UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q

(Mark One)

x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended: ~~December~~March 31, ~~2021~~2022

o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from

Commission file number:

000-54672

American CryoStem Corporation

(Exact name of registrant as specified in its charter)

Nevada

26-4574088

(State or Other Jurisdiction of
Incorporation or Organization)

(I.R.S. Employer
Identification No.)

1 Meridian Road, Eatontown, NJ

07724

(Address of Principal Executive Offices)

(Zip Code)

(732) 747-1007

(Registrant’s telephone number, including area code)

(Former name, former address and former fiscal year, if changed since last report)

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading symbol(s)	Name of each exchange on which registered

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

x Yes o No

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).

x Yes o No

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer o Accelerated filer o Non-accelerated ~~filer~~Filer x Smaller reporting company x Emerging growth company o

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. o

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

o Yes x No

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date.

As of ~~February~~ 18May 23, 2022, the issuer’s $0.001 par value Common Stock totaled 43,~~521~~692,~~920~~922 shares outstanding.

TABLE OF CONTENTS

		Page No.
PART I. - FINANCIAL INFORMATION		3
Item 1.	Consolidated Financial Statements.	3
Item 2.	Management’s Discussion and Analysis of Financial Condition and Plan of Operations.	18
Item 3.	Quantitative and Qualitative Disclosures About Market Risk.	3837
Item 4.	Controls and Procedures.	38
Item 4	Controls and Procedures.	37
PART II - OTHER INFORMATION		3938
Item 1.	Legal Proceedings.	3938
Item 1A.	Risk Factors.	3938
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds.	3938
Item 3.	Defaults Upon Senior Securities.	3938
Item 4.	Mine Safety Disclosures	3938
Item 5.	Other Information.	3938
Item 6.	Exhibits.	39

PART I. ~~- FINANCIAL~~– FINANCIAL INFORMATION

~~ITEM~~ Item 1. CONSOLIDATED ~~FINANCIAL~~Financial ~~STATEMENTS.~~StatementS

American CryoStem Corporation

Consolidated Balance Sheets

As of ~~December~~ March 31, ~~2021~~2022 and September 30, 2021

ASSETS	31-~~Dec~~Mar-2122			30-Sep-21
	Unaudited
Current Assets:
Cash	$	~~103~~22,~~027~~765		$	8,244
Accounts Receivable - net of allowance for bad debt		8365,~~736~~680			78,782
Inventory		2319,~~928~~424			17,934
Deferred Contract Expense		39,370			39,370
Prepaid Expenses		3743,~~942~~696			52,619
Total Current Assets		~~288~~190,~~003~~935			196,949
Other Assets:
Investment in Baoxin - at cost		244,919			244,919
Security Deposit		13,540			13,540
Patents and Patents Development - net of accumulated amortization		377,998			371,849
Patents, Patents Development and Trademarks - net of accumulated amortization		414,382			371,849
Fixed Assets - net of accumulated depreciation		~~110~~106,~~206~~929			113,483
Finance Lease - Right-of-Use-Asset		~~107~~100,~~815~~113			115,516
Total Assets	$	1,142,481		$	1,056,256
Right of Use Asset		60,837			—
Total Assets	$	1,131,655		$	1,056,256
LIABILITIES AND SHAREHOLDERS’ DEFICIT
Current Liabilities:
Accounts Payable & Accrued Expenses	$	~~244~~435,~~018~~501		$	553,120
Legal & Accounting Payable		46109,~~221~~814			97,824
Bridge Notes Payable		226,500			226,500
Convertible Notes Payable		~~709~~712,~~544~~957			573,500
PPP Loan - Current Portion		23,407			23,407
Finance Lease Liability		3328,~~100~~196			34,512
Deferred Revenue		84,360			122,045
Operating Lease Liability		27,943
Total Current Liabilities		1,367,150			1,630,908
Deferred Revenue		52,425			122,045
Total Current Liabilities		1,616,743			1,630,908
Long Term Liabilities:
Accrued Executive Salaries		1,~~073~~144,186			980,186
Convertible Notes Payable		—			132,631
Finance Lease Liability		~~2,961~~			11,651
Note Payable to Related Party		130,433			147,775
Operating Lease Liability		32,894
Note Payable to Related Party		131,504			147,775
Payable to Related Party		—			658
Total Liabilities		2,~~573~~925,~~730~~327			2,903,809
Commitments and Contingencies		0			0
Shareholders’ Deficit:
Preferred Stock - $.0001 par value, 50,000,000 shares authorized, 1,000,000 shares issued and outstanding at December 31, 2021 and 0 shares issued and outstanding at September 30, 2021		100			0
Preferred Stock - $.0001 par value, 50,000,000 shares authorized, 1,000,000 shares issued and outstanding at March 31, 2021 and 0 shares issued and outstanding at September 30, 2021		100			0
Common Stock - $.001 par value, 300,000,000 shares authorized, 43,521,920 shares issued and outstanding at December 31, 2021 and 61,374,524 issued and outstanding at September 30, 2021		43,523			61,376
Common Stock - $.001 par value, 300,000,000 shares authorized, 43,659,588 shares issued and outstanding at March 31, 2022 and 61,374,524 issued and outstanding at September 30, 2021		43,661			61,376
Additional Paid in Capital		18,~~183~~784,~~648~~854			17,368,836
Accumulated Deficit		(1920,~~658~~622,~~520~~287	)		(19,277,765	)
Total Shareholders’ Deficit		(1,~~431~~793,~~249~~672	)		(1,847,553	)
Total Liabilities & Shareholders’ Deficit	$	1,~~142~~131,~~481~~655		$	1,056,256

See the notes to the financial statements.

American CryoStem Corporation

Consolidated Statements of Operations

For the ~~Quarters~~Six Months and the Three Months Ended ~~December~~March 31, ~~2021~~2022 and ~~2020~~2021

Unaudited

	31-Dec-21			31-Dec-20
	6 months						3 months
Revenues
	31-Mar-22			31-Mar-21			31-Mar-22			31-Mar-21
Tissue Processing & Storage	$	60,585		$	1,600
Revenues
Product Sales		600			—
Tissue Processing & Storage	$	92,520		$	2,775		$	31,935		$	1,175
Licensing Fees & Royalties		—			125,000
Product Sales		600			760			—			760
Total Revenues		61,185			126,600
Licensing Fees & Royalties		—			250,000			—			125,000
Less Cost of Revenues		(18,862	)		(3,301	)
Total Revenues		93,120			253,535			31,935			126,935
Gross Margin		42,323			123,299
Less Cost of Revenues		(21,877	)		(8,090	)		(3,015	)		(4,789	)
Operating Expenses
Gross Margin		71,243			245,445			28,920			122,146
Clinical Study		2,031			—
Operating Expenses
Laboratory Expense		19,496			46,626
Research & Development		195,206			179,319			193,175			149,576
Sales & Marketing		435			762
Laboratory Expense		36,622			32,344			17,126			15,461
Professional Fees		50,516			17,935
Sales & Marketing		657			4,010			222			3,248
General & Administrative		324,322			106,529
Professional Fees		121,048			102,190			70,532			84,255
Total Operating Expenses		396,800			171,852
General & Administrative		1,010,606			251,209			686,284			144,680
Net Gain (Loss) from Operations		(354,477	)		(48,553	)
Total Operating Expenses		1,364,139			569,072			967,339			397,220
Other Income (Expenses):
Net Loss from Operations		(1,292,896	)		(323,627	)		(938,419	)		(275,074	)
Interest Income		—			2
Other Income (Expenses):
Laboratory Rent		—			3,000
Interest Income		—			3			—			1
Gain on write off of Liability		—			24,000
Laboratory Rent		—			3,000			—			—
Interest Expense		(22,865	)		(16,292	)
Gain on write off of Liability		—			24,000			—			—
Interest Expense (beneficial conversion feature-debenture)		(3,413	)		(8,191	)
Exchange Rate					86			—			86
Net Loss		(380,755	)		(46,034	)
Interest Expense		(44,800	)		(38,139	)		(21,935	)		(21,847	)
Basic & Fully Diluted Net Income (Loss) per Common Share:	$	(0.007	)	$	(0.001	)
Interest Expense (beneficial conversion feature-debenture)		(6,826	)		(16,086	)		(3,413	)		(7,895	)
Weighted Average of Common Shares Outstanding - Basic & fully diluted		53,541,539			59,677,562
Net Loss	$	(1,344,522	)	$	(350,763	)	$	(963,767	)	$	(304,729	)
Basic & Fully Diluted Net Income (Loss) per Common Share:	$	(0.028	)	$	(0.006	)	$	(0.022	)	$	(0.005	)
Weighted Average of Common Shares Outstanding - Basic & fully diluted		48,599,634			59,963,564			43,547,910			60,248,623

See the notes to the financial statements.

American CryoStem Corporation

Consolidated Statements of Cash Flows

For the ~~Quarters~~Six Months and the Three Months Ended ~~December~~March 31, ~~2021~~2022 and ~~2020~~2021

Unaudited

	31-Dec-21			31-Dec-20
	31-Mar-22			31-Mar-21
Operating Activities:
Net loss	$	(~~380~~1,~~755~~344,522	)	$	(46350,~~034~~763	)
Adjustments to reconcile net loss items not requiring the use of cash:
Gain on Write Off of Liability					(24,000	)
Common Stock for Services					20,000
Depreciation & Amortization Expense		14,509			9,297
Prepaid Expenses paid in Common Stock		50,000
Stock Based Compensation		105,522
Depreciation & Amortization Expense		42,101			45,274
Interest paid in Common Stock		2634,~~537~~487			26,148
Interest Expense - Beneficial Conversion Feature		3,413			8,191
Stock Compensation Expense		638,916
Interest Expense - Beneficial Conversion Feature		6,826			16,086
Changes in operating assets and liabilities
Accounts Receivable		(413,~~954~~102	)		(~~126~~249,~~600~~350	)
Inventory		(5,994	)		(1,932	)
Related Party Receivable		—			(4,961	)
Prepaid expense		14,677			(7,500	)
Inventory		(1,490	)		(1,119	)
Accounts Payable and Accrued Expenses		(360,705	)		28,927
Prepaid expense		8,923			33,100
Accrued Executive Salaries		93,000			60,000
Operating Lease Asset		(73,995	)		—
Deferred Revenue		(37,685	)		—
Accounts Payable and Accrued Expenses		(105,629	)		134,344
Net cash used by operations		(532,435	)		(79,651	)
Operating Lease		60,837			—
Accrued Executive Salaries		164,000			120,000
Deferred Revenue		(69,620	)		—
Net cash used by operations		(576,064	)		(235,241	)
Investing activities:
Patents development		(949,~~680~~519	)		(819,~~569~~236	)
Net cash used by investing activities		(949,~~680~~519	)		(819,~~569~~236	)
Financing activities:
Issuance of Common Shares		~~665~~675,000			87143,~~500~~000
Paid down Finance Lease		(10,102	)		(9,729	)
Issuance of Convertible Notes					150,000
Payable to related party		(18,000	)		(350	)
Paid down Finance Lease		(17,967	)		(19,805	)
Net cash provided by financing activities		636,898			77,421
Payable to related party		(16,929	)		48,650
Net change in cash		94,783			(10,799	)
Net cash provided by financing activities		640,104			321,845
Cash balance at beginning of the period		8,244			8,244
Net change in cash		14,521			67,368
Cash balance at end of the period	$	103,027		$	(2,555	)
Cash balance at beginning of the period		8,244			41,760
Cash balance at end of the period	$	22,765		$	109,128
Supplemental disclosures of cash flow information:
Interest paid during the period	$	12,~~873~~989		$	~~830~~1,312
Income taxes paid during the period		—			—

See the notes to the financial statements.

American CryoStem Corporation

Consolidated ~~Statement~~Statements of Changes in Shareholders’ Deficit

For the ~~Quarters~~ Six Months and the Three Months Ended ~~December~~March 31, ~~2021~~2022 and ~~2020~~2021

Unaudited

	Preferred Stock				Common Stock						Paid in		Accumulated			Total
	Shares		Par Value		Shares			Par Value			~~Paid inCapital~~Capital		~~AccumulatedDeficit~~Deficit			~~TotalDeficit~~Deficit
Balance at September 30, 2020		—		—		59,570,665		$	59,572		$	15,917,408	$	(16,398,179	)	$	(421,199	)
Issuance of common shares		—		—		~~412~~640,~~500~~000			~~412~~640			87142,~~088~~360		—			87143,~~500~~000
Shares issued for services provided		—		—		80,000			80			19,920		—			20,000
Common Stock for Services		—		—		80,000			80			19,920		—			20,000
Net loss		—		—		—			—			—		(46,034	)		(46,034	)
Common Stock for Prepaid Expenses		—		—		100,000			100			74,900		—			75,000
Common Stock for Interest		—		—		81,031			81			26,067					26,148
Beneficial Conversion Feature		—		—		—			—			25,333		—			25,333
Net loss		—		—		—			—			—		(350,763	)		(350,763	)
Balance at March 31, 2021		—		—		60,471,696		$	60,473		$	16,205,988	$	(16,748,942	)	$	(482,481	)
Balance at September 30, 2021		—	$	—		61,374,524		$	61,376		$	17,368,836	$	(19,277,765	)	$	(1,847,553	)
Issuance of common shares		—		—		2,083,333			2,083			672,917		—			675,000
Common Stock for Prepaid Expenses						91,091			91			49,909		—			50,000
Common Stock for Interest						110,740			111			34,377		—			34,487
Transfer of Common Stock to Preferred Stock		1,000,000		100		(20,000,000	)		(20,000	)		19,900		—			—
Beneficial Conversion Feature		—		—		—			—			638,916		—			638,916
Net loss		—		—		—			—			—		(1,344,522	)		(1,344,522	)
Balance at March 31, 2022		1,000,000	$	100		43,659,688		$	43,661		$	18,784,854	$	(20,622,287	)	$	(1,793,672	)
Balance at December 31, 2020		—		—		60,063,165		$	60,064		$	16,024,416	$	(16,444,213	)	$	(359,733	)
Balance at September 30, 2021		—		—		61,374,524		$	61,376		$	17,368,836	$	(19,277,765	)	$	(1,847,553	)
Issuance of common shares		—		—		227,500		$	228		$	55,272	$	—		$	55,500
Issuance of common shares		—		—		2,050,000			2,050			662,950		—			665,000
Common Stock for Prepaid Expenses		—		—		100,000		$	100		$	74,900	$	—		$	75,000
Shares issued for to pay interest		—		—		97,396			97			26,440		—			26,537
Common Stock for Interest		—		—		81,031		$	81		$	26,067	$	—		$	26,148
Transfer of Common Stock to Preferred Stock		1,000,000	$	100		(20,000,000	)		(20,000	)		19,900					—
Beneficial Conversion Feature		—		—		—			—			25,333		—		$	25,333
Stock Options Granted		—		—		—			—			105,522					105,522
Net loss		—		—		—			—			—		(304,729	)	$	(304,729	)
Net loss		—		—		—			—			—		(380,755	)		(380,755	)
Balance at March 31, 2021		—		—		60,471,696		$	60,473		$	16,205,988	$	(16,748,942	)	$	(482,481	)
Balance at December 31, 2021		1,000,000	$	100		43,521,920		$	43,523		$	18,183,648	$	(19,658,520	)	$	(1,431,249	)
Issuance of common shares		—		—		33,333			33			9,967					10,000
Common Stock for Prepaid Expenses		—		—		91,091			91			49,909					50,000
Common Stock for Interest		—		—		13,344			13			7,937					7,950
Beneficial Conversion Feature		—		—		—			—			533,394					533,394
Net loss		—		—		—			—			—		(963,767	)		(963,767	)
Balance at March 31, 2022	$	1,000,000	$	100		43,659,688		$	43,661		$	18,784,854	$	(20,622,287	)	$	(1,793,672	)

See the notes to the financial statements.

American CryoStem Corporation

Notes to the Consolidated Financial Statements

~~December~~March 31, ~~2021~~2022

Unaudited

NOTE 1. Organization of the Company and Significant Accounting Policies

American CryoStem Corporation (the “Company”) is a publicly held corporation formed on March 13, 2009 in the state of Nevada as R&A Productions Inc. (R&A).

In April 2011, R&A purchased substantially all the assets and liabilities of American CryoStem Corporation (ACS) a company formed in 1987, for 21 million shares of common stock. ACS was deemed to be the accounting acquirer. At the date of the purchase, the former operations of R&A were discontinued, and the name of the Company was changed to American CryoStem Corporation.

The Company is in the business of collecting adipose tissue, processing it to separate the adult stem cells, preparing such stem cells for long-term storage and developing autologous mesenchymal stem cell therapies. The process allows individuals to preserve their stem cells for future personal use in cellular therapy. The adipose derived stem cells are prepared and stored in their raw form without manipulation, bio-generation or the addition of biomarkers or other materials, making them suitable for use in cellular treatments and therapies offered by existing and planned treatment centers worldwide. Individualized collection and storage of adult stem cells provides personalized medicine solutions by making the patient’s own preserved stem cells available for future cellular therapies.

The Company has devoted a significant amount of its time and resources to develop its technologies and intellectual property. These efforts have resulted in the development of cell lines, cell culture medium, other laboratory products and cellular therapies which the Company believes are suitable for licensing and distribution by third parties. Additionally, the Company has initiated a licensing program to license its technologies to laboratories currently processing other types of biologic materials including cord blood and general blood banks. The Company closed its first licensing agreement in 2014 and intends to pursue additional licensing partners in the future.

The accompanying consolidated financial statements include the accounts of American CryoStem Corporation and its wholly owned subsidiaries. The Company’s subsidiaries are APAC CryoStem Limited, a Hong Kong company and APAC CryoStem (Shenzhen) Ltd. which were established to support its licensing agreement and operations, and collect the licensing fees in Hong Kong and China. Currently, Mr. Arnone and Mr. Dudzinski serve as management and directors of both companies. All significant intercompany accounts and transactions have been eliminated in the consolidation. Management believes all amounts have been adjusted properly.

Accounting policies refer to specific accounting principles and the methods of applying those principles to present fairly the company’s financial position and results of operations in accordance with generally accepted accounting principles. The policies discussed below include those that management has determined to be the most appropriate in preparing the company’s financial statements.

Use of Estimates -– The preparation of the financial statements in conformity with United States generally accepted accounting principles (“GAAP”) uniformly applied requires management to make reasonable estimates and assumptions that affect the reported amounts of the assets and liabilities and disclosure of contingent assets and liabilities and the reported amounts of revenues and expenses at the date of the financial statements and for the period they include. Actual results may differ from these estimates.

Cash - – For the purpose of calculating changes in cash flows, cash includes all cash balances and highly liquid short-term investments with an original maturity of three months or less. Occasionally, the Company maintains cash balances at financial institutions that exceed federally insured limits.

Accounting for Investments -– The Company accounts for investments based upon the type and nature of the investment and the availability of current information to determine its value. Investments in marketable securities in which there is a trading market will be valued at market value on the nearest trading date relative to the Company’s financial reporting requirements. Investments which there is no trading market from which to obtain recent pricing and trading data for valuation purposes will be valued based upon management’s review of available financial information, disclosures related to the investment and recent valuations related to the investment’s fundraising efforts.

Research and Development -– Research and development expenses include both external and internal expenses. External expenses primarily include costs of intellectual property development, clinical trial development, fees paid for third party testing services, clinical supply and manufacturing expenses, regulatory filing fees, consulting and professional fees as well as other general costs related to the execution of research and development activities. Internal expenses primarily include compensation of employees engaged in research and development activities. Research and development expenses are expensed as incurred. Manufacturing costs are generally expensed as incurred.

American CryoStem Corporation

Notes to the Consolidated Financial Statements

~~December~~March 31, ~~2021~~2022

Unaudited

NOTE 1. Organization of the Company and Significant Accounting Policies (continued)

Revenue Recognition - – Effective October 1, 2018, we adopted ASC 606, Revenue from Contracts with Customers (“ASC 606”), using the modified retrospective transition method. The comparative information has not been restated and continues to be reported under the accounting standards in effect for the periods presented. This standard applies to all contracts with customers, except for contracts that are within the scope of other standards, such as leases, insurance, certain collaboration arrangements and financial instruments. ASC 606 also impacts certain other areas, such as the accounting for costs to obtain or fulfill a contract. The standard also requires disclosure of the nature, amount, timing, and uncertainty of revenue and cash flows arising from contracts with customers. The adoption of ASC 606 did not have an impact on the amount of reported revenues. See Note 3 “Revenue Recognition” for additional information.

Advertising -– Advertising Costs are expensed as they are incurred. Advertising Costs were $~~222~~444 and $370, respectively for the ~~three~~ six months ended ~~December~~ March 31, 2022 and 2021 and $~~223~~222 and $0, respectively for the three months ended ~~December~~March 31, ~~2020,~~2022 and 2021; which is in Sales and Marketing Expenses within the Consolidated Statements of Operations.

Bad Debt Expense -– The Company provides, through charges to income or loss, a charge for bad debt expense, which is based upon management’s evaluation of numerous factors. These factors include economic conditions prevailing, a predictive analysis of the outcome of the current portfolio by client, and prior credit loss experience of each client. The Company uses the information from this analysis to develop an estimate of bad debt reserve based upon the amount of accounts receivable by client at the balance sheet date. The Allowance for Doubtful Accounts was $860,933 at ~~December~~March 31, ~~2021~~2022 and $860,933 at September 30, 2021. (See Note 3 3 for additional information).

Inventory - – Inventory is valued at lower of cost or market using the first in, first out method. Inventory consists of the disposables and materials used to create production kits, for processing of adipose tissue and cellular samples, the manufacture of Medias used to prepare the samples and cryoprotectant for the storage of the samples.

Inventory was composed of Raw Materials and Finished Goods, which was valued at $2319,~~928~~424 at ~~December~~March 31, ~~2021~~2022 and $17,934 at September 30, 2021.

Long Lived Assets -– The Company reviews for the impairment of long-lived assets whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. An impairment loss would be recognized when estimated future cash flows expected to result from the use of the asset and its eventual disposition is less than its carrying amount.

Fixed Assets -– Fixed assets are stated at cost. Depreciation expense is computed using the straight-line method over the estimated useful life of the assets, which is estimated as follows:

Office Equipment	5 years
Lab Equipment & Furniture	7 years
Lab Software	5 years
Leasehold Improvements	15 years

Income ~~taxes~~Taxes -– The Company accounts for income taxes in accordance with generally accepted accounting principles which require an asset and liability approach to financial accounting and reporting for income taxes. Deferred income tax assets and liabilities are computed annually for differences between financial statement and income tax bases of assets and liabilities that will result in taxable income or deductible expenses in the future based on enacted tax laws and rates applicable to the periods in which the differences are expected to affect taxable income. Valuation allowances are established when necessary to reduce deferred tax assets and liabilities to the amount expected to be realized. Income tax expense is the tax payable or refundable for the period adjusted for the change during the period in deferred tax assets and liabilities.

The Company follows the accounting requirements associated with uncertainty in income taxes using the provisions of Financial Accounting Standards Board (FASB) ASC 740, Income Taxes. Using that guidance, tax positions initially need to be recognized in the financial statements when it is more likely than not the positions will be sustained upon examination by the tax authorities. It also provides guidance for derecognition, classification, interest and penalties, accounting in interim periods, disclosure and transition. As of ~~December~~March 31, ~~2021~~2022 and September 30, 2021, the Company has no uncertain tax positions that qualify for either recognition or disclosure in the financial statements. All tax returns from fiscal years 2015 to 2020 are subject to IRS and State of New Jersey audit.

American CryoStem Corporation

Notes to the Consolidated Financial Statements

~~December~~March 31, ~~2021~~2022

Unaudited

NOTE 1. Organization of the Company and Significant Accounting Policies (continued)

Recently Issued Accounting Pronouncements

The FASB recently issued ASU 2020-06, Debt – Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging – Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity, to reduce complexity in applying GAAP to certain financial instruments with characteristics of liabilities and equity.

The guidance in ASU 2020-06 simplifies the accounting for convertible debt instruments and convertible preferred stock by removing the existing guidance in ASC 470-20, Debt: Debt with Conversion and Other Options, that requires entities to account for beneficial conversion features and cash conversion features in equity, separately from the host convertible debt or preferred stock. The guidance in ASC 470-20 applies to convertible instruments for which the embedded conversion features are not required to be bifurcated from the host contract and accounted for as derivatives.

In addition, the amendments revise the scope exception from derivative accounting in ASC 815-40 for freestanding financial instruments and embedded features that are both indexed to the issuer’s own stock and classified in stockholders’ equity, by removing certain criteria required for equity classification. These amendments are expected to result in more freestanding financial instruments qualifying for equity classification (and, therefore, not accounted for as derivatives), as well as fewer embedded features requiring separate accounting from the host contract.

The amendments in ASU 2020-06 further revise the guidance in ASC 260, Earnings Per Share, to require entities to calculate diluted earnings per share (EPS) for convertible instruments by using the if-converted method. In addition, entities must presume share settlement for purposes of calculating diluted EPS when an instrument may be settled in cash or shares.

The amendments in ASU 2020-06 are effective for our company for fiscal years beginning after December 15, 2023, with early adoption permitted. The Company is currently assessing the impact of these amendments on its future financial reporting.

In June 2016, the FASB issued ASU No. 2016-13 Financial Instruments-Credit Losses. The new guidance provides better representation about expected credit losses on financial instruments. This Update requires the use of a methodology that reflects expected losses and requires consideration of a broader range of reasonable and supportive information to inform credit loss estimates. This ASU is effective for reporting periods beginning after December 15, 2022, with early adoption permitted. The company is studying the impact of adopting the ASU in fiscal year 2024, and what effect it could have. The Company believes the accounting change would not have a material effect on the financial statements.

NOTE 2. Going Concern

The accompanying consolidated financial statements have been presented in accordance with generally accepted accounting principles in the ~~U.S.~~US, ~~which~~ which assume the continuity of the Company as a going concern. However, the Company has incurred significant losses since its ~~inception~~ inception which raises substantial doubt about the Company’s ability to continue as a going concern. Management has made this assessment for the period one year from date of the issuance of this report. Management’s plans ~~with~~regarding ~~regard to~~ this matter are to continue to fund its operations through fundraising activities in fiscal 2022 for future operations and business expansion. The Company ~~has~~ executed a firm Letter of Intent (LOI) in 2021 for a $10 million financing with EF Hutton in 2022.

NOTE 3. Revenue Recognition

Under ASC 606, we recognize revenue when our customer obtains control of promised goods or services in an amount that reflects the consideration which we expect to receive in exchange for those goods or services. To determine revenue recognition for arrangements that we determine are within the scope of of ASC 606, we perform the following five steps:

a. Identify the contract(s) with a customer;.

b. Identify the performance obligations in the contract;.

c. Determine the transaction price;.

Allocate the transaction price to the performance obligations in the contract; and

Recognize revenue when (or as) the performance obligations are satisfied.

American CryoStem Corporation

Notes to the Consolidated Financial Statements

~~December~~March 31, ~~2021~~ 2022

Unaudited

NOTE 3. Revenue Recognition (continued)

We only apply the five -step model to contracts when it is probable that we will collect the consideration we are entitled to in exchange for the goods or services we transfer to the customer. At contract inception, if the contract is determined to be within the scope of ASC 606, we assess the goods or services promised within each contract, determine those that are performance obligations, and assess whether each promised good or service is distinct. We then recognize as revenue the amount of the transaction price that is allocated to the respective performance obligation when (or as) the performance obligation is satisfied.

Our major sources of revenue during the reporting periods were 1. Tissue Collection, Processing and Storage revenue from various customers; 2. Annual Storage Fees for our ATGRAFT and ATCELL products, from customers who have had stored in our laboratory facility, along with former Bio-Life and Cytori storage customers purchased by American CryoStem; 3. Licensing and other fees from Baoxin; and 4. Products sales revenues. The adoption of ASC 606 did not have an impact on the pattern or timing of recognition of our Tissue Processing, Storage Fees or Product Sales Revenue, since:

Tissue Collection, Processing & Storage Revenue is recognized on the date the process is completed and stored in our facility.

Storage Fees are charged annually.

Licensing and other Fees - This is based on the passage of time and as the customer has access to the license. The Company reviewed and analyzed the contract with Baoxin. Management’s judgments are:

Baoxin qualifies as a customer since American CryoStem does not take significant risks or receive significant gains from the agreement.

The right to use the license does not have significant standalone functionality because consulting is required by American CryoStem in order for the customer to be able to use the license.

c. The Company has determined as of the date of this report, due to Baoxin’s payment history during the COVID pandemic, to make an adjustment for recognition of the Baoxin revenue. The Company considered during its review Baoxin’s most recent audited financial statements, documentation provided by Baoxin concerning the completion of their new 100,000 sq. ft facility in 2021, the uncertainty of the timing for restarting their tissue processing operations in the new facility, and the ongoing uncertainties regarding the continuing effects of the COVID-19 pandemic in China. (See Notes 1312 and 1413 for additional information).

The majority of our Product Sales Revenue continues to be recognized when the customer takes control of the product.

Revenue and Allowances

~~The~~All ~~following~~revenue ~~table~~for ~~provides~~the six months ~~information~~and ~~about~~three ~~Fees~~months ~~Revenue~~was ~~for~~provided ~~the~~by ~~quarters~~customers ~~ended~~who ~~December~~were ~~31,~~individuals ~~2021~~rather ~~and~~than ~~2020:~~corporate partners.

	Quarters Ended December 31,
	2021		2020
Licensing & Other Fees
Baoxin	$	—	$	125,000
Cell Source		—		—
Totals	$	—	$	125,000

Performance Obligations

~~Tissue~~At ~~Processing~~contract inception, we assess the goods and ~~Storage~~services promised in our contracts and identify the performance obligations for each promise to transfer to the ~~was~~customer ~~not~~goods ~~included~~or to provide the customer with a service that is distinct. To identify the performance obligations, we consider all of the goods and services promised in the ~~table~~contract ~~since~~regardless ~~this~~of ~~revenue~~whether ~~was~~they ~~provided~~are specifically stated or are implied by ~~customers~~customary business ~~who~~practices. ~~were~~We ~~individuals~~determined ~~rather~~that ~~than~~the ~~corporate~~following ~~partners.~~distinct goods or services represent separate performance obligations:

~~Performance~~· ~~Obligations~~ATGRAFT and ATCELL Customer Tissue Processing Fees

At· ~~contract~~ATGRAFT ~~inception, we assess the goods~~ and ~~services~~ATCELL ~~promised~~Customer inStorage our contracts and identify the performance obligations for each promise to transfer to the customer goods or to provide the customer with a service that is distinct. To identify the performance obligations, we consider all of the goods and services promised in the contract regardless of whether they are specifically stated or are implied by customary business practices. We determined that the following distinct goods or services represent separate performance obligations:Fees

· ~~ATGRAFT~~Licensing and ~~ATCELL~~other ~~Customer Tissue Processing~~ Fees

· ~~ATGRAFT~~Supply ~~and~~of ~~ATCELL~~our ~~Customer~~Tissue Collection, Processing and Storage ~~Fees~~Products to Baoxin and CryoViva

·We ~~Licensing~~principally sell our products to end users, who have agreements with us to utilize our processing and ~~other~~storage ~~Fees~~technology. We provide processing and storage services to individual customers. We charge various fees for consulting services or licensing of our technologies, which includes processing and storage agreements, arrangements with biotechnology processing facilities for the provision of our services within a limited geographic area.

·For ~~Supply~~the ofcustomers that purchase our Tissue Collection, Processing and Storage Products towe ~~Baoxin~~transfer control at the point in time when the goods are shipped from our facility, shipping costs are paid by the customer and ~~CryoViva~~these costs are not accrued when the related revenue is recognized.

American ~~CryoStem~~ CryoStem Corporation

Notes to the Consolidated Financial Statements

~~December~~ March 31, ~~2021~~ 2022

Unaudited

NOTE 3. Revenue Recognition (continued)

WeVariable principally sell our products to end users, who have agreements with us to utilize our processing and storage technology. We provide processing and storage services to individual customers. We charge various fees for consulting services or licensing of our technologies; which includes processing and storage agreements, arrangements with biotechnology processing facilities for the provision of our services within a limited geographic area.Consideration

~~For~~Under ~~the~~ASC ~~customers~~606, ~~that~~we ~~purchase~~are required to ~~our~~make ~~Tissue~~estimates ~~Collection~~of the net sales price, ~~Processing~~including estimates of variable consideration (such as rebates and ~~Storage~~discounts) ~~Products~~and recognize the estimated amount as revenue when we transfer control atof the ~~point~~product inor ~~time~~provide ~~when~~ the ~~goods~~service ~~are~~to ~~shipped~~our ~~from~~customers. Variable Consideration ~~our~~must ~~facility,~~be ~~shipping~~determined ~~costs~~using ~~are~~either ~~paid~~an by“expected value” or a “most likely amount” method. At the current time the Company does not offer rebates or discounts on our provision of ATGRAFT and ATCELL customer processing and ~~these~~storage ~~costs~~fees; ~~are~~Licensing and other Fees; and offer Tissue Collection, Processing and Storage products; therefore, we have not ~~accrued~~made ~~when~~any ~~the~~provisions for variable consideration related ~~revenue~~to isdiscounts ~~recognized~~or rebates.

~~Variable~~Product ~~Consideration~~Returns

~~Under~~We ~~ASC~~only ~~606,~~offer weproduct ~~are~~returns ~~required~~in ~~to make estimates of~~ the ~~net~~event ~~sales~~a ~~price,~~delivered ~~including estimates of variable consideration (such as rebates and discounts) and recognize the estimated amount as revenue when we transfer control of the~~ product oris ~~provide~~found ~~the service~~ to ~~our customers. Variable Consideration must~~ be ~~determined~~defective ~~using~~for ~~either~~which anwe ~~“expected~~offer ~~value”~~replacement ~~or a “most likely amount” method~~only. AtThe ~~the current time the~~ Company ~~does~~has not ~~offer~~had ~~rebates~~any ~~or discounts on our provision of ATGRAFT and ATCELL customer processing and storage fees; Licensing~~product ~~and~~returned ~~other~~based ~~Fees;~~upon ~~and~~a ~~offer~~defective ~~Tissue~~product ~~Collection,~~claim ~~Processing~~however ~~and~~return ~~Storage~~experience ~~products;~~may ~~therefore~~change weover ~~have not made any provisions for variable consideration related to discounts or rebates~~time.

~~Product~~NOTE ~~Returns~~4. Loss per Share

WeThe ~~only~~Company ~~offer~~applies ~~product~~ASC ~~returns~~260, “Earnings inper ~~the~~Share” ~~event~~to acalculate ~~delivered~~loss ~~product~~per isshare. ~~found~~In toaccordance bewith ~~defective~~ASC ~~for~~260, ~~which~~basic weand ~~offer~~fully ~~replacement~~diluted ~~only.~~net ~~The~~loss ~~Company~~per share has been ~~not~~computed ~~had~~based ~~any~~on ~~product~~the weighted average of common shares outstanding during the years. The dilutive effects of the convertible ~~returned~~notes ~~based~~and ~~upon~~the aoptions ~~defective~~outstanding ~~product~~are ~~claim~~not ~~however~~included ~~return~~in ~~experience~~the ~~may~~calculation ~~change~~of ~~over~~loss ~~time~~per share since their inclusion would be anti-dilutive.

~~NOTE~~The Company had 13,636,500 and 7,986,500 4.shares ~~Loss~~of ~~per~~Common ~~Share~~Stock issuable upon exercise of all outstanding stock options and warrants at March 31, 2022 and 2021, respectively: and 2,334,784 and 2,268,117 shares issuable on the conversion of outstanding Convertible Notes at March 31, 2022 and 2021, respectively.

