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UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
8-K
CURRENT
REPORT
Pursuant
to Section 13 or 15(d) of
the
Securities Exchange Act of 1934
Date
of Report (Date of Earliest Event Reported): May 13, 2026
INTELLIGENT
BIO SOLUTIONS INC.
(Exact
name of registrant as specified in its charter)
| Delaware |
|
001-39825 |
|
82-1512711 |
(State
of
Incorporation) |
|
(Commission
File
Number) |
|
(IRS
employer
identification
no.) |
135
West, 41st Street, 5th Floor
New
York, NY 10036
(Address
of principal executive offices, including zip code)
Registrant’s
telephone number, including area code: (646) 828-8258
N/A
(Former
name or former address, if changed since last report)
Check
the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under
any of the following provisions:
| ☐ |
Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| |
|
| ☐ |
Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| |
|
| ☐ |
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| |
|
| ☐ |
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities
registered pursuant to Section 12(b) of the Act:
| Title
of each class |
|
Trading
Symbol(s) |
|
Name
of each exchange on which registered |
| Common
Stock, $0.01 par value |
|
INBS |
|
The
Nasdaq Stock Market LLC |
Indicate
by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405)
or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
Emerging
growth company ☒
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.
Item
2.02 Results of Operations and Financial Condition.
On
May 13, 2026, Intelligent Bio Solutions Inc. (the “Company”), issued a press release (the “Press Release”) announcing
financial results for the fiscal quarter ended March 31, 2026. A copy of the Press Release is furnished as Exhibit 99.1 to this Current
Report on Form 8-K.
The
information furnished in this Current Report on Form 8-K under Item 2.02, including Exhibit 99.1 attached hereto, shall not be deemed
“filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or
otherwise subject to the liabilities of that section, and shall not be deemed incorporated by reference into any filing under the Securities
Act of 1933, as amended (the “Securities Act”), or the Exchange Act, except as shall be expressly set forth by specific reference
in such filing.
Item
9.01 Financial Statements and Exhibits.
| No. |
|
Description |
| 99.1 |
|
Press release dated May 13, 2026 |
| 104 |
|
Cover
Page Interactive Data File (embedded within the Inline XBRL document) |
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 hereunto duly authorized.
| Date:
May 13, 2026 |
|
|
| |
INTELLIGENT
BIO SOLUTIONS INC. |
| |
|
|
| |
By:
|
/s/
Spiro Sakiris |
| |
Name:
|
Spiro
Sakiris |
| |
Title: |
Chief
Financial Officer |
Exhibit
99.1
Intelligent
Bio Solutions Reports Fiscal Third Quarter Revenue Growth of 46% Year-over-Year
Razor-razorblade
business model accelerates, with Q3 cartridge revenue up 59% year-over-year, representing 66% of quarterly sales
Nine-month
revenue reaches $3.07 million, up 39% year-over-year, building on record first-half performance
Gross
profit margin expands to 50.5% in Q3 and 49.3% for the nine months, improving approximately 800 basis points year-over-year for the nine-month
period
NEW
YORK, May 13, 2026 – Intelligent Bio Solutions Inc. (Nasdaq: INBS) (“INBS” or the “Company”), a medical
technology company delivering intelligent, rapid, non-invasive testing solutions, today announced its financial results and operational
highlights for the fiscal third quarter and nine months ended March 31, 2026, and provided a business update.
“The
third quarter marked another period of strong commercial execution and revenue growth,” said Harry Simeonidis, President and CEO
at INBS. “Cartridge revenue increased 59% year-over-year and accounted for 66% of Q3 revenue, confirming that customer utilization
patterns align with our recurring revenue, razor-razorblade business model. Nine-month revenue of $3.07 million reflects consistent and
compounding growth, and the business is continuing to strengthen ahead of important FDA regulatory milestones and our anticipated entry
into the multi-billion-dollar U.S. market.”
