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Healthcare Triangle, Inc.

For the period ended Sep 30, 2025. Filed Nov 13, 2025.

View on SEC.gov

About this filing

A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Sep 30, 2025 · Filed Nov 13, 2025

HCTI$3.70+3.1%Stored close · as of Nov 6, 2026

What changed in Management’s Discussion and Analysis?

Read the current filing

Previous report: 10-Q

Period ended 2025-06-30; filed 2025-08-14.

0001213900-25-076686

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Current report: 10-Q

Period ended 2025-09-30; filed 2025-11-13.

0001213900-25-109581

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

The baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.

Compared 113 previous paragraphs and 109 current paragraphs.

72 unchanged; 27 reworded; 10 added; 14 removed; 0 previous and 0 current paragraphs rearranged.

Tables are not compared: 20 previous and 23 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.

A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.

Added paragraphs (10)

Current report

Sales and Marketing expenses increased by $0.72 million, or 248% to $1.02 million for the quarter ended September 30, 2025, as compared to $0.29 million for the quarter ended September 30, 2024.

Current report

Interest expenses decreased by $0.04 million, or 60% to $0.03 million for the quarter ended September 30, 2025, as compared to $0.08 million for the quarter ended September 30, 2024.

Current report

Other income increased by $0.73 million, or 100% to $0.73 million for the quarter ended September 30, 2025, as compared to nil for the quarter ended September 30, 2024.

Current report

The balance outstanding from the affiliates as of September 30, 2025 is $3,502 as compared to $497 as of December 31, 2024. The balance as at September 30, 2025 is unsecured, non-interest bearing and is expected to be settled within six months from the balance sheet date, as outlined below

Current report

Following are the transactions with the above related parties during the period:
Removed paragraphs (14)

Previous report

Platform Services from CloudEz, DataEz are offered both as a solution delivery model and as SaaS on a subscription model, whereas Readbl.ai is offered only as SaaS, on a subscription model.

Previous report

The revenue from solutions delivery model contains a series of separately identifiable and distinct services that represent performance obligations which are satisfied over time. During the periods presented, the company generated Platform revenue on SaaS, which is recurring revenue.

Previous report

Our SaaS agreements are generally non-cancellable during the term, although customers typically will have the right to terminate their agreements for cause in the event of material breach.

Previous report

SaaS revenues will be recognized ratably over the respective non-cancellable subscription term because of the continuous transfer of control to the customer. Our subscription arrangements will be considered service contracts, and the customer will not have the right to take possession of the software. Segment wise revenue breakup.

Previous report

Unbilled accounts receivable is a contract asset related to the delivery of our professional services for which the related billings will occur in a future period. Unbilled receivables are classified as accounts receivable on the consolidated balance sheet. Although we believe that our approach to estimates and judgments regarding revenue recognition is reasonable, actual results could differ and we may be exposed to increases or decreases in revenue that could be material.

Previous report

Provision for income taxes consists of federal and state income taxes in the United States, including deferred income taxes reflecting the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes.

Previous report

Sales and Marketing expenses decreased by $0.01 million, or 2% to $0.62 million for the quarter ended June 30, 2025, as compared to $0.63 million for the quarter ended June 30, 2024.

Previous report

Interest expenses decreased by $0.11 million, or 84% to $0.13 million for the quarter ended June 30, 2025, as compared to $0.02 million for the quarter ended June 30, 2024.

Previous report

As of June 30, 2025, our principal sources of liquidity consisted of cash and cash equivalents of $3.2 million. We believe that the future operating cash flows of the entity will provide adequate resources to fund ongoing cash requirements.

