CareView Communications Inc
For the period ended Jun 30, 2024. Filed Aug 14, 2024.
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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.
Jun 30, 2024 · Filed Aug 14, 2024
CRVWStored price and day change unavailable
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2024-03-31; filed 2024-05-14.
0001999371-24-006072
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2024-06-30; filed 2024-08-14.
0001437749-24-026690
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsThe 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 77 previous paragraphs and 93 current paragraphs.
59 unchanged; 17 reworded; 16 added; 1 removed; 0 previous and 1 current paragraphs rearranged.
Tables are not compared: 3 previous and 5 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 (16)
Current report
Group Purchasing Agreement with Vizient
Current report
On February 15, 2023 the Company entered a Group Purchasing Agreement with Vizient, headquartered in Irving, TX. Vizient, the nation’s largest health care performance improvement company, has a diverse membership and customer base, including academic medical centers, pediatric facilities, community hospitals, integrated health delivery networks, and non-acute health care providers, and represents more than $130 billion in annual purchasing volume. The multi-year agreement allows Vizient members the opportunity to benefit from pre-negotiated pricing for CareView products. The agreement was effective on February 15, 2023 and all Gen 5 CareView System components and modules are available for purchase by Vizients’s exclusive membership. Vizient members may order CareView’s products and services included in the agreement directly from CareView. We are continuing to work with Vizient on new contracts.
Current report
Group Purchasing Agreement with Panda Health
Current report
On January 1, 2024, the Company entered an agreement with Panda Health, a platform and marketplace connecting digital health and other information technology suppliers with Members and various services, relating to digital health solutions. Panda Health transforms how health systems connect with, explore, and adopt leading digital health technologies. Panda Health minimizes risk associated with digital health decisions, with processes and insights that are backed by thousands of data points, hundreds of solution evaluations, deep market intelligence, and an unmatched team of digital health advisors. The agreement was effective January 1, 2024 and is for a three-year term.
Current report
Revenue decreased approximately $1,736,000 for the three months ended June 30, 2024, as compared to the same period in 2023. The decrease was attributable to no new customer equipment sales in the second quarter.
Current report
Operating expenses decreased by a net 21% because of the following items:
Current report
Six months ended June 30, 2024, compared to six months ended June 30, 2023
Current report
Revenue
Current report
Revenue decreased approximately $1,315,000 for the six months ended June 30, 2024, as compared to the same period in 2023. The decrease was attributable to only one new customer sale in the six-month period.
Current report
Other, net decreased approximately $118,000 for the six months ended June 30, 2024, as compared to the same period in 2023. The decrease was attributable to the no debt restructuring costs while earning higher interest with more cash in bank.
Current report
Operating Expenses
Current report
Operating expenses decreased by a net 9% of approximately $460,000. The decrease was attributable to other expenses of approximately $242,000 less than comparable period from no debt-to-equity conversion costs, less warehouse supplies, renegotiated business insurance, less R&D and no Dell financing. The Professional and consulting costs of approximately $200,000 being lower than the comparable period is attributed to not using Centri Business Consulting, Danielle Lewis Marketing Services and converting a 1099 to an employee.
Current report
Net Loss
Current report
Year-To-date 2024 net loss of approximately $2,129,000 increased approximately $738,000 or 53%, as compared to approximately $1,392,000 net loss for the comparable six months of 2023.
Current report
On March 30, 2023, investors holding an aggregate of $26,200,000 of Replacement Notes exercised their right to convert the debt into shares of the Company’s common stock at $0.10 per share (the “First Tranche”). Upon conversion, the Company issued the investors in the First Tranche an aggregate of 262,000,000 shares. The First Tranche only converted 50% of the HealthCor Replacement Notes. Due to the insufficient number of the Company’s available authorized shares of common stock, a shareholder vote to authorize an increase in the Company’s authorized shares of common stock to 800,000,000 was approved on May 26, 2023.
Current report
Effective May 22, 2023, the Company’s increased its authorized shares of common stock from 500,000,000 shares to 800,000,000 shares.
Removed paragraphs (1)
Previous report
Revenue increased approximately $421,000 for the three months ended March 31, 2024 as compared to the same period in 2023. The increase in revenue is mainly a result of increase in sales of our Gen5 equipment along with the associated software bundle.
Reworded paragraphs (17)
Previous wording
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations
Current wording
Item 2. Management**’s Discussion and Analysis of Financial Condition and Results of Operations
Previous wording
The following discussion and analysis provide information which our management believes to be relevant to an assessment and understanding of our results of operations and financial condition. This discussion should be read together with our condensed consolidated financial statements and the notes to the financial statements, which are included in this Quarterly Report on Form 10-Q (the “Report”). This information should also be read in conjunction with the information contained in our Form 10-K filed with the Securities and Exchange Commission (the “SEC”) on March 29, 2024. The reported results will not necessarily reflect future results of operations or financial condition.
