VYCOR MEDICAL INC - Quarter Report: 2025 June (Form 10-Q)

Stock, Value

	Three Months Ended June 30,						Six Months Ended June 30,
	2025			2024			2025			2024

Number of customers over 10%		-			-			-			-
Percentage of sales			%			%			%			%

Accounts Receivable Concentration

	At June 30, 2025		At December 31, 2024

Number of customers over 10%
Percentage of accounts receivable		%		%

The Company has three sub-contract manufacturers from which it purchases, respectively, VBAS injection molded parts, completed and sterilized VBAS units, and extension arms. Purchases from these manufacturers vary from quarter to quarter, with no purchases in some quarters, however on an annual basis, purchases from each manufacturer represent over % of total annual purchases.

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS.

Forward Looking Statements

This Interim Report on Form 10-Q contains, in addition to historical information, certain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 (“PLSRA”), Section 27A of the Securities Act of 1933, as amended (the “Securities Act”), and section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) regarding Vycor Medical, Inc. (the “Company” or “Vycor,” also referred to as “us”, “we” or “our”). Forward-looking statements give our current expectations or forecasts of future events. You can identify these statements by the fact that they do not relate strictly to historical or current facts. Forward-looking statements involve risks and uncertainties. Forward-looking statements include statements regarding, among other things, (a) our projected sales, profitability, and cash flows, (b) our growth strategies, (c) anticipated trends in our industries, (d) our future financing plans and (e) our anticipated needs for working capital. They are generally identifiable by use of the words “may,” “will,” “should,” “anticipate,” “estimate,” “plans,” “potential,” “projects,” “continuing,” “ongoing,” “expects,” “management believes,” “we believe,” “we intend” or the negative of these words or other variations on these words or comparable terminology. These statements may be found under “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and “Description of Business,” as well as in this Form 10-Q generally. In particular, these include statements relating to future actions, prospective products or product approvals, future performance or results of current and anticipated products, sales efforts, expenses, the outcome of contingencies such as legal proceedings, and financial results.

Any or all of our forward-looking statements in this report may turn out to be inaccurate. They can be affected by inaccurate assumptions we might make or by known or unknown risks or uncertainties. Consequently, no forward-looking statement can be guaranteed. Actual future results may vary materially as a result of various factors, including, without limitation, the risks outlined under “Risk Factors” and matters described in this Form 10-Q generally. In light of these risks and uncertainties, there can be no assurance that the forward-looking statements contained in this filing will in fact occur. You should not place undue reliance on these forward-looking statements. The forward-looking statements speak only as of the date on which they are made, and, except to the extent required by federal securities laws, we undertake no obligation to publicly update any forward-looking statements, whether as the result of new information, future events, or otherwise. We intend that all forward-looking statements be subject to the safe harbor provisions of the PSLRA.

1. Organizational History

The Company was formed as a limited liability company under the laws of the State of New York on June 17, 2005 as “Vycor Medical LLC”. On August 14, 2007, we converted into a Delaware corporation and changed our name to “Vycor Medical, Inc.” (“Vycor”). The Company’s listing went effective on February 2009 and on November 29, 2010 Vycor completed the acquisition of substantially all of the assets of NovaVision, Inc. (“NovaVision”) and on January 4, 2012 Vycor, through its wholly-owned NovaVision subsidiary, completed the acquisition of all the shares of Sight Science Limited (“Sight Science”), a previous competitor to NovaVision.

2. Overview of Business

Vycor is dedicated to providing the medical community with innovative and superior surgical and therapeutic solutions and operates two distinct business units within the medical device industry. Vycor Medical designs, develops and markets medical devices for use in neurosurgery. NovaVision provides non-invasive rehabilitation therapies for those who have vision disorders resulting from neurological brain damage such as that caused by a stroke. Both businesses adopt a minimally or non-invasive approach. The Company leverages joint resources across the divisions to operate in a cost-efficient manner.

Vycor Medical

Vycor Medical designs, develops and markets medical devices for use in neurosurgery. Vycor Medical’s ViewSite Brain Access System (“VBAS”) is a next generation retraction and access system. Vycor Medical is ISO 13485:2016 and MDSAP (Medical Device Single Audit Program) certified, and VBAS has U.S. FDA 510(k) clearance and CE Marking for Europe (Class III) for brain and spine surgeries, and regulatory approvals in several other international markets.

NovaVision

NovaVision provides non-invasive, computer-based rehabilitation therapies targeted at people who have impaired vision as a result of stroke or other brain injury.

