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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): May 12, 2022
MEDAVAIL HOLDINGS, INC.
(Exact name of registrant as specified in its charter)
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Delaware | | 001-36533 | | 90-0772394 |
(State or other jurisdiction of incorporation) | | (Commission File Number) | | (I.R.S. Employer Identification Number) |
6665 Millcreek Dr. Unit 1,
Mississauga ON Canada
L5N 5M4
(Address of principal executive offices)
+1 (905) 812-0023
(Registrant’s telephone number, including area code)
N/A
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
☐ 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))
Securities registered pursuant to Section 12(b) of the Act:
| | | | | | | | |
Title of each class | Trading Symbol | Name of each exchange on which registered |
Common Stock, par value $0.001 per share | MDVL | The Nasdaq Stock Market LLC |
Indicate by check mark whether the registrant is an emerging growth company as defined in as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 2.02 Results of Operations and Financial Condition.
On May 12th, 2022, MedAvail Holdings, Inc. ("MedAvail" or the "Company") issued a press release regarding its financial and operational results for the three months ended March 31st, 2022. The full text of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
This information is intended to be furnished under Items 2.02 and 9.01 of this Current Report on Form 8-K, including Exhibit 99.1, and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Securities Act of 1933, as amended (the "Securities Act"), except as shall be expressly set forth by specific reference in such a filing.
Item 7.01 Regulation FD Disclosure.
On May 12th, 2022, MedAvail hosted a conference call and webcast to discuss the Company's financial and operational results for the three months ended March 31st, 2022.
Additionally, attached as Exhibit 99.2 to this Current Report on Form 8-K is an investor presentation that MedAvail may use in presentations to investors beginning May 12th, 2022.
The presentation includes a discussion of Operating Results and Adjusted EBITDA, non-GAAP (generally accepted accounting principles) financial measures. The presentation also includes reconciliations of those measures to the most directly comparable financial measures calculated and presented in accordance with GAAP.
The investor presentation attached as Exhibit 99.2 to this Current Report on Form 8-K includes “safe harbor” language pursuant to the Private Securities Litigation Reform Act of 1995, as amended, indicating that certain statements contained in the slide presentation are “forward looking” rather than historical.
The information included in this Item 7.01 and in Exhibit 99.2 shall not be deemed "filed" for purposes of Section 18 of the Exchange Act or otherwise subject to the liabilities of that Section or incorporated by reference in any filing under the Securities Act or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing. The Company undertakes no duty or obligation to update or revise information included in this Report or in the Exhibit 99.2.
Item 9.01 Financial Statement and Exhibits.
(d) Exhibits
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Exhibit No. | | Description |
99.1 | |
|
99.2 | | |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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| MEDAVAIL HOLDINGS, INC. |
| | |
Date: May 12, 2022 | By: | /s/ Ramona Seabaugh |
| | Ramona Seabaugh Chief Financial Officer |
MedAvail Reports First Quarter 2022 Financial Results
MISSISSAUGA, Ontario and PHOENIX, Ariz. – May 12, 2022 – MedAvail Holdings, Inc. (Nasdaq: MDVL) (“MedAvail”) a technology-enabled pharmacy company, today reported financial results for the three months ended March 31, 2022.
“I am proud of our team’s strong start to the year. We delivered robust sales growth in the first quarter and achieved a milestone in our Pharmacy Technology business with the completion of our integration with Epic, ” said Mark Doerr, Chief Executive Officer of MedAvail. “There is clear momentum and demand for our differentiated pharmacy technology solutions, and we are deliberately investing in our teams and business to drive this growth. We are excited for our path forward and the significant opportunity ahead, as we focus on execution of our expansion strategy with new and existing clinic partners and driving initiatives to deliver sustainable and profitable growth.”
Recent Operational Highlights
•Ended first quarter of 2022 with 92 MedCenter total net cumulative deployments, a 14% increase from the end of the fourth quarter of 2021
◦Ended first quarter of 2022 with 88 MedCenter total net dispensing deployments, a 29% increase from the end of the fourth quarter of 2021
•Achieved milestone with Epic integration and the availability of the MedCenter platform in the Epic App Orchard Gallery
•Completed rewrite of MedDispense software intended to enable greater flexibility and faster deployment of MedCenters
•Expanded partnership with IMA Medical Group to open SpotRx locations across the IMA network in Florida, including 17 additional and five de novo IMA medical centers
•Broadened partnership with Oak Street Health to add SpotRx locations in four de novo sites in Arizona
•Expanded partnership with Cano Health to open SpotRx locations in nine additional sites in Florida
•Important enhancement of leadership team with accomplished executives who bring directly relevant track records of success with the appointments of Steven Hess to Executive Vice President, General Manager of SpotRx; Bob McClune to Senior Vice President of Data and Analytics; and Matt Broome to Executive Vice President, Technology
First Quarter 2022 and Recent Financial Highlights
All comparisons, unless otherwise noted, are to the three months ended March 31, 2021.
