|
|
|
(State or Other Jurisdiction of Incorporation)
|
(Commission File Number)
|
(I.R.S. Employer Identification No.)
|
|
|
|
(Address of Principal Executive Offices)
|
(Zip Code)
|
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))
|
Title of each class
|
Trading
Symbol(s)
|
Name of each exchange on which registered
|
|
|
|
Item 2.02. |
Results of Operations and Financial Condition.
|
Item 7.01. |
Regulation FD Disclosure.
|
Item 9.01. |
Financial Statements and Exhibits.
|
(d) |
Exhibits.
|
Press Release dated August 9, 2023 issued by STRATA Skin Sciences, Inc.
|
||
104
|
Cover Page Interactive Data File (embedded within the Inline XBRL document).
|
STRATA SKIN SCIENCES, INC.
|
|||
Date: August 9, 2023
|
By:
|
/s/ Christopher Lesovitz
|
|
Christopher Lesovitz
|
|||
Chief Financial Officer
|
● |
Revenues in the second quarter of 2023 were $8.3 million, compared to $9.1 million for the second quarter of 2022.
|
● |
Secured up to an additional $12 million financing with MidCap Financial.
|
● |
Placed 73 TheraClear®X devices as of June 30, 2023.
|
For the Three Months Ended June
30,
|
||||||||
2023
|
2022
|
|||||||
Net loss
|
$
|
(3,148
|
)
|
$
|
(1,892
|
)
|
||
Adjustments:
|
||||||||
Depreciation and amortization
|
1,428
|
1,339
|
||||||
Amortization of operating lease right-of-use assets
|
63
|
92
|
||||||
Loss on disposal of property and equipment
|
24
|
18
|
||||||
Interest expense, net
|
277
|
198
|
||||||
Non-GAAP EBITDA
|
(1,356
|
)
|
(245
|
)
|
||||
Stock-based compensation expense
|
352
|
452
|
||||||
Loss on debt extinguishment
|
909
|
—
|
||||||
Non-GAAP adjusted EBITDA
|
$
|
(95
|
)
|
$
|
207
|
Three Months Ended
June 30,
|
||||||||
2023
|
2022
|
|||||||
Gross domestic recurring billings
|
$
|
5,057
|
$
|
5,956
|
||||
Co-Pay adjustments
|
(88
|
)
|
(204
|
)
|
||||
Other discounts
|
(31
|
)
|
(46
|
)
|
||||
Deferred revenue from prior quarters
|
2,025
|
1,970
|
||||||
Deferral of revenue to future quarters
|
(2,005
|
)
|
(2,499
|
)
|
||||
GAAP Recorded domestic revenue
|
$
|
4,958
|
$
|
5,177
|
June 30, 2023
|
December 31,
2022
|
|||||||
(unaudited)
|
||||||||
Assets
|
||||||||
Current assets:
|
||||||||
Cash and cash equivalents
|
$
|
9,034
|
$
|
5,434
|
||||
Restricted cash
|
1,361
|
1,361
|
||||||
Accounts receivable, net of allowance for credit losses of $244 and $382 at June 30, 2023 and December 31, 2022, respectively
|
4,401
|
4,471
|
||||||
Inventories
|
5,921
|
5,547
|
||||||
Prepaid expenses and other current assets
|
528
|
691
|
||||||
Total current assets
|
21,245
|
17,504
|
||||||
Property and equipment, net
|
8,319
|
7,498
|
||||||
Operating lease right-of-use assets
|
807
|
975
|
||||||
Intangible assets, net
|
15,959
|
17,394
|
||||||
Goodwill
|
8,803
|
8,803
|
||||||
Other assets
|
71
|
98
|
||||||
Total assets
|
$
|
55,204
|
$
|
52,272
|
||||
Liabilities and Stockholders’ Equity
|
||||||||
Current liabilities:
|
||||||||
Accounts payable
|
$
|
3,880
|
$
|
3,425
|
||||
Accrued expenses and other current liabilities
|
6,731
|
6,555
|
||||||
Deferred revenues
|
2,436
|
2,778
|
||||||
Current portion of operating lease liabilities
|
392
|
355
|
||||||
Current portion of contingent consideration
|
681
|
313
|
||||||
Total current liabilities
|
14,120
|
13,426
|
||||||
Long-term debt, net
|
14,987
|
7,476
|
||||||
Deferred revenues and other liabilities
|
596
|
314
|
||||||
Deferred tax liability
|
306
|
306
|
||||||
Operating lease liabilities, net of current portion
|
387
|
610
|
||||||
Contingent consideration, net of current portion
|
7,899
|
8,309
|
||||||
Total liabilities
|
38,295
|
30,441
|
||||||
Commitments and contingencies
|
||||||||
Stockholders’ equity:
|
||||||||
Series C convertible preferred stock, $0.10 par value; 10,000,000 shares authorized; no shares issued and outstanding
|
—
|
—
|
||||||
Common stock, $0.001 par value; 150,000,000 shares authorized; 34,881,453 and 34,723,046 shares issued and outstanding at June 30,
2023 and December 31, 2022, respectively
|
35
|
35
|
||||||
Additional paid-in capital
|
250,085
|
249,024
|
||||||
Accumulated deficit
|
(233,211
|