Strategy

The Company is continuing to execute on a plan to achieve revenue growth. The strategy for Vycor Medical includes: increasing market penetration in the US; increasing international growth in territories where we are not represented or under-represented; continued new product development in response to market demands and demonstrating applicability in a broader range of pathologies; and adding products complementary to VBAS where the Company is able to leverage its existing distribution network.

Given NovaVision’s resources, and the large size and diversity of its end markets, we believe that the most efficient way to tackle the distribution of its patient and professional products is by partnering with entities that have either direct access to the end users or the technological capability to leverage the NovaVision therapy platform, particularly in digital health and into non-medical areas. Management is also open to a broad range of alternatives for NovaVision as a whole, which could comprise distribution and marketing partnerships, licensing, merger or sale.

In August 2024 the Company engaged the services of Maxim Group LLC to assist in its strategy to accelerate the growth of the Company through strategic acquisitions and partnerships.

Comparison of the Three Months Ended June 30, 2025 to the Three Months Ended June 30, 2024

Revenue and Gross Margin:

	Three months ended
	June 30,
	2025		2024		% Change
Revenue:
Vycor Medical	$	481,788	$	387,249		24	%
NovaVision		14,565		19,029		-23	%
	$	496,353	$	406,278		22	%
Gross Profit
Vycor Medical	$	401,783	$	352,963		14	%
NovaVision		13,488		18,152		-26	%
	$	415,271	$	371,115		12	%

Vycor Medical recorded revenue of $481,788 from the sale of its products for the three months ended June 30, 2025, an increase of $94,539, or 24%, over the same period in 2024, most of the increase being from growth in international markets. Gross margin of 83% and 91% was recorded for the three months ended June 30, 2025 and 2024, respectively, with the lower gross margin in 2025 due to validation and shipping costs of new production as well as sales mix.

NovaVision recorded revenues of $14,565 for the three months ended June 30, 2025, a decrease of $4,464, or 23%, over the same period in 2024. Gross margin was 93%, compared to 95% for the same period in 2024.

Research & Development:

Research & Development expenses were $4,201 for the three months ended June 30, 2025 compared to $2,263 for the same period in 2024, reflected new product development in the Vycor Medical division.

Selling, General and Administrative Expenses:

Selling, general and administrative expenses increased by $7,250 to $345,043 for the three months ended June 30, 2025 from $337,793 for the same period in 2024. Included within Selling, General and Administrative Expenses are non-cash charges for stock-based compensation as the result of amortizing non-employee shares which have been issued by the Company. The charge for the three months ended June 30, 2025 was $18,314, a $18,314 increase from the charge in 2024 due to amortization of the Maxim financial advisory agreement. Also included within Selling, General and Administrative Expenses are Sales Commissions, which decreased by $44,409 from $83,057 in 2024 to $38,648 in 2025 partly reflecting lower US sales during the current period of 2025 and also due to the write off of historical balances of $23,593.

The remaining Selling, General and Administrative expenses increased by $33,345 from $254,736 in 2024 to $288,081 in 2025, as follows:

Investor Relations	$	25,883
Other		7,462
	$	33,345

Interest Expense:

Interest comprises expense on the Company’s debt and insurance policy financing. Related Party Interest expense for the three months ended June 30, 2025 was $12,572 compared to $12,841 for 2024. Other Interest expense for the three months ended June 30, 2025 was $12,862 compared to $13,327 for 2024.

Operating loss from Discontinued Operations:

Operating loss from Discontinued Operations increased by $1,777 to $1,826 in 2025 from $49 in 2024; the Company has some minor ongoing costs related to the wind-down of the discontinued operations in Germany but no revenues.

Comparison of the Six Months Ended June 30, 2025 to the Six Months Ended June 30, 2024

Revenue and Gross Margin:

	Six months ended
	June 30,
	2025		2024		% Change
Revenue:
Vycor Medical	$	900,308	$	705,807		28	%
NovaVision		32,423		37,439		-13	%
	$	932,731	$	743,246		25	%
Gross Profit
Vycor Medical	$	743,581	$	636,039		17	%
NovaVision		30,224		35,038		-14	%
	$	773,805	$	671,077		15	%

Vycor Medical recorded revenue of $900,308 from the sale of its products for the six months ended June 30, 2025, an increase of $194,501, or 28%, over the same period in 2024, most of the increase being from growth in international markets. Gross margin of 83% and 90% was recorded for the six months ended June 30, 2025 and 2024, respectively, with the lower gross margin in 2025 due to validation and shipping costs of new production as well as geographic sales mix.

