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):  August 6, 2019

CHF Solutions, Inc.
(Exact Name of Registrant as Specified in its Charter)

Delaware
001-35312
No. 68-0533453
(State or Other Jurisdiction of Incorporation or Organization)
(Commission File Number)
(I.R.S. Employer Identification No.)

12988 Valley View Road, Eden Prairie, MN 55344
(Address of Principal Executive Offices) (Zip Code)

(952) 345-4200
(Registrant’s Telephone Number, Including Area Code)

Securities registered pursuant to Section 12(b) of the Act:

Title of each class
Trading Symbol(s)
Name of each exchange on which registered
Common Stock, par value $0.0001 per share
CHFS
Nasdaq Capital Market

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:


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))

Indicate by check mark whether the registrant is an emerging growth company 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 August 6, 2019, CHF Solutions, Inc. issued a press release reporting its financial results for the quarter ended June 30, 2019. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

In accordance with General Instruction B.2 of Form 8-K, the information included in this Current Report on Form 8-K (including Exhibit 99.1) is furnished pursuant to Item 2.02 and shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section.

Item 9.01
Financial Statements and Exhibits.

  (d)
Exhibits

Exhibit No.
Description


Press Release, dated August 6, 2019, reporting the financial results of CHF Solutions, Inc. for the quarter ended June 30, 2019


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.
 
Date: August 6, 2019
CHF SOLUTIONS, INC.
 

 
By:
/s/ Claudia Drayton

 
Name:
Claudia Drayton

 
Title:
Chief Financial Officer





Exhibit 99.1

CHF Solutions, Inc. Announces 53 Percent Increase in Revenues for Second Quarter 2019 Over Previous Year and 38 Percent Increase from Q1 2019

Eden Prairie, Minn., August 6, 2019 (GLOBE NEWSWIRE) -- CHF Solutions, Inc. (Nasdaq: CHFS), a medical device company focused on developing, manufacturing and commercializing a clinically proven alternative to diuretics for the treatment of fluid overload,  announced today its results for the second quarter ended June 30, 2019, which included the following highlights:


Revenue for second quarter ended June 30, 2019 was $1.7 million, an increase of 53 percent compared to the same period of the prior year, and 38% sequentially from Q1 2019. Gross margin percentages increased to 50 percent from 21 percent during the same period a year ago, after transition to in-house manufactured inventory.
 

Opened 7 new hospitals and hospital systems. In Q3 expect to open more than 10 new accounts including several new hospital systems.
 

Increased field education specialists from 5 to 14 to support new account launches and rapid growth.
 

Continued progress towards obtaining regulatory clearance for an expanded label in pediatrics. Pre-submission meeting with the FDA held in May 2019; submission expected in Q3 2019 and clearance in Q4 2019.
 

Working with a large hospital system in New York on a 700 patient retrospective study to evaluate the clinical impact of utilizing the Aquadex FlexFlow® system on post-surgery patients, and with a large hospital in Philadelphia on a 344 patient retrospective study to evaluate the impact of ultrafiltration on fluid removal, renal outcomes, and readmission rates.
 
 “We continue to deliver impressive double-digit increase in our revenue, and we believe we are well-poised to continue to grow in the quarters to come,” said John Erb, chairman and CEO of CHF Solutions. “We will continue to develop and refine our strategic focus toward driving revenue, which is the key metric our employees, shareholders and potential investors use to measure performance.”

FINANCIALS

CHF SOLUTIONS, INC. AND SUBSIDIARIES

Condensed Consolidated Statements of Operations and Comprehensive Loss
 (Unaudited and in thousands, except per share amounts)

   
Three months ended
June 30,
   
Six months ended
June 30,
 
   
2019
   
2018
   
2019
   
2018
 
Net sales
 
$
1,677
   
$
1,099
   
$
2,892
   
$
2,136
 
Costs and expenses:
                               
Cost of goods sold
   
835
     
870
     
1,447
     
1,771
 
Selling, general and administrative
   
3,973
     
3,765
     
7,991
     
7,776
 
Research and development
   
1,297
     
643
     
2,607
     
1,122
 
Total costs and expenses
   
6,105
     
5,278
     
12,045
     
10,669
 
Loss from operations
   
(4,428
)
   
(4,179
)
   
(9,153
)
   
(8,533
)
Loss before income taxes
   
(4,428
)
   
(4,179
)
   
(9,153
)
   
(8,533
)
Income tax expense
   
(2
)
   
(2
)
   
(4
)
   
(2
)
Net loss
 
$
(4,430
)
 
