11/12/2026 | Press release | Distributed by Public on 11/12/2026 16:01
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS.
The following discussion provides information which management believes is relevant to an assessment and understanding of our results of operations and financial condition. The discussion should be read along with our unaudited condensed consolidated financial statements for the three and nine months ended September 30, 2026 and 2025 and notes thereto contained elsewhere in this Report, and our annual report on Form 10-K for the twelve months ended December 31, 2025 including the consolidated financial statements and notes thereto contained in such Report. The following discussion and analysis contains forward-looking statements, which involve risks and uncertainties. Our actual results may differ significantly from the results, expectations and plans discussed in these forward-looking statements. See "Cautionary Note Concerning Forward-Looking Statements."
Overview
We are a healthcare technology company focused on improving preventive and value-based care through digital health solutions and point-of-care services. The Company provides healthcare organizations with technology-enabled programs designed to identify patient health risks, support clinical decision-making, improve patient engagement, and create new opportunities for practice revenue. As part of our mission, we are providing PCPs and other healthcare providers with the software, training and technology necessary to allow them to treat their patients using value-based healthcare, informatics and personalized medicine. Our digital healthcare, clinical decision support and point of care solutions also support non face to face remote patient and therapeutic monitoring, to address chronic care and preventive medicine and are reimbursable to the medical practice.
Increasingly, regulators and insurance companies recognize what health care technologists have been saying for nearly 20 years, which is that most chronic conditions are better managed with more frequent and short encounters often without a physician's direct participation, rather than infrequent visits. More health insurers have realized that clinical decision support ("CDS") technologies such as those provided through our proprietary internally-developed Quality Health System Lab Expert System software ("QHSLab") can provide the necessary encounters to foster patient compliance in between face to face visits to a physician. As new technologies become available, government health care agencies and health insurers seek to determine the appropriate reimbursement level.
Based on the success of PCPs using our QHSLab allergy diagnostics combined with the products acquired from MedScience Research Group, Inc. ("MedScience"), we are increasing our revenues by charging physicians a monthly subscription fee for the use of QHSLab and soliciting additional PCPs to increase their revenues by using our proven revenue generating QHSLab and AllergiEnd® line of products. We also plan to introduce additional point of care solutions, and digital health programs that PCPs can use in their practices. We strive to design our solution so that in all cases, PCPs will be paid under existing government and private insurance programs, based upon analyses conducted utilizing QHSLab and treatments provided as a result of such analyses.
Our ability to operate profitably is determined by our ability to generate revenues from the licensing of our QHSLab software and the sale of diagnostic related products and treatment protocols and the provision of services through our QHSLab system. Our ability to generate a profit from these sales is determined by our ability to increase the number of physicians using these products which is highly dependent upon the ability of our physician customers to obtain reimbursement for their services. We will continue to upgrade QHSLab in an effort to increase the number of products sold based upon the services it can provide and for which we are able to charge a fee.
Our revenues are, in part, dependent on the ability of our medical practice clients to obtain reimbursement from Medicare, Medicaid, and commercial health insurance providers for clinical services supported by our technology and programs. Government agencies and insurance providers regularly review reimbursement policies, coverage limitation rates, reimbursement rates, documentation requirements and claims adjudication practices to reflect changes in medical practice and the insurance regulations. Changes made by these entities may adversely affect our clients ability to generate revenues and profitability operate their practices, which may reduce demand for our products and services, affect client utilization of our products, result in delayed payments, require adjustments to our service offerings and pricing, and, in extreme circumstances, cause a provider to stop using our products and services entirely. Healthcare reimbursement policies are subject to ongoing review and modification by government and commercial payers, and we cannot predict the timing, nature, or financial impact of future changes. Accordingly, changes in reimbursement policies could materially adversely affect our revenues, operating results, and future growth.
Management continuously monitors developments in healthcare reimbursement in an effort to anticipate changes and adapt our programs and services to evolving payer requirements.
We operate as a single operating segment and single reportable segment. Our CODM, the Chief Executive Officer, allocates resources and assesses performance based upon condensed consolidated financial information and due to the interconnected relationship of our products which are predominately offered to the same class of customer, manages our business as a single operating segment.
