NovelStem International Corp.

What they do

NovelStem conducts no operating business. Its former principal assets were an approximate 31% equity interest in Israeli biotech NewStem Ltd, which was liquidated in October 2025, and a 50% interest in the NetCo Partners joint venture, which owns the Net Force publishing franchise and was sold in May 2025. The company now holds only a residual financial interest of up to $3,750,000 in any future licensing of the stem-cell license formerly held by NewStem, which reverted to licensor Yissum.

Revenue drivers

• Yissum license profit participation — The company's only asset is a right to up to $3,750,000 of proceeds if Yissum relicenses the NewStem stem-cell technology; no payments have been received and the company reports no operating revenue.
• Former NewStem equity interest (approximate 31%) — NewStem was a development-stage Israeli biotech working on human pluripotent stem cells and haploid human pluripotent stem cells; it ceased operations in October 2024 and completed liquidation in October 2025, so it generates nothing.
• Former NetCo Partners joint venture (50%) — NetCo owned the Net Force publishing franchise; the stake was sold on May 9, 2025 for $1,300,000 to settle the Omni Bridgeway litigation funding liability, and it produced only about $600 of distributions in 2025.

Recent performance

For the six months ended June 30, 2026, NovelStem reported a net loss of approximately $(141,000) versus net income of $2,547,000 in the prior-year period. The 2025 figure was driven entirely by non-operating items: a $1,171,760 gain on disposal of the equity method investment and $1,697,024 of relief-of-indebtedness income, both from the NetCo settlement. G&A expenses fell to about $40,000 from $159,000, mainly on lower professional fees, while interest expense was $100,928. As of June 30, 2026, current assets were approximately $65,000 and current liabilities $2,097,000.

Strategy

Management states the company's priority is the monetization of the former NewStem license now held by Yissum, and it conducts no other business. Funding has come from selling equity securities and related-party debt: a bridge loan from Executive Chairman Jan Loeb in 2025 and a $250,000 common stock issuance in March 2026. The company says continuation as a going concern depends on improved profitability, continued shareholder financial support, and Yissum's ability to commercialize the license. It reports no operating revenue or cost of revenue and no dividend has been paid.

Risks

• Asset concentration in an illiquid license right — The company's primary asset is the residual value of relicensing the license formerly held by NewStem, and it depends entirely on earnings and cash flow from a license now controlled by Yissum.
• Going concern — With current liabilities of $2,097,000 against current assets of about $65,000 at June 30, 2026, continuation depends on profitability, shareholder support and Yissum's commercialization success.
• No operations and minimal revenue history — The company conducts no other business and reports no operating revenue, so it has no internal cash generation to fund G&A, interest or professional fees.
• Dependence on key individuals and third parties — The 10-K states future success depends on management and on Yissum's management team for monetization of the license, and the loss of key individuals could impair implementation of the strategy.

Outlook

Management does not forecast revenue and reiterates that the company is a holding company with limited operations whose continuation as a going concern depends on profitability, shareholder financial support, and Yissum's ability to commercialize the license. The only stated path to value is monetization of the up-to-$3,750,000 residual interest in the former NewStem license. Near-term cash needs are being met through equity sales and related-party borrowings rather than operations.