“Our
results this quarter and over the past nine months demonstrate that we are delivering on our core business fundamentals,” said
Spiro Sakiris, CFO at INBS. “Q3 gross margin was over 50%, up from 47% a year ago. This growth was driven by operational efficiencies
and increased sales volumes. Our value-driven pricing structure has also remained consistent, as customers recognize the efficiency and
cost-effectiveness of our fingerprint drug screening technology compared to traditional methods. Our nine-month marketing investment
of $1.77 million has been a direct contributor to our 39% revenue growth and successful capital raising of $14.67 million (net of issuance
costs), and we are now seeing improved marketing efficiency in Q3, with the quarter’s spend down 42% year-over-year while commercial
momentum continues to accelerate.”
Product
Revenue Breakdown
Three
Months Ended March 31, 2026 (Q3 Fiscal 2026):
| ● | Cartridge
sales of $703,538, up 59% year-over-year, representing 66% of Q3 revenue |
| | | |
| ● | Reader
sales of $139,407, declined 16% year-over-year, reflecting normal quarterly variability following
a strong Q2 |
| | | |
| ● | Other
sales of $217,857, up 80% year-over-year, representing 21% of Q3 revenue |
| | | |
| ● | Total
revenue of $1.06 million, up 46% year-over-year |
| | | |
| ● | Gross
profit margin of 50.5%, up from 46.8% in the same period the year prior |
| | | |
| ● | Cash
and cash equivalents of $6.86 million at March 31, 2026, compared to $740,371 at December
31, 2025 |
Nine
Months Ended March 31, 2026:
| ● | Cartridge
sales of $1.86 million, up 46% year-over-year, representing 61% of nine-month revenue |
| | | |
| ● | Reader
sales of $672,839, up 29% year-over-year |
| | | |
| ● | Other
sales of $535,942, up 31% year-over-year |
| | | |
| ● | Total
revenue of $3.07 million, up 39% year-over-year |
| | | |
| ● | Gross
profit margin of 49.3%, up from 41.3% in the same period the year prior |
Fiscal
Third Quarter and Nine Months Ended March 31, 2026, and Subsequent Highlights
| ● | Gross
margin exceeds 50%: Q3 gross profit margin of 50.47%, up from 46.84% in the prior year
period, shows the Company’s ability to scale revenue while improving unit economics. |
| | | |
| ● | Cartridge
revenue up 59% year-over-year: Cartridge sales of $703,538 represented 66% of Q3 revenue,
up from 61% a year ago. The installed base built through prior reader placements is now generating
strong, recurring consumable demand. |
| | | |
| ● | Nine-month
revenue of $3.07 million: Building on the $2.01 million first-half milestone announced
in February 2026, the Company added $1.06 million in revenue in Q3, demonstrating that commercial
momentum is sustained and accelerating. |
| | | |
| ● | Other
sales surge 80% year-over-year: The 80% year-over-year growth in Q3 other sales signals
a broadening product ecosystem and expanding revenue diversification beyond core hardware
and consumables. |
| | | |
| ● | FDA
510(k) regulatory program advancing: The Company continued to make progress on its planned
entry into the multi-billion-dollar U.S. drug screening market, including successfully completing
penetration testing with no major vulnerabilities identified, completing a clinical cut-off
study, and initiating a validation study for the rapid drug screening cartridge targeting
70% faster results. |
| | | |
| ● | New
manufacturing partnership: The Company successfully manufactured and shipped its first
readers under the new partnership, supporting improved margins and production scalability. |
| | | |
| ● | Bouygues
UK partnership: The Company announced a drug-testing rollout with Bouygues UK, part of
the global construction group Bouygues Construction, adding a significant new customer in
the safety-critical sector. |
| | | |
| ● | Eighth
European patent granted: The Company strengthened its European IP portfolio with its
eighth patent grant, further protecting its proprietary fingerprint drug screening technology. |
Throughout
the fiscal third quarter, INBS’s growing installed base continued to drive recurring consumable demand. Crossing the 50% gross
margin threshold for the first time is a significant operational milestone, reflecting the increasing contribution of higher-margin cartridge
sales and the efficiencies being realized through the Company’s new manufacturing partnership.
