NextPlat Corp
For the period ended Sep 30, 2024. Filed Nov 14, 2024.
View on SEC.govAbout 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, 2024 · Filed Nov 14, 2024
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2024-06-30; filed 2024-08-14.
0001437749-24-026477
ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONSCurrent report: 10-Q
Period ended 2024-09-30; filed 2024-11-14.
0001437749-24-034987
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 100 previous paragraphs and 102 current paragraphs.
46 unchanged; 40 reworded; 16 added; 12 removed; 2 previous and 0 current paragraphs rearranged.
Tables are not compared: 8 previous and 8 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
On April 12, 2024, NextPlat entered into a Merger Agreement and Plan of Reorganization (the “Merger Agreement”) with Progressive Care Inc, and Progressive Care LLC, a Nevada limited liability company and a direct, wholly owned subsidiary of NextPlat (“Merger Sub”). Pursuant to the terms of the Merger Agreement, upon the approval of NextPlat's and Progressive Care's shareholders, Progressive Care would merge with and into Merger Sub (the “Merger”), with Merger Sub being the surviving entity of the Merger. The result of which being that Progressive Care would become a wholly-owned subsidiary of NextPlat.
Current report
On September 13, 2024, the shareholders of each of NextPlat and Progressive Care approved the Merger Agreement and the transactions contemplated thereby.
Current report
On October 1, 2024, at 12:01 Eastern time, the Merger became effective and Progressive Care merged with and into Mergers Sub and thereby became a wholly owned subsidiary of NextPlat. In connection with the Merger, each share of Progressive Care common stock that was issued and outstanding immediately prior to the effective time of the Merger was converted into 1.4865 shares of NextPlat common stock, and each warrant to purchase Progressive Care common stock that was outstanding and unexercised immediately prior to the effective time of the Merger automatically converted into a warrant to purchase shares of NextPlat common stock with each such warrant having and being subject to the same terms and conditions (including vesting and exercisability terms) as were applicable to such Progressive Care warrant immediately before the effective time.
Current report
Depreciation and amortization expenses were approximately $0.5 million and $0.9 million for the three months ended September 30, 2024 and 2023, respectively, a decrease of approximately $0.4 million or 45.1%. The decrease was attributable to the decrease in intangible assets amortization related to Healthcare Operations of approximately $0.4 million.
Current report
Our total other income increased by approximately $0.4 million for the three months ended September 30, 2024 when compared to same period in 2023.The increase consisted of gain on disposal of property and equipment of approximately $0.1 million and a favorable change in foreign currency rates approximately $0.3 million.
Current report
Net (Loss) Income
Current report
Comprehensive (Loss) Income
Current report
Gross profit margins remained fairly consistent at approximately 28% for both the nine months ended September 30, 2024 and 2023. Healthcare Operations continues to experience pressures from medication price increases despite reimbursement rates not keeping pace with those increases.
Current report
Our loss before other income increased by approximately $12.7 million for the nine months ended September 30, 2024, when compared to the nine months ended September 30, 2023, as a result of the increase in operating expenses of approximately $20.8 million, offset by the increase in gross profit of approximately $8.1 million. The increase in operating expenses included non-recurring expenses and losses that are not indicative of our regular operations, including impairment losses of approximately $13.7 million and approximately $3.4 million of non-recurring operating expenses associated with our merger with Progressive Care. Without those non-recurring items, loss before other income would have been approximately $3.6 million for the nine months ended September 30, 2024 compared to $8.1 million for the nine months ended September 30, 2023.
Current report
Total pharmacy prescription and 340B contract revenues were approximately $39.6 million and 12.4 million for the nine months ended September 30, 2024 and 2023, respectively. The increase is due to nine months results for Progressive Care included in the 2024 period versus three months results during the same period in 2023. Progressive Care acquisition occurred on July 1, 2023. The pharmacy filled approximately 395,000 prescriptions for the nine months ended September 30, 2024.