Current wording
The following discussion and analysis provide information which our management believes to be relevant to an assessment and understanding of our results of operations and financial condition. This discussion should be read together with our financial statements and the notes to the financial statements, which are included in this Quarterly Report on Form 10-Q (the “Report”). This information should also be read in conjunction with the information contained in our Form 10-K filed with the Securities and Exchange Commission (the “SEC”) filed on August 14, 2024. The reported results will not necessarily reflect future results of operations or financial condition.
Previous wording
Throughout this Report, the terms “we,” “us,” “our,” “CareView,” or “Company” refers to CareView Communications, Inc., a Nevada corporation, and unless otherwise specified, includes our wholly owned subsidiaries, CareView Communications, Inc., a Texas corporation (“CareView-TX”).
Current wording
Throughout this Quarterly Report on Form 10-Q (the “Report”), the terms “we,” “us,” “our,” “CareView,” or “Company” refers to CareView Communications, Inc., a Nevada corporation, and unless otherwise specified, includes our wholly owned subsidiaries, CareView Communications, Inc., a Texas corporation (“CareView-TX”) and CareView Operations, LLC, a Nevada limited liability company (“CareView Operations”) (collectively known as the “Company’s Subsidiaries”).
Previous wording
We maintain a website atwww.care-view.com and our Common Stock trades on the OTCQB under the symbol “CRVW.’’
Current wording
We maintain a website at www.care-view.com and our Common Stock trades on the OTCQB under the symbol “CRVW.’’
Previous wording
On September 10, 2021, the Company entered an Indefinite Delivery Indefinite Quality (IDIQ) contract for Telecare Services with, Shore Systems and Solutions, LLC (S3). The award provides S3 with a path to providing the CareView Patient Safety System to veterans and their families receiving care at the 1,293 Veterans Health Administration (“VHA”) facilities across the United States and Territories.
Current wording
On September 10, 2021, the Company entered an Indefinite Delivery Indefinite Quality (IDIQ) contract for Telecare Services with Shore Systems and Solutions, LLC (S3). The award provides S3 with a path to providing the CareView System to veterans and their families receiving care at the 1,293 Veterans Health Administration (“VHA”) facilities across the United States and Territories.
Previous wording
Pursuant to the terms of the Company’s General Service Administration (“GSA”) Multiple Award Schedule contract (“MAS”), the MAS allows us to sell the CareView Patient Safety System at a negotiated rate to the approximate 169 United States Department of Veterans Affairs (“VA”) facilities with over 39,000 licensed beds and the approximate 42 DOD hospitals with over 2,600 licensed beds. The sales-based model was added to the MAS, which allows us to sell the proprietary hardware and license the software on an annualized basis. The MAS is one of the most widely accepted government contract vehicles available to agency procurement officers. GSA’s application process requires potential vendors to be recognized as highly credible and well established. CareView is a sole source provider. Our products and services represent an enormous opportunity to improve the health and safety of our Nation’s veterans.
Current wording
Pursuant to the terms of the Company’s General Service Administration (“GSA”) Multiple Award Schedule contract (“MAS”), the MAS allows us to sell the CareView System at a negotiated rate to the approximate 169 United States Department of Veterans Affairs (“VA”) facilities with over 39,000 licensed beds and the approximate 42 DOD hospitals with over 2,600 licensed beds. The sales-based model was added to the MAS, which allows us to sell the proprietary hardware and license the software on an annualized basis. The MAS is one of the most widely accepted government contract vehicles available to agency procurement officers. GSA’s application process requires potential vendors to be recognized as highly credible and well established. CareView is the sole source provider. Our products and services represent an enormous opportunity to improve the health and safety of our Nation’s veterans.
Previous wording
On December 14, 2016, the Company entered a Group Purchasing Agreement with HealthTrust Purchasing Group, L.P. (“HealthTrust”) (the “HealthTrust GPO Agreement”), the nation’s only committed-model Group Purchasing Organization (“GPO”) headquartered in Nashville, Tennessee. HealthTrust serves approximately 1,600 acute care facilities and members in more than 26,000 other locations, including ambulatory surgery centers, physician practices, long-term care, and alternate care sites. The agreement was effective on January 1, 2017 and all CareView Patient Safety System components and modules are available for purchase by HealthTrust’s exclusive membership. HealthTrust members may order CareView’s products and services included in the agreement directly from CareView.
