Intellicell Biosciences Inc (fka SVFC)

[BigBadWolf]

Ho Ho Ho $$SVFC still hear 0000 x 0001 as another Christmas approaches....why


$$SVFC $$Office & where the money has gone, with quotes, links to filings w/ page numbers & Steven Victor's signature attesting to it all...for complete verification

Net cash used in operating activities

Net cash used in operating activities was $1,064,556 and $1,039,625 for the year ended December 31, 2012 and 2011, respectively. Cash was used primarily to fund our operating losses exclusive of non-cash expenditures such as stock compensation for services and changes in the fair value of our derivative liabilities. For the year ended December 31, 2012 and 2011, operating activities were impacted by increases in our accounts payable of $1,775,489 and $300,525, increases in deferred income related to our license agreements of $720,000 and $502,500 and an increase in accrued liabilities, related party, of $378,715 and $354,207 primarily related to salaries and research fees payable to our chief executive officer and spouse, respectively. We have also paid approximately $2.1 million towards the construction and infrastructure costs for the office space where our laboratory and corporate office are located on Park Avenue in New York, NY, which space is leased by our chief executive officer.

http://www.otcmarkets.com/edgar/GetFilingHtml?FilingID=9509877 page 30

We are provided office facilities and related services by a company owned by Steven Victor, our chief executive officer, for which we paid between $10,000 to $15,000 per month. We have recorded rent and utilities expenses of $467,803 representing our portion for the year ended December 31, 2012. We have paid or accrued such rent expense since inception. On June 1, 2011, a company owned by Steven Victor, our chief executive officer, entered into a 13 year lease for new office space located at 460 Park Avenue, for which we unconditionally guaranteed any and all obligations owed under the lease to the landlord. In connection with the execution of the lease, we established a restricted cash account in the amount of approximately $650,000 to secure a line of credit to be used as a security deposit under the lease. We estimate we will pay approximtely 60% of the approximately monthly lease of $53,000 and utilities per month to sublease office space from the company owned by Dr. Victor. As of the date of the this filing herein, the Company has not finalized the sublease agreement.

http://www.otcmarkets.com/edgar/GetFilingHtml?FilingID=9509877 page 39

SIGNATURES

Pursuant to the requirements of Section 13 or Section 15(d) 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.


INTELLICELL BIOSCIENCES, INC.


Date: September 16, 2013

By: /s/ Steven A. Victor
Name: Steven A. Victor
Title: Chief Executive Officer (Principal Executive Officer and Principal Financial Officer), and Director

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed by the following persons in the capacities and on the dates indicated.


SIGNATURE TITLE DATE


/s/ Steven A. Victor
Chief Executive Officer, and Director (Principal Executive Officer,

September 16, 2013
Steven A. Victor
Principal Financial and Accounting Officer)


/s/Leonard Mazur
Director
September 16, 2013 Leonard Mazur


/s/ Michael Hershman
Director
September 16, 2013 Michael Hershman


/s/ Myron Holubiak
Director
September 16, 2013 Myron Holubiak

the filings was SVFC's not Regen hence the word our & our = $$SVFC

Rent and office administrative expenses

Included in general and administrative expenses are $96,900 and $290,700, and $104,477 and $298,396 of rent for the three and nine months ended September 30, 2013 and 2012, respectively. The office lease costs for our 460 Park Avenue location was approximately $96,900, net of a lease allocation of 40% of the lease costs to Regen Medical. The office lease and administrative services costs for the three and nine months ended September 30, 2012 was $75,000 and $150,000 provided by and at the former facility of Regen Medical, a company owned by our chief executive officer.


http://www.otcmarkets.com/edgar/GetFilingHtml?FilingID=9631340

as I stated Regen's allocation of said rent is 40% & always has been as per Dr. Steven Victor himself

& btw SVFC also paid

ITEM 2. PROPERTIES.

Our corporate offices and laboratory are located at 460 Park Avenue, 17 th Floor, New York, New York 10022. We are currently provided office facilities and related services by a company owned by Dr. Steven Victor, our chief executive officer.

Such company entered into a 13 year lease for the office space located at 460 Park Avenue for which we have unconditionally guaranteed any and all obligations owed under the lease to the landlord. In connection with the execution of the lease, we established a restricted cash account in the amount of approximately $650,000 to be used as a security deposit under the lease.

we = $$SVFC

PART I

We urge you to read this entire Annual Report on Form 10-K, including the “Risk Factors” section and the financial statements and related notes included herein. As used in this Annual Report, unless context otherwise requires, the words “we,” “us”, “our,” “the Company,” “Intellicell” and “Registrant” refer to Intellicell Biosciences, Inc, including subsidiaries and predecessors, except where it is clear that the term refers to Intellicell Biosciences, Inc. Also, any reference to “common shares,” or “common stock,” refers to our common stock, par value $0.001 per share.