~~The~~Net ~~Company~~Loss ~~applies ASC 260, “Earnings~~ per ~~Share” to calculate loss per~~ share. Infor ~~accordance~~the ~~with ASC 260, basic and fully diluted net loss~~following ~~per~~quarters ~~share~~is ~~has been~~ computed based on the weighted average of common shares outstanding during the years. The dilutive effects of the convertible notes and the options outstanding are not included in the calculation of loss per share since their inclusion would be anti-dilutive.below:

Net Loss per share for the following quarters is computed below:


	6 months						3 months
	31-Mar-22			31-Mar-21			31-Mar-22			31-Mar-21
Net Loss	$	(1,344,522	)	$	(350,763	)	$	(963,767	)	$	(304,729	)
Basic & Fully Diluted Net Loss per Common Share:	$	(0.028	)	$	(0.006	)	$	(0.022	)	$	(0.005	)
Weighted Average of Common Shares Outstanding - Basic & fully diluted		48,599,634			59,963,564			43,547,910			60,248,623

	31-Dec-21			31-Dec-20
Net Loss		(380,755	)		(46,034	)
Basic & Fully Diluted Net Income (Loss) per Common Share:	$	(0.007	)	$	(0.001	)
Weighted Average of Common Shares Outstanding - Basic & fully diluted		53,541,539			59,677,562

NOTE 5. Fixed Assets

~~See~~The ~~the~~fixed ~~notes~~assets toaccounts of the Company ~~financial~~are ~~statements.~~comprised as follows:

~~NOTE~~Schedule 5.of Fixed Assets

The fixed assets accounts of the Company are comprised as follows:

	31-Mar-22			30-Sept-21
Laboratory Equipment	$	257,905		$	257,905
Laboratory Leasehold Improvements		110,286			110,286
Laboratory Furniture		1,841			1,841
Office Equipment		27,869			27,869
Office Leasehold Improvements		2,650			2,650
Office Furniture		1,812			1,812
Accumulated Depreciation		(295,434	)		(288,880	)
Net Property and Equipment	$	106,929		$	113,483

	12-31-2021			09-30-2021
Laboratory Equipment	$	257,905		$	257,905
Laboratory Leasehold Improvements		110,286			110,286
Laboratory Furniture		1,841			1,841
Office Equipment		27,869			27,869
Office Leasehold Improvements		2,650			2,650
Office Furniture		1,812			1,812
Accumulated Depreciation		(292,157	)		(288,880	)
Net Property and Equipment	$	110,206		$	113,483

Depreciation expense for the six months ended March 31, 2022 and 2021 were $6,554 and $6,555, respectively; and for the three months ended March 31, 2022 and 2021 were $3,277 and $3,277, respectively.

~~Depreciation expense for quarters ended December 31, 2021 and 2020 were $3,277 and $3,278, respectively.~~11

11American CryoStem Corporation

~~American~~Notes ~~CryoStem~~to the ~~Corporation~~Consolidated Financial Statements

~~Notes~~March ~~to the~~31, ~~Consolidated Financial Statements~~2022

~~December 31, 2021~~Unaudited

~~Unaudited~~NOTE 6. Patent & Patents Filings

~~NOTE~~The 6patent and patents development are recorded at cost and are being amortized on a straight-line basis over a period of seventeen years. ~~Patent~~The company &capitalizes Legal and Administrative Fees incurred in the process of filing for its patents. The Company has only been ~~Patents~~amortizing ~~Filings~~the patents issued. Amortization Expense for the six months ended March 31, 2022 and 2021 were $6,986 and $29,527, respectively; and for the three months ended March 31, 2022 and 2021 were $3,455 and $28,104, respectively.

~~The~~Patents ~~patent and~~still ~~patents~~in ~~development~~the ~~are~~application ~~recorded~~process athave ~~cost~~not ~~and~~been ~~are being~~ amortized. onThe aunamortized ~~straight~~costs ~~line~~of ~~basis~~patents ~~over~~in athe ~~period~~application ofprocess ~~seventeen~~are ~~years.~~$210,832 ~~The~~as ~~company~~of ~~capitalizes~~March ~~Legal~~31, 2022 and ~~Administrative~~$164,194 ~~Fees~~as ~~incurred~~of inSeptember ~~the~~30, ~~process~~2021. ofAmortizable ~~filing~~Patent ~~for~~Costs ~~its~~were ~~patents.~~$238,172 ~~The~~at ~~Company~~March ~~has~~31, ~~only~~2022 ~~been~~and $238,172 ~~amortizing~~at ~~the~~September ~~patents~~30, ~~issued~~2021. ~~Amortization~~The ~~Expense~~following ~~for~~is the ~~quarters~~anticipated ~~ended~~amortization ~~December~~expense ~~31,~~for ~~2021~~these ~~and~~patents ~~2020~~for ~~were~~the ~~$3,531~~next ~~and~~5 ~~$1,423, respectively.~~years:

~~Patents~~Schedule ~~still in the application process have not been amortized. The unamortized costs~~ of ~~patents~~patent in the application process are $173,874 as of December 31, 2021 and $164,194 as of September 30, 2021. Amortizable Patent Costs were $238,172 at December 31, 2021 and $238,172 at September 30, 2021. The following is the anticipated amortization ~~expense for these patents for the next 5 years:~~

Schedule of patent amortization

Twelve Months ending March 31,
2023	$	14,010
2024	$	14,010
2025	$	14,010
2026	$	14,010
2027	$	14,010

Twelve Months ending December 31,
2022	$	14,010
2023	$	14,010
2024	$	14,010
2025	$	14,010
2026	$	14,010

The following is a description of the Company’s patent assets:

On August 2, 2011, the Company was awarded U.S. Patent No. US 7,989,205 B2, titled Cell Culture Media, Kits, and Methods of Use. The ~~following~~Patent is for cell culture media kits for the support of primary culture of normal non-hematopoietic cells of mesodermal origin suitable for both research and clinical applications. The Company filed and maintained a ~~description~~continuation (U.S. Serial No. 13/194,900) and additional claims were granted on November 8, 2016 under patent Number 9,487,755. The Company filed an additional continuation on November 7, 2016 as part of our overall patent strategy and to cover expanded modifications of the ~~Company’s~~original patent ~~assets:~~grant, US Patent Application No. 15/344,805.

On ~~August~~July 23, ~~2011,~~ 2018, the Company was awarded U. S. Patent No. US 710,~~989~~014,~~205~~079 B2, titled ~~Cell~~“Business ~~Culture~~Method ~~Media,~~for ~~Kits~~Collection, ~~and~~Cryogenic ~~Methods~~Storage and Distribution of ~~Use.~~a ~~The~~Biologic ~~Patent is~~Sample ~~for~~Material ~~cell~~originally ~~culture~~filed ~~media~~as ~~kits~~US ~~for~~Serial ~~the~~No ~~support~~13/702,304 offiled ~~primary~~June ~~culture~~6, of2011 ~~normal~~with ~~non-hematopoietic~~a ~~cells~~priority date of ~~mesodermal~~June ~~origin~~6, ~~suitable for both research and clinical applications~~2010. The ~~Company~~patent ~~filed~~covers ~~and~~the ~~maintains~~Company’s acomprehensive ~~continuation~~business ~~(U.S.~~method ~~Serial~~for ~~No.~~collecting, ~~13/194~~processing,~~900)~~ ~~and~~cryogenic ~~additional~~storage ~~claims~~and ~~were~~distribution ~~granted~~of ona ~~November~~biologic 8,sample ~~2016 under patent Number 9,487,755~~material. The Company has filed ana ~~additional~~ continuation onof ~~November 7,~~the ~~2016~~patent asto ~~part~~cover ofaddition ~~our~~claims ~~overall~~and will ~~patent~~file ~~strategy~~additional ~~and~~Continuation toin ~~cover~~Part ~~expanded~~claims ~~modifications~~for ofimprovements ~~the~~that ~~original~~it ~~patent~~has ~~grant,~~developed USsince ~~Patent~~the ~~Application No.~~original ~~15/344,805~~patent filing.

On ~~July 3~~December 18, 2018, the Company was awarded U.US S. Patent No. US 10,~~014~~154,~~079~~664 B2 titled “~~Business~~Systems ~~Method~~and Methods for ~~Collection,~~the ~~Cryogenic~~Digestion ~~Storage~~of ~~and~~Adipose ~~Distribution~~Tissue ofSamples aObtained ~~Biologic~~from ~~Sample~~a ~~Material~~Client ~~originally~~for ~~filed~~Cryopreservation” asU.S. US Serial No. 13/~~702~~646,~~304~~647 filed ~~June~~October 65, ~~2011~~2012 with a priority ~~date~~ date of ~~June~~October 6, ~~2010~~2011. The patent covers the Company’s comprehensive business method for collecting, processing, cryogenic storage and distribution of a biologic sample material. The Company has filed a continuation of the patent to cover addition claims and will file additional Continuation in Part claims for improvements that it has developed since the original patent filing.

OnThe ~~December~~Company ~~18,~~has ~~2018,~~filed the ~~Company~~following ~~was~~additional ~~awarded~~patents USto ~~Patent~~extend ~~No.~~its USintellectual ~~10,154,664~~property B2to ~~titled~~encompass ~~“Systems~~additional ~~and~~aspects ~~Methods~~of ~~for~~ the ~~Digestion of Adipose~~Company’s ~~Tissue~~platform ~~Samples~~processing ~~Obtained from a Client for Cryopreservation” U~~technologies.S. ~~Serial~~To ~~No.~~date ~~13/646,647~~the ~~filed~~following ~~October~~additional 5,patent ~~2012~~filings ~~with~~have abeen ~~priority date of October 6, 2011.~~made:

~~The~~A ~~Company~~business method ~~has~~for ~~filed~~Collection, ~~the~~Cryogenic ~~following~~Storage ~~additional~~and ~~patents~~Distribution toof ~~extend~~a ~~its~~Biologic ~~intellectual~~Sample ~~property~~Material toUS ~~encompass~~Serial ~~additional~~No ~~aspects~~13/702,304 offiled ~~the~~June ~~Company’s platform~~6, ~~processing~~2011 ~~technologies.~~with a Topriority date ~~the~~of ~~following~~June ~~additional~~6, ~~patent filings have been made:~~2010.

~~A business method~~Additionally, ~~for~~this ~~Collection,~~patent ~~Cryogenic~~has ~~Storage~~been ~~and~~filed ~~Distribution~~European ofUnion aApplication ~~Biologic~~No. ~~Sample~~EPI3800847.9 ~~Material~~and USChina ~~Serial~~Application No. ~~13/702,304 filed June 6, 2011 with a priority date of June 6, 2010~~2013800391988.

~~Additionally,~~Human Serum ~~this~~for ~~patent~~Cell ~~has~~Culture ~~been~~Medium for Clinical Growth of Human Adipose Stromal Cells, International PCT filing PCT/US/68350 filed ~~European~~December 31, ~~Union~~2015 ~~Application~~with ~~No.~~a ~~EPI3800847~~priority date of December 31, 2014.9 ~~and~~During 2017 the Company extended the filing into China, ~~Application~~the ~~No.~~EU, ~~2013800391988~~India, Japan, the Kingdom of Saudi Arabia, Canada and Mexico.

~~Human~~The ~~Serum~~Company ~~for~~is ~~Cell~~currently ~~Culture~~developing ~~Medium~~additional ~~for~~US ~~Clinical~~and ~~Growth~~foreign ofpatent ~~Human~~applications ~~Adipose~~and ~~Stromal~~expects ~~Cells,~~to ~~International~~file ~~PCT filing PCT/US/68350 filed December 31, 2015 with~~ a ~~priority~~number ~~date~~ of ~~December~~additional ~~31,~~provisional ~~2014. During 2017 the Company extended the filing into China, the EU, India, Japan,~~and ~~the~~PCT ~~Kingdom~~patent ofapplications ~~Saudi~~in ~~Arabia,~~Fiscal ~~Canada and Mexico~~2022.

~~The Company is currently developing additional US and foreign patent applications and expects to file a number of additional provisional and PCT patent applications in Fiscal 2022.~~12

12American CryoStem Corporation

~~American~~Notes ~~CryoStem~~to the ~~Corporation~~Consolidated Financial Statements

~~Notes~~March ~~to the~~31, ~~Consolidated Financial Statements~~2022

~~December 31, 2021~~Unaudited

~~Unaudited~~NOTE 7. Debt

~~NOTE~~The 7.following table ~~Debt~~describes the Company’s debt outstanding as of March 31, 2022:

Debt	Carrying Value		Maturity	~~Maturity~~	Rate
Bridge Notes	$	226,500		Demand		8.00	%
Convertible Notes @ 75 cents	$	150,000		Fiscal 2022		5.00	%
Convertible Notes @ 40 cents	$	100,000		Demand		8.00	%
Convertible Notes @ 35 cents	$	83,500		Demand		8.00	%
Convertible Notes @ 33 cents	$	150,000		Demand		8.00	%
Convertible Notes @ 30 cents	$	45,000		Demand		8.00	%
Convertible Notes @ 20 cents	$	155,000		Demand		8.00	%
Convertible Notes @ 15 cents	$	40,000		Demand		8.00	%
PPP Loan	$	23,407		Fiscal 2022		1.00	%
Note Payable to Related Party	$	~~130~~131,~~433~~505		Fiscal 2024		10.00	%
Finance Lease Liability	$	3628,~~061~~196		Fiscal ~~2021~~2023		13.25	%

The convertible notes are exercisable at any time and have exercise prices ranging from $0.15 to $0.48 with the amount of shares exercisable based on the face value of the convertible note. The holders of the bridge notes also have an option to purchase shares of the Company at $0.05 per share with the number of shares dependent upon the face value of the bridge note. As of the date of this report, 36,500 of these options remain outstanding.

In March 2021, the Company issued debentures and received proceeds of $150,000. The debentures mature in December 2022 and have an exercise ~~price~~ price of $0.75 with interest at 5%. The entire Carrying Value of $150,000 is due in Fiscal 2023.

As a result of the issue, the Company recognized interest expense of $25,333 as a beneficial conversion feature of the debentures, which has been amortized over the lives of the notes. The Interest Expense due to the Beneficial Conversion Feature for the ~~three~~six months and three months ended ~~September~~March 3031, ~~2021~~2022 was $6,826 and $3,~~143~~814, respectively.

NOTE 8. Common Stock Transactions

During the ~~quarter~~six ~~ended~~months ~~December~~ended March 31, ~~2020~~2021, the Company issued ~~412~~640,~~500~~000 shares and received proceeds of $87143,~~500~~000. The share price was determined by agreement ~~with~~ with the purchasers, based upon the current market price less a discount for purchasing restricted securities.

During the ~~quarter~~six ~~ended~~months ~~December~~ended March 31, ~~2020~~2021, the Company issued 80,000 shares and for services valued at $20,000. The share price was determined by agreement ~~with~~ with the service provider, based upon the current market price less a discount for purchasing restricted securities.

During the ~~quarter~~six ~~ended~~months ~~December~~ended March 31, 2021, the Company issued 2100,~~050,~~000 shares ~~and~~for ~~received~~services ~~proceeds~~to ofbe provided valued at $~~665~~75,000. The share price was determined by agreement with the ~~purchasers~~service provider, based upon the current market price less a discount for purchasing restricted securities.

During the ~~quarter ended~~six ~~December~~months ended March 31, 2021, the Company issued 9781,~~396~~031 shares to pay interest due to holders of ~~the~~ bridge notes and convertible notes. The ~~value~~ amount of ~~the~~ interest paid was $26,~~537~~148. The share prices were determined by the aggregate market price for the week in which the ~~shares~~interest became ~~were issued~~due.

~~The~~During ~~Company~~the six months ended ~~exchanged~~March 131,~~000~~ 2022,~~000~~ ~~newly~~the ~~created~~Company ~~Series~~issued A2,083,333 ~~Voting~~shares ~~Convertible~~and ~~Preferred~~received ~~Shares~~proceeds ~~for~~of 20$675,000~~,000~~. ~~common~~The ~~shares~~share ~~held~~price was determined by ~~ACS~~agreement with ~~Global~~the purchasers, ~~Inc.~~ ~~(See~~based ~~Note~~upon 14the current market price less a discount for ~~more~~purchasing ~~details)~~restricted securities.

13During the six months ended March 31, 2022, the Company issued 110,740 shares to pay interest due to holders of the bridge notes and convertible notes. The value of the interest paid was $34,487. The share prices were determined by the aggregate market price for the week in which the shares were issued.

~~American~~During ~~CryoStem~~the six months ended ~~Corporation~~March 31, 2022, the Company issued 91,091 shares for prepaid legal fees. The share price was determined by agreement with legal service provider, based upon the current market price less a discount for acquiring restricted securities.

~~Notes~~The toCompany exchanged ~~the~~1,000,000 newly created Series A Voting Convertible Preferred Shares for 20,000,000 common shares held by ACS Global, ~~Consolidated~~Inc. ~~Financial~~(See ~~Statements~~Note 14 for more details).

~~December 31, 2021~~13

~~Unaudited~~American CryoStem Corporation

~~NOTE~~Notes 9.to ~~Option~~the Consolidated ~~Issuances~~Financial Statements

~~The~~March ~~Company applies ASC 718~~31, ~~“Accounting~~ for Stock-Based Compensation” to account for its option issues. Accordingly, all options granted are recorded at fair value using a generally accepted option pricing model at the date of the grant. The Company uses the Black-Sholes option pricing model to measure the fair values of its option grants. For purposes of determining the option values at issuance, the fair value of each option granted is measured at the date of the grant by the option pricing model using the parameters of the volatility of the Company’s share prices and the risk free interest rate.2022

The Company normally issues options to its key personnel and consultants at the end of each fiscal year or as may be included in retainer or employment agreements. The Company prepares an option agreement for each option grant that includes the date of the grant, the vesting schedule, the expiration date and other terms of the granted options. The Company’s option plan calls for the immediate expiration and cancellation of the granted options in the event of the termination of employment or the contract associated with the original option grant except for certain circumstances including retirement or disability. The Company’s method for exercising options is to require delivery of the executed option agreement with the payment of the option price to the Company by the option holder. Upon receipt and confirmation of payment of the exercise price by Company management, the Company prepares board minutes and issues instructions to the Company’s transfer agent to issue the requisite number of shares underlying the option exercise. The company did not issue stock options for the quarter ended December 31, 2021 or the quarter ended December 31, 2020.Unaudited

~~Schedule of~~NOTE ~~Stock~~9. Option ~~Outstanding~~Issuances

	Amount		Exercise Price Range		Weighted Average Exercise Price		Weighted Average Remaining Term (Years)
Outstanding at September 30, 2020		7,936,500	$	0.05 - $0.40		0.26		2.33
Granted		—	$	0.22 - $0.25		0.25
Exercised		—
Expired		—	$	0.20
Forfeited		—
Outstanding at December 31, 2020		7,936,500	$	0.05 - $0.40		0.26		2.08
Outstanding at September 30, 2021		11,536,500	$	0.05 - $0.40		—		3.73
Granted		—	$	0.22 - $0.25		0.25
Exercised		—
Expired		—	$	0.20
Forfeited		—
Outstanding at December 31, 2021		11,536,500	$	0.05 - $0.40		0.26		3.48
Vested at December 31, 2021		7,711,500	$	0.05 - $0.40		0.28		2.99

The Company applies ASC 718, “Accounting for Stock-Based Compensation” to account for its option issues. Accordingly, all options granted are recorded at fair value using a generally accepted option pricing model at the date of the grant. The Company uses the Black-Sholes option pricing model to measure the fair values of its option grants. For purposes of determining the option values at issuance, the fair value of each option granted is measured at the date of the grant by the option pricing model using the parameters of the volatility of the Company’s share prices and the risk-free interest rate.

~~Option~~The Company ~~Forfeitures~~normally ~~are~~issues ~~recorded~~options to its key personnel and consultants at the end of each fiscal year or as may be included in retainer ~~they~~or ~~occur~~employment agreements. The ~~intrinsic~~Company ~~value~~prepares an option agreement for each option grant that includes the date of the ~~outstanding~~grant, ~~stock~~the vesting schedule, the expiration date and other terms of the granted options. The isCompany’s ~~$5,035,225~~option plan calls for the immediate expiration and cancellation of the ~~intrinsic~~granted ~~value~~options in the event of the ~~outstanding~~termination ~~vested~~of employment or the contract associated with the original option ~~stock~~grant except for certain circumstances including retirement or disability. The Company’s method for exercising options is to ~~$3,232,225~~require atdelivery ~~December~~of 31the executed option agreement with the payment of the option price to the Company by the option holder. Upon receipt and confirmation of payment of the exercise price by Company management, ~~2021~~the Company prepares board minutes and issues instructions to the Company’s transfer agent to issue the requisite number of shares underlying the option exercise.

14Using the Black-Sholes valuation method the company issued options and recorded compensation of $638,916 for six months and $533,394 for the three months ended March 31, 2022. The fair value of the options issued was calculated using the following assumptions:

~~American~~Schedule ~~CryoStem Corporation~~of weighted average assumptions

Notes to the Consolidated Financial Statements

Dividend yield	0.00	%
Risk free interest rate	0.78	%
Volatility	180.15% & 195.62	%
Share Price	$0.40
Term	3 and 5 years

~~December~~The following is a summary of common stock options outstanding at March 31, ~~2021~~ 2022:

~~Unaudited~~Schedule of Stock Option Outstanding

NOTE 10. Fair Values of Financial Instruments

	Amount		Exercise Price Range		Weighted Average Exercise Price		Weighted Average Remaining Term (Years)
Outstanding at September 30, 2020		7,936,500	$	0.05 - $0.40		0.26		2.32

Granted		—
Exercised		—
Expired		—
Forfeited		—
Outstanding at March 31, 2021		7,936,500	$	0.05 - $0.40		0.26		1.85

Outstanding at September 30, 2021		11,536,500	$	0.05 - $0.40		0.26		3.73

Granted		2,100,000	$	0.40
Exercised		—
Expired		—
Forfeited		—
Outstanding at March 31, 2022		13,636,500	$	0.05 - $0.40		0.22		2.73
Vested at March 31, 2022		8,761,500	$	0.05 - $0.40		0.25		2.41

~~Fair~~Option ~~Value~~Forfeitures ~~Measurements~~are ~~under~~recorded as ~~generally~~they ~~accepted~~occur. ~~accounting~~The ~~principles~~intrinsic ~~clarifies the principle that fair~~ value ~~should~~of ~~be based on~~ the ~~assumptions~~outstanding ~~market~~stock ~~participants would~~options ~~use~~is ~~when~~$1,983,870 ~~pricing an asset or liability~~ and ~~establishes~~the aintrinsic ~~fair~~ value ~~hierarchy~~of ~~that prioritizes~~ the ~~information~~outstanding ~~used to develop~~vested ~~those~~stock ~~assumptions.~~options ~~Under~~is ~~the standard~~$551,620 ~~fair~~at ~~value~~March ~~measurements~~31, ~~are separately disclosed by level within the fair value hierarchy as follows:~~2022.

~~Level 1 - Quoted prices in active markets for identical assets or liabilities.~~14

~~Level~~American ~~2 - Observable inputs~~CryoStem other than Level 1 prices such as quoted prices for similar assets or liabilities; quoted prices in markets with insufficient volume or infrequent transactions (less active markets); or model-derived valuations in which all significant inputs are observable or can be derived principally from or corroborated by observable market data for substantially the full term of the assets or liabilities.Corporation

~~Level~~Notes ~~3 - Unobservable inputs~~ to the Consolidated ~~valuation~~Financial ~~methodology that are significant to the measurement of fair value of assets or liabilities.~~Statements

ToMarch ~~the extent that valuation is based on models or inputs that are less observable or unobservable in the market~~31, ~~the determination of fair value requires~~ more judgment. In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, for disclosure purposes, the level in the fair value hierarchy within which the fair value measurement is disclosed and is determined based on the lowest level input that is significant to the fair value measurement.2022

The Company valued Accounts Receivable, Bridge Notes and Convertible Notes at cost. Financial instruments’ carrying value approximates fair value. Stock Options are valued using level 3 of the fair value hierarchy.Unaudited

NOTE 11 10. ~~Leases~~ Fair Values of Financial Instruments

~~The~~Fair ~~Company determines~~Value ~~whether~~Measurements aunder generally ~~contract~~accepted isaccounting orprinciples ~~contains~~clarifies ~~a lease at inception of~~ the ~~contract~~principle ~~and whether~~ that ~~lease~~fair ~~meets~~value ~~the~~should ~~classification criteria~~be ofbased ~~finance~~on ~~or operating lease. When available,~~ the ~~Company~~assumptions ~~uses~~market ~~the~~participants would ~~rate~~use ~~implicit~~when inpricing ~~the~~an ~~lease~~asset toor ~~discount~~liability ~~lease~~and ~~payments to~~establishes ~~present~~a fair value; ~~however,~~hierarchy ~~one~~that ofprioritizes the ~~Company’s~~information ~~leases~~used ~~does~~to ~~not~~develop those ~~provide a readily determinable implicit rate~~assumptions. ~~Therefore, the~~Under ~~Company must discount lease payments based on an estimate of its incremental borrowing rate which is based on~~ the ~~interest rate~~standard, offair ~~similar~~value ~~debt~~measurements ~~outstanding.~~are ~~Effective~~separately ~~October~~disclosed 1,by ~~2019,~~level ~~the~~within ~~Company adopted~~ the ~~provision~~fair ofvalue ~~ASC~~hierarchy as ~~842 Leases.~~follows:

~~Finance~~Level 1 – Quoted prices in ~~Lease~~active markets for identical assets or liabilities.

~~The~~Level ~~Company leases~~2 ~~Equipment~~– atObservable ~~its~~inputs other ~~laboratory~~than ~~from~~Level ~~NFS~~1 ~~Leasing,~~prices ~~Inc.~~such ~~Lease~~as ~~payments~~quoted ~~are~~prices ~~$2,993.62 per month~~ for ~~eighteen~~similar ~~(18)~~assets ~~months.~~or ~~The final~~liabilities; ~~lease~~quoted ~~payment~~prices isin ~~scheduled~~markets ~~for~~with ~~January~~insufficient volume 1,or ~~2023.~~infrequent ~~When~~transactions ~~the~~(less ~~final~~active ~~payment~~markets); isor ~~made,~~model-derived ~~the~~valuations ~~Company~~in ~~will~~which ~~own~~all ~~the~~significant ~~equipment.~~inputs ~~The~~are observable ~~table~~or ~~below~~can ~~presents~~be ~~the~~derived ~~lease~~principally ~~related~~from ~~asset~~or ~~and~~corroborated ~~liability~~by ~~recorded~~observable onmarket ~~the~~data ~~Company’s~~for ~~consolidated~~substantially ~~balance~~the ~~sheets~~full asterm of ~~December 31,~~the ~~2021:~~assets or liabilities.

~~Schedule~~Level 3 – Unobservable inputs to the valuation methodology that are significant to the measurement of ~~Finance~~fair ~~Lease~~value ~~related~~of ~~Assets~~assets ~~and~~or ~~Liability~~ liabilities.

	Classification on Balance Sheet	December 31, 2021
Assets
Finance Lease Asset	Finance lease right of use asset	$	107,815
Total Finance lease assets		$	107,815
Liabilities
Current Liabilities
Finance lease liability	Current finance lease liability	$	33,100
Noncurrent liabilities
Finance lease liability	Long-Term finance lease liability		2,961
Total operating lease liability		$	36,061

To the extent that valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, for disclosure purposes, the level in the fair value hierarchy within which the fair value measurement is disclosed and is determined based on the lowest level input that is significant to the fair value measurement.

~~Schedule~~The Company valued Accounts Receivable, Bridge Notes and Convertible Notes at cost. Financial instruments’ carrying value approximates fair value. Stock Options are valued using level 3 of ~~Finance~~the ~~Lease~~fair ~~Obligation~~ value hierarchy.

Lease obligations at December 31, 2021:
Twelve Months ending December 31, 2022	$	35,923
Twelve Months ending December 31, 2023		2,994
Total Payments		38,917
Amount representing interest		(2,856	)
Finance lease obligation, net	$	36,061
Finance lease obligation, current portion		33,100
Finance lease obligation, long-term		2,961

NOTE 11. Leases

15The Company determines whether a contract is or contains a lease at inception of the contract and whether that lease meets the classification criteria of finance or operating lease. When available, the Company uses the rate implicit in the lease to discount lease payments to present value; however, one of the Company’s leases does not provide a readily determinable implicit rate. Therefore, the Company must discount lease payments based on an estimate of its incremental borrowing rate which is based on the interest rate of similar debt outstanding. Effective October 1, 2019, the Company adopted the provision of ASC 842 Leases.

~~American CryoStem~~Finance ~~Corporation~~Lease

~~Notes~~The toCompany leases Equipment at its laboratory from NFS Leasing, Inc. Lease payments are $2,993.62 per month for eighteen (18) months. The final lease payment is scheduled for January 1, 2023. When the final payment is made, the Company will own the equipment. The ~~Consolidated~~table ~~Financial~~below ~~Statements~~presents the lease related asset and liability recorded on the Company’s consolidated balance sheets as of March 31, 2022:

~~December~~Schedule ~~31, 2021~~of Finance Lease related Assets and Liability

Unaudited

	Classification on Balance Sheet	March 31, 2022
Assets
Finance Lease Asset	Finance lease right of use asset	$	100,113
Total Finance lease assets		$	100,113
Liabilities
Current Liabilities
Finance lease liability	Current finance lease liability	$	28,196
Noncurrent liabilities
Finance lease liability	Long-Term finance lease liability		—
Total operating lease liability		$	28,196

~~Note~~Schedule ~~11.~~of ~~Leases~~Finance ~~(continued)~~Lease Obligation

The lease payments for the three months ended December 31, 2021 were $11,975, which consisted of amortization of $10,102 and interest $1,873 and payments for the three months ended December 31, 2020 were $10,559, which consisted of amortization of $9,729 and interest of $830. At December 31, 2021, the remaining lease term was 1.06 years (13 months) and the discount rate was 13.25%.

Lease obligations at March 31, 2022:
Twelve Months ending March 31, 2023	$	29,936
Total Payments		29,936
Amount representing interest		(1,740	)
Finance lease obligation, net	$	28,196
Finance lease obligation, current portion		28,196
Finance lease obligation, long-term		—

~~Operating Lease~~15

~~The~~American ~~Company~~CryoStem leases its office facility, in Eatontown, New Jersey, from Eaton Holdings LLC. The lease expired on April 30, 2021 and the Company can exercise a renewal option for an additional three years. The company has not exercised its option to renew for 36 months at $2,650 per month. The company is renting month to month at $2,650 per month, while management evaluates whether it will renew the lease. Since the lease obligation is less than twelve months, the Company does not report a lease related asset or liability for this lease. The lease expense for the quarter ended December 31, 2021 and 2020 was $7,950 and $7,950, respectively.Corporation

~~The~~Notes ~~Company leases~~to its laboratory facility, in Monmouth Junction, New Jersey, from Princeton Corporate Plaza LLC. The Company renewed its lease on April 1, 2021 for an additional 12 months and pays $2,462 per month. Since the ~~lease obligation is less than twelve months,~~ ~~the~~Consolidated ~~Company~~Financial ~~does not report a lease related asset or liability for this lease. Rent paid for the laboratory facility for quarter ended December 31, 2021 and 2020 was $7,687 and $7,187, respectively.~~Statements

~~NOTE 12.~~March ~~Investments~~31, 2022

During the first quarter of 2018, the Company invested $300,000 in Baoxin Ltd., a Chinese company that is involved in tissue storage and processing in Baoxin, China. Baoxin is not a publically traded corporation and the investment is carried at the lower of cost or market value. The Company annually reviews its investments for impairment. Based on the Company’s year end review, the carrying value of the Baoxin Investment was reported as $244,919 at December 31, 2021 and $244,919 at September 30, 2021.Unaudited

~~The~~Note ~~Agreement with Baoxin is for Baoxin to develop, own and operate multiple laboratory/treatment/training facilities in China using the American CryoStem’s intellectual property~~11. ~~Under~~Leases ~~the Agreement, American CryoStem received an upfront fee of $200,000 USD and a yearly minimum annual guarantee of $500,000 USD per year from Baoxin until the entire amount of the Contract~~ (~~$6,000,000 USD~~continued) is paid. Additionally, as part of the transaction American CryoStem has invested $300,000 into Baoxin to obtain a 5% minority equity in Baoxin (China) and an option to acquire up to a 20% equity ownership interest in its Regenerative Medicine Center in Hong Kong (HK). The goals are to set up two additional GMP grade adipose tissue processing and storage facilities in Beijing and Shanghai to cover the need of the whole China region, and a proper education facility in China to promote the use of ATGRAFT as a more natural dermal filler over artificial fillers. Due to the uncertainty caused by the pandemic and our pending public offering, the Company has decided to increase its allowance for doubtful accounts to include the amount owed by Baoxin at this time and to suspend its recognition of revenue from Baoxin until such time as circumstances in China ease and Baoxin is able to return to normal operations and make the contractual payments.

~~NOTE~~Lease payments for the six 13months ended March 31, 2022 and 2021 were $17,962 and $10,503, which consisted of amortization of $15,483 and 9,191 and interest of $2,989 and $1,312, respectively. ~~Concentration~~Lease payments for the three months ended March 31, 2022 and 2021 were $8,981 and $10,559, which consisted of ~~Credit~~amortization of $7,865 and $9,729 and interest of $1,116 and 830, respectively. At March 31, 2022, the remaining lease term was 0.833 years (10 months) and the discount rate was 13.25%.

~~The Company received 96% of~~Operating ~~its revenue from one client, Baoxin, for the quarter ended December 31, 2020. There were no such concentrations for the three months ended December 31, 2021.~~Lease

The Company leases ~~regularly~~its ~~reviews~~office facility, in Eatontown, New Jersey, from Eaton Holdings LLC. The lease expired on April 30, 2021. The Company ~~all~~extended ~~receivables~~the ~~and~~lease ~~determines~~on March 23, 2022 for an additional three years from May 1, 2021 to April 30, 2024. The table below presents the ~~amount~~lease ofrelated ~~allowances~~asset ifand ~~any~~liability recorded on athe ~~quarterly~~Company’s ~~basis.~~consolidated balance sheets as of March 31, 2022:

~~The difficulties and uncertainties~~Schedule ~~caused by COVID, Chinese government policies and Baoxin’s going concern considerations have caused concern as to the collectibility~~ of ~~the~~Operating Baoxin receivable. Communications and correspondence with Baoxin Management indicate a continuing commitment to American CryoStem’s technology and the Agreement to a Territorial License of its patents and other intellectual property. Baoxin recently completed its state of the art facilities in Shenzhen to roll out therapies to the Chinese people. Although Baoxin has confirmed the receivable, the Technology Fees billed of $500,000 annually and a total contractual obligation of $6,000,000, there is concern about to their ability to pay. For this reason, the Company is not reporting the Fees from this contract as revenue.Lease

Baoxin is still relying on investment (financing) to continue its operations, which is typical for biotechnology companies globally and is currently in negotiations with the Chinese government which include funding requests. Management is optimistic that the effects of the pandemic will eventually subside, Baoxin’s operations will return to normal and they will obtain the financing necessary to pay American CryoStem.

