|
|
|
(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.
|
99.1 |
Press Release dated August 14, 2024 issued by STRATA Skin Sciences, Inc.
|
|
104 |
Cover Page Interactive Data File (embedded within the Inline XBRL document).
|
STRATA SKIN SCIENCES, INC.
|
|||
Date: August 14, 2024
|
By:
|
/s/ Christopher Lesovitz
|
|
Christopher Lesovitz
|
|||
Chief Financial Officer
|
• |
Revenue in the second quarter of 2024 was $8.4 million (+2% YOY) vs. $8.3 million in the second quarter of 2023
|
o |
Global net recurring revenue in the second quarter of 2024 was $5.3 million (-2% YOY) vs. $5.5 million in the second quarter of 2023, and was negatively impacted by deferred billings
|
o |
Gross domestic XTRAC® recurring billings were $4.7 million (-6% YOY) in the second quarter of 2024 vs. $5.1 million in the second quarter of 2023
|
• |
Operating expenses in the second quarter of 2024 were $5.4 million (-14% YOY) vs. $6.3 million in the second quarter of 2023
|
• |
Domestic installed base of 882 XTRAC® devices under the Company’s recurring revenue business model at June 30, 2024 vs. 907 XTRAC® devices at March 31, 2024 and 923 XTRAC®
devices at December 31, 2023, as the Company continues to realign its assets and remove underperforming accounts
|
• |
Domestic installed base of 117 TheraClear®X devices under the Company’s recurring revenue business model at June 30, 2024 vs. 104 TheraClear®X devices at March 31, 2024 and 92
TheraClear®X devices at December 31, 2023
|
• |
On July 23, 2024, closed a registered direct offering that raised $2.10 million in gross proceeds through the sale of 665,136 shares of common stock at an average purchase price of $3.16/share,
with participation from insiders and existing institutional shareholders
|
• |
Received approval for the XTRAC MomentumTM 1.0 device in Japan and will begin immediate commercial rollout through its Japanese strategic partner and distributor JMEC Co., Ltd.
|
• |
Announced that a multi-treatment study published in the July 11, 2024 issue of the Journal of Cosmetic and Laser Therapy
found the TheraClear®X Acne Therapy System reduced lesions and associated skin redness with improvement in skin texture and pore size after one to three treatments while being well tolerated, offering benefits as monotherapy
and/or as an adjuvant
|
• |
Sponsored two webinars discussing the benefits of using its XTRAC® excimer device for the treatment of psoriasis, vitiligo, and eczema and its TheraClear®X photopneumatic
device for the treatment of mild to moderate acne, each hosted by a leading dermatologist
|
• |
Announced that a seven-week open label study published in the June 2024 issue of the Journal of Clinical and Aesthetic Dermatology
found the TheraClear®X Acne Therapy System to be safe and effective for acne lesions across all Fitzpatrick skin types with favorable tolerability and patient satisfaction
|
• |
Renewed 3-year agreements with exclusive distributors in China and Japan with each agreement carrying minimum unit placements and/or purchases of the XTRAC® and VTRAC® devices
|
Three Months Ended June 30,
|
||||||||
2024
|
2023
|
|||||||
Net loss
|
$
|
(99
|
)
|
$
|
(3,148
|
)
|
||
Adjustments:
|
||||||||
Depreciation and amortization
|
1,250
|
1,428
|
||||||
Amortization of operating lease right-of-use assets
|
79
|
63
|
||||||
Loss on disposal of property and equipment
|
6
|
24
|
||||||
Interest expense, net
|
477
|
277
|
||||||
Non-GAAP EBITDA
|
1,713
|
(1,356
|
)
|
|||||
Employee retention credit
|
(864
|
)
|
—
|
|||||
Stock-based compensation expense
