BioStem Technologies Announces Filing of Restated Financial Statements

BioStem Technologies Inc. – POMPANO BEACH, FL, November 13, 2025 (GLOBE NEWSWIRE) — BioStem Technologies, Inc. (OTC: BSEM), a leading MedTech company focused on the development, manufacturing, and commercialization of placental-derived products for advanced wound care, today announced the filing of its restated financial statements for the periods from Q1 2024 through Q2 2025 as well as the annual financial statements for 2023 and 2024.

“The underlying strength of our business is unchanged as we continue to deliver clinically validated wound care products to the market. These updated financials demonstrate the resilience of our business model as our industry-leading gross margins and disciplined cost structure enable continued profitability and demonstrate the ability to generate strong cash flows as we scale the business,” said Jason Matuszewski, CEO and Chairman of the Board of BioStem. “Filing the GAAP-compliant financials advances our progress toward uplisting, and we remain extremely excited about the future ahead for BioStem as we continue to reinforce the financial, operational, and clinical foundation of the business.”

The Company’s restated financials adjust for a change to how it accounts for and reports the bona fide services fees associated with its arrangement with Venture Medical. This change impacts both the income statement and the balance sheet.

Previously, bona fide services fees were recorded as a Sales and Marketing expense on the income statement. In the restated financials, and going forward beginning in the third quarter of 2025, those fees are now classified as a contra revenue, meaning they’re reported as an offset to gross revenue to arrive at net revenue. This change reduces reported revenue and reduces Sales and Marketing expenses by the same amount. There is no impact on EBITDA, net income, or cash flow. However, because revenue is now reported net, percentage-based metrics such as gross margin and EBITDA margin will look slightly different.

On the balance sheet, the amounts owed by BioStem to Venture related to Bonafide service fees payable were previously shown as a separate current liability. In the restated financials, they are now netted against Accounts Receivable due from Venture, effectively offsetting the amounts owed between the two companies. The Company again notes it does not affect EBITDA, net income, or cash flow for any period.

This restatement was the culmination of a comprehensive review of the applicable U.S. GAAP revenue recognition guidance in consultation with the Company’s internal and

external technical accounting advisors. The Company determined that the restated accounting treatment of the Company’s partnership with Venture Medical is appropriate and consistent with authoritative accounting standards. This conclusion remains subject to completion of the independent audit to be conducted by its newly appointed external auditors, KPMG.

The Company anticipates that the independent audit for fiscal years 2024 and 2025 will be completed by the end of Q1 2026.

About BioStem Technologies, Inc. (OTC: BSEM): BioStem Technologies is a leading innovator focused on harnessing the natural properties of perinatal tissue in the development, manufacture, and commercialization of allografts for regenerative therapies. The Company is focused on manufacturing products that change lives, leveraging its proprietary BioREtain®processing method. BioREtain®has been developed by applying the latest research in regenerative medicine, focused on maintaining growth factors and preserving tissue structure. BioStem Technologies’ quality management system and standard operating procedures have been reviewed and accredited by the American Association of Tissue Banks (“AATB”). These systems and procedures are established per current Good Tissue Practices (“cGTP”) and current Good Manufacturing Processes (“cGMP”). Our portfolio of quality brands includes AmnioWrap2™, VENDAJE®, VENDAJE AC®, and VENDAJE OPTIC®. Each BioStem Technologies placental allograft is processed at the Company’s FDA-registered and AATB-accredited site in Pompano Beach, Florida. For more information, visit biostemtechnologies.com and follow us on Twitter and Linkedin.

Forward-Looking Statements:

Certain statements in this press release may be considered “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements generally relate to expectations or forecasts of future events. Forward-looking statements may be identified using words such as “forecast,” “intend,” “seek,” “target,” “anticipate,” “believe,” “expect,” “estimate”, “plan,” “outlook,” and “project” and other similar expressions that predict or indicate future events or trends or that are not statements of historical fact. Forward-looking statements in this release include, among other things, statements regarding: the preliminary financial results for the second quarter 2025; the

anticipated timing of current and planned clinical trials; the expectation that such trials will demonstrate the clinical superiority of the Company’s products; the Company’s expectations regarding its ability to uplist to Nasdaq; the Company’s ability to resolve the SEC’s comments to the Company’s Form 10 registration statement; the Company’s strategic initiatives; second quarter and full year 2025 projections; continued financial growth; and the market penetration of the Company’s core products.

Forward-looking statements with respect to the operations of the Company, strategies, prospects and other aspects of the business of the Company are based on current expectations that are subject to known and unknown risks and uncertainties, which could cause actual results or outcomes to differ materially from expectations expressed or implied by such forward-looking statements. These factors include, but are not limited to: the impact of any changes to the reimbursement levels for the Company’s products; significant and continuing competition, which could adversely affect the Company’s business, results of operations and financial condition; rapid technological change, which could cause the Company’s products to become outdated or obsolete, harming the Company’s ability to effectively compete; the Company’s ability to convince physicians that its products are safe and effective alternatives to existing treatments and that its products should be used in their procedures; the Company’s ability to obtain financing to expand its business; the Company has incurred significant losses since inception and may incur losses in the future; changes in applicable laws or regulations; the Company’s ability to maintain production of its products in sufficient quantities to meet demand; and the effects of global and regional economic, political, social and health crises;. There may be additional risks about which the Company is presently unaware or that the Company currently believes are immaterial that could also cause actual results to differ from those contained in the forward-looking statements. You are cautioned not to place undue reliance upon any forward-looking statements, which speak only as of the date made. The Company undertakes no duty to update or revise the forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.

Contact BioStem Technologies, Inc.

Website: http://www.biostemtechnologies.com

E-Mail: info@biostemtech.com

Phone: 954-380-8342

Investor Relations: Philip Trip Taylor, Gilmartin Group ir@biostemtech.com