Results of Operations during the three and nine months ended September 30, 2026 as compared to the three and nine months ended September 30, 2025
Revenues
For the three months ended September 30, 2026, we generated revenues of $677,172 compared to $737,066 for the three months ended September 30, 2025, representing a decrease of $59,894, or 8.1%. The decrease was primarily attributable to a 37.0% reduction in combined Allergy Diagnostics and Allergen Immunotherapy treatment revenues, partially offset by a 17.4% increase in revenues generated from our Integrated Service Program ("ISP").
The reduction in allergy-related revenues reflected lower purchasing activity by certain existing physician customers during the quarter. Management is evaluating the extent to which seasonal ordering patterns, physician practice economics, and changes in healthcare insurance affordability and reimbursement policies may have contributed to reduced customer demand. The relative impact of these factors has not yet been established. In September 2026, the Company implemented changes to its vendor relationships expected to reduce the cost of allergy diagnostic kits by approximately 10% to 13%, based on historical product sales mix and revised supplier pricing. These reductions are expected to improve gross margins on future allergy diagnostic kit sales. Despite the decline in allergy-related revenues, the Company continued to experience year-over-year growth in ISP revenues, reflecting the increasing contribution of its technology-enabled healthcare services to its overall revenue mix.
For the nine months ended September 30, 2026, we generated revenues of $2,253,347 compared to $1,987,931 of revenues for the nine months ended September 30, 2025. The increase in revenues in the first nine months of 2026 was attributed to a 63.9% increase in revenues generated from ISP services to $1,287,692 compared to $785,506 during the nine months ended September 30, 2025.
Our revenues consisted of the following:
|
For the Three Months Ended September 30, |
For the Nine Months Ended September 30, |
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| 2026 | 2025 | 2026 | 2025 | |||||||||||||
| Integrated Service Program | $ | 421,792 | $ | 359,376 | $ | 1,287,692 | $ | 785,506 | ||||||||
| Allergy Diagnostic Kit Sales | 141,403 | 216,363 | 566,231 | 678,920 | ||||||||||||
| Immunotherapy Treatment Sales | 77,581 | 131,477 | 262,623 | 348,691 | ||||||||||||
| Clinical Study Revenue | - | - | 29,700 | 89,100 | ||||||||||||
| Subscription Revenue | 8,283 | 15,876 | 26,897 | 34,413 | ||||||||||||
| Shipping and Handling | 7,699 | 11,458 | 30,253 | 31,519 | ||||||||||||
| Training & Other Revenue | 20,414 | 2,516 | 49,951 | 19,782 | ||||||||||||
| Total revenue | $ | 677,172 | $ | 737,066 | $ | 2,253,347 | $ | 1,987,931 | ||||||||
Cost of Revenues and Gross Profit
Cost of revenues consists of the cost of AllergiEnd® test kits and allergen immunotherapy pharmacy prepared treatment sets, shipping costs to our customers as well as administrative and revenue sharing services and labor expenses directly related to ISP sales and the amortization of our capitalized software.
For the three months ended September 30, 2026 and 2025, cost of revenues was $208,709 and $243,435, respectively.
The Company generated a gross profit of $468,463 during the three months ended September 30, 2026 compared to $493,631 for the three months ended September 30, 2025. Gross margin increased to 69.2% for the quarter compared to 67.0% during the three months ended September 30, 2025.
For the nine months ended September 30, 2026 and 2025, cost of revenues was $724,297 and $665,341, respectively.
The Company generated gross profit of $1,529,050 during the nine months ended September 30, 2026, compared to $1,322,590 for the nine months ended September 30, 2025. Gross margin increased from 66.5% to 67.9% during the respective periods. The improvement in gross margin was primarily attributable to a favorable shift in revenue mix, including a $502,186 (63.9%) increase in ISP revenue, and operating efficiencies across the Company's core product lines.
Beginning in September 2026, the Company implemented changes to its vendor relationships that are expected to reduce the cost of allergy diagnostic kits by approximately 10% to 13%. Management anticipates that these cost reductions will contribute favorably to gross margins in future periods as the benefits are realized, although the actual impact will depend on sales volumes and product mix.