NovaVision recorded revenues of $32,423 for the six months ended June 30, 2025, a decrease of $5,016 over the same period in 2024. Gross margin was 93%, compared to 94% for the same period in 2024.

Research & Development:

Research & Development expenses were $9,963 for the six months ended June 30, 2025 compared to $2,263 for the same period in 2024, reflected new product development in the Vycor Medical division.

Selling, General and Administrative Expenses:

Selling, general and administrative expenses increased by $63,334 to $695,741 for the six months ended June 30, 2025 from $632,407 for the same period in 2024. Included within Selling, General and Administrative Expenses are non-cash charges for stock-based compensation as the result of amortizing non-employee shares which have been issued by the Company. The charge for the six months ended June 30, 2025 was $36,629, an increase of $34,265 from $2,364 in 2024 primarily due to amortization of the Maxim financial advisory agreement. Also included within Selling, General and Administrative Expenses are Sales Commissions, which decreased by $22,196 from $146,371 in 2024 to $124,175 in 2025 due to the write off of historical balances of $23,593.

The remaining Selling, General and Administrative expenses increased by $51,265 from $483,672 in 2024 to $534,937 in 2025 as follows:

Investor Relations	$	30,383
Payroll		38,232
Legal, patent, audit/accounting		12,307
Regulatory		(10,484	)
Software development		(9,215	)
Other		(9,958	)
Total change	$	51,265

Interest Expense:

Interest comprises expense on the Company’s debt and insurance policy financing. Related Party Interest expense for the six months ended June 30, 2025 was $25,142 compared to $24,872 for 2024. Other Interest expense for the six months ended June 30, 2025 was $26,001 compared to $26,665 for 2024.

Other Income:

Other income comprises the historic customer credits of $4,544 written off during the six months ended June 30, 2024.

Operating loss from Discontinued Operations:

Operating loss from Discontinued Operations increased by $1,725 to $1,875 in 2025 from $150 in 2024; the Company has some minor ongoing costs related to the wind-down of the discontinued operations in Germany but no revenues.

Liquidity

The following table shows liquidity data as of June 30, 2025 and December 31, 2024:

	June 30, 2025			December 31, 2024			$ Change
Cash	$	99,700		$	105,648		$	(5,948	)
Accounts receivable, inventory and other current assets	$	454,655		$	527,334		$	(72,679	)
Total current liabilities	$	(4,581,539	)	$	(4,496,543	)	$	(84,996	)
Working capital deficit	$	(4,027,184	)	$	(3,863,561	)	$	(163,623	)

The following table shows cash flow for the periods ended June 30, 2025 and 2024:

	June 30, 2025			June 30, 2024			$ Change
Cash provided by operating activities	$	19,724		$	87,921		$	(68,197	)
Cash (used in) provided by investing activities	$	(2,777	)	$	662		$	(3,439	)
Cash used in financing activities	$	(22,895	)	$	(26,578	)	$	3,683
Net increase (decrease) in cash	$	(5,948	)	$	62,005		$	(67,953	)

Operating Activities. Cash provided by operating activities comprises net loss adjusted for non-cash items and the effect of changes in working capital and other activities. The net repayment of normal insurance financing should also be taken into account when considering cash provided by operating activities.

The following table shows the principal components of cash provided by operating activities during the six months ended June 30, 2025 and 2024, with a commentary of changes during the periods and known or anticipated future changes:

	June 30, 2025			June 30, 2024			$ Change
Net loss	$	(14,676	)	$	(40,646	)	$	25,970

Adjustments to reconcile net loss to cash provided by operating activities:
Depreciation of fixed assets	$	31,131		$	31,301		$	(170	)
Allowance for doubtful accounts - accounts receivable	$	-		$	4,865		$	(4,865	)
Stock based compensation	$	36,629		$	2,364		$	34,265
	$	67,760		$	38,530		$	29,230

Changes in operating assets and liabilities
Accounts receivable	$	42,591		$	(42,410	)	$	85,001
Accounts payable and accrued liabilities	$	(106,253	)	$	45,039		$	(151,292	)
Inventory	$	(8,304	)	$	15,832		$	(24,136	)
Prepaid expenses	$	(10,614	)	$	22,618		$	(33,232	)
Accrued interest (not paid in cash)	$	48,945		$	48,808		$	137
Changes in discontinued operations, net	$	275		$	150		$	125
	$	(33,360	)	$	90,037		$	(123,397	)

Cash provided by operating activities	$	19,724		$	87,921		$	(68,197	)

Additional inventory of $126,129 was purchased during the six months ended June 30, 2025 as part of normal production, and the Company anticipates purchasing additional new inventory of approximately $75,000 during the next twelve months for VBAS devices.