$
(4,181
)
 
$
(9,157
)
 
$
(8,535
)
                                 
Basic and diluted loss per share
 
$
(1.93
)
 
$
(13.03
)
 
$
(8.82
)
 
$
(28.03
)
                                 
Weighted average shares outstanding – basic and diluted
   
2,295
     
321
     
1,550
     
304
 
                                 
Other comprehensive loss:
                               
Foreign currency translation adjustments
 
$
(3
)
 
$
(2
)
 
$
(5
)
 
$
(1
)
Total comprehensive loss
 
$
(4,433
)
 
$
(4,183
)
 
$
(9,162
)
 
$
(8,536
)


CHF SOLUTIONS, INC. AND SUBSIDIARIES
Condensed Consolidated Balance Sheets
(In thousands, except share and per share amounts)
 
   
June 30,
2019
   
December 31,
2018
 
ASSETS
 
(unaudited)
       
Current assets
           
Cash and cash equivalents
 
$
7,402
   
$
5,480
 
Accounts receivable
   
932
     
786
 
Inventory
   
1,690
     
1,658
 
Other current assets
   
278
     
203
 
Total current assets
   
10,302
     
8,127
 
Property, plant and equipment, net
   
574
     
536
 
Operating lease right-of-use asset
   
531
     
 
Other assets
   
21
     
113
 
TOTAL ASSETS
 
$
11,428
   
$
8,776
 
                 
LIABILITIES AND STOCKHOLDERS’ EQUITY
               
Current liabilities
               
Accounts payable
 
$
1,178
   
$
1,133
 
Accrued compensation
   
1,186
     
1,498
 
Current portion of operating lease liability
   
176
     
 
Other current liabilities
   
97
     
209
 
Total current liabilities
   
2,637
     
2,840
 
Operating lease liability
   
357
     
-
 
Total liabilities
   
2,994
     
2,840
 
                 
Commitments and contingencies
   
     
 
                 
Stockholders’ equity
               
Series A junior participating preferred stock as of June 30, 2019 and December 31, 2018, par value $0.0001 per share; authorized 30,000 shares, none outstanding
   
     
 
Series F convertible preferred stock as of June 30, 2019 and December 31, 2018, par value $0.0001 per share; authorized 535 and 535 shares, respectively, issued and outstanding 535 and 535, respectively
   
     
 
Series G convertible preferred stock as of June 30, 2019 and December 31, 2018, par value $0.0001 per share; authorized 550,842 and 0 shares, respectively, issued and outstanding 550,842 and 0, respectively
               
Preferred stock as of June 30, 2019 and December 31, 2018, par value $0.0001 per share; authorized 39,418,623 and 39,969,465 shares, none outstanding
   
     
 
Common stock as of June 30, 2019 and December 31, 2018, par value $0.0001 per share; authorized 100,000,000 shares, issued and outstanding 2,328,320 and 513,445, respectively
   
     
 
Additional paid‑in capital
   
215,761
     
204,101
 
Accumulated other comprehensive income:
               
Foreign currency translation adjustment
   
1,218
     
1,223
 
Accumulated deficit
   
(208,545
)
   
(199,388
)
Total stockholders’ equity
   
8,434
     
5,936
 
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY
 
$
11,428
   
$
8,776
 


CHF SOLUTIONS, INC. AND SUBSIDIARIES
Condensed Consolidated Statements of Stockholders’ Equity
(Unaudited, In thousands, except share amounts)

   
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
   
$
1,227
   
$
(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
 
Conversion of preferred stock into common stock
   
32,365
     
     
     
     
     
 
Balance March 31, 2018
   
303,725
   
$
   
$
197,868
   
$
1,228
   
$
(186,710
)
 
$
12,386
 
Net loss
   
     
     
     
     
(4,181
)
   
(4,181
)
Foreign currency translation adjustment
   
     
     
     
(2
)
   
     
(2
)
Stock-based compensation, net
   
3
     
     
606
     
     
     
606
 
Conversion of preferred stock into common stock
   
18,127
     
     
     
     
     
 
Balance June 30, 2018
   
321,855
   
$
   
$
198,474
   
$
1,226
   
$
(190,891
)
 
$
8,809
 

   
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
)
   
(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
 
Net loss
   
     
     
     
     
(4,430
)
   
(4,430
)
Foreign currency translation adjustment
   
     
     
     
(3
)
   
     
(3
)
Stock-based compensation, net
   
     
     
339
     
     
     
339
 
Conversion of preferred stock into common stock
   
259,300
     
     
     