Current report
● an increase in cash received from e-Commerce Operations of approximately $1.6 million due to year-over-year sales increase; an increase in cash received from Healthcare Operations of approximately $34.0 million was mainly due to nine months results for Progressive Care included in the 2024 period versus three months results during the same period in 2023 as a result of the acquisition of as of July 1, 2023;
Current report
● an increase in cash received from interest income and other sources of approximately $0.3 million and represents nine months of interest income on money market accounts in 2024 versus five months in 2023;
Current report
● an increase in cash paid for inventory purchases and other costs of revenue if approximately $23.8 million due is mainly due to nine months results for Progressive Care included in the 2024 period versus three months results during the same period in 2023 as a result of the acquisition of as of July 1, 2023, Outfitter acquisition as of April 1, 2024 and increase in inventory purchases for e-Commerce Operations as a result of increased sales;
Current report
● an increase in cash paid for salaries and related expenses of approximately $4.2 million, and other recurring operation expenses of approximately $5.1 million, and mainly due to nine months results for Progressive Care included in the 2024 period versus three months results during the same period in 2023 as a result of the acquisition of as of July 1, 2023, and Outfitter acquisition as of April 1, 2024;
Current report
● an increase in cash paid for income taxes of approximately $0.1 million;
Current report
● an increase in cash paid for merger costs and other non-recurring expense of approximately $3.4 million.
Removed paragraphs (12)
Previous report
Gross profit margins increased from approximately 25.1% for the six months ended June 30, 2023, to 30.8% for the six months ended June 30, 2024. The increase in gross profit in 2024 compared to the same period in 2023, was primarily attributable to the Healthcare Operations as a result of the Progressive Care acquisition on July 1, 2023.
Previous report
Loss before other income increased by approximately $8.1 million for the six months ended June 30, 2024, when compared to the six months ended June 30, 2023, as a result of the increase in operating expenses of approximately $17.2 million, partially offset by the increase in gross profit of approximately $9.1 million. See detailed discussion below.
Previous report
Total pharmacy prescription and 340B contract revenues were approximately $28.1 million for the six months ended June 30, 2024 as a result of the Progressive Care acquisition on July 1, 2023. The pharmacy filled approximately 266,000 prescriptions for the six months ended June 30, 2024.
Previous report
Depreciation and amortization expenses were approximately $1.8 million and $0.3 million for the six months ended June 30, 2024 and 2023, respectively, an increase of approximately $1.5 million or 448.5%. The increase was mainly attributable to depreciation and amortization as it relates to the Healthcare Operations from the Progressive Care acquisition on July 1, 2023, of approximately $1.5 million.
Previous report
Net Loss.
Previous report
Comprehensive Loss*.*
Previous report
Our current assets at June 30, 2024 decreased by 3.7% from December 31, 2023 primarily due to the Outfitter acquisition as of April 1, 2024.
Previous report
Our current liabilities at June 30, 2024 decreased approximately $1.5 million from December 31, 2023 primarily due to the decrease in accounts payable as it relates to the timing of vendor payments.
Previous report
● an unfavorable change in net loss of approximately $6.9 million;
Previous report
● a favorable change in other non-cash items of approximately $9.3 million and include stock-based compensation, amortization, depreciation, impairment losses, and loss in equity of equity method investment;
Previous report
● a favorable change in operating assets of approximately $1.7 million and mainly a result of an increase in inventory and prepaid expenses, and a decrease in accounts receivable, mainly due to the acquisitions of Progressive Care as of July 1, 2023 and Outfitter as of April 1, 2024;
Previous report
● an unfavorable change in operating liabilities of approximately $1.2 million and mainly a result of decreased accounts payable due to timing of vendor payments and the acquisition of Progressive Care as of July 1, 2023.