•Total revenue increased 126% to $9.1 million
•Total revenue by segment
◦Retail Pharmacy Services revenue increased 159% to $8.8 million
◦Pharmacy Technology revenue decreased 56% to $0.3 million
•Net operating loss was $12.8 million compared to $9.7 million
•Adjusted EBITDA loss of $11.8 million compared to $8.9 million
•The Company completed its first closing of a private placement for the sale of common stock, together with the issuance of warrants to purchase common stock. The first closing of this private placement was on April 4, 2022, that yielded gross proceeds of approximately $40 million. The second closing is expected to subsequently follow on July 1, 2022, following the satisfaction or waiver of the conditions to closing, and yield approximately $10 million in gross proceeds. If all warrants that are sold and issued following the completion of these closings are fully exercised, the Company would receive additional gross proceeds of approximately $29 million.
Conference Call
MedAvail will host a conference call at 1:30 p.m. PT / 4:30 p.m. ET on Thursday, May 12, 2022, to discuss its first quarter 2022 financial results. A webcast of the conference call can be accessed at https://investors.medavail.com. The webcast will be archived and available for replay for at least 90 days after the event.
Definition of Key Metrics
Dispensing Deployments
We define dispensing deployments as sites that are live, that is, have payer network acceptance, pharmacy board approvals and trained clinical staff or clinical account managers. Moreover, we work closely with the state boards of pharmacy and our clinic partners to reduce the time to progress from deployment to becoming dispensing deployments, which generally ranges from 4 to 12 weeks.
Net Cumulative Deployments
Net cumulative deployments includes dispensing deployments and installed not yet dispensing deployments, but excludes decommissioned clinics, pilots and demo sites.
About MedAvail
MedAvail Holdings, Inc. (NASDAQ: MDVL) is a technology-enabled pharmacy organization, providing turnkey in-clinic pharmacy services through its proprietary robotic dispensing platform, the MedAvail MedCenter, and home delivery operations, to Medicare clinics. MedAvail helps patients to optimize drug adherence, resulting in better health outcomes. Learn more at www.medavail.com.
Non-GAAP Financial Measures
MedAvail refers to certain financial measures that are not recognized under U.S. generally accepted accounting principles ("GAAP") in this press release, including adjusted EBITDA. See the schedules to this press release for additional information and reconciliations of such non-GAAP financial measures.
Forward Looking Statements
Certain statements included in this press release that are not historical facts are forward-looking statements for purposes of the safe harbor provisions under the Private Securities Litigation Reform Act of 1995. Forward-looking statements generally are accompanied by words such as "believe," "may," "will," "estimate," "continue," "anticipate," "intend," "expect," "should," "would," "plan," "predict," "potential," "seem," "seek," "future," "outlook," "project," and similar expressions that predict or indicate future events or trends or that are not statements of historical matters. These forward-looking statements include, but are not limited to, statements regarding MedAvail's business strategy and market opportunity; potential future revenue projections and expectations for growth and profitability; customer demand and expansion plans; margin improvement; improvements in deployment efficiency
and speed; anticipated proceeds from private offerings; and customer partnerships. These statements are based on various assumptions, whether or not identified in this press release, and on the current expectations of MedAvail's management and are not predictions of actual performance. Forward-looking statements are subject to a number of risks and uncertainties that could cause actual results to differ materially from the forward-looking statements, including but not limited to risks discussed under the heading "Risk Factors" in MedAvail’s Annual Report on Form 10-K, filed with the Securities and Exchange Commission (“SEC”) on March 29, 2022, and other filings MedAvail makes with the SEC in the future. Additional information is also set forth in MedAvail’s Annual Report on Form 10-K for the year ended December 31, 2021, and other filings MedAvail makes with the SEC in the future. If any of these risks materialize or our assumptions prove incorrect, actual results could differ materially from the results implied by these forward-looking statements. These forward-looking statements speak only as of the date hereof and MedAvail specifically disclaims any obligation to update these forward-looking statements.
Contacts:
Investor Relations
Caroline Paul
Gilmartin Group
ir@medavail.com
SOURCE MedAvail Holdings, Inc.
MEDAVAIL HOLDINGS, INC.