	Classification on Balance Sheet	March 31, 2022
Assets
Operating Lease Asset	Operating lease right of use asset	$	60,837
Total Operating lease assets		$	60,837
Liabilities
Current Liabilities
Operating lease liability	Current operating lease liability	$	27,943
Noncurrent liabilities
Operating lease liability	Long-Term operating lease liability		32,894
Total operating lease liability		$	60,837

16Schedule of Operating Lease Obligation

American CryoStem Corporation

Lease obligations at March 31, 2022:
Fiscal 2022	$	15,900
Fiscal 2023		31,800
Fiscal 2024		18,550
Total Payments		66,250
Amount representing interest		(5,413	)
Operating lease obligation, net		60,837
Operating lease obligation, current portion		(27,943	)
Operating lease obligation, long-term	$	32,894

~~Notes~~The tolease expense for the six months ended March 31, 2022 and 2021 was $15,900 and $15,900, respectively; and for the three months ended March 31, ~~Consolidated~~2022 ~~Financial~~and ~~Statements~~2021 was $7,950 and $7,950, respectively, and we used a discount rate of 8%.

~~December~~The Company leases its laboratory facility, in Monmouth Junction, New Jersey, from Princeton Corporate Plaza LLC. The Company renewed its lease on April 1, 2021, for an additional 12 months and pays $2,462 per month. Since the lease obligation is less than twelve months, the Company does not report a lease related asset or liability for this lease. Rent paid for the laboratory facility for the six months ended March 31, 2022 and 2021 was $15,073 and $14,334 respectively; and for the three months ended March 31, 2022 and 2021 was $7,386 and $7,167.

~~Unaudited~~NOTE 12. Investments

~~NOTE~~During the 14first quarter of 2018, the Company invested $300,000 in Baoxin Ltd., ~~Related~~a ~~Party~~Chinese ~~Transactions~~company that is involved in tissue storage and processing in Baoxin, China. Baoxin is not a publicly traded corporation and the investment is carried at the lower of cost or market value. The Company annually reviews its investments for impairment. Based on the Company’s review, the carrying value of the Baoxin Investment was reported as $244,919 on March 31, 2022 and $244,919 on September 30, 2021.

OnThe ~~October~~Agreement with Baoxin is 1for Baoxin to develop, ~~2020~~own and operate multiple laboratory/treatment/training facilities in China using the ~~Company~~American ~~executed~~CryoStem’s intellectual aproperty. ~~note~~Under ~~with~~the ~~ACS~~Agreement, ~~Global~~American CryoStem received an upfront fee of $200,000 ~~Inc.~~USD ~~for~~and a ~~principal~~yearly ~~amount~~minimum annual guarantee of $99500,~~125~~000 ~~representing~~USD per year from Baoxin until the ~~outstanding balance~~entire ~~due~~amount toof ~~ACS~~the ~~Global.~~Contract ~~Inc~~($6,000,000 USD) is paid. ~~The~~Additionally, as ~~Note~~part ~~matures~~of onthe ~~October~~transaction 1American CryoStem has invested $300,000 ~~2023~~into ~~and~~Baoxin ~~carries~~to obtain a 5% minority equity in Baoxin (China) and an ~~interest~~option ~~rate~~to ofacquire 10up to a 20% ~~per~~equity ~~annum~~ownership ~~which~~interest ~~may be~~in ~~paid~~its Regenerative Medicine Center in ~~cash~~Hong orKong ~~stock~~(HK). The ~~note~~goals are isto ~~due~~set up two additional GMP grade adipose tissue processing and ~~payable~~storage facilities in ~~full~~Beijing ~~upon~~and ~~maturity.~~Shanghai Onto ~~March~~cover 1,the ~~2021~~need of the whole China region, and a proper education facility in China to promote the ~~note~~use ~~was~~of ~~increased~~ATGRAFT byas a more natural dermal filler ~~$49,000~~over artificial fillers. ~~The~~Due ~~note~~to ~~may~~the beuncertainty ~~prepaid~~caused by the pandemic and our pending public offering, the Company has decided to increase its allowance for doubtful accounts to include the amount owed by Baoxin at ~~any~~this time byand to suspend its recognition of revenue from Baoxin until such time as circumstances in China ease and Baoxin is able to return to normal operations and make the ~~Company~~contractual payments.

~~From time to time the Company makes principal payments on the note. During the three months ended December 31, 2021, the Company paid down the note $18,000.~~16

~~The~~American ~~principal~~CryoStem ~~balance of the Note is $130,433 at December 31, 2021 and 147,775 at September 30, 2021.~~Corporation

~~The~~Notes ~~Company~~to the ~~exchanged~~Consolidated ~~1,000,000~~Financial ~~newly created Series A Voting Convertible Preferred Shares for 20,000,000 common shares held by ACS Global, Inc.~~Statements

~~Terms~~March ~~of the~~31, ~~Series A Voting Convertible Preferred Shares are as follows:~~2022

~~1. Each Series A Share is convertible into 20 shares of American CryoStem common stock $0.001 par value, subject to any recapitalization event.~~Unaudited

2NOTE 13. ~~Stated~~Concentration ~~annual dividend~~ of ~~$0.20 per share payable quarterly in cash or stock at the discretion of the Company’s Board of directors.~~Credit

3.The ~~Each~~Company ~~preferred~~regularly ~~share~~reviews all ~~shall~~receivables ~~have~~and 20determines ~~votes~~the onamount ~~all~~of ~~matters~~allowances ~~subject~~if toany on a ~~Company~~quarterly ~~shareholder vote~~basis.

4The difficulties and uncertainties caused by COVID, Chinese government policies and Baoxin’s going concern considerations have caused concern as to the collectibility of the Baoxin receivable. ~~Convertible~~Communications ~~after~~and ~~one~~correspondence ~~year~~with atBaoxin Management indicate a continuing commitment to American CryoStem’s technology and the ~~discretion~~Agreement to a Territorial License of its patents and other intellectual property. Baoxin recently completed its state-of-the-art ~~ACS~~facilities ~~Global~~in ~~board~~Shenzhen to roll out therapies to the Chinese people. Although Baoxin has confirmed their receivable, the Technology Fees billed of ~~directors~~$500,000 annually and a total contractual obligation of $6,000,000, there is concern about to their ability to pay. For this reason, the Company is not reporting the Fees from this contract as revenue.

~~NOTE~~Baoxin 15is still relying on investment (financing) to continue its operations, which is typical for biotechnology companies globally and is currently in negotiations with the Chinese government which include funding requests. ~~Subsequent~~Management ~~Events~~is optimistic that the effects of the pandemic will eventually subside, Baoxin’s operations will return to normal, and they will obtain the financing necessary to pay American CryoStem.

~~The~~NOTE ~~Company has made a review of material subsequent events from December 31, 2021 through the date of issuance of this report~~14. ~~There~~Related ~~are no~~Party ~~subsequent events to report as of the issuance of these financial statements.~~Transactions

17On October 1, 2020, the Company executed a note with ACS Global, Inc. for a principal amount of $99,125 representing the outstanding balance due to ACS Global. Inc. The Note matures on October 1, 2023 and carries an interest rate of 10% per annum which may be paid in cash or stock. The note is due and payable in full upon maturity. On March 1, 2021, the note was increased by $49,000. The note may be prepaid at any time by the Company.

~~ITEM~~From 2time to time the Company takes advances makes principal payments on the note. ~~MANAGEMENT’S~~During ~~DISCUSSION~~the ~~AND~~six ~~ANALYSIS~~months OFended ~~FINANCIAL~~March ~~CONDITION~~31, ~~AND~~2022, ~~PLAN~~the OFCompany was ~~OPERATIONS~~advanced $1,729 and made payments of $18,000 on the note.

~~Forward-looking~~The principal ~~Statements~~balance of the Note is $131,505 at March 31, 2022 and 147,775 at September 30, 2021.

~~We and~~The ~~our representatives may from time to time make written or oral statements that are “forward-looking,”~~Company ~~including~~exchanged ~~statements contained in this quarterly report and other filings with the Securities and Exchange Commission (the “SEC”)~~1,000,000 ~~reports~~newly tocreated ~~our~~Series ~~stockholders~~A ~~and~~Voting ~~news~~Convertible ~~releases.~~Preferred ~~All~~Shares ~~statements~~for ~~that express expectations~~20, ~~estimates~~000, ~~forecasts~~000 orcommon ~~projections~~shares ~~are~~held ~~forward-looking statements. In addition, other written or oral statements which constitute forward-looking statements may be made~~ by usACS ~~or on our behalf. Words such as “expect~~Global,~~” “anticipate,”~~ “intend,” “plan,” “believe,” “seek,” “estimate,” “project,” “forecast,” “may,” “should,” variations of such words and similar expressions are intended to identify such forward-looking statementsInc. These statements are not guarantees of future performance and involve risks, uncertainties and assumptions which are difficult to predict. Therefore, actual outcomes and results may differ materially from what is expressed or forecasted in orNovember ~~suggested by such forward-looking statements~~2021. We undertake no obligation to update or revise any of the forward-looking statements after the date of this quarterly report to conform forward-looking statements to actual results. Important factors on which such statements are based on assumptions concerning uncertainties, including but not limited to, uncertainties associated with the following:

·Terms ~~Inadequate~~of ~~capital and barriers to raising~~ the Series ~~additional~~A ~~capital~~Voting orConvertible toPreferred ~~obtaining~~Shares ~~the~~are ~~financing~~as needed to implement our business plans; · Our failure to earn revenues or profits; · Inadequate capital to continue business; · Volatility or decline of our stock price; · Potential fluctuation in quarterly results; · Rapid and significant changes in markets; · Litigation with or legal claims and allegations by outside parties; and · Insufficient revenues to cover operating costs.follows:

~~The following~~1. ~~discussion~~Each ~~should~~Series beA ~~read~~Share inis ~~conjunction~~convertible ~~with~~into ~~the~~20 ~~financial~~shares ~~statements~~of ~~and~~American ~~the~~CryoStem ~~notes~~common ~~thereto~~stock ~~which are included in this quarterly report~~$0.001 ~~This~~par ~~discussion contains forward-looking statements that involve risks~~value, ~~uncertainties~~subject ~~and~~to ~~assumptions. Our actual results may differ substantially from those anticipated in~~ any ~~forward-looking~~recapitalization ~~statements included in this discussion as a result of various factors~~event.

182. Stated annual dividend of $0.20 per share payable quarterly in cash or stock at the discretion of the Company’s Board of Directors.

~~Background~~3. Each preferred share shall have 20 votes on all matters subject to a Company shareholder vote.

~~We were incorporated in the state of Nevada on March 13, 2009~~4. OnConvertible ~~April~~after ~~20,~~one 2011, we acquired, through our wholly owned subsidiary American CryoStem Acquisition Corporation, substantially all of the assets from, and assumed substantially all of the liabilities of, ACS Global, Inc. (“ACS”) in exchange for our issuance of 21,000,000 shares of our common stock, par value $0.001 per share, to ACS (the “Asset Purchase”). We filed a Current Report on Form 8-K with the Securities and Exchange Commission (SEC) on April 27, 2011, disclosing the Asset Purchase and certain related matters including, but not limited to, the appointment of our present officers and directors as well as the resignation by the former chief executive officer and sole director. Our fiscal year ~~ends~~at ~~September 30 of each calendar year. Upon~~ the ~~closing~~discretion of the ~~Asset Purchase: (i)~~ ACS Global became our majority shareholder, (ii) John Arnone was appointed as our chief executive officer and president Anthony Dudzinski was appointed as our chief operating officer, treasurer and secretary, and (iii) John Arnone and Anthony Dudzinski were appointed to our board of directors~~, with Mr~~. ~~Arnone being appointed as Chairman of the Board. Mr. Dudzinski is also a director, president and treasurer of ACS Global and Mr. Arnone is a director and secretary of ACS Global.~~

~~Overview~~NOTE 15. Subsequent Events

~~American~~The ~~CryoStem~~Company ~~Corporation;~~has ~~(CRYO)~~made ~~founded in 2008, is~~ a ~~biotechnology~~review ~~pioneer,~~of ~~having~~material ~~developed~~subsequent ~~standardized~~events ~~adipose~~from ~~tissue~~March ~~derived~~31, ~~technologies (Adult~~2022 ~~Stem~~through ~~Cells) for~~ the ~~fields~~date of ~~regenerative~~issuance ~~and~~of ~~personalized~~this ~~medicine~~report. ~~These~~There ~~standardized~~are ~~technologies which include granted~~no ~~patents,~~subsequent ~~are~~events ~~the~~to ~~basis~~report ~~for~~as ~~our chemistry, manufacturing, and controls (cGMP Manufacturing)~~ of ~~our ATCell™ autologous cellular therapy product for use in clinical investigations for Biologic License Applications with~~ the USissuance ~~Food~~of ~~and~~these ~~Drug~~financial ~~Administration (FDA)~~statements. Our laboratory stem cell products are characterized adult human Mesenchymal Stem Cell (MSC’s) derived from adipose tissue that work in conjunction with our patented (non-animal) medium lines and knowhow.

The Company filed its first Investigational New Drug Application (IND) with the FDA for our ATCell™ cellular therapy product. The IND filing is titled “ATCell™ Expanded Autologous Adipose Derived Mesenchymal Stem Cells deployed via Intravenous Infusion for the Treatment of Post-Concussion Syndrome (PCS) in Retired Athletes and Military Personnel” File number 19089 was approved by the FDA on September 17, 2020 to commence the Phase 1 Clinical Trial. Post-concussion syndrome is a chronic, incurable central nervous system condition affecting a significant number of the United States military and athletes, especially those involved in contact sports such as football, boxing, soccer, and other sports where participants have suffered one or more concussions or mild traumatic brain injuries (mTBI). Published research has indicated that up to 30% of all military personal, active and retired, may suffer from this condition. According to the Department of Defense evaluation of U.S. military casualty statistics, From 2000-2019 Q3, 413,858 United States Military personnel worldwide experienced a; were considered mild, 9.8% moderate, and 2.3% penetrating or severe.

~~The~~ITEM ~~Company built~~2. ~~and~~MANAGEMENT’S ~~validated~~DISCUSSION aAND ~~new~~ANALYSIS ~~cGMP~~OF ~~clean~~FINANCIAL ~~room~~CONDITION ~~processing~~AND ~~and~~PLAN ~~manufacturing~~OF area at our facility in Monmouth Junction NJ, implemented and validated cGMP Standard Operating Procedures (SOPs) and installed a new Quality Management System to support its IND filings and an increased focus on patent and product development and support additional clinical activities.OPERATIONS

The Company has built a domestic and international patent portfolio consisting of 32 patents. Our 4 primary operating patents regarding the “collection – processing – cryopreservation and return to pointForward-~~of-care” of adipose derived stem cells,~~looking ~~have been granted.~~Statements

~~The Company~~We isand ~~expanding~~our ~~its~~representatives ~~efforts~~may tofrom ~~attract~~time ~~and~~to ~~cultivate~~time ~~collaborative~~make ~~partners~~written toor ~~accelerate~~oral ~~its~~statements ~~product~~that ~~development~~are ~~efforts~~“forward-looking,” ~~harnessing~~including ~~its~~statements ~~manufacturing~~contained ~~platform~~in this quarterly report and ~~tissue~~other ~~processing~~filings ~~platforms~~with the Securities and Exchange Commission (the “SEC”), reports to our stockholders and news releases. ~~The~~All ~~R&D~~statements ~~collaborations~~that express expectations, estimates, forecasts or projections are forward-looking tostatements. ~~discover~~In addition, ~~develop~~other written or oral statements which constitute forward-looking statements may be made by us or on our behalf. Words such as “expect,”“anticipate,”“intend,”“plan,”“believe,”“seek,”“estimate,”“project,”“forecast,”“may,”“should,” variations of such words and ~~commercialize~~similar expressions are intended to identify such forward-looking statements. These statements are ~~cellular~~not ~~therapies~~guarantees of future performance and involve risks, ~~laboratory~~uncertainties ~~products~~and assumptions which are difficult to predict. Therefore, actual outcomes and ~~combinations~~results ~~thereof~~may ~~with~~differ ~~synergistic~~materially ~~technologies~~from what is expressed or forecasted in or suggested by such forward-looking statements. We undertake no obligation to ~~create~~update ~~regenerative~~or ~~medicine~~revise any of the forward-looking statements after the date of this quarterly ~~applications~~report ~~and~~to ~~develop~~conform ~~new~~forward-looking ~~intellectual~~statements ~~property~~to actual results. Important factors on which such statements are based on assumptions concerning uncertainties, including but not limited to, uncertainties associated with the following:

~~Adipose Tissue~~· Inadequate capital and barriers to raising the additional capital or to obtaining the financing needed to implement our business plans; · Our failure to earn revenues or profits; · Inadequate capital to continue business; · Volatility or decline of our stock price; · Potential fluctuation in quarterly results; · Rapid and significant changes in markets; · Litigation with or legal claims and allegations by outside parties; and · Insufficient revenues to cover operating costs.

The ~~Company’s~~following ~~manufacturing~~discussion ~~platform~~should ~~technologies,~~be ~~cell~~read ~~transportation~~in ~~products,~~conjunction ~~cell~~with ~~culture mediums and cell therapies are focused on~~ the ~~acquisition~~financial statements and ~~processing of adipose tissue as~~ the ~~primary~~notes ~~raw~~thereto ~~material.~~which ~~Many~~are ofincluded ~~our~~in ~~developed technologies have~~this ~~been~~quarterly ~~successfully~~report. ~~applied~~This todiscussion ~~other~~contains ~~raw~~forward-looking ~~materials~~statements ~~such~~that asinvolve ~~bone marrow~~risks, ~~umbilical~~uncertainties and ~~placenta tissue~~assumptions. ~~Adipose~~Our ~~tissue, also known~~actual asresults ~~fat~~may ~~tissue~~differ orsubstantially ~~fatty~~from ~~tissue,~~those isanticipated ain ~~connective~~any ~~tissue~~forward-looking ~~that~~statements isincluded ~~mainly~~in ~~composed~~this ofdiscussion ~~fat cells called adipocytes. Adipocytes are energy storing cells that contain large globules of fat known~~ as ~~lipid droplets surrounded by~~ a ~~structural network of fibers. tissue~~result ~~and other stromal tissues. The Company is focused on adipose tissue because it contains higher densities~~ of ~~mesenchymal~~various ~~stems cells (often 500 to 1000 times more) per gram of raw material when compared to other sources (bone marrow, umbilical cord tissue, etc)~~factors. The higher cellular density of adipose tissue supports the ability to create regenerative cellular products more efficiently and with less expansion (lower passages and population doublings), which is preferred when producing cellular therapy products.

1918

Adipose tissue is considered one of the top human stem cell sources considering its accessibility, abundance, and least painful collection procedure when compared to other sources such as bone marrow. The adipose derived mesenchymal stem cells (ADSCs) that adipose tissue contains can be maintained and expanded in culture for long periods of time without losing their differentiation capacity, leading to large cell quantities being increasingly used in cell therapy purposes. Many published and peer reviewed reports show that ADSC-based cell therapy products demonstrated optimal efficacy and efficiency in various clinical indications for both autologous and allogeneic purposes, hence they are increasingly being considered as potential tools for replacing, repairing, and regenerating dead or damaged cells.Background

~~Adipose~~We ~~tissue~~were isincorporated ain ~~specialized~~the ~~type~~state of ~~connective~~Nevada ~~tissue~~on ~~that~~March ~~arises~~13, ~~from~~2009. ~~the~~On ~~differentiation~~April of20, ~~mesenchymal~~2011, ~~stem~~we ~~cells~~acquired, ~~into~~through ~~adipocytes~~our ~~during fetal~~wholly ~~development.~~owned ~~Mesenchymal~~subsidiary ~~stem~~American CryoStem ~~cells~~Acquisition ~~are~~Corporation, ~~multipotent~~substantially ~~cells~~all ~~that~~of ~~can~~the ~~transform~~assets ~~into~~from, ~~various~~and ~~cell~~assumed ~~types,~~substantially ~~including~~all ~~fat~~of ~~cells~~the liabilities of, ~~bone~~ ~~cells~~ACS Global, ~~cartilage~~Inc. ~~cells,~~(“ACS”) ~~and~~in ~~muscle~~exchange ~~cells~~for ~~among~~our ~~others.~~issuance ~~Adipose~~of ~~tissue~~21,000,000 ~~can~~shares beof ~~found~~our incommon astock, ~~number~~par ofvalue ~~different~~$0.001 ~~places~~per ~~throughout~~share, to ACS (the ~~body~~“Asset Purchase”). ~~Adipose~~We ~~tissue~~filed isa ~~the~~Current ~~most~~Report ~~abundant~~on ~~type~~Form of8-K ~~fat~~with inthe ~~humans.~~Securities Itand isExchange ~~distributed~~Commission ~~within~~(SEC) on ~~subcutaneous~~April ~~fat~~27, ~~visceral fat~~2011, disclosing the Asset Purchase and ~~bone~~certain ~~marrow~~related ~~fat.~~matters ~~Subcutaneous~~including, ~~fat~~but isnot ~~found~~limited ~~throughout~~to, the ~~whole~~appointment ~~body,~~of our inpresent officers and directors as well as the ~~spaces~~resignation ~~between~~by the ~~skin~~former chief executive officer and ~~underlying~~sole ~~muscles~~director. Our fiscal ~~Visceral~~year ~~fat~~ends isSeptember ~~predominantly~~30 ~~found~~of ~~around~~each ~~the~~calendar ~~organs~~year. inUpon the ~~abdominal~~closing ~~cavity,~~of ~~such~~the asAsset ~~the~~Purchase: ~~liver,~~(i) ACS ~~intestines~~Global ~~and~~became ~~kidneys~~our majority shareholder, as(ii) ~~well as~~John inArnone ~~the~~was ~~peritoneum~~appointed (aas ~~serous~~our ~~membrane~~chief ~~that~~executive ~~lines~~officer ~~the~~and ~~outside~~president ofAnthony Dudzinski ~~the~~was ~~abdominal~~appointed ~~organs).~~as ~~Adipose~~our ~~tissue~~chief isoperating ~~also~~officer, ~~present~~treasurer inand ~~bone marrow~~secretary, and (aiii) ~~sponge-like~~John ~~tissue~~Arnone ~~present~~and inAnthony ~~the~~Dudzinski ~~central~~were appointed ~~cavity~~to ofour ~~bones).~~board Inof ~~addition~~directors, ~~adipose~~with ~~tissue~~Mr. ~~can~~Arnone bebeing ~~found~~appointed inas ~~the~~Chairman ~~pericardium surrounding~~of the ~~heart,~~Board. orMr. ~~cushioning~~Dudzinski ~~other~~is ~~parts~~also ofa ~~the body~~director, president ~~like~~and ~~the~~treasurer ~~soles~~ of ~~the~~ACS ~~feet,~~Global ~~eyeballs,~~and Mr. Arnone is a director and ~~certain~~secretary ~~blood~~of ~~vessels~~ACS Global.

The main function of adipocytes is to store excess energy in the form of fatty molecules, mainly triglycerides. Fat storage is regulated by several hormones, including insulin, glucagon, catecholamines (adrenaline and noradrenaline), and cortisol. Depending on the body’s immediate energy requirements, these hormones can either stimulate adipose tissue formation and storage (i.e. lipogenesis) or initiate the release of fat from adipose tissue (i.e. lipolysis). Under the influence of insulin, for instance, adipocytes can increase the uptake of blood glucose and transform it into fatty molecules, thereby increasing fat storage.Overview

~~In addition~~American toCryoStem ~~being~~Corporation; an(CRYO) ~~energy~~founded ~~storing~~in ~~reservoir~~2008, is a biotechnology pioneer, having developed standardized adipose tissue ~~performs~~derived technologies ~~important~~(Adult ~~endocrine~~Stem ~~and~~Cells) ~~metabolic~~for ~~roles~~the byfields ~~secreting~~of ~~several~~regenerative ~~biologically-active factors~~and ~~known~~personalized ~~as adipokines~~medicine. These ~~molecules~~standardized ~~contribute~~technologies towhich include agranted ~~variety~~patents, ofare ~~different~~the ~~functions~~basis for our chemistry, ~~including~~manufacturing, ~~regulation~~and controls (cGMP Manufacturing) of ~~energy~~our ~~balance,~~ATCell™ ~~food~~autologous ~~intake~~cellular ~~and~~therapy ~~satiety,~~product ~~inflammatory~~for ~~response,~~use ~~and~~in ~~metabolism~~clinical ofinvestigations ~~steroid~~for ~~hormones.~~Biologic ~~Finally,~~License ~~adipose~~Applications ~~tissue~~with ~~also~~the ~~helps~~US ~~cushion~~ Food and Drug ~~protect~~Administration ~~parts~~(FDA). ofOur ~~the~~laboratory ~~body,~~stem ascell ~~well~~products asare ~~insulate~~characterized ~~the~~adult ~~body~~human Mesenchymal Stem Cell (MSC’s) derived from ~~extreme~~adipose ~~temperatures~~tissue that work in conjunction with our patented (non-animal) medium lines and knowhow.

InThe ~~addition~~Company tofiled ~~adipocytes,~~its ~~adipose~~first ~~tissue~~Investigational ~~contains~~New Drug Application (IND) with the ~~stromal~~FDA ~~vascular~~for ~~fraction~~our ATCell™ cellular therapy product. The IND filing is titled “ATCell™ Expanded Autologous Adipose Derived Mesenchymal Stem Cells deployed via Intravenous Infusion for the Treatment of Post-Concussion Syndrome (~~SVF~~PCS) ~~comprised~~in ofRetired ~~cells~~Athletes ~~including~~and ~~preadipocytes,~~Military ~~fibroblasts,~~Personnel” File number 19089 was approved ~~vascular~~by ~~endothelial~~the ~~cells,~~FDA ~~and~~on aSeptember ~~variety~~17, of2020 ~~immune~~to ~~cells~~commence ~~such~~the asPhase ~~adipose~~1 ~~tissue~~Clinical ~~macrophages~~Trial. ~~Far~~Post-concussion ~~from~~syndrome ~~being~~is ~~hormonally~~a ~~inert~~chronic, incurable central ~~adipose~~nervous ~~tissue~~system ~~has,~~condition inaffecting ~~recent~~a ~~years,~~significant ~~been~~number ~~recognized~~of asthe aUnited ~~major~~States ~~endocrine~~military ~~organ~~and athletes, asespecially itthose ~~produces~~involved in ~~hormones~~contact sports such as ~~leptin~~football, ~~estrogen~~boxing, ~~resisting~~ soccer, and ~~cytokines~~other ~~(especially~~sports ~~TNFα~~where participants have suffered one or more concussions or mild traumatic brain injuries (mTBI). ~~Adipose~~Published ~~tissue~~research ~~contains~~has ~~some~~indicated that up to 30% of all military personal, active and retired, may suffer from this condition. According to the ~~highest~~Department ~~concentrations~~of Defense evaluation of ~~adult~~U.S. ~~stem~~military ~~cells~~casualty statistics, ~~progenitor~~from ~~cells~~2000-2019 ~~and~~Q3, ~~immune~~413,858 ~~cells~~United States Military personnel worldwide experienced a concussion.

~~Processing~~The Company ~~Technology~~built and validated a new cGMP clean room processing and manufacturing area at our facility in Monmouth Junction NJ, implemented and validated cGMP Standard Operating Procedures (SOPs) and installed a new Quality Management System to support its IND filings and an increased focus on patent and product development and support additional clinical activities.

The ~~FDA considers~~Company ~~processing~~has ~~and~~built ~~expanding cells as the manufacturing of~~ a ~~drug~~domestic ~~product. The Company’s completed proprietary, patented processing~~ and ~~manufacturing~~international ~~platform~~patent isportfolio ~~designed~~consisting ~~for the collection, preparation and cryo-preservation~~ of ~~pure~~32 ~~adipose tissue and adipose tissue derived cells~~patents. ~~The~~Our ~~processing~~4 ~~platform~~primary ~~has~~operating ~~been~~patents ~~validated~~regarding ~~to enable~~ the ~~Company to deliver cellular therapy samples with~~ ~~repeatable~~“collection ~~and~~– ~~identifiable~~processing ~~characteristics~~– ofcryopreservation ~~safety, potency, viability,~~ and ~~purity~~return ~~which~~to ~~are the core FDA requirements for the cGMP manufacturing~~ point-of-care” ~~all drug products. Our manufacturing platform is approved by FDA for use in our current clinical study~~ of ~~Post~~adipose ~~Concussion~~derived ~~Syndrome~~stem for the manufacturing of the cellular therapy samples. The Company believes that the platform is suitable to support the Company’s growing pipeline of product development and planned clinical studiescells, ~~and~~have ~~future~~been ~~biologic license applications for an array of target diseases and conditions~~granted.

The Company ~~believes the reproducibility of scientific studies~~ is aexpanding ~~substantial~~its ~~issue~~efforts into ~~cellular~~attract ~~therapy research, from drug discovery~~ and ~~development~~ ~~through~~cultivate ~~clinical~~collaborative ~~trials~~partners ~~as researchers throughout the world continue~~ to ~~use~~accelerate ~~different~~its ~~protocols~~product ~~for~~development ~~processes~~efforts, ~~associated~~harnessing ~~with~~its ~~cell~~manufacturing ~~sample~~platform ~~preparation, cryopreservation,~~ and ~~cold~~tissue ~~chain~~processing ~~management~~platforms. ~~We believe our validated manufacturing processes for our ATCell™ product solves this issue.~~ The ~~samples~~R&D wecollaborations ~~produce~~are ~~with~~to ~~our patented platform and proprietary products have proven purity~~discover, ~~consistent viabilities above 80 percent~~develop, and ~~cell identification panels across six biomarkers and proven sterility. Our~~commercialize ~~standardizing~~cellular ~~handling~~therapies, ~~storage,~~laboratory ~~and~~products ~~transportation protocols substantially improve the quality~~ and ~~reproducibility~~combinations ofthereof ~~adipose tissue~~with ~~derived~~synergistic ~~stem~~technologies ~~cells and the adipose tissue collection, processing, storage and retrieval which is designed~~ to ~~permit~~create usregenerative medicine toapplications ~~accelerate the time line of creating~~ and ~~processing~~develop ~~cellular~~new ~~therapy~~intellectual ~~products - from lab research to regulatory submission and FDA approval~~property.

20Adipose Tissue

~~Each~~The ~~individual~~Company’s ~~process~~manufacturing ~~has~~platform technologies, cell transportation products, cell culture mediums and cell therapies are focused on the ~~potential~~acquisition and processing of adipose tissue as the primary raw material. Many of our developed technologies have been successfully applied to ~~create~~other ~~multiple~~raw ~~autologous~~materials ~~products~~such as bone marrow, umbilical and toplacenta ~~generate~~tissue. ~~multiple~~Adipose ~~revenue~~tissue, ~~streams~~also ~~including~~known ~~customer~~as ~~fees~~fat ~~for~~tissue ~~storage~~or fatty tissue, is a connective tissue that is mainly composed of ~~biomaterials~~fat cells called adipocytes. ~~Our~~Adipocytes ~~processing~~are ~~platform~~energy storing ~~and~~cells ~~methodology~~that ~~allow~~contain ~~the~~large ~~opportunity~~globules ~~for~~of ~~continuing~~fat ~~revenue streams~~known ~~from~~as ~~each~~lipid ~~tissue~~droplets ~~sample~~surrounded ~~received~~by a structural network of fibers. tissue and ~~processed~~other ~~including,~~stromal ~~cellular~~tissues. ~~therapy~~The ~~treatments,~~Company ~~pure~~is focused on adipose tissue ~~storage~~because ~~for~~it ~~secondary~~contains higher densities of mesenchymal stems ~~procedures~~cells (often 500 to 1000 times more) per gram of raw material when compared to other sources (bone marrow, ~~processing~~umbilical cord tissue, etc). ~~and~~The ~~handling~~higher ~~fees~~cellular density of adipose tissue supports the ability to create regenerative cellular products more efficiently and ~~CRYO~~with ~~storage~~less expansion (lower passages and ~~release~~population ~~fees~~doublings), which is preferred when producing cellular therapy products.

We are leveraging our patented platform and developing our product portfolio to create a global footprint of licensed laboratory affiliates, physician’ networks, patients, research organizations, and licensees who purchase tissue collection, processing and storage services or consumables from our Company.19

~~Products~~Adipose tissue is considered one of the top human stem cell sources considering its accessibility, abundance, and ~~Services~~least painful collection procedure when compared to other sources such as bone marrow. The adipose derived mesenchymal stem cells (ADSCs) that adipose tissue contains can be maintained and expanded in culture for long periods of time without losing their differentiation capacity, leading to large cell quantities being increasingly used in cell therapy purposes. Many published and peer reviewed reports show that ADSC-based cell therapy products demonstrated optimal efficacy and efficiency in various clinical indications for both autologous and allogeneic purposes, hence they are increasingly being considered as potential tools for replacing, repairing, and regenerating dead or damaged cells.

~~Therapy~~Adipose tissue ~~Product~~is a specialized type of connective tissue that arises from the differentiation of mesenchymal stem cells into adipocytes ~~Development~~during fetal development. Mesenchymal stem cells are multipotent cells that can transform into various cell types, including fat cells, bone cells, cartilage cells, and muscle cells among others. Adipose tissue can be found in a number of different places throughout the body. Adipose tissue is the most abundant type of fat in humans. It is distributed within subcutaneous fat, visceral fat, and bone marrow fat. Subcutaneous fat is found throughout the whole body, in the spaces between the skin and underlying muscles. Visceral fat is predominantly found around the organs in the abdominal cavity, such as the liver, intestines and kidneys, as well as in the peritoneum (a serous membrane that lines the outside of the abdominal organs). Adipose tissue is also present in bone marrow (a sponge-like tissue present in the central cavity of bones). In addition, adipose tissue can be found in the pericardium surrounding the heart, or cushioning other parts of the body, like the soles of the feet, eyeballs, and certain blood vessels.

~~During~~The ~~the Company’s~~main ~~initial~~function ~~stage~~ of ~~developing~~adipocytes ~~its~~is ~~manufacturing~~to ~~protocol~~store ~~and~~excess ~~products~~energy ~~chose~~in ~~adipose~~the ~~tissue~~form asof ~~its~~fatty ~~source~~molecules, ~~material~~mainly ~~following~~triglycerides. ~~review and~~Fat ~~experiments~~storage ~~that~~is ~~included~~regulated by ~~other~~several ~~biomaterials~~hormones, ~~and~~including ~~cell~~insulin, ~~sources~~glucagon, ~~such~~catecholamines as(adrenaline ~~bone~~and ~~marrow~~noradrenaline), and ~~peripheral blood samples~~cortisol. ~~The~~Depending ~~selection~~on the ofbody’s ~~adipose~~immediate ~~tissue~~energy isrequirements, ~~based~~these ~~upon~~hormones acan ~~number~~either ofstimulate ~~factors~~adipose ~~including~~tissue ~~high~~formation ~~cell density~~ and ~~its~~storage ~~wide~~(i.e. ~~array of other cell types including~~lipogenesis) ~~precursor~~or ~~and~~initiate ~~immune~~the ~~cells~~release ~~that~~of ~~may~~fat befrom ~~derived~~adipose ~~and~~tissue ~~developed~~(i.e. ~~as future products~~lipolysis). ~~Although~~Under the ~~Company~~influence ~~is currently focused on the development~~ of ~~cellular~~insulin, ~~therapy~~for ~~products~~instance, ~~utilizing~~adipocytes can ~~adipose~~increase ~~derived mesenchymal cells,~~ the ~~platform~~uptake isof ~~designed~~blood toglucose ~~be easily extendable to permit the acquisition~~ and ~~expansion~~transform ofit ~~additional~~into ~~cellular~~fatty ~~derivatives~~molecules, ~~from~~thereby ~~other~~increasing ~~biomaterials~~fat storage.