Previous report

As of June 30, 2025, our principal sources of liquidity for working capital purposes were cash and cash equivalents totaling $3.2 million.
Reworded paragraphs (27)

Previous wording

The Company was formed on October 29, 2019, as a Nevada corporation and then converted into a Delaware corporation on April 24, 2020, to provide IT and data services to the Healthcare and Life Sciences (“HCLS”) industry. The business commenced on January 1, 2020, after SecureKloud Technologies Inc, transferred its Life Sciences business to us. As of June 30, 2025, we had a total of 44 full time employees and 34 sub-contractors, including 18 certified cloud engineers, 6 Epic Certified EHR experts, 8 MEDITECH Certified EHR experts and 2 Admin sub-contractors. Many of the senior management team and the members of our board of directors hold advanced degrees and some are leading experts in the field of technology, investment banking and public markets.

Current wording

The Company was formed on October 29, 2019, as a Nevada corporation and then converted into a Delaware corporation on April 24, 2020, to provide IT and data services to the Healthcare and Life Sciences (“HCLS”) industry. The business commenced on January 1, 2020, after SecureKloud Technologies Inc, transferred its Life Sciences business to us. As of September 30, 2025, we had a total of 59 full time employees and 32 sub-contractors, including 42 certified cloud engineers, 21 Epic Certified EHR experts, 12 MEDITECH Certified EHR experts and 3 Admin sub-contractors. Many of the senior management team and the members of our board of directors hold advanced degrees and some are leading experts in the field of technology, investment banking and public markets.

Previous wording

Subsequent to the quarter ended June 30, 2025, the Company effected a [1-for 249] reverse split of its issued and outstanding common stock on August 01, 2025. The reverse split reduced the number of issued and outstanding shares of common stock in proportion to the split ratio, without changing the total authorized shares or the par value per share.

Current wording

During the period ended September 30, 2025, the Company effected a 1-for 249 reverse split of its issued and outstanding common stock on August 01, 2025. The reverse split reduced the number of issued and outstanding shares of common stock in proportion to the split ratio, without changing the total authorized shares or the par value per share.

Previous wording

On June 16, 2025, Healthcare Triangle, Inc. through its wholly owned subsidiary Quantum Nexus Inc. (the “Company”) and Niyama Healthcare, Inc., a Delaware corporation, a provider of Mental Health and Hospital Information Systems technology, across India, South East Asia, and Europe (the “Seller”) entered into an Asset Transfer Agreement (the “Agreement”). Pursuant to the Agreement, the Company agreed to purchase from the Seller the Transferred Assets (as defined below), and (ii) the Seller’s 100% shareholder equity interest in Ezovion Solutions Private Limited, Chennai, India - Hospital Information Systems SaaS Provider as Seller’s Equity (the “Transferred Equity”), as a whole and as a going concern in exchange for the Purchase Price (as defined below). The acquisition closed on June 16, 2025.

Current wording

On June 16, 2025 (the “Closing date”), Healthcare Triangle, Inc. through its wholly owned subsidiary Quantum Nexus Inc. (the “Company”) and Niyama Healthcare, Inc., a Delaware corporation, a provider of Mental Health and Hospital Information Systems technology, across India, South East Asia, and Europe (the “Seller”) entered into an Asset and Stock Transfer Agreement (the “Agreement”). Pursuant to the Agreement, the Company agreed to purchase from the Seller the Transferred Assets (comprising of contracts, intellectual property and related assets), and (ii) the Seller’s 100% shareholder equity interest in Ezovion Solutions Private Limited, Chennai, India - Hospital Information Systems SaaS Provider as Seller’s Equity (the “Transferred Equity”), as a whole and as a going concern in exchange for the Purchase Price (as defined below).

Previous wording

The total consideration for the acquisition, which is referred to herein as the “Purchase Price” is $5.7 million which includes: (1) $1.5 million in cash, of which $1.2 million is due on the Closing Date and $300,000 to be paid at the later of the satisfaction of certain withholding requirements or within 120 days of the Closing Date; during the quarter ended June 30, 2025, the Company made a payment of $0.6 million out of the $1.5 million obligation. The remaining balance of $0.9 million is recognized as payable as at June 30, 2025. (2) 1,388,041 shares of restricted common stock of the Company equal to $3,000,000 divided by $2.16, issued on the Closing Date; and (3) up to $1.2 million in earn-out payments contingent on first-year financial performance targets to be agreed upon within 90 days of the Closing Date.