     
     
 
Balance June 30, 2019
   
2,328,320
   
$
   
$
215,761
   
$
1,218
   
$
(208,545
)
 
$
8,434
 


CHF SOLUTIONS, INC. AND SUBSIDIARIES
Condensed Consolidated Statements of Cash Flows
(Unaudited and in thousands)

   
Six months ended
June 30,
 
   
2019
   
2018
 
Operating Activities:
           
Net loss
 
$
(9,157
)
 
$
(8,535
)
Adjustments to reconcile net loss to cash flows used in operating activities:
               
Depreciation and amortization
   
120
     
115
 
Stock-based compensation expense, net
   
701
     
1,107
 
Changes in operating assets and liabilities:
               
Accounts receivable
   
(146
)
   
(107
)
Inventory
   
(32
)
   
(727
)
Other current assets
   
(75
)
   
(48
)
Other assets and liabilities
   
(18
)
   
 
Accounts payable and accrued expenses
   
(267
)
   
(283
)
Net cash used in operating activities
   
(8,874
)
   
(8,478
)

               
Investing Activities:
               
Purchases of property and equipment
   
(158
)
   
(121
)
Net cash used in investing activities
   
(158
)
   
(121
)

               
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
   
(5
)
   
(1
)
Net increase (decrease) in cash and cash equivalents
   
1,922
     
(8,600
)
Cash and cash equivalents - beginning of period
   
5,480
     
15,595
 
Cash and cash equivalents - end of period
 
$
7,402
   
$
6,995
 

The Company will host a conference call and webcast at 9:00 AM ET today to discuss its financial results and provide an update on the Company’s performance.

To access the live webcast, please visit the Investors page of the CHF Solutions website at http://ir.chf-solutions.com or access the webcast directly at http://ir.chf-solutions.com/events.  Alternatively, you may access the live conference call by dialing (877) 303-9826 (U.S.) or (224) 357-2194 (international) and using conference ID: 6292209  An audio archive of the webcast will be available following the call on the Investor page at http://ir.chf-solutions.com/events.

About CHF Solutions

CHF Solutions, Inc. (NASDAQ:CHFS) is a medical device company focused on developing, manufacturing and commercializing the Aquadex FlexFlow system for aquapheresis therapy. The Aquadex FlexFlow system is a clinically proven therapy that provides a safe, effective and predictable method of removing excess sodium and fluid from patients suffering from fluid overload. The Aquadex FlexFlow system is indicated for temporary (up to eight hours) ultrafiltration treatment of patients with fluid overload who have failed diuretic therapy, and extended (longer than 8 hours) ultrafiltration treatment of patients with fluid overload who have failed diuretic therapy and require hospitalization. All treatments must be administered by a healthcare provider, under physician prescription, both of whom having received training in extracorporeal therapies. The company's vision is to change the lives of fluid overloaded patients through science, collaboration, and innovative medical technology. CHF Solutions is a Delaware corporation headquartered in Minneapolis, Minnesota with wholly owned subsidiaries in Australia and Ireland. The company has been listed on the NASDAQ Capital Market since February 2012.


Forward-Looking Statements

Certain statements in this release are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including without limitation, statements regarding the Company’s ability to grow revenue and add new accounts in future quarters and the timing of the regulatory clearance for an expanded label in pediatrics. Forward-looking statements are predictions, projections and other statements about future events that are based on current expectations and assumptions and, as a result, are subject to risks and uncertainties. Many factors could cause actual future events to differ materially from the forward-looking statements in this release, including, without limitation, those risk associated with our ability to execute on our commercialization strategy, the possibility that we may be unable to raise sufficient funds necessary for our anticipated operations, our post-market clinical data collection activities, benefits of our products to patients, our expectations with respect to product development and commercialization efforts, our ability to increase market and physician acceptance of our products, potentially competitive product offerings, intellectual property protection, our ability to integrate acquired businesses, our expectations regarding anticipated synergies with and benefits from acquired businesses, and other risks and uncertainties described in our filings with the SEC. Forward-looking statements speak only as of the date when made. CHF Solutions does not assume any obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.

CONTACTS:

INVESTORS:
Claudia Napal Drayton
Chief Financial Officer
CHF Solutions, Inc.
952-345-4205
ir@chf-solutions.com

-or-
Bret Shapiro
Managing Partner
CORE IR
516-222-2560
brets@coreir.com
www.coreir.com

MEDIA
Jules Abraham
JQA Partners, Inc.
917-885-7378
jabraham@jqapartners.com