Consolidated Condensed Statements of Operations
(in thousands, except share and per share data)
(Unaudited)
| | | | | | | | | | | | | | | | | | | | | | |
| Three Months Ended March 31, | | | | | |
| 2022 | | 2021 (1) | | | | | | | | | | | |
Revenue: | | | | | | | | | | | | | | |
Pharmacy and hardware revenue | $ | 9,014 | | | $ | 3,781 | | | | | | | | | | | | |
Service revenue | 100 | | | 246 | | | | | | | | | | | | |
Total revenue | 9,114 | | | 4,027 | | | | | | | | | | | | |
Cost of products sold and services: | | | | | | | | | | | | | | |
Pharmacy and hardware cost of products sold | 8,563 | | | 3,526 | | | | | | | | | | | | |
Service costs | 50 | | | 181 | | | | | | | | | | | | |
Total cost of products sold and services | 8,613 | | | 3,707 | | | | | | | | | | | | |
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Operating expenses: | | | | | | | | | | | | | | |
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Pharmacy operations | 3,929 | | | 2,593 | | | | | | | | | | | | |
General and administrative | 6,535 | | | 5,676 | | | | | | | | | | | | |
Selling and marketing | 2,313 | | | 1,534 | | | | | | | | | | | | |
Research and development | 493 | | | 168 | | | | | | | | | | | | |
Merger expenses | — | | | — | | | | | | | | | | | | |
Total operating expense | 13,270 | | | 9,971 | | | | | | | | | | | | |
Operating loss | (12,769) | | | (9,651) | | | | | | | | | | | | |
Other gain (loss), net | — | | | 161 | | | | | | | | | | | | |
Interest income | 1 | | | 40 | | | | | | | | | | | | |
Interest expense | (254) | | | (2) | | | | | | | | | | | | |
Loss before income taxes | (13,022) | | | (9,452) | | | | | | | | | | | | |
Income tax expense | — | | | — | | | | | | | | | | | | |
Net loss and comprehensive loss | $ | (13,022) | | | $ | (9,452) | | | | | | | | | | | | |
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(1) Certain activity was reclassified to be consistent with the current presentation, see comparative tables that follow.
MEDAVAIL HOLDINGS, INC.
Operating Expense Reclassifications
(in thousands)
(Unaudited)
| | | | | | | | | | | | | | | | | |
| Three Months Ended March 31, 2021 | | |
| Current presentation | | As previously reported | | Change |
Pharmacy operations | $ | 2,593 | | | $ | 1,911 | | | $ | 682 | |
General and administrative | 5,676 | | | 6,515 | | | (839) | |
Selling and marketing | 1,534 | | | 1,377 | | | 157 | |
| $ | 9,803 | | | $ | 9,803 | | | $ | — | |
MEDAVAIL HOLDINGS, INC.
Consolidated Condensed Balance Sheets
(in thousands, except share and per share amounts)
| | | | | | | | | | | |
| March 31, | | December 31, |
| 2022 | | 2021 |
| | | |
Assets | | | |
Current assets: | | | |
Cash and cash equivalents | $ | 5,274 | | | $ | 19,689 | |
Restricted cash | 676 | | | 400 | |
Accounts receivable (net of allowance for doubtful accounts of $96 thousand for March 31, 2022, $66 thousand for December 31, 2021) | 1,748 | | | 1,189 | |
Inventories | 5,088 | | | 3,916 | |
Prepaid expenses and other current assets | 3,105 | | | 2,191 | |
Total current assets | 15,891 | | | 27,385 | |
Property, plant and equipment, net | 6,175 | | | 5,692 | |
Intangible assets, net | 2,765 | | | 2,300 | |
Right-of-use assets | 2,628 | | | 2,538 | |
Other assets | 233 | | | 228 | |
Total assets | $ | 27,692 | | | $ | 38,143 | |
Liabilities and Stockholders' Equity | | | |
Current liabilities: | | | |
Accounts payable and accrued liabilities | $ | 8,527 | | | $ | 6,740 | |
| | | |
Deferred revenue | 107 | | | 83 | |
Current portion of lease obligations | 733 | | | 682 | |
Total current liabilities | 9,367 | | | 7,505 | |
Long-term debt, net | 9,608 | | | 9,538 | |
Long-term portion of lease obligations | 2,102 | | | 2,027 | |
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Total liabilities | 21,077 | | | 19,070 | |
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Commitments and contingencies | | | |
Stockholders' deficit: | | | |
Common shares ($0.001 par value, 100,000,000 shares authorized, 32,908,922 and 32,902,048 shares issued and outstanding at March 31, 2022 and December 31, 2021, respectively) | 33 | | | 33 | |
Warrants | 1,373 | | | 1,373 | |
Additional paid-in-capital | 217,249 | | | 216,685 | |
Accumulated other comprehensive loss | (6,928) | | | (6,928) | |
Accumulated deficit | (205,112) | | | (192,090) | |
Total stockholders' equity | 6,615 | | | 19,073 | |
Total liabilities and stockholders' equity | $ | 27,692 | | | $ | 38,143 | |
MEDAVAIL HOLDINGS, INC.
