|
|
|
(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 November 14, 2023 issued by STRATA Skin Sciences, Inc.
|
|
Strata Skin Sciences Investor Presentation dated November 14, 2023.
|
|
104
|
Cover Page Interactive Data File (embedded within the Inline XBRL document).
|
STRATA SKIN SCIENCES, INC.
|
|||
Date: November 14, 2023
|
By:
|
/s/ Christopher Lesovitz
|
|
Christopher Lesovitz
|
|||
Chief Financial Officer
|
● |
Total Revenues were $8.9 million compared to $9.4 million for the third quarter of 2022, a total decrease of 6.0%.
|
● |
Non-GAAP EBITDA improved to $1.0 million compared to $0.6 million for the third quarter of 2022.
|
● |
Dr. Dolev Rafaeli, named new Vice-Chairman, President and CEO, effective October 31, 2023.
|
For the Three Months Ended
September 30,
|
||||||||
2023
|
2022
|
|||||||
Net loss
|
$
|
(1,053
|
)
|
$
|
(995
|
)
|
||
Adjustments:
|
||||||||
Depreciation and amortization
|
1,449
|
1,311
|
||||||
Amortization of operating lease right-of-use assets
|
89
|
67
|
||||||
Loss on disposal of property and equipment
|
31
|
17
|
||||||
Interest expense, net
|
438
|
209
|
||||||
Non-GAAP EBITDA
|
954
|
609
|
||||||
Stock-based compensation expense
|
337
|
455
|
||||||
Non-GAAP adjusted EBITDA
|
$
|
1,291
|
$
|
1,064
|
For the Three Months Ended
September 30,
|
||||||||
2023
|
2022
|
|||||||
Gross domestic recurring billings
|
$
|
4,883
|
$
|
5,548
|
||||
Adjustments:
|
||||||||
Co-Pay adjustments
|
(85
|
)
|
(188
|
)
|
||||
Other discounts
|
(29
|
)
|
(40
|
)
|
||||
Deferred revenue from prior quarters
|
2,005
|
2,499
|
||||||
Deferral of revenue to future quarters
|
(1,913
|
)
|
(2,309
|
)
|
||||
GAAP Recorded domestic revenue
|
$
|
4,861
|
$
|
5,510
|
September 30, 2023
|
December 31, 2022
|
|||||||
(unaudited)
|
||||||||
Assets
|
||||||||
Current assets:
|
||||||||
Cash and cash equivalents
|
$
|
7,131
|
$
|
5,434
|
||||
Restricted cash
|
1,334
|
1,361
|
||||||
Accounts receivable, net of allowance for credit losses of $128 and $382 at September 30, 2023 and December 31, 2022, respectively
|
4,802
|
4,471
|
||||||
Inventories
|
6,125
|
5,547
|
||||||
Prepaid expenses and other current assets
|
330
|
691
|
||||||
Total current assets
|
19,722
|
17,504
|
||||||
Property and equipment, net
|
8,256
|
7,498
|
||||||
Operating lease right-of-use assets
|
718
|
975
|
||||||
Intangible assets, net
|
9,623
|
17,394
|
||||||
Goodwill
|
8,803
|
8,803
|
||||||
Other assets
|
71
|
98
|
||||||
Total assets
|
$
|
47,193
|
$
|
52,272
|
||||
Liabilities and Stockholders’ Equity
|
||||||||
Current liabilities:
|
||||||||
Accounts payable
|
$
|
3,157
|
$
|
3,425
|
||||
Accrued expenses and other current liabilities
|
5,901
|
6,555
|
||||||
Deferred revenues
|
2,385
|
2,778
|
||||||
Current portion of operating lease liabilities
|
404
|
355
|
||||||
Current portion of contingent consideration
|
178
|
313
|
||||||
Total current liabilities
|
12,025
|
13,426
|
||||||
Long-term debt, net
|
15,016
|
7,476
|
||||||
Deferred revenues and other liabilities
|
585
|
314
|
||||||
Deferred tax liability
|
306
|
306
|
||||||
Operating lease liabilities, net of current portion
|
282
|
610
|
||||||
Contingent consideration, net of current portion
|
2,786
|
8,309
|
||||||
Total liabilities
|
31,000
|
30,441
|
||||||
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; 34,913,886 and 34,723,046 shares issued and outstanding at September 30,
2023 and December 31, 2022, respectively
|
35
|
35
|
||||||
Additional paid-in capital
|
250,422
|
249,024
|
||||||
Accumulated deficit
|
(234,264
|
)
|
(227,228
|
)
|
||||
Total stockholders’ equity
|
16,193
|
21,831
|
||||||