Reworded paragraphs (40)
Previous wording
Progressive Care provides TPA, data management, COVID-19 related diagnostics and vaccinations, prescription pharmaceuticals, compounded medications, telepharmacy services, anti-retroviral medications, medication therapy management, the supply of prescription medications to long-term care facilities, medication adherence packaging, contracted pharmacy services for 340B covered entities under the 340B Drug Discount Pricing Program, and health practice risk management. Progressive Care are focused on improving the lives of patients with complex chronic diseases through a patient and provider engagement and their partnerships with payors, pharmaceutical manufacturers, and distributors. Progressive Care offer a broad range of solutions to address the dispensing, delivery, dosing, and reimbursement of clinically intensive, high-cost drugs.
Current wording
Progressive Care provides third party administrator (TPA), data management, COVID-19 related diagnostics and vaccinations, prescription pharmaceuticals, compounded medications, telepharmacy services, anti-retroviral medications, medication therapy management, the supply of prescription medications to long-term care facilities, medication adherence packaging, contracted pharmacy services for 340B covered entities under the 340B Drug Discount Pricing Program, and health practice risk management. Progressive Care and its subsidiaries are focused on improving the lives of patients with complex chronic diseases through a patient and provider engagement and their partnerships with payors, pharmaceutical manufacturers, and distributors. Progressive Care offers a broad range of solutions to address the dispensing, delivery, dosing, and reimbursement of clinically intensive, high-cost drugs.
Previous wording
Progressive Care’s pharmacies also provides contracted pharmacy services for 340B covered entities under the 340B Drug Discount Pricing Program. Under the terms of these agreements, Progressive Care’s pharmacies act as a pass-through for reimbursements on prescription claims adjudicated on behalf of the 340B covered entities in exchange for a dispensing fee per prescription. These fees vary by the covered entity and the level of services provided by Progressive Care.
Current wording
Progressive Care’s pharmacies also provide contracted pharmacy services for 340B covered entities under the 340B Drug Discount Pricing Program. Under the terms of these agreements, Progressive Care’s pharmacies act as a pass-through for reimbursements on prescription claims adjudicated on behalf of the 340B covered entities in exchange for a dispensing fee per prescription. These fees vary by the covered entity and the level of services provided by Progressive Care.
Previous wording
Progressive Care’s focus is on complex chronic diseases that generally require multiyear or lifelong therapy, which drives recurring revenue and sustainable growth. Progressive Care’s pharmacy services revenue growth is from expanding their services, new drugs coming to market, new indications for existing drugs, volume growth with current clients, and additions of new customers due to their focus on higher patient engagement, benefit of free delivery to the patient, and clinical expertise. The pharmacies also expanded revenue growth through the signing of new contract pharmacy service and data management contracts with 340B covered entities.
Current wording
Progressive Care’s focus is on complex chronic diseases that generally require multiyear or lifelong therapy, which drives recurring revenue and sustainable growth. Progressive Care’s pharmacy services revenue growth is from expanding its services, new drugs coming to market, new indications for existing drugs, volume growth with current clients, and additions of new customers due to its focus on higher patient engagement, benefit of free delivery to the patient, and clinical expertise. The pharmacies also expand revenue growth through the signing of new contract pharmacy service and data management contracts with 340B covered entities.
Previous wording
Progressive Care provides data management and TPA services for 340B covered entities, pharmacy analytics, and programs to manage HEDIS Quality Measures including Medication Adherence. These offerings cater to the need for frontline providers to understand best practices, patient behaviors, care management processes, and the financial mechanisms behind these decisions. ClearMetrX provides data access, and actionable insights that providers and support organizations can use to improve their practice and patient care. ClearMetrX's TPA services include management of wholesale accounts, patient eligibility with regard to the 340B drug program, development and review of 340B policies and procedures, and management of receivables.