AIn ~~significant~~addition ~~amount~~to ofbeing ~~research,~~an ~~case~~energy ~~studies~~storing ~~and~~reservoir, ~~anecdotal~~adipose ~~evidence~~tissue ~~has~~performs ~~been~~important ~~published~~endocrine ~~over~~and ~~the~~metabolic ~~past~~roles ~~several~~by ~~decades~~secreting ~~concerning~~several ~~the study~~biologically ofactive ~~cellular~~factors ~~therapies~~known ~~for~~as aadipokines. ~~wide~~These ~~range~~molecules ofcontribute ~~diseases~~to ~~and~~a ~~maladies~~variety ~~from~~of ~~ALS~~different ~~and~~functions, ~~Parkinson’s~~including toregulation ~~wound~~of ~~healing and immunological~~energy ~~support. The Company~~balance, ~~recognizing~~food ~~that~~intake ~~each~~and ~~new~~satiety, ~~application~~inflammatory ~~for therapy approval requires a standalone clinical study~~response, ~~has refined its development strategy to initially encompass mild traumatic brain injury~~ and ~~immunosuppression~~metabolism asof ~~core~~steroid ~~targets for its development strategy~~hormones. WeFinally, ~~focus~~adipose ~~our~~tissue ~~efforts~~also onhelps cushion ~~expanding~~and ~~our~~protect ~~product~~parts ~~pipelines~~of ~~based~~the ~~upon our intellectual property portfolio~~body, ~~collaborative development~~as ~~relationships,~~well ~~target~~as ~~market~~insulate ~~size,~~the ~~medical~~body ~~need,~~from ~~disease~~extreme ~~classification, and international licensing and partnering opportunities~~temperatures.

~~The~~In ~~completion,~~addition ~~submission~~to ~~and~~adipocytes, ~~approval~~adipose oftissue ~~our~~contains ~~validated~~the ~~manufacturing~~stromal ~~platform~~vascular isfraction ~~the~~(SVF) ~~culmination~~comprised of ~~the~~cells ~~Company’s~~including ~~development~~preadipocytes, ~~efforts.~~fibroblasts, ~~Validation~~vascular ofendothelial ~~the~~cells, ~~manufacturing platform for the study has provided the Company with the opportunity to expand its efforts~~ and ~~resources~~ ona ~~the~~variety ~~further development~~ of ~~its~~immune ~~downstream~~cells ~~intellectual property. The objective is to provide deliverable commercial cell therapy products to address patient populations with large unmet medical needs~~ such as ~~brain~~adipose ~~injuries~~tissue ~~and~~macrophages. ~~conditions~~Far ~~that include~~from ~~immunologic~~being ~~complications.~~hormonally ~~The~~inert, adipose ~~Company’s~~tissue ~~continuing~~has, ~~efforts~~ in ~~the~~recent ~~development~~years, ofbeen ~~additional~~recognized ~~products~~as ~~includes~~a ~~an increased~~major ~~focus~~endocrine onorgan, ~~the~~as ~~recruitment~~it ofproduces ~~collaborative~~hormones ~~partners~~such ~~and~~as ~~the~~leptin, ~~extension of our existing manufacturing capabilities to development~~estrogen, ofresisting, ~~other adipose tissue derivative~~ and ~~cellular/biomaterial~~cytokines ~~combination~~(especially ~~products~~TNFα). ~~Leveraging~~Adipose ~~our~~tissue ~~repeatable~~contains ~~processing~~some ~~platform provides~~of the ~~Company~~highest ~~with~~concentrations ~~contributable~~of ~~technology~~adult ~~and~~stem ~~capabilities to rapidly develop clinical studies~~cells, ~~accumulate complementary~~ ~~scientific~~progenitor ~~data~~cells and ~~attract~~immune ~~strong collaborative and developmental partners~~cells.

~~Our activities~~Processing ~~include~~Technology supporting collaborations by providing our products and services (ACSelerate™ and ATCELL™) with the goal and expectation that our products and services become the basis for new cell based Regenerative Medicine and cellular therapy applications.

~~Part~~The ~~of this~~FDA ~~strategic~~considers ~~approach~~processing toand ~~therapy~~expanding cells as the manufacturing of a drug product. ~~development~~The isCompany’s tocompleted ~~design~~proprietary, ~~develop~~patented processing and ~~launch~~manufacturing ~~new~~platform ~~products~~is designed for the collection, preparation and ~~services~~cryo-preservation ~~that~~of ~~rely~~pure onadipose ~~our~~tissue ~~core~~and adipose tissue derived cells. The processing ~~technology~~platform ~~and~~has ~~leverage~~been ~~existing~~validated ~~products~~to enable the Company to deliver cellular therapy samples with repeatable and ~~services.~~identifiable ~~Examples~~characteristics of ~~this~~safety, ~~approach~~potency, viability, and purity which are the ~~use~~core ofFDA requirements for the ~~CELLECT® collection~~cGMP ~~kit/~~manufacturing ~~box~~of ~~and~~all ~~materials~~biologic todrug ~~collect~~products. ~~fresh~~Our ~~tissue~~manufacturing ~~for~~platform ~~cellular~~is ~~therapy~~approved by ~~sample~~FDA ~~processing,~~for use ofin our ~~patented~~current ~~non~~clinical study of Post-~~animal growth~~Concussion ~~medium~~Syndrome for ~~cell~~the ~~culture~~manufacturing ~~and~~of ~~use~~the ofcellular ~~our~~therapy ~~storage~~samples. The ~~medium~~Company ~~for~~believes ~~cryo-storage.~~that ~~Management~~the platform is ~~currently~~suitable ~~pursing~~to ~~collaborative~~support the Company’s growing pipeline of product development ~~agreements~~and planned ~~with~~clinical ~~healthcare institutions~~studies, ~~universities,~~ and ~~other~~future ~~biotech~~biologic ~~companies~~license applications for an array of target diseases and conditions.

~~2022~~The ~~Therapy~~Company ~~Pipeline~~believes the reproducibility of scientific studies is a substantial issue in cellular therapy research, from drug discovery and development through clinical trials as researchers throughout the world continue to use different protocols for processes associated with cell sample preparation, cryopreservation, and cold chain management. We believe our validated manufacturing processes for our ATCell™ product solves this issue. The samples we produce with our patented platform and proprietary products have proven purity, consistent viabilities above 80 percent, and cell identification panels across six biomarkers and proven sterility. Our standardizing handling, storage, and transportation protocols substantially improve the quality and reproducibility of adipose tissue derived stem cells and the adipose tissue collection, processing, storage and retrieval which is designed to permit us to accelerate the time line of creating and processing cellular therapy products - from lab research to regulatory submission and FDA approval.

The Company has developed and refined its pipeline around its flagship cellular product, ATCell™, for clinical therapeutic use. The initiation of this pipeline strategy occurred with the filing, approval and commencement of its Post-Concussion Syndrome Phase 1 clinical study. During this review process, the US FDA fully reviewed the Company’s manufacturing platform contained in the Chemistry, Manufacturing and Control section of the Investigational New Drug (IND) submission. The Company’s filing included unpublished research of ATCell™ use in an animal model as well as a report covering its safety results from a pilot study that included the treatment of more than 80 patients that received one or more treatments with the ATCell™ product that resulted in no reported adverse events.20

21Each individual process has the potential to create multiple autologous products and to generate multiple revenue streams including customer fees for storage of biomaterials. Our processing platform and methodology allow the opportunity for continuing revenue streams from each tissue sample received and processed including, cellular therapy treatments, pure tissue storage for secondary procedures, processing, and handling fees and CRYO storage and release fees.

1.We are ~~The~~leveraging ~~Company~~our ~~filed~~patented ~~its~~platform ~~first Investigational New Drug Application (IND) with the US Food~~ and ~~Drug~~developing ~~Administration~~our ~~(FDA) for the ATCELL cellular therapy~~ product. ~~The~~portfolio ~~IND~~to ~~filing~~create isa ~~titled~~global ~~“ATCell™~~footprint ~~Expanded Autologous Adipose Derived Mesenchymal Stem Cells deployed via Intravenous Infusion for the Treatment~~ of ~~Post-Concussion~~licensed ~~Syndrome~~laboratory affiliates, ~~(PCS)~~physician’ ~~in Retired Athletes and Military Personnel”~~networks, ~~File number 19089~~patients, ~~which~~research ~~was approved by the FDA on September 17~~organizations, 2020. The Company intends to invite additional developers of cellular therapies to initiate additional arms of the clinical study focused on the use of ATCELL™ for use in systemic inflammatory response relief for patient suffering from systemic diseases. A number of these additional study targets have been identified and ~~ongoing~~licensees ~~discussions~~who ~~support~~purchase ~~the~~tissue ~~Company’s~~collection, ~~belief that clinical investigations can be developed~~ processing and ~~rapidly~~storage ~~added~~services ~~upon~~or ~~completion~~consumables offrom ~~the~~our ~~new treatment protocol and outcome assessment methodologies~~Company.

~~2. DMD – The Company has completed the protocol for the treatment of Duchene Muscular Dystrophy~~ Products and ~~is in final discussions with its Collaborative partner, to select the principal investigator (PI) and clinical trial site selection.~~Services

3.Therapy Long COVID – The Company has completed the protocol for treatment of Long COVID and is currently finalizing its FDA filings. We have completed, along with a government partner the clinical protocol for a new Investigational New Drug (IND) application to be filed with FDA within the next 90 days for Long COVID. According to the Centers for Disease Control and Prevention, “post-COVID conditions can be considered a lack of return to a usual state of health following acute COVID-19 illness.” In the US, following COVID recovery, it is reported that up to 30% of those afflicted, diagnosed, or treated for COVID-19 have continuing symptoms and medical complications following recovery from the acute illness.Product Development

4.During ~~Wound~~the ~~Healing~~Company’s initial -stage ~~the~~of ~~creation~~developing ofits ~~topical~~manufacturing ~~applications~~protocol and ~~ingredients~~products ~~used~~chose byadipose ~~physicians~~tissue inas ~~the~~its ~~wound~~source ~~care~~material following review and ~~cosmetic~~experiments ~~industries~~that asincluded ~~well~~other asbiomaterials ~~therapeutic~~and ~~cellular~~cell ~~applications~~sources such as bone marrow and ~~bio-materials~~peripheral ~~development~~blood samples. AnThe ~~initial~~selection of ~~pilot~~adipose ~~study~~tissue ~~involving~~is based upon a ~~minimum~~number of 10factors ~~participants~~including ~~for~~high ~~the~~cell ~~assessment~~density ofand its ~~autologous~~wide ~~tissue~~array ~~products~~of ~~for~~other ~~the~~cell ~~wound~~types ~~healing~~including precursor ~~market~~and isimmune ~~underway~~cells that may be derived and developed as future products. ~~The~~Although the Company is ~~combining~~currently ~~its~~focused ~~tissue~~on the ~~products,~~development ~~which~~of docellular ~~not~~therapy ~~require~~products ~~FDA~~utilizing ~~approval~~adipose derived mesenchymal cells, ~~with~~the ~~current~~platform ~~standard-of-care~~is ~~methods~~designed to ~~accelerate~~be ~~and~~easily extendable ~~improve~~to permit the ~~healing~~acquisition and expansion of ~~diabetic~~additional ~~and~~cellular ~~non-diabetic~~derivatives ~~wounds~~from ~~and~~other ~~ulcers~~biomaterials.

5.A ~~ATGRAFT™~~significant amount -of ~~products~~research, ~~include~~case ~~adipose~~studies ~~tissue~~ and ~~cell~~anecdotal ~~sample~~evidence ~~processing~~has ~~and~~been ~~storage~~published asover athe ~~form~~past several decades concerning the study of ~~personal~~cellular ~~“bio-insurance”,~~therapies for a wide range of diseases and ~~adipose~~maladies ~~tissue~~from ~~(fat)~~ALS ~~storage~~and ~~for~~Parkinson’s ~~cosmetic~~to ~~fat~~wound ~~engraftment~~healing ~~procedures~~and immunological support. ~~High~~The ~~demand~~Company, recognizing that each new application for ~~pure~~therapy ~~and~~approval ~~natural~~requires ~~aesthetics~~a instandalone ~~fast~~clinical ~~growing~~study, ~~cosmetic~~has ~~industry~~refined its ~~with~~development ~~non-FDA~~strategy ~~required~~to ~~plastic,~~initially ~~cosmetic,~~encompass mild traumatic brain injury and ~~reconstructive~~immunosuppression ~~surgical~~as ~~“fat~~core ~~filler”~~targets for its development strategy. ~~The~~We ~~global~~focus ~~facial~~our ~~fat~~efforts ~~transfer~~on ~~market~~expanding ~~alone~~our isproduct ~~expected~~pipelines tobased ~~growth~~upon ~~with~~our aintellectual ~~CAGR~~property ofportfolio, ~~10.7%~~collaborative development torelationships, ~~$4.2b~~target bymarket ~~2027~~size, medical need, disease classification, and international licensing and partnering opportunities.

~~About~~The ~~ATCELL™~~completion, submission and approval of our validated manufacturing platform is the culmination of the Company’s development efforts. Validation of the manufacturing platform for the study has provided the Company with the opportunity to expand its efforts and resources on the further development of its downstream intellectual property. The objective is to provide deliverable commercial cell therapy products to address patient populations with large unmet medical needs such as brain injuries and conditions that include immunologic complications. The Company’s continuing efforts in the development of additional products includes an increased focus on the recruitment of collaborative partners and the extension of our existing manufacturing capabilities to development of other adipose tissue derivative and cellular/biomaterial combination products. Leveraging our repeatable processing platform provides the Company with contributable technology and capabilities to rapidly develop clinical studies, accumulate complementary scientific data and attract strong collaborative and developmental partners.

~~The~~Our ~~Company~~activities ~~has~~include ~~established~~supporting ~~and~~collaborations ~~trademarked~~by ~~ATCELL™~~providing asour ~~the~~products ~~brand~~and ~~name~~services ~~for~~(ACSelerate™ ~~its~~and ~~line of adipose derived stem cell products.~~ ATCELL™) iswith athe ~~purified~~goal ~~sample~~and ofexpectation ~~adipose~~that ~~tissue~~our ~~derived~~products ~~from~~and ~~adipose~~services ~~tissue~~become ~~through~~the ~~our~~basis ~~manufacturing~~for ~~processes~~new ~~that~~cell ~~can~~based beRegenerative ~~incubated~~Medicine and cellular ~~grown~~therapy ~~(cultured) to large quantities in cGMP conditions~~applications.

~~ATCELL™ Adipose~~Part ~~Derived~~of ~~Mesenchymal~~this strategic ~~Cells~~approach ~~Processed~~to ~~and~~therapy ~~characterized~~product ~~adipose~~development ~~derived~~is ~~cells~~to ~~created using the Company’s proprietary~~design, ~~validated~~develop and ~~patented~~launch ~~Standard~~new ~~Operating~~products ~~Procedures~~and ~~(SOPs)~~services ofthat ~~its~~rely ~~manufacturing~~on ~~platform and the Company’s~~our ~~ACSelerate™~~core ~~patented~~processing ~~cell~~technology ~~culture~~and ~~media.~~leverage ~~Cell~~existing ~~lines~~products ~~may~~and ~~also~~services. beExamples ~~custom~~of ~~created~~this ~~for~~approach ~~patients~~are ~~desiring to~~the ~~store their cells for their own future~~ use inof ~~Regenerative~~the ~~Medicine procedures, shipped “On Demand”. Customer samples~~CELLECT® ~~are~~collection ~~collected~~kit/ bybox ~~the~~and ~~physician~~materials into ancollect ~~mini~~fresh ~~liposuction~~tissue ~~procedure~~for ~~and~~cellular ~~delivered~~therapy tosample ~~the~~processing, ~~Company’s~~use ~~facility~~of ~~utilizing~~our ~~the~~patented ~~CELLECT®~~non-animal ~~collection~~growth ~~system~~medium ~~and~~for ~~ACSelerate™~~cell ~~transport~~culture ~~medium~~and touse ~~conform~~of to our ~~validated~~storage ~~quality~~medium ~~control standards~~for cryo-storage. ~~The~~Management ~~Company~~is ~~charges~~currently ~~its~~pursing ~~customers~~collaborative aproduct development ~~fee~~agreements towith ~~process~~healthcare ~~newly~~institutions, ~~collected~~universities, ~~client~~and ~~tissue~~other ~~samples~~biotech ~~into cellular samples~~companies.

~~ATCELL’s repeatable~~2022 ~~sample manufacturing process is designed to comply with the requirements of FDA to produce highly consistent and validated~~Therapy cellular products necessary to achieve regulatory approval. The validation of our manufacturing process and quality control results are of great value in biomanufacturing and serve as the basis for approval and commercial product development.Pipeline

The Company’s ~~ATCELL™~~has ~~cell~~developed ~~lines~~and ~~are~~refined ~~cultured~~its inpipeline ~~our~~around ~~patented~~its ~~ACSelerate~~flagship cellular product, ATCell™, ~~cell culture~~for ~~media~~clinical therapeutic use. ~~All~~The initiation ~~processed~~of ~~samples:~~this ~~tissue,~~pipeline ~~cells~~strategy occurred with the filing, approval and ~~research~~commencement ~~materials~~of ~~are~~its ~~made~~Post-Concussion ~~available~~Syndrome ~~for~~Phase 1 clinical study. ~~therapies,~~During ~~tissue transfer~~this orreview ~~sale~~process, tothe ~~research~~US ~~institutions.~~FDA ~~All~~fully ~~samples~~reviewed ~~are~~the ~~tested~~Company’s ~~for~~manufacturing ~~sterility,~~platform ~~disease,~~contained ~~lifespan~~in the Chemistry, Manufacturing and ~~population~~Control ~~doubling~~section ~~rate (PDL).~~of ~~Cell~~the ~~morphology~~Investigational isNew ~~confirmed~~Drug by (iIND) ~~flow~~submission. ~~cytometry~~The (6Company’s ~~markers)~~filing included ~~and~~unpublished ~~(ii)~~research ~~tri-lineage~~of ~~differentiation analysis using ACSelerate~~ATCell™ ~~differentiation~~ ~~media.~~use ~~Each~~in ~~ATCELL™~~an ~~line~~animal ~~can~~model beas ~~further~~well ~~processed~~as ~~and~~a ~~differentiated allowing~~report ~~the~~covering ~~Company~~its tosafety ~~provide~~results ~~genetically~~from ~~matched~~a ~~cell~~pilot study ~~types.~~that Weincluded ~~believe~~the ~~this~~treatment ~~research~~of ~~methodology~~more ~~may~~than ~~provide~~80 ~~opportunities for~~patients ~~the~~that ~~Company’s~~received ~~ATCELL™~~one ~~and~~or ~~ACSelerate™~~more ~~products~~treatments towith ~~become~~ the ~~building~~ATCell™ ~~blocks~~product that ofresulted ~~additional~~in ~~commercial~~no ~~application~~reported ~~development~~adverse events.

2221

1. The Company ~~believes~~ itfiled ~~can~~its ~~earn~~first ~~additional~~Investigational ~~fees~~New ~~based~~Drug ~~upon~~Application ~~storage~~(IND) ~~and~~with ~~retrieval~~the ~~fees~~US Food and Drug Administration (FDA) for ~~future~~the ~~product~~ATCELL ~~creation~~cellular therapy product. ~~Cell~~The ~~culturing~~IND ~~and differentiation~~filing ~~may~~is betitled ~~performed~~“ATCell™ ~~upon~~Expanded ~~receipt~~Autologous ofAdipose ~~the~~Derived ~~raw~~Mesenchymal ~~tissue~~Stem ~~sample~~Cells ordeployed atvia ~~any~~Intravenous ~~time~~Infusion onfor athe ~~previously~~Treatment ~~processed~~of Post-Concussion Syndrome (PCS) in Retired Athletes and ~~cryopreserved tissue~~Military orPersonnel”, ~~master~~File ~~cell~~number ~~sample~~19089, which was approved by the FDA on September 17, 2020. The Company intends to invite additional developers of cellular therapies to initiate additional arms of the clinical study focused on the use of ATCELL™ ~~has~~for ~~shown~~use ~~that~~in itsystemic isinflammatory ~~ideally~~response ~~suited~~relief for ~~differentiation~~patient ~~into~~ suffering from systemic diseases. A number of these additional ~~cell~~study ~~types~~targets ~~(bone,~~have ~~cartilage,~~been ~~etc.)~~identified ~~utilizing~~and ~~our~~ongoing ~~patented~~discussions ~~ACSelerate™~~support ~~line~~the Company’s belief that clinical investigations can be developed and rapidly added upon completion of ~~differentiation mediums~~the new treatment protocol and outcome assessment methodologies.

~~The~~2. ~~ATCELL™ processing,~~DMD ~~products~~– ~~and~~The ~~services~~Company ~~are~~has ~~incorporated~~completed ~~into multiple granted patents including~~ the ~~granted~~protocol ~~claim of: “Systems and Methods~~ for the ~~Digestion~~treatment of ~~Adipose~~Duchene ~~Tissue~~Muscular ~~Samples~~Dystrophy ~~Obtained from a Client for Cryopreservation” US 10,154,664 issued December 18, 2018,~~ and ~~“Business~~is ~~Method~~in ~~for~~final ~~Collection,~~discussions ~~Processing,~~with ~~Cryogenic~~its ~~Storage~~Collaborative ~~and Distribution of a Biologic Sample Material” US Patent Number 10~~partner,~~014,079,~~ ~~issued~~to ~~July~~select 3,the ~~2018.~~principal ~~The~~investigator ~~ACSelerate™~~(PI) ~~Medium products are incorporated into our granted patents “Cell Culture Media, Kits~~ and ~~Methods~~clinical oftrial ~~Use”;~~site ~~US Patent No~~selection. ~~7,989,205 issued August 2, 2011, with additional claims granted in US Patent No. 9,487,755 granted November 8, 2016.~~

~~Tissue~~3. ~~Processing~~ Long COVID – The Company has completed the protocol for treatment of Long COVID and ~~Storage~~is ~~Services:~~currently finalizing its FDA filings. We have completed, along with a government partner the clinical protocol for a new Investigational New Drug (IND) application to be filed with FDA within the next 90 days for Long COVID. According to the Centers for Disease Control and Prevention, “post-COVID conditions can be considered a lack of return to a usual state of health following acute COVID-19 illness.” In the US, following COVID recovery, it is reported that up to 30% of those afflicted, diagnosed, or treated for COVID-19 have continuing symptoms and medical complications following recovery from the acute illness.

~~ATGRAFT™–An adipose~~4. ~~tissue~~Wound ~~(fat)~~Healing ~~collection,~~– ~~processing~~the ~~and~~creation ~~storage~~of ~~solution~~topical ~~used~~applications ~~by cosmetic~~ and ~~plastic~~ingredients ~~surgeons~~used toby ~~provide~~physicians ~~their~~in ~~patients with~~the ~~multiple~~wound ~~tissue~~care ~~transfer~~ and ~~storage~~cosmetic ~~options.~~industries ~~The~~as ~~ATGRAFT™~~well ~~service,~~as ~~through~~therapeutic ~~one~~cellular ~~liposuction~~applications ~~procedure, allows~~and ~~individuals~~bio-materials todevelopment. ~~prepare~~An ~~for~~initial ~~multiple~~pilot ~~future~~study ~~cosmetic~~involving ora ~~regenerative~~minimum ~~procedures~~of by10 ~~using~~participants ~~their own stored adipose tissue as natural biocompatible filler, or~~ for ~~multiple cellular therapy applications over time without~~ the ~~trauma~~assessment of ~~further~~its ~~liposuctions. Many~~autologous ~~physicians~~tissue ~~currently~~products ~~offering~~for ~~tissue~~the ~~transfer~~wound orhealing ~~“stem~~market ~~cell~~is ~~(SVF)”~~underway. ~~therapies~~The ~~are~~Company ~~required~~is tocombining ~~perform~~its ~~a concurrent~~ tissue ~~harvest~~products, ~~for each transfer or procedure~~ which ~~increases~~do ~~the~~not ~~opportunities~~require ~~for~~FDA ~~infection~~approval, atwith ~~the~~current ~~harvest site and the development~~ standard-of ~~long~~-~~term~~care ~~complications~~methods ~~related~~ to accelerate and improve the ~~formation~~healing of ~~scar~~diabetic ~~tissue~~and ~~(stroma)~~non-diabetic atwounds ~~the~~and ~~harvest site(s)~~ulcers.

5. ATGRAFT™ ~~supported~~ ~~procedures~~– products include; ~~breast~~adipose ~~reconstruction,~~tissue ~~layered~~and ~~augmentations,~~cell ~~buttocks~~sample ~~enhancement,~~processing ~~volume~~and ~~corrections of~~storage ~~the~~as ~~hands,~~a ~~feet,~~form ~~face~~of ~~and~~personal ~~neck~~“bio-insurance”, ~~areas~~and ~~that experience significant~~ adipose tissue (fat) ~~volume~~storage ~~reduction~~for ascosmetic ~~we age. ATGRAFT™ is processed and stored utilizing our cGMP standards so that any stored~~ fat ~~tissue~~engraftment ~~sample~~procedures. ~~may~~High indemand ~~the future be further processed to create, “ATCELL™”,~~ for ~~use~~pure inand ~~Regenerative~~natural ~~Medicine~~aesthetics ~~applications. The ATGRAFT™ service is included~~ in ~~our~~fast ~~granted~~growing ~~patent~~cosmetic ~~“Business~~industry ~~Method~~with ~~for~~non-FDA ~~Collection~~required plastic, ~~Processing~~cosmetic, ~~Cryogenic Storage~~ and ~~Distribution of~~reconstructive asurgical ~~Biologic~~“fat ~~Sample Material~~filler” ~~US Patent Number 10,014,079, issued July 3, 2018~~.

~~The~~About Company’s charges processing fees for ATGRAFT™ tissue processing and minimum annual storage fees based on the volume of tissue processed. These processing and storage fees may be paid by the collecting/treating physician or the consumer. The Company earns additional fees upon sample retrieval, for the thawing, packaging and shipment of the stored samples to the physician or clinical “point-of-care” for immediate use upon receipt. Additionally, physicians may request that any stored ATGRAFT™ tissue sample of 25ml or greater be reprocessed utilizing the Company’s ATCELL™ ~~and Autokine-CM™ processing to create topical therapy or cosmetic products, on-demand.~~

~~Laboratory~~The Company ~~Products;~~has ~~Culture~~established ~~Medium,~~and trademarked ATCELL™ as the brand name for its line of adipose derived stem cell products. ATCELL™ is a purified sample of adipose tissue derived from adipose tissue through our manufacturing processes that can be incubated and grown ~~Manufacturing~~(cultured) ~~Services~~to large quantities in cGMP conditions.

~~CELLECT®~~ATCELL™ ~~Collection,~~Adipose ~~Transportation,~~Derived ~~and~~Mesenchymal ~~Storage~~Cells ~~System~~Processed –and Ancharacterized ~~unbreakable~~adipose ~~“chain~~derived ofcells ~~custody”~~created ~~solution~~using tothe Company’s ~~collect~~proprietary, validated and ~~deliver~~patented ~~tissue~~Standard ~~samples~~Operating ~~utilizing~~Procedures ~~proprietary~~(SOPs) ~~and~~of ~~patent~~its ~~pending~~manufacturing ~~methods~~platform and ~~materials.~~the ~~The CELLECT® service~~Company’s isACSelerate™ ~~the~~patented ~~required~~cell ~~platform~~culture ~~for~~media. ~~the~~Cell ~~collection~~lines ~~and~~may ~~transportation~~also ofbe ~~live~~custom ~~adipose~~created ~~tissue~~for ~~samples~~patients desiring to ~~American~~store ~~CryoStem~~their ~~Corporation’s processing~~cells ~~facility.~~for ~~Tissue~~their ~~collected~~own ~~and~~future ~~transported~~use in ~~our~~Regenerative ~~CELLECT~~Medicine ~~kits~~procedures, isshipped ~~monitored~~“On ~~through the transportation process to assures the highest viability upon laboratory receipt~~Demand”. ~~The~~Customer ~~CELLECT® system incorporates our ACSelerate–TR™~~samples ~~transport~~are ~~medium~~collected toby ~~support~~ the ~~health~~physician ofin ~~the~~an ~~tissue~~mini ~~during~~liposuction ~~transport.~~procedure ~~The~~and ~~ability~~delivered to ~~support~~ the ~~health~~Company’s offacility utilizing the ~~collected~~CELLECT® ~~tissue~~collection ~~using~~system ~~our~~and ~~proprietary~~ACSelerate™ ~~material~~transport ~~and~~medium ~~services~~to ~~greatly~~conform ~~enhances~~to our ~~highly~~validated ~~consistent~~quality ~~and repeatable manufacturing and processing~~control ~~protocol~~standards. The ~~CELLECT®~~Company ~~service~~charges isits ~~included~~customers ~~in our granted patent “Business Method for Collection, Processing, Cryogenic Storage and Distribution of~~ a ~~Biologic~~fee ~~Sample~~to ~~Material”~~process USnewly ~~Patent~~collected ~~Number~~client ~~10,014,079,~~tissue ~~issued~~samples ~~July~~into 3,cellular ~~2018~~samples.

~~American CryoStem~~ATCELL’s isrepeatable ~~the~~sample ~~first~~manufacturing ~~tissue~~process ~~bank~~is designed to ~~globally~~comply ~~incorporate~~with ~~through its CELLECT® service~~ the ~~International~~requirements ~~Blood~~of ~~Banking identification, labeling and product identification coding system. This labeling system is an acceptable machine-readable labeling standard, product description, and bar-coding system for~~ FDA ~~Center~~to ~~for~~produce ~~Biologics~~highly ~~Evaluation~~consistent and ~~Research under 21 CFR 606.12(c)13.~~validated ~~American~~cellular ~~CryoStem~~products ~~conforms~~necessary to ~~this~~achieve ~~standard~~regulatory inapproval. ~~its~~The ~~laboratory~~validation ~~facility~~of ~~and~~our ~~all~~manufacturing ~~cellular~~process and ~~tissue~~quality ~~products~~control ~~produced at the facility~~results ~~carry~~are ~~our~~of ~~W3750~~great ~~ICCBBA~~value ~~facility~~in ~~identifier~~biomanufacturing ~~allowing any hospital, clinic, laboratory~~ and ~~regulator~~serve ~~worldwide~~as ~~to identify~~ the ~~origin and~~basis ~~obtain~~for ~~additional~~approval ~~information~~and oncommercial ~~any~~product ~~sample produced at an American CryoStem laboratory facility~~development. ~~The Company requires use of this standard in all laboratories that license or utilize our technology.~~

23The Company’s ATCELL™ cell lines are cultured in our patented ACSelerate™ cell culture media. All processed samples: tissue, cells, and research materials are made available for clinical study therapies, tissue transfer or sale to research institutions. All samples are tested for sterility, disease, lifespan, and population doubling rate (PDL). Cell morphology is confirmed by (i) flow cytometry (6 markers) and (ii) tri-lineage differentiation analysis using ACSelerate™ differentiation media. Each ATCELL™ line can be further processed and differentiated allowing the Company to provide genetically matched cell types. We believe this research methodology may provide opportunities for the Company’s ATCELL™ and ACSelerate™ products to become the building blocks of additional commercial application development.

~~ACSelerate™ Cell~~The ~~Culture Media Products – Manufactured patented cell culture media products for growing human stromal cells (including all cells found in human skin, fat and other connective tissue). Certain of the~~ Company~~’s ACSelerate™~~ ~~cell~~believes ~~culture~~it ~~media~~can ~~lines~~earn ~~are~~additional ~~available~~fees inbased ~~animal~~upon ~~serum~~storage ~~free, which may be suitable for human~~ and ~~therapeutic~~retrieval ~~uses,~~fees ~~or in a low serum version for application development~~ and ~~research purposes. The patented ACSelerate™ cell culture media line(s) were specifically developed to address increasing industry demand~~ for ~~fetal~~future ~~bovine~~product ~~serum-free cell culture products~~creation. ~~The~~Cell ~~use~~culturing ~~of fetal bovine serum (FBS)~~ and ~~other animal products in cellular therapy application development and manufacture~~ ~~raises~~differentiation ~~concerns and generates debates within the scientific and regulatory community relating to potential human/animal cross-contamination. These same concerns~~ may ~~lead~~be toperformed ~~additional~~upon ~~expensive~~receipt ~~and~~of ~~expansive testing and documentation requirements with~~ the ~~FDA~~raw ~~during the~~tissue ~~application~~sample ~~and approval process for new cellular therapies manufactured with~~ or ~~containing~~at ~~animal~~any ortime ~~animal~~on ~~derived~~a ~~products. FDA~~previously ~~concerns~~processed ~~are evidenced in their Guidance’s~~ and ~~Guidelines regarding cellular therapy involving human cells, tissues~~cryopreserved ~~and~~tissue ~~products~~or ~~(HCT/Ps)~~master ~~published~~cell ~~and maintained by the FDA~~sample. ~~Management~~ATCELL™ ~~believes~~has shown that ~~eliminating~~it oris ~~greatly~~ideally ~~reducing~~suited ~~FBS~~for indifferentiation ~~cellular~~into ~~manufacturing,~~additional ~~applications~~cell ~~and~~types ~~products~~(bone, ~~can~~cartilage, ~~eliminate~~etc.) orutilizing ~~ease~~our ~~these~~patented ~~scientific~~ACSelerate™ ~~and~~line ~~regulatory~~of ~~concerns and may prove to be a~~differentiation ~~winning strategy for cellular therapy application developers seeking FDA approval~~mediums.

The Company entered into a licensing and manufacturing agreement with PeproTech (April 4, 2016) a life sciences company formed in 1988. PeproTech is the trusted source for the development and manufacturing of high quality cytokine products for the life-science and cell therapy markets. PeproTech has grown into a global enterprise with state-of-the-art manufacturing facilities in the US, and offices around the world. With over 2,000 products PeproTech has developed and refined innovative protocols to ensure quality, reliability and consistency. The licensed medium is marketed under both PeproTech’s PeproGrow and the Company’s ACSelerate MAX brands.22

OnThe ~~August 2,~~ATCELL™ ~~2011~~processing, ~~the~~products ~~Company~~and ~~was~~services ~~issued~~are USincorporated ~~patent~~into ~~number~~multiple ~~7,989,205~~granted ~~for~~patents ~~“Cell~~including ~~Culture~~the ~~Media,~~granted ~~Kits~~claim of: “Systems and Methods offor ~~Use.”~~the ~~The~~Digestion ~~granted claims~~of ~~include~~Adipose ~~media~~Tissue ~~variations~~Samples ~~for~~Obtained ~~cellular~~from ~~differentiation~~a ofClient ~~ADSCs~~for ~~into~~Cryopreservation” ~~osteoblasts~~US ~~(bone)~~10, ~~chondrocytes (cartilage)~~154, ~~adipocytes~~664 ~~(fat),~~issued ~~neural~~December ~~cells~~18, 2018, and ~~smooth~~“Business ~~muscles~~Method ~~cells~~for inCollection, ~~both~~Processing, ~~HSA~~Cryogenic ~~medium~~Storage ~~grade~~ and ~~FBS~~Distribution ~~(research)~~of ~~grade.~~a ~~This patent covers both non-GMP~~Biologic ~~research~~Sample ~~grades~~Material” ~~and~~US ~~cGMP~~Patent ~~grades~~Number ~~suitable~~10,014,079, ~~for~~issued ~~cell~~July ~~culture~~3, ~~of adipose-derived stem cells~~2018. ~~Additionally,~~The onACSelerate™ ~~November~~Medium 8,products ~~2016,~~are ~~the~~incorporated ~~Company~~into ~~was~~our granted ~~additional~~patents ~~claims~~“Cell ~~from~~Culture ~~the~~Media, ~~continuation~~Kits ~~U.S.~~and ~~Serial~~Methods ~~No.~~of ~~13/194,900~~Use”; ~~issued~~US ~~as a new~~ Patent ~~Serial~~ No. 97,~~487~~989,~~755. Prior~~205 toissued ~~the~~August ~~issuance~~2, ~~the~~2011, with ~~Company~~additional ~~filed~~claims agranted ~~continuation~~ in ~~part~~US ~~(CIP)~~Patent ~~containing~~No. ~~additional~~9,487,755 ~~claims~~granted ~~related~~November to8, ~~our ongoing media development~~2016.

