.1(A)) — 4KB
• organicellregen_ex23-1b.htm (EX-23.1(B)) — 4KB
• organicellregen_ex31-1.htm (EX-31.1) — 12KB
• organicellregen_ex31-2.htm (EX-31.2) — 12KB
• organicellregen_ex32-1.htm (EX-32.1) — 4KB
• organicellregen_ex32-2.htm (EX-32.2) — 4KB
• img_001.jpg (GRAPHIC) — 82KB
• 0001829126-24-000541.txt (&nbsp;) — 7952KB
• ocel-20231031.xsd (EX-101.SCH) — 71KB
• ocel-20231031_cal.xml (EX-101.CAL) — 73KB
• ocel-20231031_def.xml (EX-101.DEF) — 241KB
• ocel-20231031_lab.xml (EX-101.LAB) — 410KB
• ocel-20231031_pre.xml (EX-101.PRE) — 358KB
• organicellregen_10k_htm.xml (XML) — 1034KB

FORWARD LOOKING STATEMENTS

FORWARD LOOKING STATEMENTS ii

BUSINESS

ITEM 1. BUSINESS 1

RISK FACTORS

ITEM 1A. RISK FACTORS 24

UNRESOLVED STAFF COMMENTS

ITEM 1B. UNRESOLVED STAFF COMMENTS 45

PROPERTIES

ITEM 2. PROPERTIES 45

LEGAL PROCEEDINGS

ITEM 3. LEGAL PROCEEDINGS 45

MINE SAFETY DISCLOSURES

ITEM 4. MINE SAFETY DISCLOSURES 45 PART II

MARKET FOR REGISTRANT'S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES

ITEM 5. MARKET FOR REGISTRANT'S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES 46

[RESERVED]

ITEM 6. [RESERVED] 47

MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS 47

QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK 52

FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA F-1

CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE

ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE 53

CONTROLS AND PROCEDURES

ITEM 9A. CONTROLS AND PROCEDURES 53

OTHER INFORMATION

ITEM 9B. OTHER INFORMATION 54 PART III

DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE

ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE 55

EXECUTIVE COMPENSATION

ITEM 11. EXECUTIVE COMPENSATION 58

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS

ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS 63

CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS AND DIRECTOR INDEPENDENCE

ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS AND DIRECTOR INDEPENDENCE 65

PRINCIPAL ACCOUNTING FEES AND SERVICES

ITEM 14. PRINCIPAL ACCOUNTING FEES AND SERVICES 66 PART IV

EXHIBITS, FINANCIAL STATEMENT SCHEDULES

ITEM 15. EXHIBITS, FINANCIAL STATEMENT SCHEDULES 68

FORM 10-K SUMMARY

ITEM 16. FORM 10-K SUMMARY 74

FORWARD LOOKING STATEMENTS

FORWARD LOOKING STATEMENTS This Annual Report on Form 10-K (this " Annual Report ") and certain information incorporated herein by reference contain forward-looking statements and information within the " safe harbor " provisions of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933, as amended (the " Securities Act ") and Section 21E of the Securities Exchange Act of 1934, as amended (the " Exchange Act "). This information includes assumptions made by, and information currently available to management, including statements regarding future economic performance and financial condition, liquidity and capital resources, acceptance of our products by the market, and management's plans and objectives. In addition, certain statements included in this and our future filings with the Securities and Exchange Commission (the " SEC "), in press releases, and in oral and written statements made by us or with our approval, which are not statements of historical fact, are forward-looking statements. Words such as " may ," " could ," " should ," " would ," " believe ," " expect ," " expectation ," " anticipate ," " estimate ," " intend ," " seeks ," " plan ," " project ," " continue ," " predict ," " will ," " should ," and other words or expressions of similar meaning are intended by us to identify forward-looking statements, although not all forward-looking statements contain these identifying words. These forward-looking statements are found at various places throughout this Annual Report and in the documents incorporated herein by reference. These statements are based on our current expectations about future events or results and information that is currently available to us, involve assumptions, risks, and uncertainties, and speak only as of the date on which such statements are made.

Forward-looking statements include, but are not limited to, the following

Forward-looking statements include, but are not limited to, the following: Our products' advantages; Expectations regarding our future growth; Expectations regarding available cash resources to fund current operations and future growth; Our ability to comply with regulations governing the production and sale of our products; Our ability to receive regulatory approvals; Market opportunities for our services and products; Clinical trial outcomes; Our ability to compete effectively; Our ability to respond to market forces; and Our ability to protect our intellectual property. Actual results and outcomes may differ materially from those expressed or implied in these forward-looking statements. Factors that may cause such a difference include, but are not limited to, those discussed in Part I, Item 1A . Risk Factors , below. Except as expressly required by the federal securities laws, we undertake no obligation to update any such factors, or to publicly announce the results of, or changes to any of the forward-looking statements contained herein to reflect future events, developments, changed circumstances, or for any other reason. Various trademarks, service marks, trade names and logos of the Company appear in this Annual Report and are the property of Organicell. Other trademarks, service marks or trade names appearing in this Annual Report are the property of their respective holders. Solely for convenience, trademarks, service marks, trade names and logos referred to in this Annual Report may appear without the , and symbols, but those references are not intended to indicate, in any way, that we will not assert, to the fullest extent under applicable law, our rights or that the applicable owner will not assert its rights, to these trademarks, trade names, service marks and logos. Unless otherwise noted, as used in this Annual Report, the terms " Organicell ," the " Company ," " we ," " our " and " us " refer to Organicell Regenerative Medicine

Business

Item 1. Business. Overview We are a clinical-stage biopharmaceutical company principally focusing on the development of innovative biological therapeutics for the treatment of degenerative diseases and regenerative medicine. The Company's proprietary products are derived from perinatal sources and manufactured to retain the naturally occurring extracellular vesicles, hyaluronic acid, and proteins without the addition or combination of any other substance or diluent and an autologous non-manipulated biologic containing the nanoparticle fraction from a patient's own peripheral blood (" RAAM Products "). Our RAAM Products and related services are principally used in the health care industry administered through doctors and clinics (" Providers "). Organicell operates an extracellular vesicle processing laboratory in Davie, Florida for the purpose of performing research and development and the manufacturing and processing of the anti-aging and cellular therapy derived products that we sell and distribute to our customers. The Company's leading product, Zofin (also known as Organicell Flow), is an acellular, biologic therapeutic derived from perinatal sources and is manufactured to retain naturally occurring microRNAs, without the addition or combination of any other substance or diluent. The Company recently launched a service platform for its first autologous product called Patient Pure X (PPX). PPX is a non-manipulated biologic containing the nanoparticle fraction from a patient's own peripheral blood. To date, the Company has obtained certain Investigational New Drug (" IND "), and 18 emergency IND (" eIND ") approvals from the FDA, including applicable Institutional Review Board (" IRB ") approvals which authorized the Company to commence clinical trials or treatments in connection with the use of Zofin and related treatment protocols. The Company is pursuing efforts to complete its already approved clinical studies as well as obtaining approval to commence

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View this 10-K filing on SEC EDGAR