Investing Activities. There was $2,777 cash used in investing activities during the six months ended June 30, 2025 due to purchase of chin rests of $3,618, offset by sales of fixed assets (chinrests) of $842. Cash provided by investing activities during the six months ended June 30, 2024 was $662 due to sales of fixed assets (chinrests). The Company anticipates limited investing activities during the next twelve months.

Financing Activities. During the six months ended June 30, 2025, the Company repaid loans primarily related to insurance of $22,895. During the six months ended June 30, 2024 the Company made repayments of $26,578.

Liquidity and Plan of Operations, Ability to Continue as a Going Concern

The accompanying unaudited consolidated financial statements have been prepared assuming that the Company will continue as a going concern. The Company has incurred losses since its inception, including a net loss of $14,676 for the six months ended June 30, 2025 and has not generated sufficient positive cash flows from operations. As of June 30, 2025 the Company had a working capital deficiency of $4,027,184, which includes related party liabilities of $3,486,055. These conditions, among others, raise substantial doubt regarding our ability to continue as a going concern. The unaudited consolidated financial statements do not include any adjustments to reflect the possible future effects on the recoverability and classification of assets or the amounts and classification of liabilities that may result from the outcome of this uncertainty.

As described earlier in this ITEM 1 “Strategy”, the Company is executing on a plan to achieve a growth in revenues. Included within the working capital deficiency above is a term note for $300,000 to EuroAmerican Investment Corp. (“EuroAmerican”), together with accrued interest of $544,833 which has a maturity date of September 30, 2025, having been extended on a number of occasions from its initial due date of June 11, 2011. At this time, it is not known whether any further extension of the note beyond September 30, 2025 will be available. However, the Company believes it may not have sufficient cash to meet its various cash needs through August 31, 2026 unless the Company is able to obtain additional cash from the issuance of debt or equity securities. Fountainhead, the Company’s largest shareholder, has provided working capital funding to the Company on an as-needed basis, although there is no guarantee that this will continue to be the case. The Company may consider seeking additional equity or debt funding, although there is no assurance that this would be available on acceptable terms or at all. If adequate funds are not available, the Company may have to delay or curtail development or commercialization of products or cease some of its operations.

Imposition of trade tariffs

In recent months, following the change in the U.S. presidential administration, there has been an imposition by the U.S. of increased trade tariffs on imported goods entering the United States and the imposition by some countries of retaliatory tariffs. Vycor Medical’s products and the raw materials that are used to manufacture the products are all manufactured in the United States. The imposition of import tariffs should not, therefore, impact our costs, however raw material prices may increase, and raw material supply chains could be disrupted. Although the majority of our sales are to hospitals in the United States, we export to a number of countries, with important export territories including Canada, Japan, the UK and the EU. The imposition of additional retaliatory tariffs by these or other countries to which we export could negatively impact our international revenues. The escalation of tariffs globally could have broader economic impacts which could adversely affect our results of operations and liquidity.

Critical Accounting Policies and Estimates

The Company’s unaudited consolidated financial statements are prepared in accordance with generally accepted accounting principles in the United States. The preparation of its unaudited consolidated financial statements and related disclosures requires it to make estimates and judgments that affect the reported amounts of assets, liabilities, revenue, costs and expenses, and the disclosure of contingent assets and liabilities in the Company’s unaudited consolidated financial statements. The Company bases its estimates on historical experience, known trends and events and various other factors that it believes are reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. The Company evaluates its estimates and assumptions on an ongoing basis. Actual results may differ from these estimates under different assumptions or conditions.