Supplemental Financial Information - Segments
(in thousands)
(Unaudited)
| | | | | | | | | | | | | | | | | |
| Retail Pharmacy Services | | Pharmacy Technology | | Total |
Three Months Ended March 31, 2022 | | | | | |
Revenue: | | | | | |
Pharmacy and hardware revenue: | | | | | |
Retail pharmacy revenue | $ | 8,849 | | | $ | — | | | $ | 8,849 | |
Hardware | — | | | 56 | | | 56 | |
Subscription | — | | | 109 | | | 109 | |
Total pharmacy and hardware revenue | 8,849 | | | 165 | | | 9,014 | |
Service revenue: | | | | | |
Software integration | — | | | — | | | — | |
Software | — | | | 48 | | | 48 | |
Maintenance and support | — | | | 32 | | | 32 | |
Installation | — | | | 6 | | | 6 | |
Professional services and other | — | | | 14 | | | 14 | |
Total service revenue | — | | | 100 | | | 100 | |
Total revenue | 8,849 | | | 265 | | | 9,114 | |
Cost of products sold and services | 8,482 | | | 131 | | | 8,613 | |
Segment gross profit | $ | 367 | | | $ | 134 | | | $ | 501 | |
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| Retail Pharmacy Services | | Pharmacy Technology | | Total |
Three Months Ended March 31, 2021 | | | | | |
Revenue: | | | | | |
Pharmacy and hardware revenue: | | | | | |
Retail pharmacy revenue | $ | 3,418 | | | $ | — | | | $ | 3,418 | |
Hardware | — | | | 241 | | | 241 | |
Subscription | — | | | 122 | | | 122 | |
Total pharmacy and hardware revenue | 3,418 | | | 363 | | | 3,781 | |
Service revenue: | | | | | |
Software integration | — | | | — | | | — | |
Software | — | | | 33 | | | 33 | |
Maintenance and support | — | | | 31 | | | 31 | |
Installation | — | | | 16 | | | 16 | |
Professional services and other | — | | | 166 | | | 166 | |
Total service revenue | — | | | 246 | | | 246 | |
Total revenue | 3,418 | | | 609 | | | 4,027 | |
Cost of products sold and services | 3,329 | | | 378 | | | 3,707 | |
Segment gross profit | $ | 89 | | | $ | 231 | | | $ | 320 | |
Non-GAAP Financial Measures
To supplement our consolidated condensed financial statements, which are prepared and presented in accordance with GAAP, we use the following non-GAAP financial measures: EBITDA, and adjusted EBITDA. The presentation of this financial information is not intended to be considered in isolation or as a substitute for, or superior to, the financial information prepared and presented in accordance with GAAP.
We define Adjusted EBITDA for a particular period as net (loss) income before interest, taxes, depreciation and amortization, and as further adjusted for non-recurring revenue from stock-based compensation expense.
We use these non-GAAP financial measures for financial and operational decision-making and as a means to evaluate period-to-period comparisons. We believe that these non-GAAP financial measures provide meaningful supplemental information regarding our performance by excluding certain items that may not be indicative of our recurring core business operating results, like one-time transaction costs related to the reverse merger. We believe that both management and investors benefit from referring to these non-GAAP financial measures in assessing our performance and when planning, forecasting, and analyzing future periods. These non-GAAP financial measures also facilitate management's internal comparisons to our historical performance and liquidity as well as comparisons to our competitors' operating results. We believe these non-GAAP financial measures are useful to investors both because (1) they allow for greater transparency with respect to key metrics used by management in its financial and operational decision-making and (2) they are used by our institutional investors and the analyst community to help them analyze the health of our business.
There are a number of limitations related to the use of non-GAAP financial measures. We compensate for these limitations by providing specific information regarding the GAAP amounts excluded from these non-GAAP financial measures and evaluating these non-GAAP financial measures together with their relevant financial measures in accordance with GAAP.
MEDAVAIL HOLDINGS, INC.
Unaudited Reconciliation of GAAP to Non-GAAP Measures
(in thousands)
| | | | | | | | | | | | | |
| Three Months Ended March 31, | | |
| 2022 | | 2021 | | |
Net loss | $ | (13,022) | | | $ | (9,452) | | | |
Adjustments to calculate EBITDA: | | | | | |
Interest income | (1) | | | (40) | | | |
Interest expense | 254 | | | 2 | | | |
Income tax expense | — | | | — | | | |
Depreciation and amortization (1) | 432 | | | 340 | | | |
EBITDA | $ | (12,337) | | | $ | (9,150) | | | |
Adjustments as follows: | | | | | |
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Share-based compensation expense | 564 | | | 260 | | | |
Adjusted EBITDA | $ | (11,773) | | | $ | (8,890) | | | |
(1) Excludes $166 thousand and $162 thousand in operating lease amortization for the three months ended March 31, 2022, and 2021, respectively.