As we continue to introduce new products, the gross margins may vary significantly between periods, due, among other things, to differences among our customers and products sold, customer negotiating strengths, and product mix.
Sales and Marketing
Sales and marketing expenses consist primarily of costs associated with selling and marketing our products to PCPs, principally ongoing sales efforts to recruit new PCPs and maintain our relationships with PCPs already using our software and products. These expenses include employee compensation and costs of consultants.
For the three months ended September 30, 2026, sales and marketing expenses totaled $141,060, an increase of $25,892 compared to $115,168 for the three months ended September 30, 2025.
For the nine months ended September 30, 2026, sales and marketing expenses totaled $454,974, an increase of $137,697 compared to $317,277 for the nine months ended September 30, 2025.
The increases in sales and marketing expenses for the three and nine-month periods ended September 30, 2026 compared to the same periods in 2025 relate primarily to increases in marketing expenses and payroll-related expenses as we are investing in more sales and marketing activities to support our increasing ISP revenue. We expect our sales and marketing expenses to continue to increase as we seek to build our customer base and launch additional products. Nevertheless, if we are successful in onboarding a sufficient number of PCPs and maintaining our relationships with these PCPs once they begin to fully utilize our products, sales and marketing expenses could decrease as a percentage of revenues, though we may increase our marketing efforts as funds become available.
General and Administrative
General and administrative expenses consist primarily of personnel and contract labor costs, accounting and legal fees, professional and management consulting services, corporate insurance, and other expenses associated with the administration and operation of the Company.
For the three months ended September 30, 2026, general and administrative expenses totaled $244,705, an increase of $113,290, or 86.2%, compared to $131,415 for the three months ended September 30, 2025.
For the nine months ended September 30, 2026, general and administrative expenses totaled $768,927, an increase of $282,602, or 58.1%, compared to $486,325 for the nine months ended September 30, 2025.
The increase in general and administrative expenses during the periods ended September 30, 2026 was primarily attributable to higher personnel and contract labor costs, additional corporate insurance expenses, and increased administrative and professional service costs. During 2026, the Company introduced Directors and Officers liability insurance as part of its corporate governance and risk management practices, contributing to the increase in insurance expenses compared with the prior-year periods.
Management continues to evaluate its administrative cost structure and implement expense management measures while maintaining the personnel, professional services, and corporate infrastructure necessary to support the Company's operations and regulatory reporting obligations. Future general and administrative expenses will depend on operating requirements, the level of business activity, and management's ongoing efforts to improve operating efficiency.
Research and Development
Research and development ("R&D") expenses primarily consist of costs associated with the development, maintenance, and enhancement of the Company's proprietary QHSLab technology platform, including software engineering, clinical assessment development, and related digital healthcare programs. R&D costs are expensed as incurred.
For the three months ended September 30, 2026, R&D expenses totaled $115,074, a decrease of $17,695, or 13.3%, compared to $132,769 for the three months ended September 30, 2025.
For the nine months ended September 30, 2026, R&D expenses totaled $350,604, a decrease of $18,562, or 5.0%, compared to $369,166 for the nine months ended September 30, 2025.
Research and development expenses remained relatively consistent with the comparable nine-month period in 2025, reflecting the Company's continued investment in enhancing its technology platform, expanding its library of clinical assessments, and developing additional digital healthcare programs. Management continues to focus on improving development efficiency while prioritizing technology enhancements and new services that support physician adoption, patient engagement, and revenue growth. Future R&D expenditures will be evaluated in relation to commercial opportunities, operational priorities, and the Company's objective of achieving sustainable profitability.
Other Income and Expense
For the three months ended September 30, 2026, interest expense decreased by $60,099 to $2,741 from $62,840 for the three months ended September 30, 2025.
For the nine months ended September 30, 2026, interest expense decreased by $175,412 to $19,482 from $194,894 for the nine months ended September 30, 2025.
The decrease is driven by the conversion and settlement of multiple loans during the fourth quarter of 2025 including the elimination of default interest associated with certain of the notes.