Current wording

The total consideration for the acquisition, which is referred to herein as the “Purchase Price”, is $5,700 which includes: (1) $1,500 in cash, of which $1,200 is due on the Closing Date and $300 to be paid at the later of the satisfaction of certain withholding requirements or within 120 days of the Closing Date; during the period ended September 30, 2025, the Company made payments amounting to $1,045 out of the $1,500 obligation. The remaining balance of $455 is recognized as payable as at September 30, 2025. (2) 1,388,041 shares of restricted common stock of the Company equal to $3,000 divided by $2.16, issued on the Closing Date; and (3) up to $1,200 in earn-out payments contingent on first-year financial performance targets to be agreed upon mutually.

Previous wording

During the quarter ended June 30, 2025, the Company generated revenues of approximately $3.5 million compared to revenue of $2.9 million for the quarter ended June 30, 2024 which represents an increase of $0.6 million or 21% compared to the previous year.

Current wording

During the quarter ended September 30, 2025, the Company generated revenues of approximately $3.49 million compared to revenue of $2.40 million for the quarter ended September 30, 2024 which represents an increase of $1.09 million or 45% compared to the previous year comparative quarter. Similarly, the Company generated revenues of approximately $10.8 million during the nine months ended September 30, 2025, compared to a revenue of $9.5 million for the nine months ended September 30, 2024, which represents an increase of $1.3 million or 13.7%.

Previous wording

In the current period, the gross margin generated by the Company has been reduced to 14% and 11% in the 3 months and 6 months ended June 30 th, 2025, as compared to 30% and 27% in the 3 months and 6 months ended June 30 th, 2024, respectively. This is due to the acquisition and onboarding of the SecureKloud contracts, which had been negotiated at lower margins prior to the acquisition. Going forward, all new contracts are being negotiated at higher margins and as a result we expect that profit margins to increase materially over the next few quarters.

Current wording

In the current period, the gross margin generated by the Company has been reduced to 18% and 13% in the 3 months and 9 months ended September 30, 2025, as compared to 30% and 27% in the 3 months and 9 months ended September 30, 2024, respectively. This is due to the acquisition and onboarding of the SecureKloud contracts, which had been negotiated at lower margins prior to the acquisition. Going forward, all new contracts are being negotiated at higher margins and as a result we expect future profit margins to increase materially over the next few quarters.

Previous wording

Revenue increased by $0.6 million, or 19% to $3.5 million for the quarter ended June 30, 2025, as compared to $2.9 million for the quarter ended June 30, 2024.. The Software Services are typically short-term engagements to provide software consulting and development services, which do not require continual third-party maintenance. Managed Services and Support such as cloud hosting, and cloud disaster recovery requires continuous monitoring.

Current wording

Revenue increased by $1.07 million, or 45% to $3.48 million for the quarter ended September 30, 2025, as compared to $2.41 million for the quarter ended September 30, 2024. The Software Services are typically short-term engagements to provide software consulting and development services, which do not require continual third-party maintenance. Managed Services and Support such as cloud hosting, and cloud disaster recovery requires continuous monitoring.

Previous wording

Our top 5 customers accounted for 58% of the revenue in quarter ended June 30, 2025, and 68% during quarter ended June 30, 2024, respectively.

Current wording

Our top 5 customers accounted for 56% of the revenue in quarter ended September 30, 2025, and 61% during quarter ended September 30, 2024, respectively.

