Regen Biopharma Inc (RGBAD)

[cash4]

CEO Dr. Koos Message to Shareholders 12-30-2021
https://www.prnewswire.com/news-releases/regen-biopharma-inc-message-to-the-shareholders-from-the-chairman-and-chief-executive-officer-301452028.html

REGEN BIOPHARMA, INC.: MESSAGE TO THE SHAREHOLDERS FROM THE CHAIRMAN AND CHIEF EXECUTIVE OFFICER

News provided by
Regen BioPharma, Inc.
Dec 30, 2021, 15:41 ET

SAN DIEGO, Dec. 30, 2021 /PRNewswire/ -- Regen BioPharma, Inc. (PINK: RGBP) and (PINK: RGBPP):

First of all I would like to wish all our shareholders a happy holiday season. It has been a long year with many challenges and many successes.

When I returned to Regen on March 23, 2021 in order to serve as Chairman and Chief Executive Officer I found myself at the helm of a company on the verge of collapse. We were behind in bills, at risk of losing patent protection on valuable IP, and delinquent in our SEC filing obligations. Worse of all we were being sued by Chemdiv-our Contract Research Organization- in a complaint seeking damages of $1,200,000 which also threatened our ownership rights to valuable intellectual property.

As the year progressed we faced the challenges that lay before us and conquered them. Regen has revived numerous valuable existing IP which had been deemed abandoned by the United States Patent and Trademark Office, settled its lawsuit with Chemdiv, been issued several new patents, entered into two non-related party licensing agreements and became current in its SEC filing obligations eliminating the risk that the public trading market for both the common and Series A preferred shares would disappear.

Becoming current in our SEC reporting obligations after such a long delinquency was a significant achievement. Recent amendments to SEC Rule 15c2-11 threatened the public trading status of delinquent issuers. Had I not been able to get the Company current there was a real possibility that our shareholders wouldn't be able to trade their shares and the Company's ability to raise capital would be adversely effected.

I have received numerous texts, emails and phone calls regarding our restatement of our third quarter financials.

During the quarter ended June 30, 2021 the Company was paid $1,905,000 in cash and securities resulting from two licenses granted in April, 2021 to Oncology Pharma, Inc. ("ONPH").

Pursuant to the terms and conditions of the licenses granted ONPH became obligated to:
(a) Pay nonrefundable fees of $55,000 and fifty thousand common shares of ONPH no later than April 20, 2021

(b) Pay royalties equal to five percent (5%) of the Net Sales (as Net Sales are defined in the Agreement) of any Licensed Products in a quarter.

Accounting for Revenues from contracts with customers and licensees is governed by Accounting Standard Codification 606 ("ASC 606") issued by the Financial Accounting Standards Board ("FASB").

ASC 606 requires that revenue be recognized as performance obligations are fulfilled. In considering the accounting for revenue generated by the licenses, the Company initially determined that the nonrefundable fees paid were consideration solely for entering into the agreement and thus should be recognized within the quarter in which they were paid.

A subsequent examination in conjunction with the Company's public accountant led us to reconsider this accounting treatment and we determined that – in order to be compliant with ASC 606- the revenue generated by the payment to the Company of the nonrefundable fees would need to be recognized over the term of the licenses. We arrived at the conclusion that entering into the agreement did not adequately meet the criteria of being "distinct within the context of the contract" from the obligation of granting the license over the term of the contract. None of the abovementioned changes the fact that $1,905,000 in cash and securities was paid to the Company during the quarter ended June 30, 2021 and this payment was nonrefundable.

Looking into the New Year I will work diligently towards the goal of entering into additional co-development projects and collaborations that I believe will benefit Regen's shareholders and I expect to identify a contract research organization that will help us move the Company's intellectual propriety towards clinical trials.

During this past year I haven't taken a dime in salary from Regen. The reason for this is because I see our company for all its potential and possibilities and I'm betting on what we have and what we can achieve.

Sincerely,
David R. Koos
Chairman & CEO
Regen BioPharma Inc.