Net Operating Income (Loss); Net Income (Loss)
Although revenue increased approximately 13.4% during the nine months ended September 30, 2026, the Company reported an operating loss of $99,539, compared to operating income of $95,738 during the comparable prior-year period. The change in operating results was primarily attributable to increased sales and marketing expenditures and general and administrative expenses associated with expanding the Company's physician network, commercial operations, and administrative capabilities. These expenditures were partially offset by increased revenue and gross profit, as well as modest reductions in research and development expenses.
For the nine months ended September 30, 2026, the Company reported a net loss of $119,021, compared to a net loss of $99,156 during the comparable prior-year period. The increase in operating expenses was substantially offset by a reduction in interest expense, which decreased from $194,894 in 2025 to $19,482 in 2026, reflecting the Company's reduced debt obligations.
Management remains focused on improving operating efficiency, expanding recurring revenues, and achieving sustainable profitability. The continued growth of the Company's Integrated Service Program and investment in its technology platform are expected to support greater operating leverage as revenues increase. Management intends to maintain a disciplined approach to expenditures, prioritizing investments in technology, customer acquisition, and commercialization activities that support revenue growth and improved financial performance. Future operating results will depend on the Company's ability to increase revenues while effectively managing operating costs.
Liquidity and Capital Resources
Liquidity is a measure of a company's ability to generate sufficient funds to support its operations, meet financial obligations, and fund future growth.
As of September 30, 2026, the Company had current assets of $519,108, consisting primarily of cash and cash equivalents of $190,464, accounts receivable, net, of $308,923, and prepaid expenses and other current assets of $19,721. Current liabilities totaled $247,114, including accounts payable of $135,616, other current liabilities of $13,682, and amounts due to a related party of $97,816. The Company had no outstanding long-term liabilities as of September 30, 2026.
At December 31, 2025, the Company had current assets of $883,009, including cash and cash equivalents of $636,157, accounts receivable, net, of $190,610, inventory of $35,790, and prepaid expenses and other current assets of $20,452. Current liabilities totaled $449,860, including accounts payable of $326,431, other current liabilities of $17,858, and current portions of loans and convertible notes totaling $105,571. Long-term liabilities consisted of outstanding loan balances of $96,218.
Cash and cash equivalents decreased by $445,693 during the nine months ended September 30, 2026, from $636,157 at December 31, 2025 to $190,464 at September 30, 2026. The decrease primarily reflected $334,989 of cash used in operating activities to support sales growth and $110,704 used in financing activities, principally for the repayment of outstanding debt obligations.
Cash used in operating activities reflected the Company's operating losses, increased working capital requirements, and continued investment in sales and marketing, technology development, and administrative capabilities to support its expanding physician network and healthcare service programs. Accounts receivable increased by $118,313 during the period, reflecting additional working capital requirements associated with the Company's revenue growth. These cash requirements were partially offset by reductions in operating liabilities and other changes in working capital.
During the nine-month period, the Company substantially reduced its outstanding debt obligations, including repayment of its remaining loan balances, contributing to a significant reduction in interest expense compared with the prior-year period. Management believes the reduction in debt has strengthened the Company's financial flexibility and reduced future debt servicing requirements.
Management continues to focus on improving operating cash flow through disciplined expense management, timely collection of accounts receivable, growth in recurring revenues, and improvements in gross margins. The Company is also prioritizing investments in technology, customer acquisition, and commercialization activities that support revenue growth and operating efficiency. Management believes these initiatives may contribute to improved operating leverage as the business expands, although the timing and extent of such improvements remain uncertain.
Notwithstanding these initiatives, the Company incurred a net loss of $119,021 and used $334,989 in cash from operating activities during the nine months ended September 30, 2026. The Company's ability to meet future operating requirements will depend on its ability to generate sufficient revenues, improve operating cash flows, and collect outstanding receivables. Management's plans are focused on achieving sustainable profitability and positive operating cash flows; however, the Company has not yet demonstrated sustained profitability from operations, and substantial doubt remains regarding its ability to continue as a going concern.
Additional financing may be required if operating results or cash collections do not meet management's expectations. Although the reduction in outstanding debt may provide greater financial flexibility, there can be no assurance that additional financing will be available on commercially reasonable terms, if at all. Management will continue to evaluate opportunities to strengthen liquidity and capital resources while maintaining a disciplined approach to operating expenditures and long-term growth initiatives.