Total liabilities and stockholders’ equity
|
$
|
47,193
|
$
|
52,272
|
Three Months Ended
September 30,
|
||||||||
2023
|
2022
|
|||||||
Revenues, net
|
$
|
8,852
|
$
|
9,413
|
||||
Cost of revenues
|
3,898
|
3,614
|
||||||
Gross profit
|
4,954
|
5,799
|
||||||
Operating expenses:
|
||||||||
Engineering and product development
|
248
|
216
|
||||||
Selling and marketing
|
3,038
|
3,754
|
||||||
General and administrative
|
2,283
|
2,615
|
||||||
5,569
|
6,585
|
|||||||
Loss from operations
|
(615
|
)
|
(786
|
)
|
||||
Other (expense) income:
|
||||||||
Interest expense
|
(528
|
)
|
(244
|
)
|
||||
Interest income
|
90
|
35
|
||||||
(438
|
)
|
(209
|
)
|
|||||
Net loss
|
$
|
(1,053
|
)
|
$
|
(995
|
)
|
||
Net loss per share of common stock, basic and diluted
|
$
|
(0.03
|
)
|
$
|
(0.03
|
)
|
||
Weighted average shares of common stock outstanding, basic and diluted
|
34,912,104
|
34,723,046
|
For the Nine Months Ended
September 30,
|
||||||||
2023
|
2022
|
|||||||
Cash flows from operating activities:
|
||||||||
Net loss
|
$
|
(7,036
|
)
|
$
|
(5,389
|
)
|
||
Adjustments to reconcile net loss to net cash used in operating activities:
|
||||||||
Depreciation and amortization
|
2,119
|
1,816
|
||||||
Amortization of operating lease right-of-use assets
|
257
|
248
|
||||||
Amortization of intangible assets
|
2,155
|
2,155
|
||||||
Amortization of deferred financing costs and debt discount
|
112
|
116
|
||||||
Change in allowance for credit losses
|
(205
|
)
|
24
|
|||||
Stock-based compensation expense
|
1,014
|
1,275
|
||||||
Loss on disposal of property and equipment
|
55
|
52
|
||||||
Loss on debt extinguishment
|
909
|
—
|
||||||
Changes in operating assets and liabilities:
|
||||||||
Accounts receivable
|
(126
|
)
|
(246
|
)
|
||||
Inventories
|
(344
|
)
|
(1,616
|
)
|
||||
Prepaid expenses and other assets
|
388
|
(110
|
)
|
|||||
Accounts payable
|
(268
|
)
|
1,547
|
|||||
Accrued expenses and other liabilities
|
(611
|
)
|
(267
|
)
|
||||
Deferred revenues
|
(165
|
)
|
(472
|
)
|
||||
Operating lease liabilities
|
(279
|
)
|
(236
|
)
|
||||
Net cash used in operating activities
|
(2,025
|
)
|
(1,103
|
)
|
||||
Cash flows from investing activities:
|
||||||||
Purchase of property and equipment
|
(3,166
|
)
|
(2,037
|
)
|
||||
Cash paid in connection with TheraClear asset acquisition
|
—
|
(631
|
)
|
|||||
Net cash used in investing activities
|
(3,166
|
)
|
(2,668
|
)
|
||||
Cash flows from financing activities:
|
||||||||
Proceeds from long-term debt
|
7,000
|
—
|
||||||
Payment of deferred financing costs
|
(97
|
)
|
—
|
|||||
Payment of contingent consideration
|
(42
|
)
|
—
|
|||||
Net cash provided by financing activities
|
6,861
|
—
|
||||||
Net increase (decrease) in cash, cash equivalents and restricted cash
|
1,670
|
(3,771
|
)
|
|||||
Cash, cash equivalents and restricted cash, beginning of period
|
6,795
|
12,586
|
||||||
Cash, cash equivalents and restricted cash, end of period
|
$
|
8,465
|
$
|
8,815
|
||||
Cash and cash equivalents
|
$
|
7,131
|
$
|
7,454
|
||||
Restricted cash
|
1,334
|
1,361
|
||||||
$
|
8,465
|
$
|
8,815
|
|||||
Supplemental disclosure of cash flow information:
|
||||||||
Cash paid for interest
|
$
|
917
|
$
|
523
|
||||
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
|
||||
Change in operating lease right-of-use assets and liability due to amended lease
|
$
|
—
|
$
|
446
|
||||
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
|
$
|
234
|
$
|
486
|
||||
Change in intangible assets and fair value of contingent consideration
|
$
|
5,616
|
$
|
—
|
||||
Accrued exit fee recorded as debt discount
|
$
|
450
|
$
|
—
|