~~The~~Tissue ~~Company~~Processing ~~supports its marketing efforts by making ATCELL™ samples available for research purposes~~ and ~~for internal~~Storage product development through our collaborative and partnering programs. We believe these cell lines may be suitable for use by private researchers and universities for use in pre-clinical trial studies and in-vitro research. We also believe that the Company’s ability to provide these materials for these research and development collaborators, partners and other third parties extends the Company’s ability to become a primary source of clinical grade materials and services necessary to support approved applications and treatments.Services:

ATGRAFT is an adipose tissue (fat) collection, processing and storage solution used by cosmetic and plastic surgeons to provide their patients with multiple tissue transfer and storage options. The ~~Company~~ATGRAFT™ ~~has~~service, ~~created~~through ~~several~~one liposuction procedure, ~~versions~~allows individuals to prepare for multiple future cosmetic or regenerative procedures by using their own stored adipose tissue as natural biocompatible filler, or for multiple cellular therapy applications over time without the trauma of ~~its~~further ~~ACSelerate™~~liposuctions. Many physicians currently offering tissue transfer or “stem cell ~~culture~~(SVF)” ~~media~~therapies ~~including:~~are required to perform a concurrent tissue harvest for each transfer or procedure which increases the opportunities for infection at the harvest site and the development of long-term complications related to the formation of scar tissue (stroma) at the harvest site(s).

·ATGRAFT™ supported ~~ACSelerate-MAX~~procedures include; breast reconstruction, layered augmentations, buttocks enhancement, volume corrections of the hands, feet, face and neck areas that experience significant adipose tissue (fat) volume reduction as we age. ATGRAFT™ is ~~-xeno~~processed ~~serum~~and ~~free~~stored ~~cell~~utilizing ~~culture~~our ~~media~~cGMP standards so that any stored fat tissue sample may in the future be further processed to create, “ATCELL™”, for use in Regenerative Medicine applications. The ATGRAFT™ service is included in our granted patent “Business Method for Collection, Processing, Cryogenic Storage and Distribution of a Biologic Sample Material” US Patent Number 10,014,079, issued July 3, 2018.

·The ~~ACSelerate~~Company’s charges processing fees for ATGRAFT™ tissue processing and minimum annual storage fees based on the volume of tissue processed. These processing and storage fees may be paid by the collecting/treating physician or the consumer. The Company earns additional fees upon sample retrieval, for the thawing, packaging and shipment of the stored samples to the physician or clinical “point-~~SFM~~of-care” for immediate use upon receipt. Additionally, physicians may request that any stored ATGRAFT™ tissue sample of 25ml or greater be reprocessed utilizing the Company’s ATCELL™ and Autokine-CM™ processing ~~animal~~to ~~serum~~create ~~free~~topical ~~cell~~therapy ~~culture~~or ~~media~~cosmetic products, on-demand.

·Laboratory Products; ~~ACSelerate-LSM™~~Culture -Medium, ~~low~~and ~~FBS~~Manufacturing ~~(0.05%) cell culture media,~~Services

·CELLECT® Collection, Transportation, and Storage System – An unbreakable “chain of custody” solution to collect and deliver tissue samples utilizing proprietary and patent pending methods and materials. The CELLECT® service is the required platform for the collection and transportation of live adipose tissue samples to American CryoStem Corporation’s processing facility. Tissue collected and transported in our CELLECT kits is monitored through the transportation process to assures the highest viability upon laboratory receipt. The CELLECT® system incorporates our ACSelerate~~-CY~~–TR™- transport medium to support the health of the tissue during transport. The ability to support the health of the collected tissue using our proprietary material and services greatly enhances our highly consistent and repeatable manufacturing and processing protocol. The CELLECT® service is included in our granted patent “Business Method for ~~differentiation~~Collection, Processing, Cryogenic Storage and Distribution of ~~ATCELL™~~a ~~into~~Biologic ~~chondrocytes~~Sample ~~(ATCELL-CY™)~~Material” US Patent Number 10,014,079, issued July 3, 2018.

·American ~~ACSelerate~~CryoStem is the first tissue bank to globally incorporate through its CELLECT® service the International Blood Banking identification, labeling and product identification coding system. This labeling system is an acceptable machine-~~OB™~~readable labeling standard, product description, and bar-coding system for ~~differentiation~~FDA ofCenter ~~ATCELL™~~for ~~into~~Biologics ~~osteoblasts~~Evaluation and Research under 21 CFR 606.12(~~ATCELL-OB™~~c)13. American CryoStem conforms to this standard in its laboratory facility and all cellular and tissue products produced at the facility carry our W3750 ICCBBA facility identifier allowing any hospital, clinic, laboratory and regulator worldwide to identify the origin and obtain additional information on any sample produced at an American CryoStem laboratory facility. The Company requires use of this standard in all laboratories that license or utilize our technology.

· ACSelerate~~-AD~~™ Cell -Culture Media Products – Manufactured patented cell culture media products for ~~differentiation~~growing human stromal cells (including all cells found in human skin, fat and other connective tissue). Certain of ~~ATCELL~~the Company’s ACSelerate™ ~~into~~cell ~~adipocytes~~culture media lines are available in animal serum free, which may be suitable for human and therapeutic uses, or in a low serum version for application development and research purposes. The patented ACSelerate™ cell culture media line(~~ATCELL~~s) were specifically developed to address increasing industry demand for fetal bovine serum-~~AD™~~free cell culture products. The use of fetal bovine serum (FBS) and other animal products in cellular therapy application development and manufacture raises concerns and generates debates within the scientific and regulatory community relating to potential human/animal cross-contamination. These same concerns may lead to additional expensive and expansive testing and documentation requirements with the FDA during the application and approval process for new cellular therapies manufactured with or containing animal or animal derived products. FDA concerns are evidenced in their Guidance’s and Guidelines regarding cellular therapy involving human cells, tissues and products (HCT/Ps) published and maintained by the FDA. Management believes that eliminating or greatly reducing FBS in cellular manufacturing, applications and products can eliminate or ease these scientific and regulatory concerns and may prove to be a winning strategy for cellular therapy application developers seeking FDA approval.

~~· ACSelerate-MY™- for differentiation of ATCELL™ into myocytes (ATCELL-MY™)~~23

·The ~~ACSelerate-CP™-~~Company entered ~~non-DMSO~~into a licensing and manufacturing agreement with PeproTech (~~Dimethyl~~April ~~Sulfoxide~~4, 2016) ~~cellular~~a ~~cryopreservation~~life ~~media~~sciences company formed in 1988. PeproTech is the trusted source for the development and manufacturing of high quality cytokine products for the life-science and cell therapy markets. PeproTech has grown into a global enterprise with state-of-the-art manufacturing facilities in the US, and offices around the world. With over 2,000 products PeproTech has developed and refined innovative protocols to ensure quality, reliability and consistency. The licensed medium is marketed under both PeproTech’s PeproGrow and the Company’s ACSelerate MAX brands.

·On ~~ACSelerate~~August 2, 2011, the Company was issued US patent number 7,989,205 for “Cell Culture Media, Kits and Methods of Use.” The granted claims include media variations for cellular differentiation of ADSCs into osteoblasts (bone), chondrocytes (cartilage), adipocytes (fat), neural cells, and smooth muscles cells in both HSA medium grade and FBS (research) grade. This patent covers both non-~~TR™~~GMP research grades and cGMP grades suitable for cell culture of adipose-derived ~~sterile~~stem ~~transportation~~cells. ~~medium~~Additionally, ~~designed~~on toNovember ~~maintain~~8, 2016, the Company ~~viability~~was ofgranted additional claims from the ~~tissue~~continuation ~~during~~U.S. Serial No. 13/194,900 issued as a new Patent Serial No. 9,487,755. Prior to the ~~shipment~~issuance ofthe ~~adipose~~Company ~~tissue~~filed a continuation in part (CIP) containing additional claims related to our ~~processing~~ongoing ~~facility~~media development.

The Company ~~continues~~supports toits ~~optimize~~marketing ~~additional~~efforts ~~versions~~by ofmaking ~~ACSelerate~~ATCELL™ ~~media~~samples ~~that~~available ~~may be necessary~~ for ~~use~~research inpurposes ~~future~~and for ~~applications.~~internal Onproduct ~~December~~development ~~31,~~through ~~2014~~our ~~the~~collaborative ~~Company~~and ~~filed~~partnering aprograms. ~~patent~~We ~~application~~believe ~~for~~these ancell ~~advanced~~lines ~~medium~~may ~~formulation~~be ~~titled~~suitable ~~Human Albumin~~for ~~Serum~~use ~~for~~by ~~Cell~~private ~~Culture~~researchers ~~Medium~~and universities for ~~Growth~~use ofin ~~Human~~pre-clinical ~~Adipose~~trial ~~Stromal~~studies ~~Cells.~~and ~~(US~~in-vitro ~~Serial No~~research. ~~62/098799)~~We ~~representing~~also ~~the~~believe ~~initial results~~that ~~of this ongoing optimization program. On December 31, 2015,~~ the Company’s ~~converted~~ability ~~the provisional patent application~~ to anprovide ~~international PCT~~these ~~filing~~materials ~~(PCT/US/68350) under the title Human Serum~~ for ~~Cell~~these ~~Culture~~research ~~for~~and ~~Growth~~development ofcollaborators, ~~Human~~partners ~~Adipose~~and ~~Stromal~~other ~~Cells.~~third parties Toextends ~~date~~ the ~~patent~~ ~~has~~Company’s ~~also~~ability ~~been~~to ~~filed~~become ina ~~the~~primary ~~following~~source ~~additional~~of ~~countries:~~clinical ~~China~~grade materials and ~~Hong~~services ~~Kong,~~necessary ~~India,~~to ~~Mexico, Brazil, the European Union,~~support ~~US,~~approved ~~Japan,~~applications ~~Thailand, Brazil, Russia, Australia, New Zealand, Canada,~~ and ~~Saudi Arabia~~treatments.

24The Company has created several versions of its ACSelerate™ cell culture media including:

~~Contract Manufacturing,~~· ~~Autokine~~ACSelerate-~~CM®~~MAX™ ~~Anti-Aging, Autologous Skin Care Product Line~~– ~~Under~~xeno ~~agreement~~serum ~~with Personal~~free ~~Cell Sciences Corp. (PCS), we manufacture the key ingredient Autokine-CM® (autologous adipose derived stem~~ cell conditioned medium) for PCS’ U-Autologous™ anti-aging topical formulation. Every product is genetically unique to the patient and custom blended, deriving its key ingredients from the individual client’s own adipose derived stem cells. The Company provides its CELLECT® Tissue Collection service to collect the required tissue to manufacture the U-Autologous™ product and processes it under the same Standard Operating Procedures (SOP’s) that it developed for the ATGRAFT™ and ATCELL™ processing services utilizing ACSelerate™ cell culture media~~. The Company receives collection~~, processing and storage fees and earns a royalty on all U-Autologous product sales. The utilization of the Company’s core services in its contract manufacturing relationships provides opportunities for the Company to promote ATGRAFT™ and ATCELL™ products.

~~CRYO’s contract~~· ~~manufacturing~~ACSelerate-SFM™ ~~services~~– ~~can~~animal beserum ~~extended~~free tocell ~~develop~~culture ~~custom and/or white label products and services for both local and global cosmetic and regenerative medicine companies~~media, physicians, wellness clinics and medical spas. The Company intends to expand its relationships and contract manufacturing regionally through its physician networks and globally through its International Licensing Program.

~~International Licensing~~· ~~Program~~ACSelerate-LSM™ – ~~COVID~~low ~~RISK~~FBS ~~FACTOR~~(0.05%) cell culture media,

~~The~~· ~~development of our products could be disrupted and materially adversely affected in the future by a pandemic, epidemic or outbreak of an infectious disease like the recent outbreak of COVID~~ACSelerate-~~19.~~CY™– For example, as a result of measures imposed by the governments in regions affected by COVID-19 businesses have been suspended due to quarantines or “stay at home” orders intended to contain this outbreak. Furthermore, many patients had concerns about making hospital and physician office visits for ~~fear~~differentiation of ~~contracting~~ATCELL™ ~~the~~into ~~virus.~~chondrocytes ~~These factors may have direct adverse impact on our ability to enroll participants in our clinical trial programs. In addition, travel restrictions, stay~~(ATCELL-~~in-place orders and other measures including information control. specifically in Asian countries~~CY™), such as China, imposed by governmental agencies and health organizations to prevent the spread of COVID-19 and protect the citizenry, have had an adverse impact on the flow of information, goods and services between nations. The supply disruptions have resulted in shortages of goods and materials. This could also impact our ability to produce the products we need to conduct our clinical trials. In addition, these measures have resulted in delays to the regulatory process, which may also have an adverse impact on our business. We are still assessing our business plans and the impact COVID-19 may have on our ability to advance the development of our drug candidates or to raise financing to support the development of our drug candidates, we cannot assure you that we will be able to avoid part or all of any impact from the spread of COVID-19 or its consequences, including downturns in business sentiment generally or in our sector in particular.

~~The~~· ~~Company is~~ACSelerate-OB™– ~~aware many jurisdictions outside the US currently permit cellular therapies and regenerative medicine applications. The Company has targeted these jurisdictions~~ for ~~licensing~~differentiation ~~its technologies to local operators and facilities and receives numerous unsolicited international inquiries concerning the sale or licensing~~ of ~~our~~ATCELL™ ~~SOPs,~~into ~~culture~~osteoblasts medium products and tissue banking services for use in the Regenerative Medicine and Medical Tourism Markets. The Company believes that the inquiries to date are a result of the global boom in Medical Tourism, Regenerative and Personalized Medicine and the slow pace of approval of cellular therapies and regenerative medicine applications in the US. To address the Company’s sales, marketing and branding opportunities globally, the Company has included in its international licensing program metrics to vet potential partners and collaborators and their facilities. To date we have licensed our technologies in Hong Kong, China, and Thailand.(ATCELL-OB™)

~~The Company~~· ~~believes~~ACSelerate-AD™ it– can take advantage of the significant growth of the global cellular therapy market through its international licensing and marketing efforts. A recently published study by Transparency Market Research predicts the global market for ~~stem~~differentiation ~~cells is expected to register a healthy CAGR~~ of ~~13.8%~~ATCELL™ ~~during~~into ~~the~~adipocytes ~~period from 2017 to 2025 to become worth US$270.5 bn by 2025.~~(ATCELL-AD™)

· ACSelerate-MY™– for differentiation of ATCELL™ into myocytes (~~https://www.transparencymarketresearch.com/pressrelease/stem~~ATCELL-~~cells-market.htm~~MY™)

~~China~~· ACSelerate-CP™– non-DMSO (Dimethyl Sulfoxide) cellular cryopreservation media

On· ~~July 12,~~ACSelerate-TR™– ~~2018~~sterile ~~the~~transportation ~~Company~~medium ~~announced~~designed ~~the~~to ~~national~~maintain launch of its ATGRAFTTM tissue collection, processing and storage technology by Baoxin Asia Pacific Biotechnology (Shenzhen) Co. Ltd. (“Baoxin”) in China. The Company’s management team traveled throughout southeast China with the ~~management~~viability ~~and marketing team~~ of ~~Baoxin to present~~ the ~~ATGRAFTTM platform to~~tissue ~~leading~~during ~~plastic and cosmetic surgery hospitals in Shenzhen, Nanning, Guangzhou, Guangxi and Changsha. Additionally, Mr. Arnone and Mr. Dudzinski attended~~ the ~~signing~~shipment of ~~investment~~adipose ~~documents~~tissue ~~between~~to ~~Baoxin~~our ~~and~~processing ~~Chinese government and Banking officials in Shenzhen, China as well as the official launch presentation and evening gala hosted by Baoxin in Shenzhen~~facility.

The ~~China launch~~Company ~~activities~~continues ~~were~~to inoptimize ~~support~~additional versions of ~~the~~ACSelerate™ ~~Company’s~~media ~~licensing~~that ~~and~~may ~~supply~~be ~~agreement~~necessary ~~with~~for ~~Baoxin,~~use ~~under~~in ~~which~~future applications. ~~Baoxin~~On ~~agreed~~December to31, ~~pay~~ 2014, the Company filed a ~~minimum~~patent ~~annual~~application ~~guarantee~~for ~~against~~an aadvanced ~~fixed~~medium ~~fee~~formulation ~~per~~titled ~~process~~Human ~~and~~Albumin Serum ~~purchase~~for ~~certain~~Cell ~~necessary~~Culture ~~consumables~~Medium ~~from CRYO required~~ for ~~the~~Growth ~~collection,~~of ~~processing~~Human ~~and~~Adipose ~~storage~~Stromal ofCells. ~~the~~(US ~~collected~~Serial ~~adipose tissue~~No. ~~Under~~62/098799) representing the ~~terms~~initial results of ~~the~~this ~~Agreements~~ongoing ~~signed~~optimization inprogram. ~~Fiscal 2018~~On December 31, 2015, the Company ~~invested~~converted inthe ~~and~~provisional ~~currently~~patent ~~holds~~application ~~five~~to ~~percent~~an international PCT filing (5%PCT/US/68350) ofunder ~~Baoxin~~the ~~shares.~~title ~~Additionally,~~Human ~~Mr.~~Serum ~~Arnone~~for ~~and~~Cell ~~Mr.~~Culture ~~Dudzinski were~~for ~~elected~~Growth toof ~~serve~~Human asAdipose ~~Directors~~Stromal ofCells. ~~Baoxin~~To ~~during~~date ~~their~~the patent ~~visit~~has toalso ~~Shenzhen,~~been ~~China.~~filed ~~Mr.~~in ~~Arnone~~the ~~resigned~~following asadditional acountries: ~~board~~China ~~Member~~and ofHong ~~Baoxin in~~Kong, ~~2019.~~India, ~~Mr.~~Mexico, ~~Dudzinski~~Brazil, ~~continues~~the toEuropean ~~serve~~Union, US, ~~the~~Japan, ~~Company’s~~Thailand, ~~interests~~Brazil, asRussia, aAustralia, ~~board~~New ~~member~~Zealand, ofCanada, ~~Baoxin~~and Saudi Arabia.

25Contract Manufacturing, Autokine-CM® Anti-Aging, Autologous Skin Care Product Line – Under agreement with Personal Cell Sciences Corp. (PCS), we manufacture the key ingredient Autokine-CM® (autologous adipose derived stem cell conditioned medium) for PCS’ U-Autologous™ anti-aging topical formulation. Every product is genetically unique to the patient and custom blended, deriving its key ingredients from the individual client’s own adipose derived stem cells. The Company provides its CELLECT® Tissue Collection service to collect the required tissue to manufacture the U-Autologous™ product and processes it under the same Standard Operating Procedures (SOP’s) that it developed for the ATGRAFT™ and ATCELL™ processing services utilizing ACSelerate™ cell culture media. The Company receives collection, processing and storage fees and earns a royalty on all U-Autologous product sales. The utilization of the Company’s core services in its contract manufacturing relationships provides opportunities for the Company to promote ATGRAFT™ and ATCELL™ products.

During Fiscal 2020 and 2021, due to the continuing effects of the COVID pandemic and associated government policies and regulations Baoxin suspended its processing activities. Baoxin is an emerging biotechnology company in China that has relied to date on investment to fund operation and build their facilities, as is typical for these types of companies. During 2020 and 2021, Baoxin developed a new state of the art facility with sizable clean rooms and biomaterial storage space. The facility was completed in February 2021 and officially opened in May of 2021. Unfortunately, due to the continued effects of COVID and the appearance of new variants Baoxin has been unable to restart operations and its marketing programs.24

~~Hong~~CRYO’s ~~Kong~~contract manufacturing services can be extended to develop custom and/or white label products and services for both local and global cosmetic and regenerative medicine companies, physicians, wellness clinics and medical spas. The Company intends to expand its relationships and contract manufacturing regionally through its physician networks and globally through its International Licensing Program.

~~On June~~International ~~30,~~Licensing ~~2014~~Program ~~the~~– ~~Company~~COVID ~~granted~~RISK Health Information Technology Company, LTD (“HIT”) exclusive rights to utilize the Company’s Standard Operating Procedures (SOP’s) to market the Company’s ATGRAFT™ tissue storage service for Hong Kong. The Agreement calls for upfront fees, royalties and the purchase by HIT of certain consumables manufactured by the Company. The Company and HIT reached further agreement to extend their relationship on a non exclusive basis to include HIT’s cord blood laboratory located in Shenzhen, Guangdong Province, one of China’s most successful Special Economic Zones. The HIT agreement includes initial upfront fees and royalty payments for predetermined gross revenue volumes. HIT will also purchase CRYO ACSelerate™ storage media, CELLECT™ collection and transportation kits as well as other American CryoStem products necessary for clinical adipose tissue processing and storage at the Shenzhen facility. The final master licensing agreement is for a period of 5 years with renewal options and was executed between the parties on September 24, 2014. The HIT license has been extended per the terms of Schedule B of the Term Sheet, dated June 30, 2014, for an additional 3-year period to June 30, 2023.FACTOR

InThe development ~~2017~~of our products could be disrupted and materially adversely affected in the future by a pandemic, epidemic or outbreak of an infectious disease like the recent outbreak of COVID-19. For example, as ~~part~~a result of measures imposed by the ~~Company’s~~governments ~~transaction~~in ~~with~~regions ~~Baoxin~~affected by COVID-19 businesses have been suspended due to quarantines or “stay at home” orders intended to contain this outbreak. Furthermore, ~~HIT~~many patients had concerns about making hospital and physician office visits for fear of contracting the ~~Company~~virus. ~~agreed~~These factors may have direct adverse impact on our ability to ~~transfer~~enroll ~~certain~~participants ~~product~~in our clinical trial programs. In addition, travel restrictions, stay-in-place orders and other ~~distribution~~measures including information control. specifically in Asian countries, such ~~rights~~as ~~granted~~China, imposed by governmental agencies and health organizations to ~~HIT~~prevent ~~under~~the spread ~~its~~of ~~2014~~COVID-19 and ~~agreement~~protect tothe citizenry, ~~Baoxin~~have had an adverse impact on the flow of information, goods and services between nations. The supply ~~Company~~disruptions ~~was~~have resulted ~~paid~~in shortages of ~~fee~~goods ofand ~~US$100~~materials. This could also impact our ability to produce the products we need to conduct our clinical trials. In addition,~~000~~ these measures have resulted in delays to the ~~transaction~~regulatory ~~and~~process, ~~was provided~~which ~~with~~may also have an ~~initial~~adverse ~~ownership~~impact ~~position~~on inour business. aWe ~~planned~~are ~~Regenerative~~still ~~Treatment~~assessing ~~Center~~our business plans and the impact COVID-19 may have on our ability to advance the development of our drug candidates or to raise financing to support the development of our drug candidates, we cannot assure you that we will be ~~established~~able byto ~~HIT~~avoid part or all of any impact from the spread of COVID-19 or its consequences, including downturns in ~~Hong~~business sentiment ~~Kong~~generally or in our sector in particular.

The ~~current~~Company ~~pandemic,~~is ~~changes~~aware inmany ~~Chinese~~jurisdictions ~~regulations~~outside the US currently permit cellular therapies and ~~policies~~regenerative ~~regarding~~medicine ~~Hong~~applications. ~~Kong,~~The ~~recent~~Company has ~~political~~targeted ~~unrest~~these jurisdictions for licensing its technologies to local operators and facilities and receives numerous unsolicited international inquiries concerning the ~~inability~~sale or licensing of ~~Chinese~~our SOPs, culture medium products and tissue banking services for ~~citizens~~use in the Regenerative Medicine and Medical Tourism Markets. The Company believes that the inquiries to ~~cross~~date are a result of the ~~border~~global ~~between~~boom ~~Hong~~in ~~Kong~~Medical ~~and~~Tourism, ~~China~~Regenerative ~~have~~and ~~significantly~~Personalized ~~curtailed~~Medicine and the ~~ability~~slow pace of ~~HIT~~approval toof ~~implement~~cellular ~~its business~~therapies ~~plans~~and toregenerative ~~utilize~~medicine applications in the US. To address the Company’s ~~technology~~sales, marketing and ~~purchase~~branding opportunities globally, the ~~associated~~Company ~~consumables~~has included in its international licensing program metrics to vet potential partners and collaborators and their facilities. To date we have licensed our technologies in Hong Kong, China, and Thailand.

~~Thailand~~The Company believes it can take advantage of the significant growth of the global cellular therapy market through its international licensing and marketing efforts. A recently published study by Transparency Market Research predicts the global market for stem cells is expected to register a healthy CAGR of 13.8% during the period from 2017 to 2025 to become worth US$270.5 bn by 2025.

~~On April 5, 2018 the Company announced further expansion of its global laboratory and cellular technology footprint by entering into an agreement to license its ATGRAFT™ and ATCELL™ adipose tissue~~ (~~fat) processing and storage technologies with CRYOVIVA (Thailand) Ltd~~https://www.~~, a Bangkok, Thailand based Cord Blood processing and storage facility~~transparencymarketresearch. ~~CRYOVIVA, Thailand, currently offers collection, processing and storage of Cord Blood derived biologics to patients throughout Thailand and Southeast Asia~~com/pressrelease/stem-cells-market.htm)

American CryoStem licensed to CRYOVIVA (Thailand) Ltd., established in 2007, the rights to utilize the Company’s Standard Operating Procedures (SOP’s) to create and market the Company’s ATGRAFT™ tissue storage service and ATCELL™ adipose derived stem cell processing and storage services in Thailand. The financial terms generally, call for the payment of certain training fees and, a percentage of the gross revenue subject to annual minimum payments generated from our products. Additionally, the Agreement calls for the purchase of CRYO consumable products required for ATGRAFT™ and ATCELL™ sample processing including CRYO’s ACSelerate™ non-DMSO cryogenic tissue storage media, transportation media, Cellect™ tissue collection kit, and ACSelerate – Max™ cell culture medium.China

~~The~~On ~~current~~July ~~COVID~~12, ~~pandemic~~2018, ~~has~~the ~~delayed~~Company ~~CRYOVIVA’s~~announced ~~scheduled~~the national launch of its ~~marketing~~ATGRAFTTM tissue ~~campaign~~collection, ~~several~~processing ~~times~~ and ~~unfortunately, CRYOVIVA~~storage ~~suspended~~technology ~~their~~by ~~tissue~~Baoxin ~~banking~~Asia ~~operations~~Pacific inBiotechnology ~~2020~~(Shenzhen) ~~and~~Co. ~~2021~~Ltd. We(“Baoxin”) ~~are~~in ~~currently~~China. inThe ~~discussions~~Company’s ~~with~~management team ~~them~~traveled ~~concerning~~throughout southeast China with the ~~restart~~management and marketing team of Baoxin to present the ATGRAFTTM platform ~~their~~to ~~operations~~leading plastic and ~~initiation~~cosmetic ofsurgery ~~their~~hospitals ~~marketing~~in ~~program~~Shenzhen, ~~for~~Nanning, ~~calendar~~Guangzhou, ~~2022~~Guangxi ~~although~~and ~~there~~Changsha. isAdditionally, noMr. ~~certainty~~Arnone and ~~that~~Mr. Dudzinski attended the ~~effects~~signing of ~~the~~ ~~pandemic~~investment ~~will~~documents ~~ease~~between ~~sufficiently~~Baoxin toand doChinese sogovernment and Banking officials in Shenzhen, China as well as the ~~near~~official ~~term~~launch presentation and evening gala hosted by Baoxin in Shenzhen.

~~Japan~~The China launch activities were in support of the Company’s licensing and supply agreement with Baoxin, under which Baoxin agreed to pay the Company a minimum annual guarantee against a fixed fee per process and purchase certain necessary consumables from CRYO required for the collection, processing and storage of the collected adipose tissue. Under the terms of the Agreements signed in Fiscal 2018, the Company invested in and currently holds five percent (5%) of Baoxin shares. Additionally, Mr. Arnone and Mr. Dudzinski were elected to serve as Directors of Baoxin during their visit to Shenzhen, China. Mr. Arnone resigned as a board Member of Baoxin in 2019. Mr. Dudzinski continues to serve the Company’s interests as a board member of Baoxin.

InDuring Fiscal ~~June~~2020 ~~2015~~and 2021, ~~The~~ ~~Company~~due ~~entered~~to ~~into~~the acontinuing ~~licensing~~effects ~~agreement~~of ~~with~~the ~~CellSource,~~COVID ~~LTD~~pandemic and associated government policies and regulations Baoxin suspended its processing activities. ~~(“CellSource”)~~Baoxin ~~located~~is an emerging biotechnology company in ~~Shibuya,~~China ~~Tokyo~~that ~~Japan~~has relied to date on investment to fund operation and build their facilities, as is typical for ~~the~~these ~~licensing~~types of ~~our~~companies. ~~AGRAFT™~~During ~~tissue~~2020 ~~processing~~ and ~~storage~~2021, ~~technology~~Baoxin ~~and~~developed a ~~the~~new ~~purchase~~state of ~~our~~the ~~CELLECT® collection~~art ~~products~~facility ~~which~~with ~~include~~sizable ~~our~~clean ~~ACSelerate-TR™~~rooms ~~transport~~and ~~medium~~biomaterial storage space. The ~~non-exclusive~~facility ~~agreement~~was ~~expired~~completed in February 2021 and officially opened in ~~June~~May of ~~2020~~2021. Unfortunately, due to the continued effects of COVID and the appearance of new variants Baoxin has been unable to restart operations and its marketing programs in 2022.

2625

~~Collaborations~~Hong ~~/ Partnering Opportunities / Acquisitions~~Kong

~~The~~On ~~Company~~June ~~recognizes~~30, 2014, the ~~benefits~~Company ofgranted ~~collaborations~~Health ~~with~~Information ~~industry~~Technology ~~and~~Company, ~~university~~LTD ~~partners~~(“HIT”) ~~and~~exclusive ~~has~~rights ~~increased~~to ~~its~~utilize ~~efforts~~the toCompany’s Standard ~~attract~~Operating ~~and~~Procedures ~~develop these~~(SOP’s) ~~relationships.~~to ~~Strategically,~~market the Company’s ~~believes~~ATGRAFT™ ~~that~~tissue ~~with~~storage aservice ~~current~~for ~~approved~~Hong ~~IND~~Kong. The ~~application~~Agreement ~~with~~calls ~~the~~for USupfront ~~FDA~~fees, royalties and the ~~strength~~ purchase by HIT of ~~its~~certain ~~granted~~consumables manufactured by the Company. The Company and ~~pending~~HIT ~~patent~~reached ~~portfolio,~~further ~~that~~agreement itto ~~can~~extend ~~attract~~their ~~new~~relationship ~~partners~~on ~~and~~a ~~collaborative~~non ~~arrangements~~exclusive ~~These~~basis ~~relationships~~to include HIT’s cord blood ~~are~~laboratory ~~generally~~located ~~covered~~in byShenzhen, ~~Confidential~~Guangdong ~~Non-Disclosure~~Province, ~~Agreements~~one ~~and~~of ~~include~~China’s ~~Material~~most ~~Transfer~~successful ~~Agreements~~Special ~~(MTA)~~Economic ~~under~~Zones. ~~which~~The ~~the~~HIT agreement ~~Company~~includes ~~may~~initial ~~supply~~upfront ~~ATCELL™~~fees and~~/or~~ royalty payments for predetermined gross revenue volumes. HIT will also purchase CRYO ACSelerate™ storage ~~medium~~media, CELLECT™ collection and transportation kits as well as other American CryoStem products necessary for ~~evaluation,~~clinical adipose ~~testing,~~tissue processing and ~~the development~~storage ofat ~~new~~the ~~cellular~~Shenzhen ~~therapy applications~~facility. The ~~Company~~final ~~has~~master ~~entered~~licensing ~~into~~agreement ~~Non-Disclosure~~is ~~and~~for ~~Material~~a ~~Transfer~~period ~~Agreements~~of 5 years with arenewal ~~number~~options ofand ~~potential~~was ~~collaborators.~~executed Nobetween ~~assurance~~the ~~can~~parties beon ~~given~~September ~~that~~24, ~~these~~2014. ~~efforts~~The orHIT ~~relationships~~license ~~will~~has ~~ultimately~~been ~~result~~extended per the terms inof ~~new~~Schedule ~~technology~~B of the Term Sheet, dated June 30, 2014, for ~~future~~an ~~commercialization~~additional 3-year period to June 30, 2023.

~~The~~In ~~Company~~2017, ~~has~~as ~~developed~~part aof ~~strategy to expand~~ the ~~opportunities~~Company’s totransaction ~~commercialize~~with ~~its~~Baoxin, ~~products~~HIT byand ~~increasing~~the ~~its~~Company ~~ability~~agreed to ~~identify~~transfer ~~and~~certain ~~pursue collaborative~~product and ~~partnering opportunities by cultivating and engaging new relationships with biotechnology companies engaged~~distribution inrights ~~similar~~granted orto ~~complimentary~~HIT ~~development~~under ~~activities.~~its ~~Included~~2014 inagreement ~~this strategy is the increased recruitment of consultants and other biotechnology experts~~ to ~~identify potential collaborators, partners and acquisition candidates~~Baoxin. The Company’s ~~goal is~~was topaid develop additional standardized cellular processing models to support FDA IND treatment protocol approvals. This may be accomplished by further identifying, and validating certain mechanisms and characteristics of ~~mesenchymal~~fee ~~stem cells related to regulating modulation~~ of ~~immune response(s) and promoting tissue regeneration and stability (homeostasis) for the treatment of traumatic injuries~~US$100,000 ~~inflammation,~~in ~~auto-immune diseases, and brain and organ damage associated with viruses such as SARS-CoV-2 (COVID-19), including,~~ the ~~expanding~~transaction ~~group of patients dealing with the chronic~~ and ~~debilitating symptoms of what is commonly~~was ~~termed~~provided ~~“Long Haul COVID” or “Long COVID.” To date the Company has completed agreements~~ with ~~the~~an ~~following entities~~initial ~~for~~ownership ~~development~~position ofin ~~new~~a ~~products~~planned ~~and~~Regenerative ~~cellular~~Treatment ~~therapy~~Center ~~targets~~to ~~although the successful commercialization of new products and therapies resulting from these activities cannot~~ be ~~assured~~established orby ~~predicted~~HIT atin ~~this~~Hong ~~time~~Kong.

~~WRNMMC~~The current pandemic, changes in Chinese regulations and policies regarding Hong Kong, recent political unrest and the inability of Chinese citizens to cross the border between Hong Kong and China have significantly curtailed the ability of HIT to implement its business plans to utilize the Company’s technology and purchase the associated consumables.