Plan of Operation and Funding
The accompanying condensed consolidated financial statements have been prepared on a going concern basis, which contemplates the realization of assets and satisfaction of liabilities in the normal course of business. As of September 30, 2026, the Company had an accumulated deficit of $4,022,572 and reported a net loss of $119,021 for the nine months then ended. For the year ended December 31, 2025, the Company reported net income of $457,417, principally attributable to a gain of $1,145,695 from the extinguishment of debt. The Company used $334,989 in cash from operating activities during the nine months ended September 30, 2026, compared with cash generated from operating activities of $178,118 for the year ended December 31, 2025.
Despite improvements in revenue, gross margins, and the substantial reduction of outstanding debt obligations, the Company's history of operating losses and negative operating cash flows raises substantial doubt about its ability to continue as a going concern. The Company's ability to continue operations is dependent upon achieving sustainable positive operating cash flows or obtaining additional financing, if necessary. The condensed consolidated financial statements do not include any adjustments to the recoverability or classification of assets or the amounts and classification of liabilities that may be necessary should the Company be unable to continue as a going concern.
For the nine months ended September 30, 2026, revenue increased approximately 13.4% compared with the corresponding prior-year period, supported by continued growth in the Company's ISP. However, increased operating expenses associated with sales and marketing, personnel, and administrative infrastructure exceeded the growth in gross profit, resulting in an operating loss for the period. Management is focused on improving operating efficiency, controlling expenditures, and expanding recurring revenue streams to support sustainable profitability.
As of September 30, 2026, the Company maintained cash and cash equivalents of $190,464, net accounts receivable of $308,923, and positive working capital of $271,994. Management expects working capital requirements to fluctuate with changes in revenue, customer billing and collection cycles, and the timing of operating expenditures. The continued expansion of service-based revenues may result in increased accounts receivable balances, requiring effective collection practices and disciplined working capital management.
The Company has substantially reduced its outstanding debt obligations, resulting in lower interest expense and reduced debt servicing requirements. Management intends to prioritize funding operations through internally generated cash flows and the collection of outstanding receivables while maintaining a disciplined approach to expenditures. The Company's operating strategy emphasizes growth in higher-margin recurring revenues, improvements in gross margins, and selective investment in technology development, customer acquisition, and commercialization activities that support operational efficiency and long-term growth.
Management continues to evaluate opportunities to improve liquidity and strengthen the Company's financial position. Although management believes that revenue growth, improved cost management, and anticipated collections of outstanding receivables may support future operating requirements, the Company has not yet demonstrated sustained positive operating cash flows. Accordingly, there can be no assurance that existing resources and future operating cash flows will be sufficient to fund operations over the next twelve months.
If additional capital becomes necessary, the Company may seek financing through debt, equity, or other arrangements. In particular, delays in collecting outstanding accounts receivable or increased working capital requirements may necessitate additional short-term borrowing to support ongoing operations. Management will continue to evaluate available financing alternatives based on the Company's liquidity requirements, anticipated operating cash flows, financing costs, and the interests of its shareholders. There can be no assurance that additional financing will be available on acceptable terms, if at all.
Additional issuances of equity or convertible securities could result in dilution to existing shareholders and may involve terms or preferences senior to those of the Company's common stock. Additional borrowings could increase debt servicing obligations, require collateral or restrictive covenants, and limit financial flexibility. There can be no assurance that additional financing will be available on commercially reasonable terms, if at all. If sufficient capital is unavailable when required, the Company may need to reduce operating expenditures, delay planned investments, or limit business expansion, which could adversely affect its operations and financial performance.
The Company's ability to obtain additional capital, if required, will depend on prevailing financial market conditions, investor demand, and its operating performance. General economic conditions, inflation, healthcare reimbursement policies, geopolitical developments, and other risks described in the Company's Annual Report on Form 10-K for the year ended December 31, 2025 may affect both the Company's operating results and its access to financing.
Management remains focused on strengthening the Company's financial position through disciplined capital allocation, improved operating cash flows, and the continued development of its technology-enabled healthcare services. The Company's objective is to achieve sustainable profitability while maintaining the financial flexibility necessary to support future growth opportunities.