Delaware
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001-35312
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No. 68-0533453
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(State or Other Jurisdiction of Incorporation or Organization)
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(Commission File Number)
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(I.R.S. Employer Identification No.)
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Title of each class
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Trading Symbol(s)
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Name of each exchange on which registered
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Common Stock, par value $0.0001 per share
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CHFS
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Nasdaq Capital Market
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☐
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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☐
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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☐
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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☐
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Item 2.02
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Results of Operations and Financial Condition.
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Item 9.01
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Financial Statements and Exhibits.
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(d)
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Exhibits
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Exhibit No.
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Description
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Press Release, dated May 7, 2019, reporting the financial results of CHF Solutions, Inc. for the quarter ended March 31, 2019
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Date: May 7, 2019 |
CHF SOLUTIONS, INC.
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||
By:
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/s/ Claudia Drayton
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||
Name:
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Claudia Drayton
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||
Title:
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Chief Financial Officer
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• |
Revenue for first quarter ended March 31, 2019 was $1.2 million, an increase of 17 percent compared to the same period of the prior year. Gross margin percentages increased
to 50 percent from 13 percent from the same period a year ago, after transition to in-house manufactured inventory.
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• |
Continued progress towards obtaining regulatory clearance for an expanded label in pediatrics. Pre-submission meeting with the FDA scheduled for May 2019.
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• |
Continued expansion into cardiovascular surgery and announced the launch of two new accounts with surgery focus.
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• |
Exhibited at three cardiovascular surgery conferences: Society of Thoracic Surgeons in January 2019, International Conference of Heart and Lung Transplantation in March
2019, and the American Association for Thoracic Surgery conference in May 2019. Sponsored seminar led by renowned cardiothoracic surgeon, Dr. Daniel Beckles, MD, PhD.
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• |
Announced the publication of an article in the Journal of Medical Economics, a
peer reviewed journal that evaluated the cost saving benefits of the Aquadex FlexFlow® system in the hospital setting.
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• |
Closed on an underwritten public offering of stock, for net proceeds of $11.0 million. Ended quarter with $11.5 million in cash and no debt.
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Three months ended
March 31,
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||||||||
2019
|
2018
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|||||||
Net sales
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$
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1,215
|
$
|
1,037
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||||
Costs and Expenses:
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||||||||
Cost of goods sold
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612
|
901
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||||||
Selling, general and administrative
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4,018
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4,011
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||||||
Research and development
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1,310
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479
|
||||||
Total costs and expenses
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5,940
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5,391
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||||||
Loss from operations
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(4,725
|
)
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(4,354
|
)
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||||
Loss before income taxes
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(4,725
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)
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(4,354
|
)
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||||
Income tax expense
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(2
|
)
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—
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|||||
Net loss
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$
|
(4,727
|
)
|
$
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(4,354
|
)
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||
Basic and diluted loss per share
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$
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(11.47
|
)
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$
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(15.12
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)
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||
Weighted average shares outstanding – basic and diluted
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805
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288
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||||||
Other comprehensive income:
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||||||||
Foreign currency translation adjustments
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$
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(2
|
)
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$
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1
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|||
Total comprehensive loss
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$
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(4,729
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)
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$
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(4,353
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)
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March 31,
2019
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December 31,
2018
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|||||||
ASSETS
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(unaudited)
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|||||||
Current assets
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||||||||
Cash and cash equivalents
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$
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11,489
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$
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5,480
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||||
Accounts receivable
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622
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786
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||||||
Inventory
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1,790
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1,658
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||||||
Other current assets
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350
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203
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||||||