The
Company’s strategic investment in marketing over the nine-month period has proven its value, contributing directly to revenue growth
and successful capital raising, with Q3 marketing spend down 42% year-over-year as brand awareness and market presence continue to mature.
For the nine months ended March 31, 2026, cartridge revenue continued to grow as a proportion of total revenue, with gross margin improvement
of approximately 800 basis points year-over-year underscoring the improving unit economics of the business as it scales.
INBS’s
proprietary Intelligent Fingerprinting Drug Screening System continues to gain traction across more than 27 countries, serving hundreds
of customers in construction, manufacturing, transportation, mining, and other safety-critical industries where non-invasive, rapid drug
screening delivers compelling operational value. With a clearly functioning razor-razorblade commercial model, expanding gross margins,
record nine-month revenue, and a regulatory pathway progressing toward the multi-billion-dollar U.S. market, management believes the
Company is well-positioned to deliver continued growth through the remainder of fiscal 2026. and beyond.
About
Intelligent Bio Solutions Inc.
Intelligent
Bio Solutions Inc. (Nasdaq: INBS) is a medical technology company delivering intelligent, rapid, non-invasive testing solutions. The
Company believes that its Intelligent Fingerprinting Drug Screening System will revolutionize portable testing through fingerprint
sweat analysis, which has the potential for broader applications in additional fields. Designed as a hygienic and cost-effective system,
the test screens for the recent use of drugs commonly found in the workplace, including opiates, cocaine, methamphetamine, and cannabis.
With sample collection in seconds and results in under ten minutes, this technology would be a valuable tool for employers in safety-critical
industries. The Company’s current customer segments outside the U.S. include construction, manufacturing and engineering, transport
and logistics firms, mining, drug treatment organizations, and coroners.
For
more information, visit: https://ibs.inc/
Forward-Looking
Statements
Some
of the statements in this release are forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, Section
21E of the Securities Exchange Act of 1934, and the Private Securities Litigation Reform Act of 1995, and involve risks and uncertainties.
Forward-looking statements in this press release include, without limitation, statements regarding Intelligent Bio Solutions Inc.’s
ability to successfully develop and commercialize its drug and diagnostic tests, realize commercial benefits from its partnerships and
collaborations, secure regulatory clearance or approvals, and timelines to enter the U.S. market, among others. Although Intelligent
Bio Solutions Inc. believes that the expectations reflected in such forward-looking statements are reasonable as of the date made, actual
results may differ materially from those expressed or implied by such statements. Intelligent Bio Solutions Inc. has attempted to identify
forward-looking statements by terminology, including “believes,” “estimates,” “anticipates,” “expects,”
“plans,” “projects,” “intends,” “potential,” “may,” “could,”
“might,” “will,” “should,” and “approximately,” or other words that convey uncertainty
of future events or outcomes to identify these forward-looking statements. These statements are only predictions and involve known and
unknown risks, uncertainties, and other factors, including those described in Intelligent Bio Solutions’ public filings with the
U.S. Securities and Exchange Commission. Any forward-looking statements contained in this release speak only as of the date of this release.
Intelligent Bio Solutions undertakes no obligation to update any forward-looking statements contained in this release to reflect events
or circumstances occurring after its date or to reflect the occurrence of unanticipated events.
Company
Contact
Intelligent
Bio Solutions Inc.
info@ibs.inc
Investor
& Media Contact
Valter
Pinto, Managing Director
KCSA Strategic Communications
PH: (212) 896-1254
INBS@kcsa.com
Financial
Tables to Follow
Intelligent
Bio Solutions Inc.