)
|
(227,228
|
)
|
||||
Total stockholders’ equity
|
16,909
|
21,831
|
||||||
Total liabilities and stockholders’ equity
|
$
|
55,204
|
$
|
52,272
|
Three Months Ended June 30,
|
||||||||
2023
|
2022
|
|||||||
Revenues, net
|
$
|
8,250
|
$
|
9,105
|
||||
Cost of revenues
|
3,932
|
4,112
|
||||||
Gross profit
|
4,318
|
4,993
|
||||||
Operating expenses:
|
||||||||
Engineering and product development
|
374
|
209
|
||||||
Selling and marketing
|
3,416
|
4,146
|
||||||
General and administrative
|
2,490
|
2,332
|
||||||
6,280
|
6,687
|
|||||||
Loss from operations
|
(1,962
|
)
|
(1,694
|
)
|
||||
Other (expense) income:
|
||||||||
Loss on debt extinguishment
|
(909
|
)
|
—
|
|||||
Interest expense
|
(298
|
)
|
(208
|
)
|
||||
Interest income
|
21
|
10
|
||||||
(1,186
|
)
|
(198
|
)
|
|||||
Net loss
|
$
|
(3,148
|
)
|
$
|
(1,892
|
)
|
||
Net loss per share of common stock, basic and diluted
|
$
|
(0.09
|
)
|
$
|
(0.05
|
)
|
||
Weighted average shares of common stock outstanding, basic and diluted
|
34,881,453
|
34,723,046
|
For the Six Months Ended June 30,
|
||||||||
2023
|
2022
|
|||||||
Cash flows from operating activities:
|
||||||||
Net loss
|
$
|
(5,983
|
)
|
$
|
(4,394
|
)
|
||
Adjustments to reconcile net loss to net cash used in operating activities:
|
||||||||
Depreciation and amortization
|
1,390
|
1,224
|
||||||
Amortization of operating lease right-of-use assets
|
168
|
181
|
||||||
Amortization of intangible assets
|
1,435
|
1,436
|
||||||
Amortization of deferred financing costs and debt discount
|
83
|
76
|
||||||
Change in allowance for credit losses
|
(138
|
)
|
(47
|
)
|
||||
Stock-based compensation expense
|
677
|
820
|
||||||
Loss on disposal of property and equipment
|
24
|
35
|
||||||
Loss on debt extinguishment
|
909
|
—
|
||||||
Changes in operating assets and liabilities:
|
||||||||
Accounts receivable
|
208
|
491
|
||||||
Inventories
|
(272
|
)
|
(898
|
)
|
||||
Prepaid expenses and other assets
|
190
|
(203
|
)
|
|||||
Accounts payable
|
351
|
1,419
|
||||||
Accrued expenses and other liabilities
|
211
|
(217
|
)
|
|||||
Deferred revenues
|
(95
|
)
|
(135
|
)
|
||||
Operating lease liabilities
|
(186
|
)
|
(197
|
)
|
||||
Net cash used in operating activities
|
(1,028
|
)
|
(409
|
)
|
||||
Cash flows from investing activities:
|
||||||||
Purchase of property and equipment
|
(2,337
|
)
|
(1,510
|
)
|
||||
Cash paid in connection with TheraClear asset acquisition
|
—
|
(631
|
)
|
|||||
Net cash used in investing activities
|
(2,337
|
)
|
(2,141
|
)
|
||||
Cash flows from financing activities:
|
||||||||
Proceeds from long-term debt
|
7,000
|
—
|
||||||
Payment of deferred financing costs
|
(35
|
)
|
—
|
|||||
Net cash provided by financing activities
|
6,965
|
—
|
||||||
Net increase (decrease) in cash, cash equivalents and restricted cash
|
3,600
|
(2,550
|
)
|
|||||
Cash, cash equivalents and restricted cash, beginning of period
|
6,795
|
12,586
|
||||||
Cash, cash equivalents and restricted cash, end of period
|
$
|
10,395
|
$
|
10,036
|
||||
Cash and cash equivalents
|
$
|
9,034
|
$
|
10,036
|
||||
Restricted cash
|
1,361
|
—
|
||||||
|
$
|
10,395
|
$
|
10,036
|
||||
Supplemental disclosure of cash flow information:
|
||||||||
Cash paid for interest
|
$
|
497
|
$
|
329
|
||||
Supplemental disclosure of non-cash operating, investing and financing activities:
|
||||||||
Inventories acquired in connection with TheraClear asset acquisition
|
$
|
—
|
$
|
71
|
||||
Intangible assets acquired in connection with TheraClear asset acquisition
|
$
|
—
|
$
|
10,182
|
||||
Contingent consideration issued in connection with TheraClear asset acquisition
|
$
|
—
|
$
|
9,122
|
||||
Common stock issued in connection with TheraClear asset acquisition
|
$
|
—
|
$
|
500
|
||||
Modification of common stock warrants
|
$
|
384
|
$
|
—
|
||||
Transfer of property and equipment to inventories
|
$
|
102
|
$
|
449
|
||||
Accrued payment of contingent consideration
|
$
|
42
|
$
|
—
|
||||
Accrued exit fee recorded as debt discount
|
$
|
450
|
$
|
—
|
||||
Deferred financing costs in accounts payable
|
$
|
62
|
$
|
—
|