|
163
|
352
|
||||||
Loss on debt extinguishment
|
—
|
909
|
||||||
Non-GAAP adjusted EBITDA
|
$
|
1,012
|
$
|
(95
|
)
|
Six Months Ended June 30,
|
||||||||
2024
|
2023
|
|||||||
Net loss
|
$
|
(3,467
|
)
|
$
|
(5,983
|
)
|
||
Adjustments:
|
||||||||
Depreciation and amortization
|
2,499
|
2,825
|
||||||
Amortization of operating lease right-of-use assets
|
174
|
168
|
||||||
Loss on disposal of property and equipment
|
19
|
24
|
||||||
Interest expense, net
|
956
|
526
|
||||||
Non-GAAP EBITDA
|
181
|
(2,440
|
)
|
|||||
Employee retention credit
|
(864
|
)
|
—
|
|||||
Stock-based compensation expense
|
275
|
677
|
||||||
Inventory write-off
|
141
|
—
|
||||||
Loss on debt extinguishment
|
—
|
909
|
||||||
Non-GAAP adjusted EBITDA
|
$
|
(267
|
)
|
$
|
(854
|
)
|
Three Months Ended June 30,
|
YTD
|
|||||||||||||||
2024
|
2023
|
2024
|
2023
|
|||||||||||||
Gross domestic recurring billings
|
$
|
4,735
|
$
|
5,057
|
$
|
9,313
|
$
|
9,792
|
||||||||
Co-Pay adjustments
|
(83
|
)
|
(88
|
)
|
(163
|
)
|
(171
|
)
|
||||||||
Other discounts
|
(26
|
)
|
(31
|
)
|
(56
|
)
|
(59
|
)
|
||||||||
Deferred revenue from prior quarters
|
1,901
|
2,025
|
1,624
|
2,170
|
||||||||||||
Deferral of revenue to future quarters
|
(1,812
|
)
|
(2,005
|
)
|
(1,812
|
)
|
(2,025
|
)
|
||||||||
GAAP Recorded domestic revenue
|
$
|
4,715
|
$
|
4,958
|
$
|
8,906
|
$
|
9,707
|
June 30, 2024
|
December 31, 2023
|
|||||||
(unaudited)
|
||||||||
Assets
|
||||||||
Current assets:
|
||||||||
Cash and cash equivalents
|
$
|
5,483
|
$
|
6,784
|
||||
Restricted cash
|
1,334
|
1,334
|
||||||
Accounts receivable, net of allowance for credit losses of $182 and $222 at June 30, 2024 and December 31, 2023,
respectively
|
3,979
|
4,440
|
||||||
Inventories
|
2,692
|
2,673
|
||||||
Prepaid expenses and other current assets
|
337
|
312
|
||||||
Total current assets
|
13,825
|
15,543
|
||||||
Property and equipment, net
|
11,149
|
11,778
|
||||||
Operating lease right-of-use assets
|
1,429
|
626
|
||||||
Intangible assets, net
|
6,334
|
7,319
|
||||||
Goodwill
|
6,519
|
6,519
|
||||||
Other assets
|
325
|
231
|
||||||
Total assets
|
$
|
39,581
|
$
|
42,016
|
||||
Liabilities and Stockholders’ Equity
|
||||||||
Current liabilities:
|
||||||||
Accounts payable
|
$
|
2,886
|
$
|
3,343
|
||||
Accrued expenses and other current liabilities
|
6,608
|
6,306
|
||||||
Deferred revenues
|
2,261
|
2,120
|
||||||
Current portion of operating lease liabilities
|
1,288
|
352
|
||||||
Current portion of contingent consideration
|
65
|
53
|
||||||
Total current liabilities
|
13,108
|
12,174
|
||||||
Long-term debt, net
|
15,114
|
15,044
|
||||||
Deferred revenues and other liabilities
|
473
|
552
|
||||||
Deferred tax liability
|
186
|
186
|
||||||
Operating lease liabilities, net of current portion
|
108
|
237
|
||||||
Contingent consideration, net of current portion
|
1,096
|
1,135
|
||||||
Total liabilities
|
30,085
|
29,328
|
||||||
Commitments and contingencies (Note 13)
|
||||||||
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; 3,506,025 shares issued and outstanding
at June 30, 2024 and December 31, 2023
|
35
|
35
|
||||||
Additional paid-in capital
|
250,986
|
250,711
|
||||||
Accumulated deficit
|
(241,525
|
)
|
(238,058
|
)
|
||||
Total stockholders’ equity
|
9,496
|
12,688
|
||||||
Total liabilities and stockholders’ equity
|
$
|
39,581
|
$
|
42,016
|
Three Months Ended June 30,
|
||||||||
2024
|
2023
|
|||||||
Revenues, net
|
$
|
8,435
|
$
|
8,250
|
||||
Cost of revenues
|
3,498
|
3,932
|
||||||
Gross profit
|
4,937
|
4,318
|
