ADDED
On December 23, 2025, the Company entered into an agreement (the Agreement ) with an unrelated third party, Wei Ha Hui (the Buyer ), pursuant to which the Company agreed to sell 100 % of the issued and outstanding shares of Advanced Biomed (HK) Limited, a Hong Kong company and a wholly owned subsidiary of the Company (the Hong Kong Subsidiary ), for an aggregate purchase price of US$ 23,000 based on a valuation report commissioned by the Company, subject to the terms and conditions set forth in the Agreement.
All intellectual property owned by the Hong Kong subsidiary, including intellectual property owned by Shanghai Sglcell Biotech Co., Ltd., a wholly owned subsidiary of the Hong Kong subsidiary, was transferred to the Buyer at the closing of this transaction on December 31, 2025.
7 However, for the six-month period ended December 31, 2025, although the Company reported net income of $ 6,471,020 , this was primarily attributable to a gain of $ 7,346,684 generated from the disposal of Advanced Biomed (HK) Limited and its subsidiary during the period.
In addition, the Company had net cash outflows of $ 1,123,900 from operating activities for the six-month periods ended December 31, 2025.
(h) Related parties We adopted ASC 850, Related Party Disclosures, for the identification of related parties and disclosure of related party transactions for the six-month periods ended December 31, 2025 and 2024.
Hence, the Company incurred its research and development cost during the six-month periods ended December 31, 2025 and 2024, which is in compliance under ASC 730-10-25.
For the six-month periods ended December 31, 2025 and 2024, the CODM reviewed the consolidated results when making decisions about allocating resources and assessing performance of the Company as a whole, and the Company has only one reportable segment.
14 NOTE 4 DISCONTINUED OPERATIONS AND DECONSOLIDATION In accordance with ASC 205-20 Presentation of Financial Statements: Discontinued Operations, a disposal of a component of an entity or a group of components of an entity is required to be reported as discontinued operations if the disposal represents a strategic shift that has (or will have) a major impact on an entity s operations and financial results when the components of an entity meets the criteria in ASC paragraph 205-20-45-10.
In the period in which the component meets the held for sale or discontinued operations criteria the major assets, other assets, current liabilities and non-current liabilities shall be reported as a component of total assets and liabilities separate from those balances of the continuing operations.
At the same time, the results of all discontinued operations, less applicable income taxes (benefit), shall be reported as components of net income (loss) separate from the income (loss) of continuing operations.
REMOVED
7 However, for the three-month periods ended September 30, 2025, the Company reported net loss of $ 386,901 .
In addition, the Company had net cash outflows of $ 610,342 from operating activities for the three-month periods ended September 30, 2025.
(h) Related parties We adopted ASC 850, Related Party Disclosures, for the identification of related parties and disclosure of related party transactions for the three-month periods ended September 30, 2025 and 2024.
As of September 30, 2025 and June 30, 2025, the Company had no remaining carrying amount of finite-lived intangible related to purchased patents from the acquisition of Shanghai Sglcell Biotech Co., Ltd.
The Company has already started the registration process and plans to start the clinical research in January 2026, which are expected to end in June 2026, and we expect to obtain the required registration certificate by October 2027.
As of September 30, 2025, the Company has not commenced sales of the products nor have any revenue-generating products and do not expect sales of revenue-generating product candidates until the Company has completed clinical development, submitted regulatory filings, and received applicable regulatory approvals for candidate products.
Hence, the Company incurred its research and development cost during the three-month periods ended September 30, 2025 and 2024, which is in compliance under ASC 730-10-25.
For the three-month periods ended September 30, 2025 and 2024, the CODM reviewed the consolidated results when making decisions about allocating resources and assessing performance of the Company as a whole, and the Company has only one reportable segment.
PREPAID EXPENSES AND OTHER CURRENT ASSETS, NET September 30, 2025 June 30, 2025 US$ US$ (unaudited) Tax refundable 227,635 221,889 Consumables 9,296 8,925 Other receivables 78,285 10,548 Deposits 28,731 1,782 Amount due from related party 211 - Prepayment 2,843,456 2,885,512 Total prepaid expenses and other current assets 3,187,614 3,128,656 Less: allowance for credit losses - - Total prepaid expenses and other current assets 3,187,614 3,128,656 5.
EQUIPMENT, NET Equipment, net, consists of the following: September 30, 2025 June 30, 2025 US$ US$ (unaudited) Lab equipment 1,575,307 1,619,480 Computer equipment 34,537 33,917 Furniture and fixtures 36,369 36,505 Leasehold improvements 205,711 204,430 1,851,924 1,894,332 Less: accumulated depreciation ( 1,570,654 ) ( 1,562,986 ) Equipment, net 281,270 331,346 Depreciation expenses were approximately US$ 47,992 and US$ 67,290 for the three-month periods ended September 30, 2025 and 2024, respectively.