Condensed
Consolidated Balance Sheets
| | |
As of March 31, | | |
As of June 30, | |
| | |
2026 | | |
2025 | |
| | |
(Unaudited) | | |
| |
| ASSETS | |
| | | |
| | |
| Current assets | |
| | | |
| | |
| Cash and cash equivalents | |
$ | 6,862,204 | | |
$ | 1,019,909 | |
| Accounts receivable, net | |
| 878,357 | | |
| 594,614 | |
| Inventories | |
| 597,469 | | |
| 635,215 | |
| Research and development tax incentive receivable | |
| 568,600 | | |
| 734,408 | |
| Assets held for sale | |
| - | | |
| 327,500 | |
| Prepaid expenses and other current assets | |
| 843,090 | | |
| 826,976 | |
| Total current assets | |
| 9,749,720 | | |
| 4,138,622 | |
| Property and equipment, net | |
| 312,276 | | |
| 251,325 | |
| Operating lease right-of-use assets | |
| 1,801,622 | | |
| 69,520 | |
| Intangibles, net | |
| 2,999,174 | | |
| 3,790,319 | |
| Total assets | |
$ | 14,862,792 | | |
$ | 8,249,786 | |
| | |
| | | |
| | |
| LIABILITIES AND SHAREHOLDERS’ EQUITY | |
| | | |
| | |
| Current liabilities | |
| | | |
| | |
| Accounts payable and accrued expenses | |
$ | 3,635,719 | | |
$ | 4,534,246 | |
| Current portion of operating lease liabilities | |
| 388,746 | | |
| 84,659 | |
| Current employee benefit liabilities | |
| 586,637 | | |
| 534,990 | |
| Notes payable | |
| - | | |
| 197,146 | |
| Total current liabilities | |
| 4,611,102 | | |
| 5,351,041 | |
| Employee benefit liabilities, less current portion | |
| 40,696 | | |
| 84,921 | |
| Operating lease liabilities, less current portion | |
| 1,459,678 | | |
| - | |
| Total liabilities | |
| 6,111,476 | | |
| 5,435,962 | |
| Commitments and contingencies | |
| | | |
| | |
| | |
| | | |
| | |
| Shareholders’ equity | |
| | | |
| | |
| Common stock, $0.01 par value, 100,000,000 shares authorized, 2,001,185 and 2,001,173 shares issued and outstanding, as of March 31, 2026, respectively; 732,338 and 732,326 shares issued and outstanding, as of June 30, 2025, respectively* | |
| 20,012 | | |
| 7,323 | |
| Treasury stock, at cost, 12 shares as of March 31, 2026 and June 30, 2025, respectively* | |
| (1 | ) | |
| (1 | ) |
| Additional paid-in capital* | |
| 80,497,637 | | |
| 65,849,823 | |
| Accumulated deficit | |
| (71,056,373 | ) | |
| (62,533,065 | ) |
| Accumulated other comprehensive loss | |
| (499,710 | ) | |
| (327,944 | ) |
| Total consolidated Intelligent Bio Solutions Inc. equity | |
| 8,961,565 | | |
| 2,996,136 | |
| Non-controlling interest | |
| (210,249 | ) | |
| (182,312 | ) |
| Total shareholders’ equity | |
| 8,751,316 | | |
| 2,813,824 | |
| TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY | |
$ | 14,862,792 | | |
$ | 8,249,786 | |
| * |
Common stock and per share amounts have been retroactively adjusted to reflect a 1-for-10 reverse stock split effected on December 15,
2025, throughout the unaudited condensed consolidated financial statements unless otherwise stated. |
Intelligent
Bio Solutions Inc.