Previous wording

Total revenue from Customer 1 decreased by $0.2 million, or 24% to $0.71 million for the quarter ended June 30, 2025, as compared to $0.93 million for the quarter ended June 30, 2024. Software Services revenue increased by $0.64 million or 997% to $0.7 million for the quarter ended June 30, 2025, as compared to $0.06 million for the quarter ended June 30, 2024. Managed Services and Support revenue decreased by $0.86 million, or 99% to $0.05 million for the quarter ended June 30, 2025, as compared to $0.86 million for the quarter ended June 30, 2024.

Current wording

Total revenue from Customer 1 increased by $0.2 million, or 38% to $0.68 million for the quarter ended September 30, 2025, as compared to $0.50 million for the quarter ended September 30, 2024. Software Services revenue decreased by $0.28 million or 100% to nil for the quarter ended September 30, 2025, as compared to $0.28 million for the quarter ended September 30, 2024. Managed Services and Support revenue increased by $0.47 million, or 218% to $0.68 million for the quarter ended September 30, 2025, as compared to $0.21 million for the quarter ended September 30, 2024.

Previous wording

Cost of revenue, excluding depreciation and amortization increased by $0.98 million, or 47%, to $3.0 million for the quarter ended June 30, 2025, as compared to $2.0 million for the quarter ended June 30, 2024.

Current wording

Cost of revenue, excluding depreciation and amortization increased by $1.18 million, or 70%, to $2.87 million for the quarter ended September 30, 2025, as compared to $1,69 million for the quarter ended September 30, 2024.

Previous wording

Research and Development expenses decreased by $0.15 million, or 73% to $0.05 million for the quarter ended June 30, 2025, as compared to $0.21 million for the quarter ended June 30, 2024.

Current wording

Research and Development expenses decreased by $0.11 million, or 66% to $0.05 million for the quarter ended September 30, 2025, as compared to $0.17 million for the quarter ended September 30, 2024.

Previous wording

General and Administrative expenses increased by $0.29 million, or 31% to $1.2 million for the quarter ended June 30, 2025, as compared to $0.90 million for the quarter ended June 30, 2024.

Current wording

General and Administrative expenses increased by $1.00 million, or 94% to $2.08 million for the quarter ended September 30, 2025, as compared to $1.07 million for the quarter ended September 30, 2024.

Previous wording

Depreciation and Amortization expenses decreased by $0.53 million, or 100% to $0 million for the quarter ended June 30, 2025, as compared to $0.53 million for the quarter ended June 30, 2024.

Current wording

Depreciation and Amortization expenses decreased by $0.28 million, or 82% to $0.06 million for the quarter ended September 30, 2025, as compared to $0.34 million for the quarter ended September 30, 2024.

Previous wording

We manage and report our business under three operating segments which are Software services, Managed services and support and Platform services.

Current wording

We manage and report our business under two operating segments which are Software services and Managed services and support.

Previous wording

Revenue from Software services increased by $1.4 million, or 217% to $2.1 million for the quarter ended June 30, 2025, as compared to $0.66 million for the quarter ended June 30, 2024. Revenue from Managed services and support decreased by $0.87 million, or 38% to $1.4 million for the quarter ended June 30, 2025, as compared to $2.3 million for the quarter ended June 30, 2024. Revenue from Platform Services increased by $0.002 million, or 2% to $0.07 million for the quarter ended June 30, 2025, as compared to $0.06 million for the quarter ended June 30, 2024.

Current wording

Revenue from Software services increased by $1.20 million, or 155% to $1.97 million for the quarter ended September 30, 2025, as compared to $0.77 million for the quarter ended September 30, 2024. Revenue from Managed services and support decreased by $0.19 million, or 12% to $1.37 million for the quarter ended September 30, 2025, as compared to $1.57 million for the quarter ended September 30, 2024. Revenue from Corporate and others increased by $0.06 million, or 99% to $0.13 million for the quarter ended September 30, 2025, as compared to $0.07 million for the quarter ended September 30, 2024.