On December 3, 2020, the Company entered into a Cooperative Research and Development Agreement (CRADA) with Walter Reed National Military Medical Center (WRNMMC), the nation’s largest and most renowned joint military medical center serving the Army, Navy, Air Force and Marines located in Bethesda, Maryland.Thailand

AOn ~~Cooperative~~April ~~Research~~5, ~~and~~2018, ~~Development~~the ~~Agreement~~Company ~~(CRADA)~~announced isfurther aexpansion ~~written~~of ~~agreement~~its ~~between~~global alaboratory ~~government~~and ~~agency~~cellular ~~and~~technology afootprint ~~non-federal~~by ~~entity~~entering ~~that~~into ~~allows~~an ~~the~~agreement ~~federal~~to ~~government~~license ~~and~~ its ~~non-federal~~ATGRAFT™ ~~partners to optimize~~ and ~~maximize~~ATCELL™ ~~use~~adipose oftissue ~~their~~(fat) ~~resources,~~processing ~~exchange technical expertise in a protected fashion, share intellectual property resulting from collaborative effort,~~ and ~~speed~~storage ~~commercialization~~technologies ofwith ~~federally~~CRYOVIVA ~~developed~~(Thailand) ~~technology~~Ltd., ~~The~~a ~~Company~~Bangkok, ~~has~~Thailand ~~committed~~based ~~to provide materials including ATCell samples and Umbilical~~ Cord ~~stem~~Blood ~~cells, ACSelerate Max Growth and differentiation mediums testing and other~~ processing ~~supplies, processing~~ and ~~testing~~storage ~~methods~~facility. ~~The~~CRYOVIVA, ~~Company~~Thailand, ~~maintains the~~currently ~~rights~~offers ~~to commercialize all technology developed under this CRADA Agreement. The technology is centered on creating in vitro~~collection, ~~(test~~processing ~~tube) assays to standardize~~ and ~~commercialize~~storage ~~new~~of ~~treatment~~Cord ~~protocols;~~Blood ~~optimizing~~derived ~~quality~~biologics ~~control measures; and developing standardized protocol potency assays for precise therapy dosing. Management believes that these new assays can be commercialized~~ to ~~generate~~patients ~~substantial~~throughout ~~sales~~Thailand and ~~licensing~~Southeast ~~revenues and create value for the Company’s stakeholders~~Asia.

~~Through~~American ~~the~~CryoStem ~~Collaboration~~licensed ~~entitled~~to ~~“Stem~~CRYOVIVA ~~Cells~~(Thailand) ~~for~~Ltd., ~~Regeneration~~established ~~and~~in ~~Medical Innovation~~2007, athe ~~multi-faceted~~rights ~~and~~to ~~multi-staged~~utilize ~~research~~the Company’s Standard Operating ~~project~~Procedures ~~with~~(SOP’s) ~~WRNMMC~~to ~~Biomedical~~create ~~Laboratories,~~and market the Company’s ~~plans~~ATGRAFT™ totissue ~~develop,~~storage ~~validate~~service and ~~standardize~~ATCELL™ ~~baseline~~adipose derived ~~and~~stem ~~assay~~cell ~~metrics to~~processing ~~identify~~and ~~mesenchymal~~storage ~~stem~~services ~~cell~~in ~~(MSC)~~Thailand. ~~characteristics~~The ~~and~~financial ~~quantities~~terms ~~across~~generally, ~~various~~call ~~cell~~for ~~biomarkers~~the ~~and~~payment ~~exosome~~of ~~expressions~~certain ~~data~~training ~~sets~~fees ~~for~~and, ~~its~~a ~~ATCell™~~percentage ~~product~~of ~~for~~the ~~biologics~~gross ~~developers’~~revenue ~~use~~subject ~~worldwide.~~to ~~The~~annual ~~focus~~minimum ofpayments ~~the~~generated ~~Collaboration~~from isour toproducts. ~~enable~~Additionally, the ~~creation~~Agreement ofcalls ~~predictive~~for ~~and~~the ~~prescriptive~~purchase ~~cellular~~of ~~models~~CRYO ~~which~~consumable ~~will~~products ~~further~~required ~~enhance~~for ~~American~~ATGRAFT™ ~~CryoStem’s~~and ~~mission~~ATCELL™ assample aprocessing ~~premier~~including ~~biologics~~CRYO’s ~~manufacturer~~ACSelerate™ ~~and~~non-DMSO ~~developer~~cryogenic ~~and~~tissue bestorage ~~highly~~media, ~~valuable~~transportation tomedia, ~~the~~Cellect™ ~~medical~~tissue collection ~~community~~kit, ~~biotech~~and ~~developers,~~ACSelerate ~~and~~– ~~the public~~Max™ atcell ~~large~~culture medium.

~~WRNMMC~~The current isCOVID ~~part~~pandemic has delayed CRYOVIVA’s scheduled launch of ~~The Military~~its ~~Health~~marketing ~~System~~campaign ~~(MHS) which~~several istimes ~~the~~and ~~enterprise~~unfortunately, ~~within~~CRYOVIVA suspended their tissue banking operations in 2020 and 2021. We are currently in discussions with them concerning the ~~United~~restart ~~States~~of their ~~Department~~operations and initiation of ~~Defense that~~their ~~provides~~marketing ~~health~~program ~~care~~for tocalendar ~~active~~2022 ~~duty,~~although ~~Reserve~~there ~~component~~is ~~and retired U.S.~~no ~~Military personnel and~~certainty that the effects of ~~their~~the ~~dependents~~pandemic will ease sufficiently to do so in the near term.

The missions of the MHS are complex and interrelated: To ensure America’s 1.4 million active duty and 331,000 reserve-component personnel are healthy so they can complete their national security missions.Japan

·In ToJune 2015, ~~ensure~~the ~~that~~Company ~~all~~entered ~~active~~into ~~and~~a ~~reserve~~licensing ~~medical~~agreement ~~personnel~~with CellSource, LTD. (“CellSource”) located in ~~uniform~~Shibuya, ~~are~~Tokyo Japan ~~trained~~for ~~and~~the ~~ready~~licensing toof ~~provide~~our ~~medical~~AGRAFT™ ~~care~~tissue inprocessing ~~support~~and storage technology and the purchase of ~~operational~~our ~~forces~~CELLECT® collection ~~around~~products ~~the~~which ~~world~~include our ACSelerate-TR™ transport medium. The non-exclusive agreement expired in June of 2020.

·Collaborations / ToPartnering ~~provide~~Opportunities a/ ~~medical benefit commensurate with the service and sacrifice of more than 9.5 million active-duty personnel, military retirees, and their families.~~Acquisitions

27The Company recognizes the benefits of collaborations with industry and university partners and has increased its efforts to attract and develop these relationships. Strategically, the Company believes that with a current approved IND application with the US FDA and the strength of its granted and pending patent portfolio, that it can attract new partners and collaborative arrangements These relationships are generally covered by Confidential Non-Disclosure Agreements and include Material Transfer Agreements (MTA) under which the Company may supply ATCELL™ and/or ACSelerate™ medium products for evaluation, testing, and the development of new cellular therapy applications. The Company has entered into Non-Disclosure and Material Transfer Agreements with a number of potential collaborators. No assurance can be given that these efforts or relationships will ultimately result in new technology for future commercialization.

~~The MHS also provides health care, through the TRICARE health plan, to:~~26

·The Company ~~Active~~has developed a strategy to expand the opportunities to commercialize its products by increasing its ability to identify and pursue collaborative and partnering opportunities by cultivating and engaging new relationships with biotechnology companies engaged in similar or complimentary development activities. Included in this strategy is the increased recruitment of consultants and other biotechnology experts to identify potential collaborators, partners and acquisition candidates. The Company’s goal is to develop additional standardized cellular processing models to support FDA IND treatment protocol approvals. This may be accomplished by further identifying, and validating certain mechanisms and characteristics of mesenchymal stem cells related to regulating modulation of immune response(s) and promoting tissue regeneration and stability (homeostasis) for the treatment of traumatic injuries, inflammation, auto-~~duty~~immune ~~service~~diseases, ~~members~~and brain and ~~their~~organ ~~families~~damage associated with viruses such as SARS-CoV-2 (COVID-19), including, the expanding group of patients dealing with the chronic and debilitating symptoms of what is commonly termed “Long Haul COVID” or “Long COVID.” To date the Company has completed agreements with the following entities for development of new products and cellular therapy targets although the successful commercialization of new products and therapies resulting from these activities cannot be assured or predicted at this time.

~~· Retired service members and their families,~~WRNMMC

·On December ~~Reserve~~3, ~~component~~2020, ~~members~~the Company entered into a Cooperative Research and ~~their~~Development ~~families~~Agreement (CRADA) with Walter Reed National Military Medical Center (WRNMMC), the nation’s largest and most renowned joint military medical center serving the Army, Navy, Air Force and Marines located in Bethesda, Maryland.

·A Cooperative ~~Surviving~~Research ~~family~~and ~~members~~Development Agreement (CRADA) is a written agreement between a government agency and a non-federal entity that allows the federal government and its non-federal partners to optimize and maximize use of their resources, exchange technical expertise in a protected fashion, share intellectual property resulting from collaborative effort, and speed commercialization of federally developed technology. The Company has committed to provide materials including ATCell samples and Umbilical Cord stem cells, ACSelerate Max Growth and differentiation mediums testing and other processing supplies, processing and testing methods. The Company maintains the rights to commercialize all technology developed under this CRADA Agreement. The technology is centered on creating in vitro (test tube) assays to standardize and commercialize new treatment protocols; optimizing quality control measures; and developing standardized protocol potency assays for precise therapy dosing. Management believes that these new assays can be commercialized to generate substantial sales and licensing revenues and create value for the Company’s stakeholders.

·Through the ~~Medal~~Collaboration entitled “Stem Cells for Regeneration and Medical Innovation, a multi-faceted and multi-staged research project with WRNMMC Biomedical Laboratories, the Company plans to develop, validate and standardize baseline and assay metrics to identify mesenchymal stem cell (MSC) characteristics and quantities across various cell biomarkers and exosome expressions data sets for its ATCell™ product for biologics developers’ use worldwide. The focus of ~~Honor~~the ~~recipients~~Collaboration is to enable the creation of predictive and ~~their~~prescriptive ~~families~~cellular models which will further enhance American CryoStem’s mission as a premier biologics’ manufacturer and developer and be highly valuable to the medical community, biotech developers, and the public at large.

·WRNMMC is ~~Some~~part ~~former~~of ~~spouses~~The Military Health System (MHS) which is the enterprise within the United States Department of Defense that provides health care to active duty, Reserve component and retired U.S. Military personnel and their dependents.

·The missions ~~Others~~of ~~identified~~the asMHS ~~eligible~~are incomplex ~~the~~and ~~Defense~~interrelated: To ~~Enrollment~~ensure ~~Eligibility~~America’s ~~Reporting~~1.4 ~~System~~million active duty and 331,000 reserve-component personnel are healthy so they can complete their national security missions.

~~The~~· ~~MHS has~~To aensure ~~$50+~~that ~~billion~~all ~~budget~~active and ~~serves~~reserve ~~approximately~~medical ~~9.5~~personnel ~~million beneficiaries. The MHS employs more than 144,217~~ in 51uniform ~~hospitals, 424~~are ~~clinics,~~trained ~~248~~and ~~dental~~ready ~~clinics~~to ~~and~~provide ~~251~~medical ~~veterinary~~care ~~facilities~~in ~~across~~support ~~the~~of ~~nation~~operational ~~and~~forces around the world~~, as well as in contingency and combat-theater operations worldwide~~.

~~Muscular Dystrophy~~· To provide a medical benefit commensurate with the service and sacrifice of more than 9.5 million active-duty personnel, military retirees, and their families.

~~In March~~The ~~2020,~~MHS ~~the~~also ~~Company~~provides ~~entered~~health ~~into a collaborative agreement with RACEMD~~care, athrough ~~501c(3) charitable organization focused on~~ the ~~improvement of~~TRICARE ~~treatments~~health and therapies for patient with Duchenne Muscular Dystrophy. Duchenne muscular dystrophy (DMD) is a severe type of muscular dystrophy that primarily affects boys. Muscle weakness usually begins around the age of four and worsens quickly. Muscle loss typically occurs first in the thighs and pelvis followed by the arms. Most affected individuals are unable to walk by the age of 12. Some may have intellectual disability. DMD affects about one in 3plan,~~500~~ to 6,000 males at birth. It is the most common type of muscular dystrophy. The life expectancy is 26; however, with excellent care, some may live into their 30s or 40s. The disease is much rarer in girls, occurring approximately once in 50,000,000 live female births.:

~~The~~· ~~terms of~~Active-duty ~~the~~service ~~Agreement~~members ~~call for the Company to work with RACEMD to develop clinical therapies~~ and ~~studies~~their ~~focused on mitigating the effect of the disease~~families, improve muscle strength and quality of life in the short term and to build upon successes to seek a more curative cellular therapy solution to extend life expectancy over the long term. The Company is in the final stages of completing its plans with RACEMD to submit an initial safety study for use of ATCell as the treatment protocol and expects to make its initial filing to FDA in early 2022. RACEMD has committed to funding the initial studies and to assist the Company in creating non-dilutive funding opportunities for larger advanced studies in the future.

~~PeproTech~~· Retired service members and their families, ~~Inc.~~

On· ~~April~~Reserve ~~4, 2016~~component ~~the~~members ~~Company entered into an Agreement with PeproTech, Inc of Rocky Hill, NJ. Under the Agreement PeproTech manufactures, markets~~ and ~~distributes~~their the Company’s ACSelerate – Max cell growth medium. The Company and PeproTech completed the optimization and scale up manufacturing studies and the licensed medium is marketed under both PeproTech’sfamilies, PeproGrow and the Company’s ACSelerate MAX brands. PeproTech plans to leverage its current global sales relationships which reach a majority of all research laboratories worldwide to maximize distribution of the optimized media while the Company will concentrate its sales efforts on its collaborative and international licensing partners. Additionally, the Company and PeproTech are discussing the licensing of additional American CryoStem patented media and products for production and distribution by PeproTech, any additional media licensed to PeproTech will undergo similar optimization and scale up production testing prior to being released for sale. The Company is in ongoing discussion with PeproTech related to increasing the visibility and sales of the medium and the optimization of additional medium products focused on the differentiation of adult stem cells that are synergistic to the cell culture medium. On January 5th, 2022, Thermo Fisher Scientific completed its acquisition of PeproTech for $1.85 billion.

~~Intellectual Property~~· Surviving family members,

~~From~~· ~~the~~Medal Company’s formation, our strategy has been to invest time and capital in intellectual property protection. This strategy is intended to strengthen our Company’s foundation in any defensive or offensive legal challenge. In addition, we are developing our IP portfolio to ensure and enhance our business flexibility and allow us to gain favorable terms in potential future collaborative partnerships with third parties. Our intellectual property portfolio currently includes four issued U.S. patents (No. 7,989,205, and Serial No. 9,487,755, Cell Culture Media Kits and Methods of ~~Use,~~Honor ~~“Systems~~recipients and ~~Methods~~their for the Digestion of Adipose Tissue Samples Obtained from a Client for Cryopreservation” US 10,154,664 issued December 18, 2018, and “Business Method for Collection, Processing, Cryogenic Storage and Distribution of a Biologic Sample Material” US Patent Number 10,014,079, issued July 3, 2018); and has additional pending patent applications which are detailed in the following chart:families

28· Some former spouses, and

Title	Technology	Patent / Application Number
Cell culture media, Kits, and Methods of Use	ACS cell culture media line Covers 12 types of Medium	US Patent No. 7,989,205 Issued August 2, 2011
Cell culture media, Kits, and Methods of Use	ACS cell culture media line Additional claim Granted for all 12 medium types	US Patent No. 9,487,755 Issued November 8, 2016 Continuation of US Patent No. 7,989,205
Cell culture media, Kits, and Methods of Use	ACS cell culture media line Continuation of Granted Patent covering additional improvements	US Patent Application No. 15/344,805 Continuation of US Patent No. 7,989,205
Human serum for cell culture medium for growth of human adipose stromal cells	A cell culture medium for growth of human adipose stromal cells for human and therapeutic applications	PCT/US15/68350 30 month National Phase entry date of June 31, 2017, additional International Filings for China, India, the European Union, Saudi Arabia, Israel, Brazil, Mexico, Australia and New Zealand.
A Business Method for Collection, Cryogenic Storage and Distribution of a Biological Sample Material	Company Core Tissue Collection Processing and Storage Methodology Covers CELLECT Kit, Transport and Cryopreservation Medium for ATGRAFT and ATCELL Products	US Serial No 13/194,900 Filed June 6, 2010 Patent Application Published December 5, 2013 Claims Granted US Patent No. 10,014,079. Continuation filed upon issuance.
A Business Method for Collection, Cryogenic Storage and Distribution of a Biological Sample Material	Company Core Tissue Collection Processing and Storage Methodology Continuation covering Improvements	Developed Improvement established; Divisional, Continuation-In-Part claiming priority to US Serial No. 13/194,900 imminent (PCT Application filing planned)
Systems and Methods for the Digestion of Adipose Tissue Samples Obtained From a Client For Cryopreservation	Adipose Tissue Digestion Laboratory Processing Methods	U.S. Serial No. 13/646,647 filed October 6, 2011, Claims Granted US Patent No.10, 154,664. Continuation filed upon issuance.
Systems and Methods for the Digestion of Adipose Tissue Samples Obtained From a Client For Cryopreservation	Adipose Tissue Digestion Laboratory Processing Methods	Developed Improvement established; Divisional, Continuation-In-Part claiming priority to US Serial No. 13/646,900 imminent (PCT Application filing planned)
Compositions and Methods for collecting, Washing, Cryoprocessing, Recovering and Return of Lipoaspirate to Physicians for Autologous Adipose Transfer Procedures”	Company Adipose Tissue Storage Platform for Cosmetic Procedures Covers the core processing adipose tissue for ATGRAFT adipose tissue dermal filler product	U.S. Serial No. 14/406,203 National Phase entry date of December 5, 2014 based on PCT/US2013/044621 European Union Application No. EPI3800847.9 China Application No. 2013800391988
Compositions and Methods for “Collecting, Washing, Cryoprocessing, Recovering and Return of Lipoaspirate to Physicians for Autologous Adipose Transfer Procedures”	Company Adipose Tissue Storage Platform for Cosmetic Procedures Covers additional claims related to ATGRAFT process not included in original application	Developed Improvement established; Divisional, Continuation-In-Part claiming priority to US Serial No. 14/406,203 imminent (PCT Application filing planned)
Systems and methods to isolate and expand stem cells from urine	Isolation of stem cells from urine of patients for use in research and therapeutics	US Serial Nos. 62/335,426 and 62/439,106

Others identified as eligible in the Defense Enrollment Eligibility Reporting System

29The MHS has a $50+ billion budget and serves approximately 9.5 million beneficiaries. The MHS employs more than 144,217 in 51 hospitals, 424 clinics, 248 dental clinics and 251 veterinary facilities across the nation and around the world, as well as in contingency and combat-theater operations worldwide.

~~Additionally, the Company has in-licensed the following IP:~~27

Patent Title	Use of Patent	Application #
Cosmetic compositions including tropoelastin isomorphs (wound healing)	Protein Genomics and American CryoStem (Autogenesis) collaboration	USPTO #5,726,040
Cosmetic compositions (wound healing)	Protein Genomics and American CryoStem (Autogenesis) collaboration	USPTO #6,451,326
Recombinant hair treatment compositions (wound healing)	Protein Genomics and American CryoStem (Autogenesis) collaboration	USPTO #6,572,845
Wound healing compositions and methods using tropoelastin and lysyl oxidase (wound healing)	Protein Genomics and American CryoStem (Autogenesis) collaboration	USPTO: #6,808,707
Business methods, processes and systems for collection, cryogenic storage and distribution of cosmetic formulations from an obtained stem cell based a biological	Personal Cell Sciences and American CryoStem collaboration	USPTO application #61/588,841

Muscular Dystrophy

~~Trademarks~~In March 2020, the Company entered into a collaborative agreement with RACEMD, a 501c(3) charitable organization focused on the improvement of treatments and therapies for patient with Duchenne Muscular Dystrophy. Duchenne muscular dystrophy (DMD) is a severe type of muscular dystrophy that primarily affects boys. Muscle weakness usually begins around the age of four and worsens quickly. Muscle loss typically occurs first in the thighs and pelvis followed by the arms. Most affected individuals are unable to walk by the age of 12. Some may have intellectual disability. DMD affects about one in 3,500 to 6,000 males at birth. It is the most common type of muscular dystrophy. The life expectancy is 26; however, with excellent care, some may live into their 30s or 40s. The disease is much rarer in girls, occurring approximately once in 50,000,000 live female births.

~~In addition~~The toterms ~~patents,~~of the ~~Company~~Agreement ~~has~~call ~~registered~~for the ~~following~~Company ~~trademarks~~to work with ~~the~~RACEMD ~~U.S.~~to ~~Patent~~develop clinical therapies and ~~Trademark~~studies ~~Office:~~focused ~~American~~on ~~CryoStem®,~~mitigating ~~CELLECT®~~the ~~and~~effect ~~ATGRAFT™.~~of Wethe ~~plan~~disease, toimprove ~~obtain~~muscle ~~additional~~strength ~~registered~~and ~~trademarks~~quality ~~for~~of ~~our~~life ~~future products,~~in ~~slogans~~the short term and ~~themes~~to build upon successes to beseek ~~used~~a more incurative ~~our~~cellular ~~marketing~~therapy ~~initiatives,~~solution ~~including,~~to ~~for~~extend ~~example,~~life ~~ACSelerate-SFM™, ACSelerate-~~expectancy ~~LSM™~~over ~~and~~the ~~ATCELL™~~long term. The Company ~~has~~is ~~also~~in ~~secured~~the afinal ~~number~~stages of ~~online~~completing ~~domain~~its ~~names~~plans ~~relevant~~with RACEMD to submit an initial safety study for use of ATCell as the treatment protocol and expects to make its ~~business,~~initial filing ~~including~~to ~~www~~FDA in early 2022.~~americancryostem.com~~ RACEMD has committed to funding the initial studies and ~~www~~to assist the Company in creating non-dilutive funding opportunities for larger advanced studies in the future.~~acslaboratories.com.~~

~~Market~~PeproTech, ~~Size and Opportunities~~Inc.

~~By leveraging~~On ~~our~~April ~~proprietary~~4, ~~Adipose~~2016, ~~Tissue~~the ~~Processing~~Company ~~Platform~~entered into an Agreement with PeproTech, Inc of Rocky Hill, NJ. Under the ~~Company~~Agreement isPeproTech ~~working~~manufactures, markets toand ~~address~~distributes ~~multiple~~the ~~high~~Company’s ACSelerate – Max cell growth, ~~multi-billion~~medium. ~~dollar market~~The ~~opportunities~~Company ~~prevailing~~and ~~within~~PeproTech completed the optimization ~~Regenerative~~and ~~Medicine,~~scale ~~Cosmeceuticals,~~up ~~Medical~~manufacturing ~~Tourism~~studies and ~~Cell~~the ~~Therapy~~licensed ~~markets.~~medium ~~The~~is marketed under both PeproTech’s, PeproGrow and the Company’s ~~regularly~~ACSelerate ~~reviews~~MAX ~~independent~~brands. ~~market~~PeproTech plans to leverage its current global sales relationships which reach a majority of all research laboratories worldwide to ~~gauge~~maximize distribution of the ~~market~~optimized ~~size~~media ofwhile the Company will concentrate its sales ~~intended~~efforts ~~domestic~~on its collaborative and international ~~markets~~licensing partners. Additionally, the Company and PeproTech are discussing the licensing of additional American CryoStem patented media and toproducts ~~identify~~for production and distribution by PeproTech, any additional media ~~areas~~licensed ~~within~~to ~~these~~PeproTech ~~markets~~will ~~where~~undergo ~~the~~similar optimization and scale up production testing prior to being released for sale. The Company’s ~~laboratory~~is in ongoing discussion with PeproTech related to increasing the visibility and sales of the medium and the optimization of additional medium products, focused on the differentiation of adult stem cells that are synergistic to the cell culture medium. On January 5th, ~~and tissue~~2022, ~~and~~Thermo ~~cellular~~Fisher ~~processing~~Scientific ~~services~~completed ~~can~~its beacquisition of ~~marketed,~~PeproTech ~~sold~~for ~~and/or~~$1.85 ~~licensed~~billion.

30Intellectual Property

~~Global~~From ~~Stem~~the ~~Cells~~Company’s ~~Market~~formation, our strategy has been to invest time and capital in intellectual property protection. This strategy is intended to strengthen our Company’s foundation in any defensive or offensive legal challenge. In addition, we are developing our IP portfolio to ensure and enhance our business flexibility and allow us to gain favorable terms in potential future collaborative partnerships with third parties. Our intellectual property portfolio currently includes four issued U.S. patents (No. 7,989,205, and Serial No. 9,487,755, Cell Culture Media Kits and Methods of Use, “Systems and Methods for the Digestion of Adipose Tissue Samples Obtained from a Client for Cryopreservation” US 10,154,664 issued December 18, 2018, and “Business Method for Collection, Processing, Cryogenic Storage and Distribution of a Biologic Sample Material” US Patent Number 10,014,079, issued July 3, 2018); and has additional pending patent applications which are detailed in the following chart:

A report from Transparency Market Research (TMR) forecasts that the global stem cells market is expected to register a healthy CAGR of 13.8% during the period from 2017 to 2025 to become worth US$270.5 bn by 2025. Depending upon geography, the key segments of the global stem cells market are North America, Latin America, Europe, Asia Pacific, and the Middle East and Africa. At present, North America dominates the market because of the substantial investments in the field, impressive economic growth, rising instances of target chronic diseases, and technological progress. As per the TMR report, the market in North America will likely retain its dominant share in the near future to become worth US$167.33 bn by 2025.28

A report published by Markets and Markets Research in 2017 titled “Cell Expansion Market by Product (Reagent, Media, Flow Cytometer, Centrifuge, Bioreactor), Cell Type (Human, Animal), Application (Regenerative Medicine & Stem Cell Research, Cancer), End user (Research Institute, Cell Bank) - Global Forecasts to 2021”. The report states: “The global cell expansion market is expected to reach USD $18.76 Billion by 2021 from USD $8.34 Billion in 2016 at a CAGR of 17.6%. Geographically, the cell expansion market is dominated by North America, followed by Europe, Asia, and the Rest of the World (RoW). Growth in the North American segment is primarily driven by increasing incidence of chronic diseases in the North American countries. According to the American Medical Association and the American Medical Group Association, more than 50% of Americans suffered from one or more chronic diseases in 2012; the number of Americans suffering from chronic diseases was around 133 million in 2005 and this figure is expected to reach around 157 million by 2020. With this significant growth in the number of patients suffering from chronic diseases, the market for cell expansion is expected to grow in this region in the coming years.

Title	Technology	Patent / Application Number
Cell culture media, Kits, and Methods of Use	ACS cell culture media line Covers 12 types of Medium	US Patent No. 7,989,205 Issued August 2, 2011
Cell culture media, Kits, and Methods of Use	ACS cell culture media line Additional claim Granted for all 12 medium types	US Patent No. 9,487,755 Issued November 8, 2016 Continuation of US Patent No. 7,989,205
Cell culture media, Kits, and Methods of Use	ACS cell culture media line Continuation of Granted Patent covering additional improvements	US Patent Application No. 15/344,805 Continuation of US Patent No. 7,989,205
Human serum for cell culture medium for growth of human adipose stromal cells	A cell culture medium for growth of human adipose stromal cells for human and therapeutic applications	PCT/US15/68350 30 month National Phase entry date of June 31, 2017, additional International Filings for China, India, the European Union, Saudi Arabia, Israel, Brazil, Mexico, Australia and New Zealand.
A Business Method for Collection, Cryogenic Storage and Distribution of a Biological Sample Material	Company Core Tissue Collection Processing and Storage Methodology Covers CELLECT Kit, Transport and Cryopreservation Medium for ATGRAFT and ATCELL Products	US Serial No 13/194,900 Filed June 6, 2010 Patent Application Published December 5, 2013 Claims Granted US Patent No. 10,014,079. Continuation filed upon issuance.
A Business Method for Collection, Cryogenic Storage and Distribution of a Biological Sample Material	Company Core Tissue Collection Processing and Storage Methodology Continuation covering Improvements	Developed Improvement established; Divisional, Continuation-In-Part claiming priority to US Serial No. 13/194,900 imminent (PCT Application filing planned)
Systems and Methods for the Digestion of Adipose Tissue Samples Obtained From a Client For Cryopreservation	Adipose Tissue Digestion Laboratory Processing Methods	U.S. Serial No. 13/646,647 filed October 6, 2011, Claims Granted US Patent No.10,154,664. Continuation filed upon issuance.
Systems and Methods for the Digestion of Adipose Tissue Samples Obtained From a Client For Cryopreservation	Adipose Tissue Digestion Laboratory Processing Methods	Developed Improvement established; Divisional, Continuation-In-Part claiming priority to US Serial No. 13/646,900 imminent (PCT Application filing planned)
Compositions and Methods for collecting, Washing, Cryoprocessing, Recovering and Return of Lipoaspirate to Physicians for Autologous Adipose Transfer Procedures”	Company Adipose Tissue Storage Platform for Cosmetic Procedures Covers the core processing adipose tissue for ATGRAFT adipose tissue dermal filler product	U.S. Serial No. 14/406,203 National Phase entry date of December 5, 2014 based on PCT/US2013/044621 European Union Application No. EPI3800847.9 China Application No. 2013800391988
Compositions and Methods for “Collecting, Washing, Cryoprocessing, Recovering and Return of Lipoaspirate to Physicians for Autologous Adipose Transfer Procedures”	Company Adipose Tissue Storage Platform for Cosmetic Procedures Covers additional claims related to ATGRAFT process not included in original application	Developed Improvement established; Divisional, Continuation-In-Part claiming priority to US Serial No. 14/406,203 imminent (PCT Application filing planned)
Systems and methods to isolate and expand stem cells from urine	Isolation of stem cells from urine of patients for use in research and therapeutics	US Serial Nos. 62/335,426 and 62/439,106

~~Regenerative~~Additionally, ~~Medicine~~the ~~Market~~Company has in-licensed the following IP:

The Global Translational Regenerative Medicine market is expected to grow significantly over the forecast period. The Global Translational Regenerative Medicine market was valued at $5.8bn in 2016. Vision gain forecasts this market to increase to $14.5bn in 2021. The market is estimated to grow at a CAGR of 19.9% in the first half of the forecast period and 17.7% from 2016 to 2027.29

Cell Culture Market

Patent Title	Use of Patent	Application #
Cosmetic compositions including tropoelastin isomorphs (wound healing)	Protein Genomics and American CryoStem (Autogenesis) collaboration	USPTO #5,726,040
Cosmetic compositions (wound healing)	Protein Genomics and American CryoStem (Autogenesis) collaboration	USPTO #6,451,326
Recombinant hair treatment compositions (wound healing)	Protein Genomics and American CryoStem (Autogenesis) collaboration	USPTO #6,572,845
Wound healing compositions and methods using tropoelastin and lysyl oxidase (wound healing)	Protein Genomics and American CryoStem (Autogenesis) collaboration	USPTO: #6,808,707
Business methods, processes and systems for collection, cryogenic storage and distribution of cosmetic formulations from an obtained stem cell based a biological	Personal Cell Sciences and American CryoStem collaboration	USPTO application #61/588,841

Cell Culture Market Global Forecast to 2023, according to “marketsandmarkets” the cell culture market is expected to reach USD $26.28 Billion by 2023 from USD $15.32 Billion in 2018, at a CAGR of 11.4%. Growth in this market is driven by the growing number of regulatory approvals for cell culture-based vaccines, increasing demand for monoclonal antibodies (mAbs), funding for cell-based research, growing preference for single-use technologies, and the launch of advanced cell culture products.Trademarks

~~Marketing~~In addition to patents, the Company has registered the following trademarks with the U.S. Patent and ~~Distribution~~Trademark Office: American CryoStem®, CELLECT® and ATGRAFT™. We plan to obtain additional registered trademarks for our future products, slogans and themes to be used in our marketing initiatives, including, for example, ACSelerate-SFM™, ACSelerate- LSM™ and ATCELL™. The Company has also secured a number of online domain names relevant to its business, including www.americancryostem.com and www.acslaboratories.com.

~~The key objective~~Market ofSize ~~our marketing strategy is to position American CryoStem in the market as the “Gold Standard” for adipose tissue collection, cell processing~~ and cryogenic storage, research/commercial uses and therapeutic applications of adipose tissue within the current regulatory framework. The combination of a traditional sales approach supported by continuous internal and external marketing program(s) is closely coordinated with the expansion of our laboratory processing capabilities. Our initial marketing efforts intend to disseminate current and future uses of adipose tissue and adult stem cells which support our business model, products and services. We intend to continue to employ both print advertising and social media sales campaigns. In addition, we plan to continue to utilize key leaders, and early adopters in the medical community as a marketing resource to enhance awareness of our proprietary, patented products and services and to increase the number of surgeons who join our network, university and private collaboration and consumers who use our products and services.Opportunities

WeBy ~~plan to continue~~leveraging ~~direct~~our ~~marketing~~proprietary ~~programs~~Adipose ~~focused~~Tissue onProcessing ~~reaching~~Platform, ~~regenerative~~the ~~medicine~~Company ~~physicians~~is ~~and~~working ~~plastic~~to ~~and~~address ~~cosmetic~~multiple ~~surgeons~~high togrowth, ~~join~~multi-billion ~~our network~~dollar ofmarket ~~providers~~opportunities ~~that~~prevailing ~~offer~~within ~~our~~the ~~services~~Regenerative toMedicine, ~~their~~Cosmeceuticals, ~~patients.~~Medical ~~This~~Tourism ~~marketing~~and ~~initiative~~Cell ~~has~~Therapy ~~been~~markets. ~~implemented~~The Company ~~using~~regularly areviews ~~traditional~~independent ~~sales approach~~market ~~common~~research to gauge the ~~pharmaceutical~~market size of its intended domestic and ~~biotechnology~~international ~~industries.~~markets and ~~This~~to ~~fundamental~~identify ~~sales~~additional ~~approach~~areas atwithin ~~the~~these ~~core~~markets ofwhere ~~our~~the ~~marketing activities~~Company’s islaboratory ~~being~~products, ~~strategically~~cell ~~and~~culture ~~tactically~~medium, ~~expanded~~and tissue ~~using~~and acellular ~~combination~~processing ofservices ~~in-house~~can ~~sales~~be ~~personnel~~marketed, sold and/or ~~outside independent channels~~licensed.

~~Our plan, capital~~Global ~~permitting,~~Stem ~~provides~~Cells for a comprehensive integrated marketing approach using various traditional and new media, such as the Internet, social media/blogging, video, print, TV, radio and trade shows to reach targeted potential consumers and promote awareness of our Company and our branded products and services. The essence of this targeted strategy is to reach the end-users as quickly as possible and to accelerate the adoption curve of our products and services. We also plan to utilize outside marketing resources and trade groups to increase the number of surgeons willing to offer our products and services to their patients.Market

31A report from Transparency Market Research (TMR) forecasts that the global stem cells market is expected to register a healthy CAGR of 13.8% during the period from 2017 to 2025 to become worth US$270.5 bn by 2025. Depending upon geography, the key segments of the global stem cells market are North America, Latin America, Europe, Asia Pacific, and the Middle East and Africa. At present, North America dominates the market because of the substantial investments in the field, impressive economic growth, rising instances of target chronic diseases, and technological progress. As per the TMR report, the market in North America will likely retain its dominant share in the near future to become worth US$167.33 bn by 2025.

~~Development of Regional U.S. Markets~~30

~~Physician~~A ~~Network~~report published by Markets and Markets Research in 2017 titled “Cell Expansion Market by Product (Reagent, Media, Flow Cytometer, Centrifuge, Bioreactor), Cell Type (Human, Animal), Application (Regenerative Medicine & Stem Cell Research, Cancer), End user (Research Institute, Cell Bank) - Global Forecasts to 2021”. The report states: “The global cell expansion market is expected to reach USD $18.76 Billion by 2021 from USD $8.34 Billion in 2016 at a CAGR of 17.6%. Geographically, the cell expansion market is dominated by North America, followed by Europe, Asia, and the Rest of the World (RoW). Growth in the North American segment is primarily driven by increasing incidence of chronic diseases in the North American countries. According to the American Medical Association and the American Medical Group Association, more than 50% of Americans suffered from one or more chronic diseases in 2012; the number of Americans suffering from chronic diseases was around 133 million in 2005 and this figure is expected to reach around 157 million by 2020. With this significant growth in the number of patients suffering from chronic diseases, the market for cell expansion is expected to grow in this region in the coming years.