http://www.otcmarkets.com/edgar/GetFilingHtml?FilingID=9509877

Regen Agreement

On April 16, 2012, the Company entered into a technology license and administrative services agreement (the “Agreement”) with Regen Medical P.C., the medical practice which is owned by, and through which, our Chief Executive Officer, Dr. Steven Victor, engages in the practice of Cosmetic Dermatology (“Regen Medical”). Pursuant to the Agreement, the Company, among other things, (i) granted Regen Medical the non-exclusive and non-assignable license to utilize the Company's proprietary process and technology for its patients, (ii) granted Regen Medical a license to use a laboratory which can be used by Regen Medical for use of the Company’s proprietary process and (iii) was appointed as the exclusive manager and administrator of Regen Medical’s operations which relates to the implementation of the Company's proprietary process as well as Regen Medical’s cosmetic dermatology practice, and (iv) was appointed the sole provider of non-medical managerial, administrative and business functions for Regen Medical’s cosmetic dermatology practice. The Agreement became effective as of April 16, 2012.

In consideration for the services to be provided under the Agreement, Regen Medical is to pay the Company (i) an annual administrative fee of $600,000, payable in equal monthly installments during the term of the term of the agreement (subject to an annual increase of up to a maximum of ten percent (10%) beginning on the second anniversary of the effective date), (ii) an annual technology license fee of $120,000, payable in equal monthly installments during the term of the term of the agreement, for the use of our proprietary process (including the laboratory and the laboratory technician) and (iii) a processing fee of $1,000 for each tissue processing case that utilizes our proprietary process. The Company is also entitled to an annual performance fee during the term of either (i) $150,000, in the event total income to Regen Medical exceeds $5,500,000 or (ii) $200,000, in the event that total income to Regen Medical exceeds $7,000,000. In addition, beginning on October 16, 2013 and on each six month anniversary thereafter during the term, the Company is entitled to a share of Regen Medical’s Savings (as defined below), minus its share of any Loss (as defined below”), based upon an agreed upon base burden percentage for Regen Medical (the “Base Burden Percentage”). The Base Burden Percentage is to be calculated by dividing (a) the aggregate actual costs of Regen Medical paid by the Company during the period ending on December 31, 2011 by (b) the aggregate revenue of Regen Medical collected by the Company during the period ending on December 31, 2011; provided , however , that the Base Burden Percentage shall be recalculated on January 1, 2013 and every 12 months thereafter during the term by dividing (i) the aggregate actual costs for the Regen Medical paid by the Company during the preceding three six-month periods by (ii) the aggregate Savings or Loss is to be calculated by subtracting (a) the aggregate actual costs for the Regen Medical paid by the Company during the preceding Period from (b) an amount equal to (I) the Base Burden Percentage multiplied by (ii) the aggregate revenue of the Regen Medical collected by the Company during the preceding Period (the “Burden Amount”). If the Burden Amount exceeds the Period Actual Costs (the “Savings”) or the Period Actual Costs exceed the Burden Amount (the “Loss”), Regen Medical and the Company shall share such Savings or Loss 65% for the account of the Regen Medical and 35% for the account of the Company. The Company incurred revenue of $150,000 for the three and nine months ended September 30, 2012 under the agreements.

On August 26, 2013, the Company and Regen Medical entered into a termination and general release agreement (the “Termination Agreement”), effective December 31, 2012 (the “Effective Date”), pursuant to which the Company and Regen Medical agreed, among other things, that as of the Effective Date, (i) the Company shall forgive the $514,000 owed to the Company by Regen Medical under the Regen Medical Agreement in exchange for the exclusive right to certain open label data and other data which the Company would like to have the rights to use as empirical data or evidence of the efficacy of the Company’s proprietary process (the “Clinical Data”), (ii) the parties will take all necessary steps to enter into an agreement for the grant of a license to Regen Medical for the Company’s proprietary process as well as a license of the Clinical Data, (iii) the Regen Medical Agreement is terminated in its entirety and shall be deemed null and void and of no further force or effect and (iii) neither Company nor Regen Medical shall have any further rights or obligations under the Regen Medical Agreement. Each party also provided a general release to the other party with respect to the Regen Medical Agreement and all transactions contemplated by the Regen Medical Agreement.

http://www.otcmarkets.com/edgar/GetFilingHtml?FilingID=9631340 page 15-16

from the most recent 10Q

4.

Property and Equipment

The Company’s property and equipment at September 30, 2013 and December 31, 2012 consists of the following:


9/30/2013 12/31/2012

Lab equipment $206,089 $ 203,204
Leasehold Improvements 2,226,181 1,954,181
Furniture & Fixtures 463,769 459,498

http://www.otcmarkets.com/edgar/GetFilingHtml?FilingID=9631340 page 11

aahh the Furniture involved in the new announced lawsuit for Default of Payment that Vic valued, himself above

one does not have to be a MBA to understand financial filings but OBVIOUSLY it must help