Current wording
On December 14, 2016, the Company entered a Group Purchasing Agreement with HealthTrust Purchasing Group, L.P. (“HealthTrust”) (the “HealthTrust GPO Agreement”), the Nation’s only committed-model Group Purchasing Organization (“GPO”) headquartered in Nashville, Tennessee. HealthTrust serves approximately 1,600 acute care facilities and members in more than 26,000 other locations, including ambulatory surgery centers, physician practices, long-term care, and alternate care sites. The agreement was effective on January 1, 2017 and all CareView System components and modules are available for purchase by HealthTrust’s exclusive membership. HealthTrust members may order CareView’s products and services included in the agreement directly from CareView.
Previous wording
On June 8, 2022 the Company entered a Group Purchasing Agreement with Premier, Inc. (“Premier”), headquartered in Charlotte, N.C. Premier is a leading healthcare improvement company, uniting an alliance of more than 4,400 U.S. hospitals and health systems and approximately 225,000 other providers and organizations to transform healthcare. The agreement was effective on June 15, 2022 and all Gen 5 CareView Patient Safety System components and modules are available for purchase by Premier’s exclusive membership. Premier members may order CareView’s products and services included in the agreement directly from CareView. We are continuing to work with Premier on new contracts.
Current wording
On June 8, 2022 the Company entered a Group Purchasing Agreement with Premier, Inc. (“Premier”), headquartered in Charlotte, N.C. Premier is a leading healthcare improvement company, uniting an alliance of more than 4,400 U.S. hospitals and health systems and approximately 225,000 other providers and organizations to transform healthcare. The agreement was effective on June 15, 2022 and all Gen 5 CareView System components and modules are available for purchase by Premier’s exclusive membership. Premier members may order CareView’s products and services included in the agreement directly from CareView. We are continuing to work with Premier on new contracts.
Previous wording
Summary of Product and Service of Sales-based Contracts
Current wording
Summary of Product and Service Usage
Previous wording
Human resource related costs (including salaries and benefits and non-cash compensation) increased approximately $288,000 due to higher payroll costs of professional staff, overtime, commissions, fringe benefits paid out during the three months ended March 31, 2024 as compared to the three months ended March 31, 2023. Correspondingly Professional and consulting costs decreased approximately $115,000 due to hired employees vs. 1099 contractors. Product deployment costs increased approximately $153,000 due to increased installation and equipment costs. Travel and entertainment costs decreased approximately $41,000 due to significantly less corporate lodging and transportation costs. For the comparable periods, Other expenses decreased approximately $53,000, primarily as a result of office supplies, provision for income taxes, R&D expenses, public entity costs and licenses and permits.
Current wording
Human resource related costs (including salaries and benefits and non-cash compensation) decreased approximately $12,000 due to no severance and PTO payouts, along with lower salary of replacement staff during the three months ended June 30, 2024 as compared to the three months ended June 30, 2023. Product deployment costs decreased approximately $69,000 due to decrease in cost of sales of hardware and associated installation, training and go-live. Professional and consulting costs decreased approximately $85,000 due to less accounting, marketing and clinical consultants. Travel and entertainment costs decreased approximately $66,000 due to less corporate transportation and airfare costs. For the comparable periods, other expenses decreased approximately $326,000, primarily as a result of public entity costs, advertising and marketing, business insurance and warehouse supplies.
Previous wording
Other non-operating income and expense decreased by approximately $41,000 or 5%, for the three months ended March 31, 2024 in comparison to the same period in 2023, primarily because of the not having any debt restructuring expenses and earning interest income on negotiated money market account.
Current wording
Other non-operating income and expense decreased by approximately $76,000, or 9%, for the three months ended June 30, 2024 in comparison to the same period in 2023, primarily because of no debt restructuring costs while earning higher interest with more cash in bank.
Previous wording
As a result of the factors above, our first quarter 2024 net loss of approximately $1,022,000 decreased approximately $324,000 or 24%, as compared to approximately $1,346,000 net loss for the first quarter of 2023.
Current wording
As a result of the factors above, our second quarter 2024 net loss of approximately $1,107,000, increased approximately $1,062,000, or 2,371%, as compared to approximately $45,000 net loss for the second quarter of 2023.
Previous wording
The Company has experienced net losses and significant cash outflows from cash used in operating activities over the past years. As of and for the three months ended March 31, 2024, the Company had an accumulated deficit of $208,907,180, loss from operations of $233,387, net cash provided by operating activities of $129,512, and an ending cash balance of $1,249,580.