||||||
Operating expenses:
|
||||||||
Engineering and product development
|
199
|
374
|
||||||
Selling and marketing
|
3,014
|
3,416
|
||||||
General and administrative
|
2,210
|
2,490
|
||||||
5,423
|
6,280
|
|||||||
Loss from operations
|
(486
|
)
|
(1,962
|
)
|
||||
Other income (expense):
|
||||||||
Loss on debt extinguishment
|
—
|
(909
|
)
|
|||||
Interest expense
|
(531
|
)
|
(298
|
)
|
||||
Interest income
|
54
|
21
|
||||||
Employee retention credit
|
864
|
—
|
||||||
387
|
(1,186
|
)
|
||||||
Net loss
|
$
|
(99
|
)
|
$
|
(3,148
|
)
|
||
Net loss per share of common stock, basic and diluted
|
$
|
(0.03
|
)
|
$
|
(0.90
|
)
|
||
Weighted average shares of common stock outstanding, basic and diluted
|
3,506,025
|
3,488,145
|
|
Six Months Ended June 30,
|
|||||||
|
2024
|
2023
|
||||||
Cash flows from operating activities:
|
||||||||
Net loss
|
$
|
(3,467
|
)
|
$
|
(5,983
|
)
|
||
Adjustments to reconcile net loss to net cash used in operating activities:
|
||||||||
Depreciation and amortization
|
2,499
|
2,825
|
||||||
Amortization of operating lease right-of-use assets
|
174
|
168
|
||||||
Amortization of deferred financing costs and debt discount
|
70
|
83
|
||||||
Change in allowance for credit losses
|
30
|
(138
|
)
|
|||||
Stock-based compensation expense
|
275
|
677
|
||||||
Loss on disposal of property and equipment
|
19
|
24
|
||||||
Inventory write-off
|
141
|
—
|
||||||
Loss on debt extinguishment
|
—
|
909
|
||||||
Changes in operating assets and liabilities:
|
||||||||
Accounts receivable
|
431
|
208
|
||||||
Inventories
|
6
|
886
|
||||||
Prepaid expenses and other assets
|
(25
|
)
|
190
|
|||||
Accounts payable
|
(466
|
)
|
351
|
|||||
Accrued expenses and other liabilities
|
290
|
211
|
||||||
Deferred revenues
|
74
|
(95
|
)
|
|||||
Operating lease liabilities
|
(170
|
)
|
(186
|
)
|
||||
Other assets
|
(94
|
)
|
—
|
|||||
Net cash (used in) provided by operating activities
|
(213
|
)
|
130
|
|||||
Cash flows from investing activities:
|
||||||||
Purchase of property and equipment
|
(1,070
|
)
|
(3,495
|
)
|
||||
Net cash used in investing activities
|
(1,070
|
)
|
(3,495
|
)
|
||||
Cash flows from financing activities:
|
||||||||
Payment of contingent consideration
|
(18
|
)
|
—
|
|||||
Proceeds from long-term debt
|
—
|
7,000
|
||||||
Payment of deferred financing costs
|
—
|
(35
|
)
|
|||||
Net cash (used in) provided by financing activities
|
(18
|
)
|
6,965
|
|||||
Net (decrease) increase in cash, cash equivalents and restricted cash
|
(1,301
|
)
|
3,600
|
|||||
Cash, cash equivalents and restricted cash at beginning of period
|
8,118
|
6,795
|
||||||
Cash, cash equivalents and restricted cash at end of period
|
$
|
6,817
|
$
|
10,395
|
||||
|
||||||||
Cash and cash equivalents
|
$
|
5,483
|
$
|
9,034
|
||||
Restricted cash
|
1,334
|
1,361
|
||||||
|
$
|
6,817
|
$
|
10,395
|
||||
|
||||||||
Supplemental disclosure of cash flow information:
|
||||||||
Cash paid during the year for interest
|
$
|
990
|
$
|
497
|
||||
|
||||||||
Supplemental schedule of non-cash operating, investing and financing activities:
|
||||||||
Operating lease right-of-use assets obtained in exchange for operating lease liabilities
|
$
|
977
|
$
|
—
|
||||
Transfer of property and equipment to inventories
|
$
|
166
|
$
|
102
|
||||
Accrued payment of contingent consideration
|
$
|
27
|
$
|
42
|
||||
Modification of common stock warrants
|
$
|
—
|
$
|
384
|
||||
Accrued exit fee recorded as debt discount
|
$
|
—
|
$
|
450
|
||||
Deferred financing costs in accounts payable
|
$
|
—
|
$
|
62
|