Total current assets
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14,251
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8,127
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||||||
Property, plant and equipment, net
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518
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536
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||||||
Operating lease right-of-use asset
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574
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—
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||||||
Other assets
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20
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113
|
||||||
TOTAL ASSETS
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$
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15,363
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$
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8,776
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||||
LIABILITIES AND STOCKHOLDERS’ EQUITY
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||||||||
Current liabilities
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||||||||
Accounts payable
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$
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1,202
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$
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1,133
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||||
Accrued compensation
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831
|
1,498
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||||||
Current portion of operating lease liability
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171
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—
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||||||
Other current liabilities
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228
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209
|
||||||
Total current liabilities
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2,432
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2,840
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||||||
Operating lease liability
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403
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-
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||||||
Total liabilities
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2,835
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2,840
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||||||
Commitments and contingencies
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—
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—
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||||||
Stockholders’ equity
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||||||||
Series A junior participating preferred stock as of March 31, 2019 and December 31, 2018, par value
$0.0001 per share; authorized 30,000 shares, none outstanding
|
—
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—
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||||||
Series F convertible preferred stock as of March 31, 2019 and December 31, 2018, par value $0.0001 per
share; authorized 535 and 535 shares, respectively, issued and outstanding 535 and 535, respectively
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—
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—
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||||||
Series G convertible preferred stock as of March 31, 2019 and December 31, 2018, par value $0.0001 per
share; authorized 810,142 and 0 shares, respectively, issued and outstanding 810,142 and 0, respectively
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||||||||
Preferred stock as of March 31, 2019 and December 31, 2018, par value $0.0001 per share; authorized
39,159,323 and 39,969,465 shares, none outstanding
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—
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—
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||||||
Common stock as of March 31, 2019 and December 31, 2018, par value $0.0001 per share; authorized
100,000,000 shares, issued and outstanding 2,069,020 and 513,445, respectively
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—
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—
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||||||
Additional paid‑in capital
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215,422
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204,101
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||||||
Accumulated other comprehensive income:
|
||||||||
Foreign currency translation adjustment
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1,221
|
1,223
|
||||||
Accumulated deficit
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(204,115
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)
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(199,388
|
)
|
||||
Total stockholders’ equity
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12,528
|
5,936
|
||||||
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY
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$
|
15,363
|
$
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8,776
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Outstanding
Shares of
Common
Stock
|
Common
Stock
|
Additional
Paid in
Capital
|
Accumulated
Other
Comprehensive
Income
|
Accumulated
Deficit
|
Stockholders’
Equity
|
|||||||||||||||||||
Balance December 31, 2017
|
271,357
|
$
|
—
|
$
|
197,367
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$
|
1,227
|
$
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(182,356
|
)
|
$
|
16,238
|
||||||||||||
Net loss
|
—
|
—
|
—
|
—
|
(4,354
|
)
|
(4,354
|
)
|
||||||||||||||||
Foreign currency translation adjustment
|
—
|
—
|
—
|
1
|
—
|
1
|
||||||||||||||||||
Stock-based compensation and stock awards, net
|
3
|
—
|
501
|
—
|
—
|
501
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||||||||||||||||||
Conversion of preferred stock into common stock
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32,365
|
—
|
—
|
—
|
—
|
—
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||||||||||||||||||
Balance March 31, 2018
|
303,725
|
$
|
—
|
$
|
197,868
|
$
|
1,228
|
$
|
(186,710
|
)
|
$
|
12,386
|
Outstanding
Shares of
Common
Stock
|
Common
Stock
|
Additional
Paid in
Capital
|
Accumulated
Other
Comprehensive
Income
|
Accumulated
Deficit
|
Stockholders’
Equity
|
|||||||||||||||||||
Balance December 31, 2018
|
513,445
|
$
|
—
|
$
|
204,101
|
$
|
1,223
|
$
|
(199,388
|
)
|
$
|
5,936
|
||||||||||||
Net loss
|
—
|
—
|
—
|
—
|
(4,727
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)
|
(4,727
|
)
|
||||||||||||||||
Foreign currency translation adjustment
|
—
|
—
|
—
|
(2
|
)
|
—
|
(2
|
)
|
||||||||||||||||
Stock-based compensation, net
|
3
|
—
|
362
|
—
|
—
|
362
|
||||||||||||||||||
Issuance of common and preferred stock, net
|
455,178
|
—
|
10,959
|
—
|
—
|
10,959
|
||||||||||||||||||
Conversion of preferred stock into common stock
|
1,100,394
|
—
|
—
|
—
|
—
|
—
|
||||||||||||||||||
Balance March 31, 2019
|
2,069,020
|
$
|
—
|
$
|
215,422
|
$
|
1,221
|
$
|
(204,115
|
)
|
$
|
12,528
|
Three months ended
March 31,
|
||||||||
2019
|
2018
|
|||||||
Operating Activities:
|
||||||||
Net loss
|
$
|
(4,727
|
)
|
$
|
(4,354
|
)
|
||
Adjustments to reconcile net loss to cash flows used in operating activities:
|
||||||||
Depreciation and amortization
|
59
|
54
|
||||||
Stock-based compensation expense, net
|
362
|
500
|
||||||
Changes in operating assets and liabilities:
|
||||||||
Accounts receivable
|
164
|
(113
|
)
|
|||||
Inventory
|
(132
|
)
|
(937
|
)
|
||||
Other current assets
|
(147
|
)
|
6
|
|||||
Other assets and liabilities
|
112
|
—
|
||||||
Accounts payable and accrued expenses
|
(598
|
)
|
(192
|
)
|
||||
Net cash used in operating activities
|
(4,907
|
)
|
(5,036
|
)
|
||||
Investing Activities:
|
||||||||
Purchases of property and equipment
|
(41
|
)
|
(57
|
)
|
||||
Net cash used in investing activities
|
(41
|
)
|
(57
|
)
|
||||
Financing Activities:
|
||||||||
Net proceeds from public stock offering, net
|
10,959
|
—
|
||||||
Net cash provided by financing activities
|
10,959
|
—
|
||||||
Effect of exchange rate changes on cash
|
(2
|
)
|
2
|
|||||
Net increase (decrease) in cash and cash equivalents
|
6,009
|
(5,091
|
)
|
|||||
Cash and cash equivalents - beginning of period
|
5,480
|
15,595
|
||||||
Cash and cash equivalents - end of period
|
$
|
11,489
|
$
|
10,504
|
||||
Supplemental cash flow information
|
||||||||
Cash paid for income taxes
|
$
|
—
|
$
|
—
|