Previous wording

Factors affecting revenues of Software Services, Managed Services and Support and Platform Services

Current wording

Factors affecting revenues of Software Services, and Managed Services and Support

Previous wording

Our strategy is to achieve meaningful long-term revenue growth through sales of Managed Services and Support and Platform Services to existing and new clients within our target market. In order to increase our cross-selling opportunity between our operating segments and realize long time revenue growth, our focus has shifted more towards Managed Services and Support and Platform Services which are of recurring nature when compared to Software Services segment which is of non-recurring nature. This also helps in retaining existing customers by leveraging our Managed Services and Support and Platform Services as a growth agent. This renewed focus on driving demand for subscription and platform-based model will help us in expanding our customer base and enhance customer retention which is a challenge for our existing Software Services segment. Software Services contracts are driven by Time and Material and on-site employees delivering services at customers location.

Current wording

Our strategy is to achieve meaningful long-term revenue growth through sales of Managed Services and Support to existing and new clients within our target market. In order to increase our cross-selling opportunity between our operating segments and realize long time revenue growth, our focus has shifted more towards Managed Services and Support which is of recurring nature when compared to Software Services segment which is of non-recurring nature. This also helps in retaining existing customers by leveraging our Managed Services and Support and Platform Services as a growth agent. This renewed focus on driving demand for subscription and platform-based model will help us in expanding our customer base and enhance customer retention which is a challenge for our existing Software Services segment. Software Services contracts are driven by Time and Material and on-site employees delivering services at customers location.

Previous wording

Cost of revenue from Software services increased by $1.35 million, or 273% to $1.85 million for the quarter ended June 30, 2025, as compared to $0.49 million for the quarter ended June 30, 2024. Cost of revenue from Managed Services and Support decreased by $0.39 million, or 25% to $1.16 million for the quarter ended June 30, 2025, as compared to $1.55 million for the quarter ended June 30, 2024. Cost of revenue from Platform Services increased by $0.01 million, or 31% to $0.05 million for the quarter ended June 30, 2025, as compared to $0.04 million for the quarter ended June 30, 2024.

Current wording

Cost of revenue from Software services increased by $1.13 million, or 214% to $1.66 million for the quarter ended September 30, 2025, as compared to $0.53 million for the quarter ended September 30, 2024. Cost of revenue from Managed Services and Support decreased by $0.02 million, or 2% to $1.09 million for the quarter ended September 30, 2025, as compared to $1.11 million for the quarter ended September 30, 2024. Cost of revenue from corporate and others increased by $0.07 million, or 160% to $0.11 million for the quarter ended September 30, 2025, as compared to $0.04 million for the quarter ended September 30, 2024.

Previous wording

Segment operating results by reportable segment were as follows:

Current wording

Segment operating results by reportable segments were as follows:

Previous wording

On January 1, 2025, the Company entered into a Master Service Agreement with Securekloud Technologies Inc. (“SKI”) and Securekloud Technologies Limited (“SKL). The initial term of the agreement is twenty-four months, which is extendable based on mutual consent. As per the Master Services Agreement, SKI and SKL provide technical resources according to the statement of work from the Company. The Company received services amounting to $1,025 and $755 for the quarter ended June 30, 2025, and 2024 respectively and $2,020 and $1,568 for the six months ended June 30, 2025 and 2024 respectively, while the Company made advance payments amounting to $4,843 during the six months ended June 30, 2025. As at June 30, 2025, the due from affiliates balance of $3,320 represents advance payments to the affiliates which is expected to be settled within six months from the balance sheet date.

Current wording

On January 1, 2025, the Company entered into a Master Service Agreement with Securekloud Technologies Inc. (“SKI”) and Securekloud Technologies Limited (“SKL). The initial term of the agreement is twenty-four months, which is extendable based on mutual consent. As per the Master Services Agreement, SKI and SKL provide technical resources according to the statement of work from the Company.