Physician Network - The Company continues to develop regional relationships to leverage its new products and services through existing cosmetic surgery and regenerative medicine practices. The Company continues to develop and expand its network of physicians seeking to adopt its products and services, initially focusing on surgeons performing liposuction, tissue transfer and regenerative procedures involving the use of adipose tissue. The Company intends to continue expanding its efforts to medical professionals interested in tissue storage and Regenerative Medicine ~~applications utilizing ASDCs and establish itself as a primary source of collection, processing, and preparation of cellular therapies as they are developed and approved for patient use by the FDA.~~Market

~~Development~~The Global Translational Regenerative Medicine market is expected to grow significantly over the forecast period. The Global Translational Regenerative Medicine market was valued at $5.8bn in 2016. Vision gain forecasts this market to increase to $14.5bn in 2021. The market is estimated to grow at a CAGR of ~~International~~19.9% ~~Markets~~in the first half of the forecast period and 17.7% from 2016 to 2027.

~~International~~Cell ~~Licensing~~Culture ~~Program~~Market – Globally, many jurisdictions outside the US permit the use of adipose tissue based cellular therapies and regenerative medicine applications. The Company has received numerous inquiries concerning the sale or licensing of our products and services in these jurisdictions. The Company believes that the inquiries to date are a result of the global boom in Medical Tourism and the slow pace of approval of cellular therapies and regenerative medicine applications in the US. To address these inquiries and to expand the Company’s sales, marketing and branding opportunities the Company has designed and is offering an International Licensing Program.

~~The program~~Cell isCulture ~~designed~~Market Global Forecast to ~~permit~~2023, ~~the~~according ~~licensing~~to of “marketsandmarkets” the ~~Company’s~~cell ~~products~~culture ~~and~~market ~~services~~is expected to ~~organizations~~reach ~~that~~USD ~~meet~~$26.28 ~~the~~Billion ~~Company’s financial~~by ~~and~~2023 ~~technical~~from ~~criteria~~USD $15.32 ~~The~~Billion ~~licensing~~in ~~program~~2018, ~~allows~~at ~~for~~ a ~~variety~~CAGR of ~~business relationship including franchising, partnering and joint venturing~~11.4%. ~~Marketing efforts to date have been to clinics, physician and hospitals~~ Growth in ~~foreign~~this ~~jurisdictions~~market ~~capable of~~is ~~rapidly~~driven ~~building~~by ~~or committing~~ the ~~appropriate~~growing ~~facilities~~number ~~and~~of ~~personnel~~regulatory toapprovals ~~create~~for ~~the~~cell ~~required~~culture-based ~~laboratory~~vaccines, ~~facilities~~increasing todemand ~~operate~~for ~~the~~monoclonal ~~CELLECT®~~antibodies (mAbs), ~~ATGRAFT™~~funding ~~and~~for ~~ATCELL™~~cell-based ~~services~~research, ingrowing ~~their~~preference ~~local~~for ~~market.~~single-use ~~Strategically~~technologies, ~~the~~and ~~Company’s international licensees will maintain~~ the ~~branding~~ launch of ~~the~~advanced ~~Company’s~~cell ~~services~~culture ~~along the lines of the “Intel Inside” branding program~~products.

~~Qualified~~Marketing ~~Licensees can quickly take advantage of the rapidly expanding opportunity to collect, process, store~~ and culture individual regenerative cell samples for their clients with the comfort and confidence that they are providing services that have been developed to conform to US FDA standards. Core to the relationship is the developed proprietary and patent pending processing and laboratory operational methodologies contained in our Standard Operating Procedures, Training, and Continuous Quality Management, Testing Program, and Laboratory Operations manuals.Distribution

~~Licensing~~The key ~~programs~~objective ~~may~~of beour ~~initiated~~marketing ~~through~~strategy ais ~~letter~~to ofposition ~~intent~~American ~~(LOI)~~CryoStem ~~agreement~~in ~~between~~ the ~~Company~~market ~~and~~as the ~~prospective~~“Gold ~~licensee.~~Standard” ~~This~~for ~~LOI~~adipose ~~agreement~~tissue iscollection, ~~designed~~cell ~~for~~processing ~~due~~and ~~diligence~~cryogenic storage, research/commercial uses and ~~facility~~therapeutic ~~qualifications~~applications ~~purposes~~of adipose tissue within the current regulatory framework. The ~~Company~~combination ~~receives~~of ana ~~initial~~traditional ~~fee~~sales ~~under~~approach supported by continuous internal and external marketing program(s) is closely coordinated with the ~~agreement~~expansion of our laboratory processing capabilities. Our initial marketing efforts intend to disseminate current and future uses of adipose tissue and adult stem cells which ~~may~~support orour ~~may~~business model, ~~not~~products beand ~~credited~~services. ~~toward~~We ~~future~~intend ~~royalty~~to ~~payments~~continue to employ both print advertising and social media sales campaigns. ~~Following~~In ~~evaluation~~addition, we ofplan ~~the~~to ~~prospective~~continue ~~licensee~~to utilize key leaders, and early adopters in the ~~Company will~~medical ~~enter~~community ~~into~~as a ~~final~~marketing ~~Agreement~~resource ~~which~~to ~~outlines~~enhance ~~all~~awareness of ~~upfront~~our ~~fees~~proprietary, ~~minimum~~patented ~~royalties~~products and ~~consumable~~services ~~purchase~~and ~~obligations~~to ofincrease the number of surgeons who join our network, university and ~~Licensee~~private collaboration and consumers who use our products and services.

~~Significant~~We plan to ~~our~~continue ~~international~~direct ~~development~~marketing ~~activities~~programs isfocused ~~the~~on ~~global~~reaching ~~expansion~~regenerative medicine physicians and plastic and cosmetic surgeons to join our network of ~~the~~providers ~~American~~that ~~CryoStem~~offer ~~branded~~our services ~~and~~to ~~patented~~their ~~products,~~patients. This marketing initiative has been implemented using asa ~~well~~traditional assales approach common to the ~~expansion~~pharmaceutical ofand biotechnology industries. This fundamental sales approach at the core ~~Company’s~~of ~~services,~~our ~~technology~~marketing activities is being strategically and ~~products~~tactically asexpanded ~~the~~using ~~core~~a ~~platform~~combination toof ~~implement~~in-house ~~cellular~~sales ~~therapies~~personnel and ~~regenerative~~outside ~~medicine~~independent channels.

~~Baoxin~~Our plan, ~~Asia~~capital ~~Pacific Biotechnology (Shenzhen) Co. Ltd. On July 12~~permitting, ~~2018~~provides ~~the~~for ~~Company~~a ~~announced~~comprehensive ~~the~~integrated ~~national~~marketing ~~launch~~approach ofusing ~~CRYO’s~~various ~~ATGRAFTTM tissue collection,~~traditional ~~processing~~ and ~~storage~~new ~~technology~~media, bysuch ~~Baoxin Asia Pacific Biotechnology (Shenzhen) Co. Ltd. (“Baoxin”) in~~as ~~China.~~the ~~The~~Internet, ~~management~~social ~~team~~media/blogging, ~~traveled~~video, ~~throughout~~print, ~~southeast~~TV, ~~China~~radio ~~with the management~~ and ~~marketing~~trade ~~team~~shows ~~of Baoxin~~ to ~~present~~reach ~~the ATGRAFTTM platform~~targeted topotential ~~leading~~consumers ~~plastic~~ and ~~cosmetic~~promote awareness ~~surgery~~of ~~hospitals~~our inCompany ~~Shenzhen,~~and ~~Nanning,~~our ~~Guangzhou,~~branded ~~Guangxi~~ products and ~~Changsha~~services. The ~~China~~essence ~~launch activities are in support~~ of ~~the~~this ~~Company’s~~targeted ~~previously~~strategy ~~announced~~is ~~licensing~~to ~~and~~reach ~~supply agreement with Baoxin, under which Baoxin will pay~~ the ~~Company a minimum annual guarantee against a fixed fee per process and purchase certain~~end-users ~~necessary~~as ~~consumables~~quickly ~~from~~as ~~CRYO~~possible ~~required for the collection, processing~~ and ~~storage~~to ofaccelerate the ~~collected~~adoption ~~adipose~~curve ~~tissue. Under the terms~~ of ~~the~~our ~~Agreements~~products ~~signed in Fiscal 2018, the Company invested in~~ and ~~currently~~services. ~~holds~~We ~~five~~also ~~percent~~plan ~~(5%)~~to ofutilize ~~Baoxin~~outside ~~shares.~~marketing ~~Additionally,~~resources ~~Mr. Arnone~~ and ~~Mr.~~trade ~~Dudzinski~~groups ~~were elected~~ to ~~serve~~increase asthe ~~Directors~~number of ~~Baoxin~~surgeons ~~during~~willing ~~their visit~~ to ~~Shenzhen,~~offer ~~China. During~~our ~~2019~~products ~~Mr.~~and ~~Arnone~~services ~~resigned~~to ~~from~~their ~~the board of Baoxin~~patients.

~~During~~Development ~~Fiscal 2020 and 2021, due to the continuing effects~~ of ~~the~~Regional ~~COVID pandemic and associated government policies and regulations Baoxin suspended its processing activities~~U. ~~Baoxin is an emerging biotechnology company in China that has relied to date on investment to fund operation and build their facilities, as is typical for these types of companies~~S. During 2020 and 2021, Baoxin developed a new state of the art facility with sizable clean rooms and biomaterial storage space. The facility was completed in February 2021 and officially opened in May of 2021. Unfortunately, due to the continued effects of COVID and the appearance of new variants Baoxin has been unable to restart operations and its marketing programs.Markets

~~See~~Physician ~~Note 3, Note 13 and Note 14 for additional information.~~Network

32Physician Network – The Company continues to develop regional relationships to leverage its new products and services through existing cosmetic surgery and regenerative medicine practices. The Company continues to develop and expand its network of physicians seeking to adopt its products and services, initially focusing on surgeons performing liposuction, tissue transfer and regenerative procedures involving the use of adipose tissue. The Company intends to continue expanding its efforts to medical professionals interested in tissue storage and Regenerative Medicine applications utilizing ASDCs and establish itself as a primary source of collection, processing, and preparation of cellular therapies as they are developed and approved for patient use by the FDA.

Health Information Technology Company, LTD (Hong Kong) - On June 30, 2014 the Company granted Health Information Technology Company, LTD (“HIT”) exclusive rights to utilize the Company’s Standard Operating Procedures (SOP’s) to market the Company’s ATGRAFT™ tissue storage service for Hong Kong. The Agreement calls for upfront fees, royalties and the purchase by HIT of certain consumables manufactured by the Company. The Company and HIT have reached further agreement to extend their relationship on a non-exclusive basis to include HIT’s cord blood laboratory located in Shenzhen, Guangdong Province, one of China’s most successful Special Economic Zones. The HIT agreement includes initial upfront fees and royalty payments for predetermined gross revenue volumes. HIT will also purchase CRYO ACSelerate™ storage media, CELLECT™ collection and transportation kits as well as other American CryoStem products necessary for clinical adipose tissue processing and storage at the Shenzhen facility. The final master licensing agreement is for a period of 5 years with renewal options and was executed between the parties on September 24, 2014. The HIT license has been extended per the terms of Schedule B of the Term Sheet, dated June 30, 2014, for an additional 3 year period to June 30, 2023.31

~~In 2017~~Development ~~as part~~ of ~~the~~International Company’s transaction with Baoxin, HIT and the Company agreed to transfer certain product and distribution rights granted to HIT under its 2014 agreement to Baoxin. The Company was paid a fee in the transaction and was provided with an initial ownership position in a planned Regenerative Treatment Center to be established by HIT in Hong Kong.Markets

~~The current~~International ~~pandemic~~Licensing Program – Globally, ~~changes~~many injurisdictions ~~Chinese~~outside ~~regulations~~the ~~and~~US ~~policies~~permit ~~regarding~~the ~~Hong~~use ~~Kong,~~of ~~recent~~adipose ~~political~~tissue ~~unrest~~based cellular therapies and regenerative medicine applications. The Company has received numerous inquiries concerning the ~~inability~~sale ofor ~~Chinese~~licensing ~~citizens~~of toour ~~cross~~products and services in these jurisdictions. The Company believes that the ~~border~~inquiries ~~between~~to ~~Hong~~date ~~Kong~~are ~~and~~a ~~China~~result ~~have~~of ~~significantly~~the ~~curtailed~~global boom in Medical Tourism and the ~~ability~~slow pace of ~~HIT~~approval toof ~~implement~~cellular ~~its~~therapies ~~business~~and regenerative medicine applications in the US. ~~plans~~To address these inquiries and to ~~utilize~~expand the Company’s ~~technology~~sales, marketing and ~~purchase~~branding opportunities the ~~associated~~Company ~~consumables~~has designed and is offering an International Licensing Program.

~~CRYOVIVA~~The ~~(Thailand),~~program ~~Ltd.~~is -designed Onto ~~April~~permit 5,the ~~2018~~licensing of the Company’s ~~announced~~products ~~further~~and ~~expansion~~services ofto ~~its~~organizations ~~global~~that ~~laboratory~~meet the Company’s financial and ~~cellular~~technical ~~technology footprint~~criteria. byThe ~~entering~~licensing ~~into~~program anallows ~~agreement~~for toa ~~license~~variety ~~its~~of ~~ATGRAFT™~~business relationship including franchising, partnering and ~~ATCELL~~joint ~~adipose~~venturing. ~~tissue~~Marketing ~~(fat)~~efforts ~~processing~~to date have been to clinics, physician and ~~storage~~hospitals ~~technologies~~in foreign jurisdictions capable ~~with~~of ~~Cryoviva~~rapidly ~~(Thailand)~~building ~~Ltd.,~~or acommitting ~~Bangkok,~~the ~~Thailand~~appropriate ~~based~~facilities ~~Cord~~and ~~Blood~~personnel ~~processing~~to create the required laboratory facilities to operate the CELLECT®, ATGRAFT™ and ~~storage~~ATCELL™ ~~facility~~services in their local market. ~~Cryoviva~~Strategically, ~~Thailand,~~the ~~currently~~Company’s ~~offers~~international ~~collection,~~licensees ~~processing~~will ~~and~~maintain ~~storage~~the branding of ~~Cord~~the ~~Blood~~Company’s ~~derived~~services ~~biologics~~along tothe ~~patients~~lines ~~throughout~~of ~~Thailand~~the ~~and~~“Intel ~~Southeast~~Inside” branding ~~Asia~~program.

~~American CryoStem~~Qualified ~~has~~Licensees ~~licensed~~can toquickly ~~Cryoviva~~take ~~(Thailand)~~advantage ~~Ltd.,~~of ~~established in 2007,~~ the ~~rights~~rapidly toexpanding ~~utilize~~opportunity ~~the Company’s Standard Operating Procedures (SOP’s)~~ to ~~create~~collect, ~~and~~process, ~~market~~store ~~the Company’s ATGRAFT™ tissue storage service~~ and ~~ATCELL™~~culture ~~adipose~~individual ~~derived~~regenerative ~~stem~~ cell ~~processing~~samples ~~and~~for ~~storage~~their ~~services~~clients inwith ~~Thailand. The financial terms generally, call for~~ the ~~payment~~comfort ofand ~~certain~~confidence ~~training fees~~that ~~and,~~they aare ~~percentage~~providing ofservices ~~the~~that ~~gross~~have ~~revenue~~been ~~subject~~developed to ~~annual~~conform to ~~minimum~~US ~~payments~~FDA ~~generated from our products~~standards. ~~Additionally,~~Core to the ~~Agreement~~ ~~calls~~relationship ~~for~~is the ~~purchase~~developed ofproprietary ~~CRYO~~and ~~consumable~~patent ~~products~~pending ~~required~~processing ~~for ATGRAFT~~ and ~~ATCELL~~laboratory ~~sample~~operational methodologies ~~processing~~contained ~~including~~in ~~CRYO’s ACSelerate™~~our ~~non-DMSO~~Standard ~~cryogenic~~Operating ~~tissue~~Procedures, ~~storage media~~Training, ~~transportation~~and ~~media,~~Continuous ~~Cellect™~~Quality ~~tissue~~Management, ~~collection~~Testing ~~kit~~Program, and ~~ACSelerate~~ –Laboratory ~~Max™~~Operations ~~cell culture medium~~manuals.

~~CellSource~~Licensing ~~Tokyo,~~programs ~~Japan~~may -be Ininitiated ~~the~~through ~~second~~a ~~quarter~~letter of ~~2015~~intent (LOI) agreement between the Company ~~entered~~and ~~into~~the ~~negotiations~~prospective ~~with~~licensee. ~~CellSource,~~This ~~LLC~~LOI agreement inis ~~Tokyo,~~designed ~~Japan~~ for ~~the~~ ~~licensing~~due ofdiligence ~~its~~and ~~ATGRAFT™~~facility ~~products~~qualifications ~~and~~purposes. ~~services~~The ~~and~~Company onreceives ~~June~~an 2,initial ~~2015~~fee under the ~~Company~~agreement which ~~and~~may ~~Cell~~or ~~Source~~may ~~entered~~not ~~into an~~be ~~initial~~credited ~~term~~toward ~~sheet~~future ~~licensing~~royalty payments. Following evaluation of the ~~ATGRAFT™~~prospective ~~technology~~licensee tothe ~~CellSource~~Company will ~~for~~enter ~~Japan.~~into ~~The~~a ~~non-~~final ~~exclusive~~Agreement ~~agreement expired~~which inoutlines ~~June~~all upfront fees, minimum royalties and consumable purchase obligations of ~~2020~~the Licensee.

~~Corporate~~Significant ~~Information~~to our international development activities is the global expansion of the American CryoStem branded services and patented products, as well as the expansion of the Company’s services, technology and products as the core platform to implement cellular therapies and regenerative medicine.

~~Our~~Baoxin ~~principal~~Asia ~~executive~~Pacific ~~offices~~Biotechnology ~~are~~(Shenzhen) ~~located~~Co. atLtd. 1On ~~Meridian~~July ~~Road~~12, ~~Eatontown~~2018, ~~New~~the ~~Jersey~~Company ~~07724~~announced the national launch of CRYO’s ATGRAFTTM tissue collection, processing and ~~our~~storage ~~telephone~~technology ~~number~~by isBaoxin Asia Pacific Biotechnology (~~732~~Shenzhen) ~~747-1007~~Co. Ltd. (“Baoxin”) in ~~Our~~China. ~~website~~The ismanagement ~~www~~team traveled throughout southeast China with the management and marketing team of Baoxin to present the ATGRAFTTM platform to leading plastic and cosmetic surgery hospitals in Shenzhen, Nanning, Guangzhou, Guangxi and Changsha.~~americancryostem.com.~~ WeThe ~~also~~China ~~lease~~launch activities are in support of the Company’s previously announced licensing and ~~operate~~supply agreement with Baoxin, under which Baoxin will pay the Company a ~~tissue~~minimum annual guarantee against a fixed fee per process and purchase certain necessary consumables from CRYO required for the collection, processing ~~laboratory~~and atstorage ~~Princeton~~of ~~Corporate~~the collected adipose tissue. Under the ~~Plaza~~terms of the Agreements signed in ~~Monmouth~~Fiscal ~~Junction~~2018, NJthe Company invested in and currently holds five percent (5%) of Baoxin shares. Additionally, ~~Our~~Mr. ~~laboratory~~Arnone ~~website~~and ~~address~~Mr. isDudzinski ~~www~~were elected to serve as Directors of Baoxin during their visit to Shenzhen, China.~~acslaboratories~~ During 2019 Mr.~~com~~ Arnone resigned from the board of Baoxin.

~~Available~~During ~~Information~~Fiscal 2020 and 2021, due to the continuing effects of the COVID pandemic and associated government policies and regulations Baoxin suspended its processing activities. Baoxin is an emerging biotechnology company in China that has relied to date on investment to fund operation and build their facilities, as is typical for these types of companies. During 2020 and 2021, Baoxin developed a new state of the art facility with sizable clean rooms and biomaterial storage space. The facility was completed in February 2021 and officially opened in May of 2021. Unfortunately, due to the continued effects of COVID and the appearance of new variants Baoxin has been unable to restart operations and its marketing programs. See Note 3, Note 13 and Note 14 for additional information.

WeHealth ~~file~~Information ~~electronically~~Technology ~~with~~Company, LTD (Hong Kong) – On June 30, 2014, the ~~U.S.~~Company ~~Securities~~granted ~~and~~Health ~~Exchange~~Information ~~Commission~~Technology Company, LTD (~~SEC~~“HIT”) ~~our~~exclusive ~~annual~~rights ~~reports~~to onutilize ~~Form~~the ~~10-K,~~Company’s ~~quarterly~~Standard ~~reports~~Operating Procedures (SOP’s) to market onthe ~~Form~~Company’s ~~10-Q,~~ATGRAFT™ ~~current~~tissue ~~reports~~storage onservice ~~Form~~for ~~8-K~~Hong Kong. The Agreement calls for upfront fees, royalties and ~~amendments~~the purchase toby ~~those~~HIT ~~reports~~of ~~filed~~certain orconsumables ~~furnished~~manufactured ~~pursuant~~by the Company. The Company and HIT have reached further agreement to ~~Section~~extend their ~~13(~~relationship on a) ornon-exclusive ~~15(d)~~basis to include HIT’s cord blood laboratory located in Shenzhen, Guangdong Province, one of ~~the~~China’s ~~Securities~~most ~~Exchange~~successful ~~Act~~Special ofEconomic ~~1934~~Zones. The ~~public~~HIT ~~can~~agreement ~~obtain~~includes ~~materials~~initial ~~that~~upfront wefees ~~file~~and ~~with~~royalty ~~the~~payments for ~~SEC~~predetermined ~~through~~gross ~~the~~revenue ~~SEC’s~~volumes. ~~website~~HIT will also purchase CRYO ACSelerate™ storage media, CELLECT™ collection atand ~~http://www.sec.gov~~transportation orkits as well as other American CryoStem products necessary for clinical adipose tissue processing and storage at the ~~SEC’s~~Shenzhen ~~Public~~facility. ~~Reference~~The ~~Room~~final atmaster ~~100~~licensing Fagreement ~~Street,~~is ~~NE,~~for ~~Washington,~~a DCperiod ~~20549. Information~~of 5 years with renewal options and was executed between the parties on September 24, 2014. The HIT license has been extended per the ~~operation~~terms of Schedule B of the ~~Public~~Term ~~Reference~~Sheet, ~~Room~~dated June is30, ~~available~~2014, byfor ~~calling~~an ~~the~~additional ~~SEC~~3 atyear ~~800-SEC-0330~~period to June 30, 2023.

~~Going Concern~~32

AsIn 2017 as part of the ~~date of~~Company’s ~~this~~transaction ~~annual~~with ~~report~~Baoxin, ~~there~~HIT isand ~~substantial~~the ~~doubt~~Company ~~regarding~~agreed ~~our~~to ~~ability~~transfer certain product and distribution rights granted to ~~continue~~HIT asunder its 2014 agreement to Baoxin. The Company was paid a ~~going~~fee ~~concern~~in asthe wetransaction ~~have~~and ~~not~~was ~~generated~~provided with ~~sufficient~~an ~~cash~~initial ~~flow~~ownership position in a planned Regenerative Treatment Center to ~~fund~~be ~~our~~established ~~proposed~~by ~~business~~HIT in Hong Kong.

33The current pandemic, changes in Chinese regulations and policies regarding Hong Kong, recent political unrest and the inability of Chinese citizens to cross the border between Hong Kong and China have significantly curtailed the ability of HIT to implement its business plans to utilize the Company’s technology and purchase the associated consumables.

~~We have suffered~~CRYOVIVA ~~recurring~~(Thailand), ~~losses~~Ltd. ~~from~~– ~~operations~~On ~~since~~April ~~our~~5, ~~inception. In addition~~2018, wethe ~~have~~Company ~~yet~~announced tofurther ~~generate~~expansion anof ~~internal~~its ~~cash~~global ~~flow~~laboratory ~~from~~and ~~our~~cellular ~~business~~technology ~~operations~~footprint orby ~~successfully~~entering ~~raised~~into ~~the~~an ~~financing~~agreement ~~required~~ to ~~expand~~license ~~our~~its ~~business.~~ATGRAFT™ Asand aATCELL ~~result~~adipose oftissue ~~these~~(fat) processing and ~~other~~storage ~~factors, our independent~~technologies ~~auditor~~with ~~has~~Cryoviva ~~expressed~~(Thailand) ~~substantial~~Ltd., ~~doubt~~a ~~about~~Bangkok, ~~our~~Thailand ~~ability~~based toCord ~~continue~~Blood asprocessing aand ~~going~~storage ~~concern~~facility. ~~Our future success and viability~~Cryoviva, ~~therefore~~Thailand, currently ~~are~~offers ~~dependent~~collection, ~~upon~~processing ~~our~~and ~~ability~~storage toof ~~generate~~Cord ~~capital~~Blood ~~financing.~~derived ~~The~~biologics ~~failure~~ to ~~generate~~patients ~~sufficient~~throughout ~~revenues~~Thailand ~~or raise additional capital may have a material~~ and ~~adverse~~Southeast ~~effect upon us and our shareholders~~Asia.

~~Our~~American CryoStem ~~plans~~has ~~with regard~~licensed to ~~these~~Cryoviva ~~matters~~(Thailand) ~~encompass~~Ltd., established in 2007, the ~~following~~rights ~~actions:~~to utilize the Company’s Standard Operating Procedures (iSOP’s) ~~obtaining~~to ~~funding~~create ~~from~~and ~~new~~market ~~investors~~the toCompany’s ~~alleviate~~ATGRAFT™ ~~our~~tissue ~~working~~storage ~~capital deficiency,~~service and ~~(ii)~~ATCELL™ ~~implementing~~adipose derived astem ~~plan~~cell toprocessing ~~generate~~and ~~sales~~storage ofservices ~~our~~in ~~proposed products~~Thailand. ~~Our~~The ~~continued~~financial ~~existence~~terms isgenerally, ~~dependent~~call ~~upon~~for the payment of certain ~~our~~training ~~ability~~fees toand, ~~resolve~~a ~~our~~percentage ~~liquidity~~of ~~problems~~the ~~and~~gross ~~achieve~~revenue ~~profitability~~subject into ~~our~~annual ~~current~~minimum ~~business~~payments ~~operations~~generated from our products. ~~However~~Additionally, the Agreement calls for the ~~outcome~~ purchase of ~~management’s~~CRYO ~~plans~~consumable ~~cannot~~products berequired ~~ascertained~~for ~~with~~ATGRAFT ~~any~~and ~~degree~~ATCELL ofsample ~~certainty.~~processing ~~Our~~including ~~financial~~CRYO’s ACSelerate™ ~~statements~~non-DMSO docryogenic ~~not~~tissue ~~include~~storage ~~any~~media, ~~adjustments that~~transportation ~~might~~media, ~~result~~Cellect™ ~~from~~tissue ~~the~~collection ~~outcome~~kit, ofand ~~these~~ACSelerate – ~~risks~~Max™ ~~and~~cell ~~uncertainties~~culture medium.

~~Results~~CellSource Tokyo, Japan – In the second quarter of ~~Operations~~2015 the Company entered into negotiations with CellSource, LLC in Tokyo, Japan for the licensing of its ATGRAFT™ products and services and on June 2, 2015 the Company and Cell Source entered into an initial term sheet licensing the ATGRAFT™ technology to CellSource for Japan. The non- ~~Three~~exclusive ~~Months~~agreement expired in June of 2020.

~~The~~Corporate ~~Company’s revenue for the quarter ended December 31, 2021, decreased to $61,185 versus $126,600 in the same period of Fiscal 2020.~~Information

~~Operating~~Our ~~expenses~~principal ~~increased~~executive tooffices ~~$396,800~~are ~~for~~located ~~the~~at ~~quarter~~1 ~~ended~~Meridian ~~December 31~~Road, ~~2021~~Eatontown, ~~from~~New ~~$171,852~~Jersey ~~for~~07724 ~~the~~and ~~same~~our ~~period~~telephone innumber ~~Fiscal~~is ~~2020.~~(732) ~~The~~747-1007. ~~Company~~Our ~~incurred~~website ~~increases~~is inwww.americancryostem.com. ~~its~~We ~~Research~~also lease and ~~Development~~operate ~~efforts~~a ~~due~~tissue toprocessing ~~the~~laboratory ~~initiation~~at ofPrinceton ~~the Company’s FDA approved clinical~~Corporate ~~study~~Plaza ~~for~~in ~~Post-Concussion~~Monmouth ~~Syndrome~~Junction ~~and~~NJ. ~~Professional~~Our ~~Fees~~laboratory ~~(primarily~~website ~~legal)~~address tois ~~prepare for an upcoming financing and increased stock compensation expenses~~www.acslaboratories.com.

~~Administrative~~Available ~~expenses increased to $324,322 from $106,529. The increase is primarily related to the development of additional clinical studies for the Company’s ATCell products.~~Information

~~Interest~~We ~~expense~~file ~~for~~electronically with the ~~quarter~~U.S. ~~ending~~Securities ~~December~~and 31Exchange Commission (SEC) our annual reports on Form 10-K, ~~2021~~quarterly reports on Form 10-Q, ~~increased~~current toreports ~~$26~~on Form 8-K,~~278~~ ~~compared~~and amendments to ~~$24,483~~those ~~for~~reports filed or furnished pursuant to Section 13(a) or 15(d) of the ~~same~~Securities ~~period~~Exchange inAct ~~2020~~of 1934. The ~~interest~~ ~~expense~~public ~~for~~can obtain materials that we file with the ~~quarters~~SEC ~~ended~~through ~~December~~the ~~31,~~SEC’s ~~2021,~~website at ~~and~~http://www.sec.gov ~~2020~~or ~~includes~~at anthe ~~additional~~SEC’s $3Public Reference Room at 100 F Street,~~413~~ ~~and~~NE, $8Washington,~~191~~ ~~respectively~~DC ~~for~~20549. Information on the ~~effects~~operation of the ~~beneficial~~Public ~~conversion~~Reference ~~feature~~Room ~~associated~~is ~~with~~available ~~debenture~~by ~~holders~~calling the SEC at 800-SEC-0330.

~~Net~~Going loss for the first quarter of Fiscal 2021 was $354,477 compared to a net loss of $46,034 for the same period of Fiscal 2020. The increase in the net loss for quarter versus the same period in 2020, was due to increased expenses in Research and Development, primarily Clinical Study efforts.Concern

~~Liquidity~~As of ~~and~~the ~~Capital~~date ~~Resources~~of this annual report, there is substantial doubt regarding our ability to continue as a going concern as we have not generated sufficient cash flow to fund our proposed business.

AsWe have ofsuffered ~~December~~recurring ~~31,~~losses ~~2021~~from operations since our inception. In addition, ~~the~~we ~~Company~~have ~~had~~yet ato generate an internal cash ~~balance~~flow offrom our ~~$103,027,~~business ~~compared~~operations toor ~~$8,244~~successfully atraised ~~September~~the ~~30,~~financing ~~2021~~required to expand our business. WeAs ~~used~~a ~~532~~result of these and other factors,~~435~~ ofour independent auditor has expressed substantial doubt about our ~~cash~~ability ~~for~~to ~~operations~~continue as a going concern. Our future success and viability, $9therefore,~~680~~ ~~for~~are ~~investing~~dependent ~~activities,~~upon inour ~~new~~ability ~~patents~~to ~~development~~generate capital financing. The ~~main~~failure ~~sources~~to ofgenerate ~~cash~~sufficient ~~provided~~revenues byor ~~financing~~raise ~~activities~~additional ~~included~~capital ~~new~~may ~~equity~~have ~~issuances~~a ~~totaling~~material ~~$665,000~~and adverse effect upon us and our shareholders.

~~Accounts~~Our plans ~~Receivable~~with ~~increased~~regard to ~~$83,736~~these atmatters ~~December~~encompass ~~31,~~the ~~2021~~following actions: (i) obtaining funding from ~~$78,782~~new atinvestors ~~September~~to 30alleviate our working capital deficiency, ~~2021~~and ~~mainly~~(ii) ~~due~~implementing a plan to angenerate ~~increase~~sales inof ~~receivables~~our proposed products. Our continued existence is dependent ~~storage~~upon our ability to resolve our liquidity problems and ~~processing~~achieve ~~fees~~profitability in our current business operations. However, the outcome of management’s plans cannot be ascertained with any degree of certainty. Our financial statements do not include any adjustments that might result from the outcome of these risks and uncertainties.

Convertible debt increased to $709,544 on December 31, 2021, versus $706,131 as of September 30, 2021. This increase was due to the effects of amortizing the beneficial conversion feature of the notes. See Note 7. Debt reported in the financial statements.33

~~The~~Results ~~Company~~of ~~will~~Operations ~~continue~~– toThree ~~focus~~Months on its financing and investment activities, but should we be unable to raise sufficient funds, we will be required to curtail our operating plans or cease them entirely. We cannot assure you that we will generate the necessary funding to operate or develop our business. Please see “Cash Requirements” above for our existing plans with respect to raising the capital we believe will be required. In the event that we are able to obtain the necessary financing to move forward with our business plan, we expect that our expenses will increase significantly as we attempt to grow our business. Accordingly, the above estimates for the financing required may not be accurate and must be considered in light these circumstances.

34The Company’s revenue for the quarter ended March 31, 2022, increased to $31,935 versus $1,935 in the same period of Fiscal 2021.

~~There~~Operating ~~was~~expenses noincreased ~~significant~~to ~~impact~~$967,339 onfor the quarter ended March 31, 2022, from $397,220 for the same period in Fiscal 2021. The Company’s incurred ~~operations~~increases asin aits ~~result~~Research and Development efforts due to ongoing expenses of ~~inflation~~the Company’s FDA approved clinical study for Post-Concussion Syndrome, increased expenses associated with the ~~nine~~Company’s ~~months~~addition ~~ended~~clinical ~~December~~study ~~31,~~development and ~~2021~~the issuance of common stock options.

~~Cash~~Administrative ~~Requirements~~expenses, exclusive of research and development, increased to $686,284 from $144,680. The increase is primarily related to the issuance of common stock options.

~~We will require~~Interest ~~additional~~expense ~~capital~~for tothe ~~fund~~quarter ~~marketing,~~ending ~~operational~~March ~~expansion~~31, ~~processing staff training~~2022, asdecreased ~~well as for working capital. We are attempting~~ to ~~raise~~$25,348 ~~sufficient~~compared ~~funds would enable us~~ to ~~satisfy~~$29,742 ~~our cash requirements~~ for ~~a period of~~ the ~~next~~same 12period toin ~~24 months~~2021. In ~~order~~The tointerest expense ~~finance further market development with the associated expansion of operational capabilities~~ for the ~~time~~quarters ~~period~~ended ~~discussed above~~March 31, we2022 ~~will~~and ~~need~~2021 toincludes ~~raise~~an additional ~~working capital. However~~$3,413 weand ~~cannot assure you we can attract sufficient capital to enable us to fully fund our anticipated cash requirements during this period. In addition~~$7,895 werespectively ~~cannot~~for ~~assure you that~~ the ~~requisite~~effects ~~financing,~~of ~~whether over~~ the ~~short~~beneficial orconversion ~~long~~feature ~~term,~~associated ~~will~~with bedebenture ~~raised within the necessary time frame or on terms acceptable to us, if at all~~holders. Should we be unable to raise sufficient funds we may be required to curtail our operating plans if not cease them entirely. As a result, we cannot assure you that we will be able to operate profitably on a consistent basis, or at all, in the future.