Current wording
The Company has experienced net losses and significant cash outflows from cash used in operating activities over the past years. As of and for the three months ended June 30, 2024, the Company had an accumulated deficit of $210,014,451, loss from operations of $319,053, net cash provided by operating activities of $749,331, and an ending cash balance of $1,738,994.
Previous wording
As of March 31, 2024, the Company had a working capital deficit of $38,253,839 consisting primarily of PDL notes payables and associated interest payable. Management has evaluated the significance of the conditions described above in relation to the Company’s ability to meet its obligations and concluded that, without additional funding, the Company will not have sufficient funds to meet its obligations within one year from the date the condensed consolidated financial statements were issued. While management will look to continue funding operations by increased sales volumes and raising additional capital from sources such as sales of its debt or equity securities or loans to meet operating cash requirements, there is no assurance that management’s plans will be successful.
Current wording
As of June 30, 2024, the Company had a working capital deficit of $39,291,576 consisting primarily of PDL notes payables including accrued interest. Management has evaluated the significance of the conditions described above in relation to the Company’s ability to meet its obligations and concluded that, without additional funding, the Company will not have sufficient funds to meet its obligations within one year from the date the condensed consolidated financial statements were issued. While management will look to continue funding operations by increased sales volumes and raising additional capital from sources such as sales of its debt or equity securities or loans to meet operating cash requirements, there is no assurance that management’s plans will be successful.
Previous wording
On December 30, 2022, the Company entered into a consent and agreement to cancel and exchange existing notes and issue replacement notes and cancel warrants (the “Cancellation Agreement”) with certain holders (the “Investors”) of senior secured convertible promissory notes (“Notes”) and warrants (“Warrants”) to purchase the Company’s common stock, that were issued pursuant to the Note and Warrant Purchase Agreement, dated as of April 21, 2011 (as amended, modified, or supplemented from time to time) (the “Purchase Agreement”). The Cancellation Agreement provided for the cancellation of all outstanding Notes and Warrants issued pursuant to the Purchase Agreement in exchange for the issuance of replacement senior secured convertible promissory notes (the “Replacement Notes”) with an aggregate principal amount of $44,200,000. The maturity date of the Replacement Notes was December 31, 2023. No interest accrues on the Replacement Notes. As of March 31, 2023, $18,000,000 remains of the replacement convertible notes.
Current wording
On December 30, 2022, the Company entered into a consent and agreement to cancel and exchange existing notes and issue replacement notes and cancel warrants (the “Cancellation Agreement”) with certain holders (the “Investors”) of senior secured convertible promissory notes (“Notes”) and warrants (“Warrants”) to purchase the Company’s common stock, that were issued pursuant to the Note and Warrant Purchase Agreement, dated as of April 21, 2011 (as amended, modified, or supplemented from time to time) (the “Purchase Agreement”). The Cancellation Agreement provided for the cancellation of all outstanding Notes and Warrants issued pursuant to the Purchase Agreement in exchange for the issuance of replacement senior secured convertible promissory notes (the “Replacement Notes”) with an aggregate principal amount of $44,200,000. The maturity date of the Replacement Notes was December 31, 2023. No interest accrues on the Replacement Notes. As of June 30, 2023, all replacement notes were converted into shares of the Company’s common stock at $0.10 per share.
Previous wording
On May 24, 2023, HealthCor noteholders owning an aggregate of $18,000,000 Replacement Notes, presented Conversion Notices, pursuant to the terms of the Replacement Note, for the conversion of the Replacement Notes into 180,000,000 shares of the Company’s common stock at a conversion price of $0.10 per share.
Current wording
On May 24, 2023, noteholders owning an aggregate of $18,000,000 Replacement Notes, provided the Company with a Conversion Notice, pursuant to the terms of the Replacement Notes, to convert the Replacement Notes into shares of the Company’s common stock at a conversion price of $0.10 per share, resulting in the issuance of an aggregate of 180,000,000 shares.
Previous wording
Please refer to our Annual Report on Form 10-K for the year ended December 31, 2023 filed with the Commission on March 29, 2024 and incorporated herein by reference, for detailed explanation of our critical accounting estimates, which have not changed significantly during the three months ended March 31, 2024.
Current wording
Please refer to our Annual Report on Form 10-K for the year ended December 31, 2023 filed with the Commission on March 29, 2024 and incorporated herein by reference, for detailed explanation of our critical accounting estimates, which have not changed significantly during the three and six months ended June 30, 2024.
Rearranged current paragraphs (1)
Current report — wording carried from elsewhere
Our principal operating costs include the following items as a percentage of total operating expense.