Condensed
Consolidated Statements of Operations and Other Comprehensive Income (Loss)*
(Unaudited)
| | |
Three Months Ended March 31, | | |
Nine Months Ended March 31, | |
| | |
2026 | | |
2025 | | |
2026 | | |
2025 | |
| Revenue | |
$ | 1,060,802 | | |
$ | 728,867 | | |
$ | 3,069,373 | | |
$ | 2,208,648 | |
| Cost of revenue (exclusive of amortization shown separately below) | |
| (525,421 | ) | |
| (387,499 | ) | |
| (1,555,962 | ) | |
| (1,297,366 | ) |
| Gross profit | |
| 535,381 | | |
| 341,368 | | |
| 1,513,411 | | |
| 911,282 | |
| | |
| | | |
| | | |
| | | |
| | |
| Other income | |
| | | |
| | | |
| | | |
| | |
| Government support income | |
| 165,695 | | |
| 173,271 | | |
| 431,682 | | |
| 433,039 | |
| | |
| | | |
| | | |
| | | |
| | |
| Operating expenses | |
| | | |
| | | |
| | | |
| | |
| Selling, general and administrative expenses | |
| (2,458,605 | ) | |
| (2,414,639 | ) | |
| (7,512,388 | ) | |
| (6,195,490 | ) |
| Development and regulatory approval expenses | |
| (893,979 | ) | |
| (358,351 | ) | |
| (1,902,261 | ) | |
| (1,814,047 | ) |
| Depreciation and amortization | |
| (290,393 | ) | |
| (301,978 | ) | |
| (875,667 | ) | |
| (907,577 | ) |
| Impairment of long-lived assets | |
| (5,200 | ) | |
| - | | |
| (294,127 | ) | |
| - | |
| Total operating expenses | |
| (3,648,177 | ) | |
| (3,074,968 | ) | |
| (10,584,443 | ) | |
| (8,917,114 | ) |
| Loss from operations | |
| (2,947,101 | ) | |
| (2,560,329 | ) | |
| (8,639,350 | ) | |
| (7,572,793 | ) |
| | |
| | | |
| | | |
| | | |
| | |
| Other income (expense), net | |
| | | |
| | | |
| | | |
| | |
| Interest expense | |
| (4,241 | ) | |
| (7,919 | ) | |
| (7,435 | ) | |
| (21,027 | ) |
| Realized foreign exchange gain (loss) | |
| 32,258 | | |
| (113 | ) | |
| 32,258 | | |
| (914 | ) |
| Interest income | |
| 49,444 | | |
| 17,687 | | |
| 63,282 | | |
| 92,464 | |
| Total other income (expense), net | |
| 77,461 | | |
| 9,655 | | |
| 88,105 | | |
| 70,523 | |
| Net loss | |
| (2,869,640 | ) | |
| (2,550,674 | ) | |
| (8,551,245 | ) | |
| (7,502,270 | ) |
| Net loss attributable to non-controlling interest | |
| (6,928 | ) | |
| (7,148 | ) | |
| (27,937 | ) | |
| 23,641 | |
| Net loss attributable to Intelligent Bio Solutions Inc. | |
$ | (2,862,712 | ) | |
$ | (2,543,526 | ) | |
$ | (8,523,308 | ) | |
$ | (7,478,629 | ) |
| | |
| | | |
| | | |
| | | |
| | |
| Other comprehensive income (loss) | |
| | | |
| | | |
| | | |
| | |
| Foreign currency translation gain (loss) | |
| (233,631 | ) | |
| 116,007 | | |
| (171,766 | ) | |
| 189,197 | |
| Total other comprehensive income (loss) | |
| (233,631 | ) | |
| 116,007 | | |
| (171,766 | ) | |
| 189,197 | |
| Comprehensive loss | |
| (3,103,271 | ) | |
| (2,434,667 | ) | |
| (8,723,011 | ) | |
| (7,313,073 | ) |
| Comprehensive loss attributable to non-controlling interest | |
| (6,928 | ) | |
| (7,148 | ) | |
| (27,937 | ) | |
| (23,641 | ) |
| Comprehensive loss attributable to Intelligent Bio Solutions Inc. | |
$ | (3,096,343 | ) | |
$ | (2,427,519 | ) | |
$ | (8,695,074 | ) | |
$ | (7,289,432 | ) |
| | |
| | | |
| | | |
| | | |
| | |
| Net loss per share, basic and diluted* | |
$ | (1.80 | ) | |
$ | (4.41 | ) | |
$ | (7.54 | ) | |
$ | (15.92 | ) |
| Weighted average shares outstanding, basic and diluted* | |
| 1,594,496 | | |
| 577,191 | | |
| 1,129,973 | | |
| 469,849 | |
| * |
Common stock and per share amounts have been retroactively
adjusted to reflect a 1-for-10 reverse stock split effected on December 15, 2025, throughout the unaudited condensed consolidated financial
statements unless otherwise stated. |