~~In order to~~Net ~~move~~loss ~~our~~for ~~Company~~the ~~through~~quarter ~~its~~ended ~~next~~March ~~critical~~31, ~~growth~~2022 ~~phase~~was of$963,767 ~~development~~compared ~~and commercialization and~~ to ~~ensure~~a wenet ~~are~~loss inof ~~position to support our research collaborations and market penetration strategies~~$304,729 ~~Management~~for ~~continues~~the tosame ~~seek~~period ~~new~~of ~~investment~~Fiscal ~~into the~~2021. ~~Company~~The ~~from~~increase ~~existing~~in ~~and~~the ~~new~~net ~~investors~~loss ~~with~~for ~~particular~~quarter ~~emphasis~~versus ~~on identifying~~ the ~~best~~same ~~deal~~period ~~structure~~in to2021, ~~attract~~was ~~and~~due ~~retain meaningful~~to ~~capital~~increased ~~sponsorship~~expenses ~~from~~in ~~both~~Research ~~the retail~~ and ~~institutional investing communities~~Development, ~~while limiting dilution to our current~~ ~~shareholders.~~primarily ~~Management~~Clinical ~~also~~Study ~~focuses its~~ efforts ~~on increasing sales~~ and ~~licensing~~the ~~revenue~~issuance ~~and~~of ~~reducing~~Common ~~expenses~~Stock Options.

~~Effects~~Liquidity ofand ~~COVID~~Capital 19Resources

~~The~~As ~~development~~ of ~~our~~March ~~drug candidates could be disrupted and materially adversely affected in the future by a pandemic~~31, ~~epidemic or outbreak of an infectious disease like the recent outbreak of COVID-19. For example~~2022, ~~as a result of measures imposed by~~ the ~~governments~~ inCompany ~~regions affected by COVID-19 businesses and schools have been suspended due to quarantines or “stay at home” orders intended to contain this outbreak. Furthermore, many patients~~ had ~~concerns~~a ~~about~~cash ~~making~~balance ~~hospital and physician office visits for fear~~ of ~~contracting the virus. These factors had an direct adverse impact on our ability to enroll participants in our clinical trial programs. In addition~~$22, ~~travel restrictions~~765, ~~stay-in-place~~compared ~~orders and other measures imposed by governmental agencies and health organizations~~ to ~~prevent~~$8,244 ~~the~~at ~~spread~~September ~~of COVID-19 and protect the citizenry~~30, ~~have had an adverse impact on the flow of goods and services between nations~~2021. ~~The~~We ~~supply~~used ~~disruptions~~$502,069 ~~have resulted in shortages~~ of ~~goods and materials. This could also impact~~ our ~~ability to produce the products we need to conduct our clinical trials. In addition, these measures have resulted in delays~~ tocash ~~the~~for ~~regulatory~~operations ~~process, which may also have an adverse impact on our business. Finally, initially, the outbreak of COVID-19 led to steep declines in the Dow Industrial Average~~ and ~~other domestic and international stock indices at the end of February and during March and April 2020. While the markets have rebounded nicely since then~~$123,514 ~~recent~~for ~~concerns~~investing ~~over the “Delta variant” and the impact it may have on the U~~activities.S. ~~and~~The ~~global~~main ~~economies,~~sources ~~have led to “risk-off” sessions in the global markets. We are still assessing our business plans and the impact COVID-19 may have on our ability to advance the development~~ of ~~our~~cash ~~drug candidates~~provided orby ~~to raise~~ financing toactivities ~~support the development of our drug candidates, we cannot assure you that we will be able~~included tonew ~~avoid~~equity ~~part~~issuances ortotaling ~~all of any impact from the spread of COVID-19 or its consequences~~$675, ~~including downturns in business sentiment generally or in our sector in particular~~000.

~~Commitments~~Accounts Receivable decreased to $65,680 at March 31, 2022 from $78,782 at September 30, 2021.

~~Effective~~Convertible ~~October~~debt 1,increased ~~2019~~to $712,957 ~~the~~as ~~Company adopted the provision~~ of ~~ASC~~March ~~842~~31, ~~Leases.~~2022, ~~The~~versus ~~Company~~$706,131 ~~determines~~as ~~whether a contract is or contains a lease at inception~~ of ~~the~~September ~~contract~~30, ~~and whether that lease meets the classification criteria of finance or operating lease~~2021. ~~When available,~~This ~~the~~increase ~~Company~~was ~~uses~~due ~~the rate implicit in the lease~~ to ~~discount lease payments to present value; however, one of~~ the ~~Company’s~~effects ~~leases~~of ~~does~~amortizing ~~not provide a readily determinable implicit rate. Therefore,~~ the ~~Company~~beneficial ~~must~~conversion ~~discount~~feature ~~lease payments based on an estimate~~ of ~~its~~the ~~incremental~~notes. ~~borrowing~~See ~~rate~~Note ~~which~~7. isDebt ~~based~~reported onin the ~~interest~~financial ~~rate of similar debt outstanding~~statements.

~~Finance~~The ~~Lease~~Company will continue to focus on its financing and investment activities, but should we be unable to raise sufficient funds, we will be required to curtail our operating plans or cease them entirely. We cannot assure you that we will generate the necessary funding to operate or develop our business. Please see “Cash Requirements” above for our existing plans with respect to raising the capital we believe will be required. In the event that we are able to obtain the necessary financing to move forward with our business plan, we expect that our expenses will increase significantly as we attempt to grow our business. Accordingly, the above estimates for the financing required may not be accurate and must be considered in light these circumstances.

~~The~~There ~~Company~~was ~~leases~~no ~~Equipment~~significant atimpact ~~its~~on ~~laboratory~~the ~~from~~Company’s ~~NFS~~operations ~~Leasing,~~as ~~Inc.~~a ~~Lease~~result ~~payments~~of ~~are~~inflation ~~$2,993.62 per month~~ for ~~eighteen~~the ~~(18)~~six months~~. The~~ ~~final~~ended ~~lease~~March ~~payment is scheduled for January 1~~31, ~~2023~~2022. ~~When the final payment is made, the Company will own the equipment. See Note 11. Leases in the Financial Statements.~~

35Cash Requirements

~~Operating~~We will ~~Lease~~require additional capital to fund marketing, operational expansion, processing staff training, as well as for working capital. We are attempting to raise sufficient funds would enable us to satisfy our cash requirements for a period of the next 12 to 24 months. In order to finance further market development with the associated expansion of operational capabilities for the time period discussed above, we will need to raise additional working capital. However, we cannot assure you we can attract sufficient capital to enable us to fully fund our anticipated cash requirements during this period. In addition, we cannot assure you that the requisite financing, whether over the short or long term, will be raised within the necessary time frame or on terms acceptable to us, if at all. Should we be unable to raise sufficient funds we may be required to curtail our operating plans if not cease them entirely. As a result, we cannot assure you that we will be able to operate profitably on a consistent basis, or at all, in the future.

The Company leases its office facility, in Eatontown, New Jersey, from Eaton Holdings LLC. The lease expired on April 30, 2021 and the Company can exercise a renewal option for an additional three years. The company has not exercised its option to renew for 36 months at $2,650 per month. The company is renting month to month at $2,650 per month, while management evaluates whether it will renew the lease. See Note 11. Leases in the Financial Statements.34

~~The~~In order to move our Company ~~was~~through ~~not~~its ~~party~~next critical growth phase of development and commercialization and to ~~any~~ensure ~~litigation~~we ~~against~~are itin position to support our research collaborations and ismarket ~~not~~penetration ~~aware~~strategies, ofManagement ~~any~~continues ~~litigation~~to ~~contemplated~~seek ~~against~~new itinvestment asinto ofthe Company ~~December~~from 31existing and new investors with particular emphasis on identifying the best deal structure to attract and retain meaningful capital sponsorship from both the retail and institutional investing communities, while limiting dilution to our current ~~2021~~shareholders. ~~See~~Management also ~~Legal~~focuses ~~Proceedings~~its ~~below~~efforts on increasing sales and licensing revenue and reducing expenses.

WeEffects ~~anticipate that any further capital commitments that may be incurred will be financed principally through the issuance~~ of ~~our securities.~~COVID ~~However, we cannot assure you that additional financing will be available to us on a timely basis, on acceptable terms, or at all.~~19

~~Related~~The ~~Party~~development ~~Transactions~~of our drug candidates could be disrupted and materially adversely affected in the future by a pandemic, epidemic or outbreak of an infectious disease like the recent outbreak of COVID-19. For example, as a result of measures imposed by the governments in regions affected by COVID-19 businesses and schools have been suspended due to quarantines or “stay at home” orders intended to contain this outbreak. Furthermore, many patients had concerns about making hospital and physician office visits for fear of contracting the virus. These factors had an direct adverse impact on our ability to enroll participants in our clinical trial programs. In addition, travel restrictions, stay-in-place orders and other measures imposed by governmental agencies and health organizations to prevent the spread of COVID-19 and protect the citizenry, have had an adverse impact on the flow of goods and services between nations. The supply disruptions have resulted in shortages of goods and materials. This could also impact our ability to produce the products we need to conduct our clinical trials. In addition, these measures have resulted in delays to the regulatory process, which may also have an adverse impact on our business. Finally, initially, the outbreak of COVID-19 led to steep declines in the Dow Industrial Average and other domestic and international stock indices at the end of February and during March and April 2020. While the markets have rebounded nicely since then, recent concerns over the “Delta variant” and the impact it may have on the U.S. and global economies, have led to “risk-off” sessions in the global markets. We are still assessing our business plans and the impact COVID-19 may have on our ability to advance the development of our drug candidates or to raise financing to support the development of our drug candidates, we cannot assure you that we will be able to avoid part or all of any impact from the spread of COVID-19 or its consequences, including downturns in business sentiment generally or in our sector in particular.

On October 1, 2020, the Company executed a note with ACS Global, Inc. for a principal amount of $99,125 representing the outstanding balance due to ACS Global. Inc. The Note matures on October 1, 2023 and carries an interest rate of 10% per annum which may be paid in cash or stock. The note is due and payable in full upon maturity. On March1, 2021, the note was increased by $49,000. The note may be prepaid at any time by the Company.Commitments

~~From~~Effective October ~~time~~1, ~~to time~~2019, the Company ~~makes~~adopted ~~principal~~the ~~payments~~provision onof ASC 842 Leases. The Company determines whether a contract is or contains a lease at inception of the ~~note~~contract and whether that lease meets the classification criteria of finance or operating lease. ~~During~~When available, the ~~three~~Company ~~months~~uses ~~ended~~the ~~December~~rate 31implicit in the lease to discount lease payments to present value; however, ~~2021~~one of the Company’s leases does not provide a readily determinable implicit rate. Therefore, the Company ~~paid~~must ~~down~~discount lease payments based on an estimate of its incremental borrowing rate which is based on the ~~note~~interest ~~$18,000~~rate of similar debt outstanding.

~~The principal~~Finance ~~balance of the Note is $130,433 at December 31, 2021 and 147,775 at September 30, 2021.~~Lease

The ~~Company~~ ~~entered~~Company ~~into~~leases anEquipment ~~agreement~~at ~~with~~its ~~ACS~~laboratory ~~Global~~from NFS Leasing, Inc. ~~wherein~~Lease ~~the~~payments ~~Company~~are ~~exchanged 1~~$2,~~000,000~~993.62 ~~newly~~per ~~created~~month ~~Series~~for Aeighteen ~~Voting~~(18) C months. The ~~Company entered~~final ~~into~~lease anpayment ~~agreement~~is ~~with~~scheduled ~~ACS~~for ~~Global~~January 1, ~~Inc~~2023. ~~wherein~~When the ~~Company~~final ~~exchanged~~payment 1is made,~~000,000~~ ~~newly~~the ~~created~~Company ~~Series~~will Aown ~~Voting~~the ~~Convertible~~equipment. ~~Preferred~~See ~~Shares~~Note ~~for~~11. ~~20,000,000~~Leases ~~common~~in ~~shares~~the ~~held~~Financial ~~by ACS Global, Inc~~Statements.

~~Terms of the~~Operating ~~Series A Voting Convertible Preferred Shares are as follows:~~Lease

1The Company leases its office facility, in Eatontown, New Jersey, from Eaton Holdings LLC. ~~Each~~The ~~Series~~Company Aextended ~~Share~~the islease ~~convertible~~on ~~into~~March 23, 202022 ~~shares~~for ofan ~~American~~additional ~~CryoStem~~three ~~common~~years ~~stock~~from $0May 1, 2021 to April 30, 2024.~~001~~ ~~par~~at ~~value~~$2,650 ~~subject~~per tomonth. ~~any~~See ~~recapitalization~~Note ~~event~~11. Leases in the Financial Statements.

2.The Company ~~Stated~~was ~~annual~~not ~~dividend~~party ofto ~~$0.20~~any ~~per~~litigation ~~share~~against ~~payable~~it ~~quarterly~~and inis ~~cash~~not oraware ~~stock~~of atany ~~the~~litigation ~~discretion~~contemplated against it as of ~~the~~March ~~Company’s~~31, 2022. ~~Board~~See ofalso ~~directors~~Legal Proceedings below.

3We anticipate that any further capital commitments that may be incurred will be financed principally through the issuance of our securities. ~~Each~~However, ~~preferred~~we ~~share~~cannot ~~shall~~assure ~~have~~you 20that ~~votes~~additional onfinancing ~~all~~will ~~matters~~be ~~subject~~available to us on a ~~Company~~timely ~~shareholder~~basis, ~~vote~~on acceptable terms, or at all.

~~4. Convertible after one year at the discretion of the ACS Global board of directors.~~35

~~convertible~~Related ~~Preferred~~Party ~~Shares for 20,000,000 common shares held by ACS Global, Inc.~~Transactions

~~Terms~~On October 1, 2020, the Company executed a note with ACS Global, Inc. for a principal amount of $99,125 representing the ~~Series~~outstanding Abalance due ~~Voting~~to ACS Global. Inc. The Note matures on October 1, 2023 and carries an interest rate of 10% per annum which may be paid in ~~Convertible~~cash ~~Preferred~~or ~~Shares~~stock. ~~are~~The asnote ~~follows:~~is due and payable in full upon maturity. On March 1, 2021, the note was increased by $49,000. The note may be prepaid at any time by the Company.

1.From time ~~Each~~to ~~Series~~time Athe ~~Share~~Company istakes ~~convertible~~advances ~~into~~makes 20principal ~~shares~~payments ofon ~~American~~the ~~CryoStem~~note. ~~common~~During ~~stock~~the ~~$0.001~~six ~~par~~months ~~value~~ended March 31, ~~subject~~2022, tothe Company ~~any~~was ~~recapitalization~~advanced ~~event~~$1,729 and made payments of $18,000 on the note.

2.The ~~Stated~~principal balance ~~annual dividend~~ of ~~$0.20~~the ~~per~~Note ~~share~~is ~~payable~~$131,505 ~~quarterly in cash or stock~~ at ~~the~~March ~~discretion~~31, of2022 ~~the~~and ~~Company’s~~147,775 ~~Board~~at ofSeptember ~~directors~~30, 2021.

3.The Company ~~Each~~entered ~~preferred~~into ~~share~~an ~~shall~~agreement ~~have~~with 20ACS ~~votes~~Global, onInc ~~all~~wherein ~~matters~~the ~~subject~~Company toexchanged a1,000,000 newly created Series A Voting C The Company ~~shareholder~~entered ~~vote~~into an agreement with ACS Global, Inc wherein the Company exchanged 1,000,000 newly created Series A Voting Convertible Preferred Shares for 20,000,000 common shares held by ACS Global, Inc.

4.Terms ~~Convertible~~of ~~after one year at~~ the ~~discretion~~Series ofA ~~the~~Voting ~~ACS~~Convertible ~~Global~~Preferred ~~board~~Shares ofare ~~directors.~~as follows:

~~Off Balance~~1. ~~Sheet~~Each ~~Arrangements~~Series A Share is convertible into 20 shares of American CryoStem common stock $0.001 par value, subject to any recapitalization event.

~~We have~~2. noStated ~~off-balance~~annual ~~sheet~~dividend ~~arrangements~~of ~~that~~$0.20 ~~have~~per orshare ~~are~~payable ~~reasonably~~quarterly ~~likely~~in tocash ~~have a current~~ or ~~future~~stock ~~effect~~at onthe ~~our~~discretion ~~financial condition,~~of ~~changes~~the inCompany’s ~~financial~~Board ~~condition, revenues or expenses, results~~ of ~~operations, liquidity, capital expenditures or capital resources that are material to investors~~directors.

363. Each preferred share shall have 20 votes on all matters subject to a Company shareholder vote.

~~Critical Accounting~~4. ~~Policies~~Convertible after one year at the discretion of the ACS Global board of directors.

~~We prepare financial statements in conformity with U~~5.S. ~~generally~~Convertible ~~accepted~~Preferred ~~accounting~~Shares ~~principles~~for ~~(“GAAP”)~~20,000,000 ~~which~~common ~~requires~~shares usheld toby ~~make~~ACS ~~estimates and~~Global, ~~assumptions that affect the amounts reported in our combined and consolidated financial statements and related notes~~Inc. ~~See Note 1 and Note 3 to the Financial Statements for more information.~~

~~Basis~~ Terms of ~~Presentation~~the Series A Voting Convertible Preferred Shares are as follows:

~~Our financial~~1. ~~statements~~Each ~~are~~Series ~~presented~~A onShare ~~the~~is ~~accrual~~convertible ~~basis~~into of20 ~~accounting~~shares inof ~~accordance~~American ~~with~~CryoStem ~~generally~~common ~~accepted~~stock ~~accounting~~$0.001 ~~principles in~~par ~~the United State of America~~value, ~~whereby~~subject ~~revenues~~to ~~are~~any ~~recognized~~recapitalization ~~in the period earned and expenses when incurred~~event.

~~Management~~2. Stated annual dividend of $0.20 per share payable quarterly in cash or stock at the discretion of the Company’s ~~Use~~ Board of ~~Estimates~~directors.

~~The preparation~~3. ofEach ~~financial~~preferred ~~statements~~share inshall ~~conformity~~have ~~with~~20 ~~GAAP~~votes ~~requires~~on ~~management~~all tomatters ~~make~~subject ~~estimates~~to ~~and~~a ~~assumptions~~Company ~~that~~shareholder ~~affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting periods~~vote. ~~Actual results could differ from those estimates.~~

~~Long-Lived Assets~~4. Convertible after one year at the discretion of the ACS Global board of directors.

WeOff ~~review~~Balance ~~and~~Sheet evaluate our long-lived assets for impairment whenever events or changes in circumstances indicate that their net book value may not be recoverable. When such factors and circumstances exist, we compare the assets’ carrying amounts against the estimated undiscounted cash flows to be generated by those assets over their estimated useful lives. If the carrying amounts are greater than the undiscounted cash flows, the fair values of those assets are estimated by discounting the projected cash flows. Any excess of the carrying amounts over the fair values are recorded as impairments in that fiscal period.Arrangements

~~Statement~~We have no off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of ~~Cash~~operations, ~~Flows~~liquidity, capital expenditures or capital resources that are material to investors.

~~For~~Critical ~~purposes~~Accounting ~~of the statement of cash flows, we consider all highly liquid investments (i.e., investments which, when purchased, have original maturities of three months or less) to be cash equivalents.~~Policies

~~Recent~~We prepare ~~Accounting~~financial ~~Pronouncements~~statements in conformity with U.S. generally accepted accounting principles (“GAAP”), which requires us to make estimates and assumptions that affect the amounts reported in our combined and consolidated financial statements and related notes. See Note 1 and Note 3 to the Financial Statements for more information.

~~The FASB~~Basis recently issued ASU 2020-06, Debt – Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging – Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity, to reduce complexity in applying GAAP to certain financial instruments with characteristics of ~~liabilities and equity.~~Presentation

~~The guidance~~Our infinancial ~~ASU~~statements ~~2020-06~~are ~~simplifies~~presented on the ~~accounting~~accrual ~~for~~basis ~~convertible~~of ~~debt~~accounting ~~instruments and convertible preferred stock by removing the existing guidance~~ in ~~ASC~~accordance ~~470-20, Debt: Debt~~ with ~~Conversion~~generally ~~and~~accepted ~~Other~~accounting ~~Options, that requires entities to account for beneficial conversion~~principles ~~features and cash conversion features~~ in ~~equity, separately from~~ the ~~host~~United ~~convertible~~State ~~debt~~of orAmerica, ~~preferred~~whereby ~~stock.~~revenues ~~The~~are ~~guidance~~recognized in ~~ASC~~ ~~470-20 applies to convertible instruments for which~~ the ~~embedded~~period ~~conversion~~earned ~~features are not required to be bifurcated from the host contract~~ and ~~accounted~~expenses ~~for~~when ~~as derivatives~~incurred.

~~In addition, the amendments revise the scope exception from derivative accounting in ASC 815-40 for freestanding financial instruments and embedded features that are both indexed to the issuer~~Management’s ~~own stock and classified in stockholders’ equity, by removing~~ ~~certain~~Use ~~criteria~~of required for equity classification. These amendments are expected to result in more freestanding financial instruments qualifying for equity classification (and, therefore, not accounted for as derivatives), as well as fewer embedded features requiring separate accounting from the host contract.Estimates

The ~~amendments~~ inpreparation ~~ASU~~of ~~2020-06~~financial ~~further~~statements ~~revise the guidance~~ in ~~ASC~~conformity ~~260,~~with ~~Earnings~~GAAP ~~Per~~requires ~~Share,~~management to ~~require~~make ~~entities~~estimates toand ~~calculate~~assumptions ~~diluted~~that ~~earnings per~~affect ~~share~~the ~~(EPS)~~reported ~~for~~amounts ~~convertible~~of ~~instruments~~assets byand ~~using~~liabilities at the ~~if-converted~~date ~~method.~~of Inthe ~~addition,~~financial ~~entities~~statements ~~must~~and ~~presume~~the ~~share~~reported ~~settlement for~~amounts ~~purposes~~ of ~~calculating~~revenues ~~diluted~~and expenses ~~EPS~~during ~~when~~the anreporting ~~instrument~~periods. ~~may~~Actual beresults ~~settled~~could indiffer ~~cash~~from orthose ~~shares~~estimates.

~~The amendments in ASU 2020~~Long-~~06 are effective for our company for fiscal years beginning after December 15, 2023, with early adoption permitted.~~Lived ~~The Company is currently assessing the impact of these amendments on its future financial reporting.~~Assets

37We review and evaluate our long-lived assets for impairment whenever events or changes in circumstances indicate that their net book value may not be recoverable. When such factors and circumstances exist, we compare the assets’ carrying amounts against the estimated undiscounted cash flows to be generated by those assets over their estimated useful lives. If the carrying amounts are greater than the undiscounted cash flows, the fair values of those assets are estimated by discounting the projected cash flows. Any excess of the carrying amounts over the fair values are recorded as impairments in that fiscal period.

~~ITEM~~Statement of 3.Cash ~~QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.~~Flows

~~Not~~For ~~Applicable~~purposes of the statement of cash flows, we consider all highly liquid investments (i.e., investments which, when purchased, have original maturities of three months or less) to be cash equivalents.

~~ITEM~~Recent Accounting ~~4. CONTROLS AND PROCEDURES~~Pronouncements

~~Conclusion~~The ~~Regarding~~FASB ~~the~~recently ~~Effectiveness~~issued ofASU ~~Disclosure~~2020-06, ~~Controls~~Debt – Debt with Conversion and ~~Procedures~~Other Options (Subtopic 470-20) and Derivatives and Hedging – Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity, to reduce complexity in applying GAAP to certain financial instruments with characteristics of liabilities and equity.

The ~~Company’s~~ ~~disclosure~~guidance ~~controls~~in ~~and~~ASU ~~procedures~~2020-06 ~~are~~simplifies ~~designed~~the toaccounting ~~ensure~~for ~~(i)~~convertible ~~that~~debt ~~information~~instruments ~~required~~and toconvertible bepreferred ~~disclosed~~stock by removing the ~~Company~~existing guidance in ~~the reports~~ASC ~~the~~470-20, ~~Company~~Debt: ~~files~~Debt orwith ~~submits~~Conversion ~~under~~and ~~the~~Other ~~Exchange Act are recorded~~Options, ~~processed,~~that ~~summarized,~~requires ~~and~~entities ~~reported~~to ~~within~~account ~~the~~for ~~time~~beneficial ~~periods~~conversion ~~specified~~features inand ~~the~~cash ~~SEC’s~~conversion ~~rules~~features ~~and~~in ~~forms;~~equity, ~~and~~separately ~~(ii)~~from ~~that~~the ~~information~~host ~~required~~convertible todebt beor ~~disclosed~~preferred bystock. ~~the~~The guidance ~~Company~~ in ~~the reports~~ASC it470-20 ~~files~~applies orto ~~submits~~convertible ~~under~~instruments for which the ~~Exchange~~embedded ~~Act~~conversion isfeatures ~~accumulated~~are ~~and~~not ~~communicated~~required to ~~the~~be ~~Company’s management, including~~bifurcated ~~its~~from ~~principal~~the ~~executive~~host ~~officer,~~contract orand ~~persons~~accounted ~~performing~~for ~~similar functions,~~ as ~~appropriate to allow timely decisions regarding required disclosure~~derivatives.

~~Our principal~~In ~~executive~~addition, ~~officer~~the ~~and~~amendments ~~principal~~revise the scope exception from derivative accounting in ASC 815-40 for freestanding financial ~~officer~~instruments and ~~evaluated~~embedded ~~the~~features ~~effectiveness~~that ofare both indexed to the ~~design~~issuer’s own stock and ~~operation~~classified ofin ~~our~~stockholders’ ~~disclosure~~equity, ~~controls~~by removing ~~and~~certain ~~procedures~~criteria asrequired offor ~~December~~equity ~~31,~~classification. ~~2021,~~These ~~and~~amendments ~~concluded~~are ~~that~~expected ~~the~~to ~~disclosure~~result ~~controls~~in more freestanding financial instruments qualifying for equity classification (and, ~~procedures~~therefore, ~~were~~not ~~effective~~accounted for as aderivatives), ~~whole~~as well as fewer embedded features requiring separate accounting from the host contract.

~~Changes~~The amendments in ~~Internal~~ASU ~~Control~~2020-06 ~~over~~further ~~Financial~~revise ~~Reporting~~the guidance in ASC 260, Earnings Per Share, to require entities to calculate diluted earnings per share (EPS) for convertible instruments by using the if-converted method. In addition, entities must presume share settlement for purposes of calculating diluted EPS when an instrument may be settled in cash or shares.

~~There~~The amendments ~~were~~in noASU ~~changes~~2020-06 inare ~~our~~effective ~~internal~~for ~~control~~our ~~over~~company ~~financial~~for ~~reporting,~~fiscal asyears ~~defined~~beginning inafter ~~Rules~~December ~~13a-~~15~~(f)~~, ~~and 15d-15(f) under the Exchange Act~~2023, ~~during~~with ~~our~~early ~~most~~adoption permitted. ~~recently~~The ~~completed~~Company ~~fiscal~~is ~~quarter~~currently ~~that~~assessing ~~have~~the ~~materially~~impact ~~affected,~~of orthese ~~are~~amendments ~~reasonably~~on ~~likely~~its tofuture ~~materially affect, our internal control over~~ financial reporting.

38In June 2016, the FASB issued ASU No. 2016-13 Financial Instruments-Credit Losses. The new guidance provides better representation about expected credit losses on financial instruments. This Update requires the use of a methodology that reflects expected losses and requires consideration of a broader range of reasonable and supportive information to inform credit loss estimates. This ASU is effective for reporting periods beginning after December 15, 2022, with early adoption permitted. The company is studying the impact of adopting the ASU in fiscal year 2024, and what effect it could have. The Company believes the accounting change would not have a material effect on the financial statements.

~~PART~~ITEM II3. -QUANTITATIVE ~~OTHER~~AND ~~INFORMATION~~QUALITATIVE DISCLOSURES ABOUT MARKET RISK.

~~ITEM 1. LEGAL PROCEEDINGS~~Not Applicable

~~We are~~ITEM ~~currently not involved in any litigation that we believe could have a material adverse effect on our financial condition or results of operations~~4. ~~There~~CONTROLS isAND no action, suit, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the executive officers of our company or any of our subsidiaries, threatened against or affecting our Company, our common stock, any of our subsidiaries or of our companies or our subsidiaries’ officers or directors in their capacities as such, in which an adverse decision could have a material adverse effect.PROCEDURES

~~ITEM~~Conclusion Regarding ~~1A.~~the ~~RISK~~Effectiveness ~~FACTORS~~of Disclosure Controls and Procedures

~~Not~~The ~~applicable~~Company’s disclosure controls and procedures are designed to ensure (i) that information required to be disclosed by the Company in the reports the Company files or submits under the Exchange Act are recorded, processed, summarized, and reported within the time periods specified in the SEC’s rules and forms; and (ii) that information required to be disclosed by the Company in the reports it files or submits under the Exchange Act is accumulated and communicated to the Company’s management, including its principal executive officer, or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosure.

~~ITEM~~Our 2.principal executive ~~UNREGISTERED~~officer ~~SALES~~and OFprincipal ~~EQUITY~~financial ~~SECURITIES~~officer ~~AND~~evaluated ~~USE~~the OFeffectiveness ~~PROCEEDS~~of the design and operation of our disclosure controls and procedures as of March 31, 2022 and concluded that the disclosure controls and procedures were effective as a whole.

~~During the quarter ended December~~Changes ~~31,~~in ~~2020,~~Internal ~~the~~Control ~~Company~~over ~~issued~~Financial 412,500 shares and received proceeds of $87,500. The share price was determined by agreement with the purchasers, based upon the current market price less a discount for purchasing restricted securities.Reporting

~~During~~There ~~the~~were ~~quarter~~no ~~ended~~changes ~~December 31,~~in ~~2020,~~our ~~the~~internal ~~Company~~control ~~issued~~over 80financial reporting,~~000~~ ~~shares~~as defined in Rules 13a-15(f) and ~~for~~15d-15(f) ~~services~~under ~~valued~~the atExchange ~~$20~~Act,~~000.~~ ~~The~~during ~~share~~our ~~price~~most ~~was~~recently ~~determined~~completed byfiscal ~~agreement~~quarter ~~with the~~that ~~service~~have ~~provider~~materially affected, ~~based~~or ~~upon~~are ~~the~~reasonably ~~current~~likely ~~market~~to ~~price~~materially ~~less~~affect, aour ~~discount~~internal ~~for~~control ~~restricted~~over ~~securities~~financial reporting.

During the quarter ended December 31, 2021, the Company issued 2,050,000 shares and received proceeds of $665,000. The share price was determined by agreement with the purchasers, based upon the current market price less a discount for purchasing restricted securities.37

~~During~~PART ~~the~~II ~~quarter ended~~- ~~December 31, 2021, the Company issued 97,396 shares to pay interest due to holders of the bridge notes and convertible notes.~~OTHER ~~The value of the interest paid was $26,537. The share prices were determined by the aggregate market price for the week in which the shares were issued.~~INFORMATION

ITEM 31. ~~DEFAULTS~~LEGAL ~~UPON SENIOR SECURITIES~~PROCEEDINGS

~~None~~We are currently not involved in any litigation that we believe could have a material adverse effect on our financial condition or results of operations. There is no action, suit, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the executive officers of our company or any of our subsidiaries, threatened against or affecting our Company, our common stock, any of our subsidiaries or of our companies or our subsidiaries’ officers or directors in their capacities as such, in which an adverse decision could have a material adverse effect.

ITEM 41A. ~~MINE~~RISK ~~SAFETY DISCLOSURES~~FACTORS

Not ~~Applicable~~ applicable.

ITEM 52. ~~OTHER~~UNREGISTERED ~~INFORMATION~~SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

~~None~~During the six months ended March 31, 2021, the Company issued 640,000 shares and received proceeds of $143,000. The share price was determined by agreement with the purchasers, based upon the current market price less a discount for purchasing restricted securities.

~~ITEM~~During 6the six months ended March 31, 2021, the Company issued 80,000 shares and for services valued at $20,000. ~~EXHIBITS~~The share price was determined by agreement with the service provider, based upon the current market price less a discount for purchasing restricted securities.

~~(a)~~During the six months ~~Exhibits~~ended ~~furnished~~March as31, ~~Exhibits~~2021, ~~hereto:~~the Company issued 100,000 shares for services to be provided valued at $75,000. The share price was determined by agreement with the service provider, based upon the current market price less a discount for purchasing restricted securities.

Exhibit No.		Description
31.1		Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
31.2		Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
32.1		Certification pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
101.INS		XBRL Instance Document
101.SCH		XBRL Taxonomy Extension Schema
101.CAL		XBRL Taxonomy Extension Calculation
101.DEF		XBRL Taxonomy Extension Definition
101.LAB		XBRL Taxonomy Extension Label
101.PRE		XBRL Taxonomy Extension Presentation

During the six months ended March 31, 2021, the Company issued 81,031 shares to pay interest due holders of bridge notes and convertible notes. The amount of interest paid was $26,147. The share prices were determined by the aggregate market price for the week in which the interest became due.

39During the six months ended March 31, 2022, the Company issued 2,083,333 shares and received proceeds of $675,000. The share price was determined by agreement with the purchasers, based upon the current market price less a discount for purchasing restricted securities.

~~SIGNATURES~~During the six months ended March 31, 2022, the Company issued 110,470 shares to pay interest due to holders of the bridge notes and convertible notes. The value of the interest paid was $34,487. The share prices were determined by the aggregate market price for the week in which the shares were issued.

~~Pursuant to~~During the ~~requirements~~six ofmonths ended ~~the~~March ~~Securities~~31, ~~Exchange~~2022, ~~Act~~the ofCompany ~~1934~~issued 91,091 ~~the~~shares ~~registrant~~for ~~has~~prepaid ~~duly~~legal ~~caused~~fees. ~~this~~The ~~report~~share toprice bewas ~~signed~~determined onby ~~its~~agreement ~~behalf~~with bylegal service provider, based upon the ~~undersigned~~current ~~thereunto~~market ~~duly~~price ~~authorized~~less a discount for acquiring restricted securities.

	AMERICAN CRYOSTEM CORPORATION
February 22, 2022	By:	/s/ John Arnone
		John Arnone, Chief Executive Officer
		(Principal Executive Officer)
February 22, 2022	By:	/s/ Anthony Dudzinski
		Anthony Dudzinski, Treasurer
		(Principal Financial Officer)

The Company exchanged 1,000,000 newly created Series A Voting Convertible Preferred Shares for 20,000,000 common shares held by ACS Global, Inc. (See Note 14 for more details).

40ITEM 3. DEFAULTS UPON SENIOR SECURITIES

None

ITEM 4.

MINE SAFETY DISCLOSURES

Not Applicable.

ITEM 5.

OTHER INFORMATION

None

ITEM 6.

EXHIBITS

(a) Exhibits furnished as Exhibits hereto:

Exhibit No.		Description

31.1		Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
31.2		Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
32.1		Certification pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

101.INS		XBRL Instance Document
101.SCH		XBRL Taxonomy Extension Schema
101.CAL		XBRL Taxonomy Extension Calculation
101.DEF		XBRL Taxonomy Extension Definition
101.LAB		XBRL Taxonomy Extension Label
101.PRE		XBRL Taxonomy Extension Presentation

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 thereunto duly authorized.

	AMERICAN CRYOSTEM CORPORATION

May 23, 2022	By:	/s/ John Arnone
		John Arnone, Chief Executive Officer
		(Principal Executive Officer)

May 23, 2022	By:	/s/ Anthony Dudzinski
		Anthony Dudzinski, Treasurer
		(Principal Financial Officer)

Filing Compare · American CryoStem Corp