Previous wording

On January 1, 2025, the Company entered into a Rental Sublease Agreement with Securekloud Technologies Inc. (“SKI”), The initial term of the agreement between SKI and the principal lessor is twenty-four months, which is extendable based on mutual consent. As per the terms of the Rental Sublease Agreement, the cost incurred by SKI on behalf of the Company are settled at cost. The Company paid rental expenses amounting to $15 and $34 for the quarter ended June 30, 2025, and 2024 respectively and $59 and $67 for the six months ended June 30, 2025 and 2024 respectively.

Current wording

In addition, on January 1, 2025, the Company entered into a Rental Sublease Agreement with Securekloud Technologies Inc. (“SKI”), The initial term of the agreement between SKI and the principal lessor is twenty-four months, which is extendable based on mutual consent. As per the terms of the Rental Sublease Agreement, the cost incurred by SKI on behalf of the Company are settled at cost.

Previous wording

The current ratio measures a company’s ability to pay off its current liabilities (payable within one year) with its total current assets such as cash, accounts receivable, and inventories. The higher the ratio, the better the company’s liquidity position. A good current ratio is between 1.2 to 2, which means that a business has 2 times more current assets than liabilities to covers its debts. The Company’s current ratio, based on the three months ended June 30, 2025 financial statement is 1.75 compared to 0.7 for the financial year ended December 31, 2024.

Current wording

The current ratio measures a company’s ability to pay off its current liabilities (payable within one year) with its total current assets such as cash, accounts receivable, and inventories. The higher the ratio, the better the company’s liquidity position. A good current ratio is between 1.2 to 2, which means that a business has upto 2 times more current assets than liabilities to covers its debts. The Company’s current ratio, as at September 30, 2025 is 1.13 compared to 0.22 as at December 31, 2024.

Previous wording

The Company’s current debt equity ratio, based on the three months ended June 30, 2025 financial statement is 0.42, compared to (1.38) for the quarter ended December 31, 2024.

Current wording

The Company’s current debt equity ratio, as at September 30, 2025 financial statement is 0.14, compared to (0.10) as at December 31, 2024.

Previous wording

We have financed our operations primarily through financing activity and operating cash flows. We believe our existing cash and cash equivalents generated from operations will be sufficient to meet our working capital over the next 12 months. Our future capital requirements will depend on many factors including our growth rate, subscription renewal activity, the expansion of sales and marketing activities and the ongoing investments in platform development.

Current wording

As of September 30, 2025, our principal sources of liquidity consisted of cash and cash equivalents of $1.63 million. We have financed our operations primarily through financing activity and operating cash flows. We believe our existing cash and cash equivalents generated from operations will be sufficient to meet our working capital over the next 12 months. Our future capital requirements will depend on many factors including our growth rate, subscription renewal activity, the expansion of sales and marketing activities and the ongoing investments in platform development.

Previous wording

Net cash used in operating activities during the six months ended June 30, 2025, was $(8.19) million compared to $(0.98) million for the six months ended June 30, 2024.

Current wording

Net cash used in operating activities during the nine months ended September 30, 2025, was $(9.69) million compared to $(0.03) million for the nine months ended September 30, 2024.

Previous wording

Net cash used in investing activities was $(0.60) million for the six months ended June 30, 2025 representing partial payment of the acquisition cost (see note 8), compared to $0 for the six months ended June 30, 2024.

Current wording

Net cash used in investing activities was $(1.29) million for the nine months ended September 30, 2025 mainly representing partial payment of the acquisition cost (see note 3.3), compared to nil for the nine months ended September 30, 2024.

Previous wording

Cash outflow/inflow from financing activities was $12.0 million for the six months ended June 30, 2025, compared to $(0.22) million for the six months ended June 30, 2024.

Current wording

Cash inflow from financing activities was $12.58 million for the nine months ended September 30, 2025, compared to a net outflow of $(1.17) million for the nine months ended September 30, 2024.