Our senior management has reviewed the critical accounting policies and estimates with our Board of Directors. For a description of the Company’s critical accounting policies and estimates, refer to “Part II—Item 7—Management’s Discussion and Analysis of Financial Condition and Results of Operations—Critical Accounting Policies and Estimates” in our most recent Annual Report on Form 10-K for the year ended December 31, 2024, which was filed with the SEC on April 15, 2025. Critical accounting policies are those that are most important to the portrayal of our financial condition, results of operations and cash flows and require management’s most difficult, subjective and complex judgments, often as a result of the need to make estimates about the effect of matters that are inherently uncertain. If actual results were to differ significantly from estimates made, the reported results could be materially affected. There were no significant changes to our critical accounting policies and estimates during the three and six months ended June 30, 2025.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Not applicable

ITEM 4. CONTROLS AND PROCEDURES

(a) Disclosure Controls and Procedures

We are required to maintain disclosure controls and procedures that are designed to ensure that information required to be disclosed in our reports filed under the Securities Exchange Act of 1934, as amended, is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission’s rules and forms, and that such information is accumulated and communicated to our management, including our chief executive officer (also our principal executive officer) and our chief financial officer (also our principal financial and accounting officer) to allow for timely decisions regarding required disclosure.

Pursuant to Rule 13a-15(b) under the Securities Exchange Act of 1934 (“Exchange Act”), the Company’s management, including the Company’s Chief Executive Officer (“CEO”) (the Company’s principal executive officer) and Chief Financial Officer (“CFO”) (the Company’s principal financial and accounting officer), has evaluated the effectiveness of the Company’s disclosure controls and procedures (as defined under Rule 13a-15(e) under the Exchange Act) as of the end of the period covered by this report. Based on such evaluation, our CEO and our CFO have concluded that a material weakness occurred as of April 1, 2021 with the resignation of the independent members of the Company’s Audit Committee as of that date. Effective that date, our disclosure and controls were no longer effective to ensure that information required to be disclosed by the Company in the reports its files or submits under the Exchange Act is accumulated and communicated to the Company’s management, including its CEO and its CFO, as appropriate, to allow timely decisions regarding required disclosure.

The matter involving internal controls and procedures that our management considered to be material weaknesses under the standards of the Public Company Accounting Oversight Board were a lack of a functioning audit committee with independent members, resulting in ineffective oversight in the establishment and monitoring of required internal controls and procedures. This weakness occurred as of April 1, 2021 due to the resignation of the independent members of the Audit Committee from the Board of Directors effective as of April 1, 2021.

Management believes that the lack of a functioning audit committee and the lack of a majority of outside directors on our board of directors, results in ineffective oversight in the establishment and monitoring of required internal controls and procedures, which could result in a material misstatement in our financial statements in future periods.

(b) Changes in Internal Controls

There have not been any changes in the Company’s internal control over financial reporting (as such term is defined in Rules 13a-15(f) under the Exchange Act) during the fiscal period to which this report relates that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.

The Company’s management, including the Company’s CEO and CFO, does not expect that the Company’s internal control over financial reporting will prevent all errors and all fraud. Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree or compliance with the policies or procedures may deteriorate.

PART II

ITEM 1. LEGAL PROCEEDINGS

We are subject from time to time to litigation, claims and suits arising in the ordinary course of business. As of August 8, 2025, we were not a party to any material litigation, claim or suit whose outcome could have a material effect on our financial statements.

ITEM 1A. RISK FACTORS.

As a “smaller reporting company” as defined by Item 10 of Regulation S-K, the Company is not required to provide information required by this Item.

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

None

ITEM 3. DEFAULTS UPON SENIOR SECURITIES

None.

ITEM 4. MINE SAFETY DISCLOSURES

Not applicable.

ITEM 5. OTHER INFORMATION

None

Index to Exhibits

31.1		Certification of the Principal Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

31.2		Certification of the Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

32.1		Certification of Principal Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

32.2		Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

101.INS		Inline XBRL Instance Document
101.SCH		Inline XBRL Taxonomy Extension Schema Document
101.CAL		Inline XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF		Inline XBRL Taxonomy Extension Definition Linkbase Document
101.LAB		Inline XBRL Taxonomy Extension Label Linkbase Document
101.PRE		Inline XBRL Taxonomy Extension Presentation Linkbase Document
104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

In accordance with Section 13 or 15(d) of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized, on August 8, 2025

	Vycor Medical, Inc.
	(Registrant)

	By:	/s/ Peter C. Zachariou
		Peter C. Zachariou
		Chief Executive Officer and Director
		(Principal Executive Officer)

	Date August 8, 2025

	By:	/s/ Adrian Liddell
		Adrian Liddell
		Chairman of the Board and Director
		(Principal Financial and Accounting Officer)

	Date August 8, 2025

VYCOR MEDICAL INC - Quarter Report: 2025 June (Form 10-Q)

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