Current wording
Progressive Care provides data management and TPA services for 340B covered entities, pharmacy analytics, and programs to manage Healthcare Effectiveness Data and Information Set (HEDIS) Quality Measures including Medication Adherence. These offerings cater to the need for frontline providers to understand best practices, patient behaviors, care management processes, and the financial mechanisms behind these decisions. ClearMetrX provides data access, and actionable insights that providers and support organizations can use to improve their practice and patient care. ClearMetrX’s TPA services include management of wholesale accounts, patient eligibility with regard to the 340B drug program, development and review of 340B policies and procedures, and management of receivables.
Previous wording
Business acquisition of Progressive Care Inc.
Current wording
Acquisition of Progressive Care Inc.
Previous wording
The significant accounting policies of the Company were described in Note 1. to the Audited Consolidated Financial Statements included in the Company’s Form 10-K for the fiscal year ended December 31, 2023. There have been no material changes to our critical accounting policies and estimates from the information provided in Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operation included in our 2023 Form 10-K. The most recently adopted accounting pronouncements and accounting pronouncements to be adopted by the Company are described in Note 3 in the Notes to our Unaudited Condensed Consolidated Financial Statements included in this Quarterly Report on Form 10-Q.
Current wording
The significant accounting policies of the Company were described in Note 1. to the Audited Consolidated Financial Statements included in the Company’s Form 10-K for the fiscal year ended December 31, 2023. There have been no material changes to our critical accounting policies and estimates from the information provided in Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations included in our 2023 Form 10-K. The most recently adopted accounting pronouncements and accounting pronouncements to be adopted by the Company are described in Note 3 in the Notes to our Unaudited Condensed Consolidated Financial Statements included in this Quarterly Report on Form 10-Q.
Previous wording
For the three months ended June 30, 2024 and 2023, we recognized overall revenue from operations of approximately $17.0 million and $3.0 million, respectively, an overall increase of approximately $14.0 million for the three months ended June 30, 2024, when compared to the three months ended June 30, 2023. The increase in revenue was primarily attributable to an increase of approximately $13.5 million from the Healthcare Operations as a result of the Progressive Care acquisition on July 1, 2023.
Current wording
For the three months ended September 30, 2024 and 2023, we recognized overall revenue from operations of approximately $15.4 million and $15.3 million, respectively, an overall increase of approximately $0.1 million for the three months ended September 30, 2024, when compared to the three months ended September 30, 2023. The increase in revenue was primarily attributable to an increase of approximately $0.9 million from e-Commerce Operations, offset by a decrease of approximately $0.8 million from Healthcare Operations.
Previous wording
Gross profit margins increased from approximately 28.5% for the three months ended June 30, 2023, to 34.2% for the three months ended June 30, 2024. The increase in gross profit margins during the second quarter of 2024 compared to the same period in 2023, was primarily attributable to the Healthcare Operations as a result of the Progressive Care acquisition on July 1, 2023.
Current wording
Gross profit margins decreased from approximately 30.0% for the three months ended September 30, 2023, to 22.9% for the three months ended September 30, 2024. The decrease in gross profit margins during the third quarter of 2024 compared to the same period in 2023, was primarily attributable to the decrease in reimbursement rates experienced in Healthcare Operations. The gross profit margins remained consistent for e-Commerce Operations for the third quarter of 2024 compared to the same period in 2023
Previous wording
Loss before other (income) expense increased by approximately $7.5 million for the three months ended June 30, 2024, when compared to the three months ended June 30, 2023, as a result of the increase in operating expenses of approximately $12.5 million, partially offset by the increase in gross profit of approximately $5.0 million, See detailed discussion below.
Current wording
Loss before other (income) expense increased by approximately $4.5 million for the three months ended September 30, 2024, when compared to the three months ended September 30, 2023, as a result of the increase in operating expenses of approximately $3.5 million and the decrease in gross profit of approximately $1.1 million See detailed discussion below. The increase in operating expenses included non-recurring expenses and losses that are not indicative of our regular operations, including impairment losses of approximately $3.7 million and approximately $1.4 million of non-recurring operating expenses associated with our merger with Progressive Care. Without those non-recurring items, loss before other (income) expense would have been approximately $2.9 million for the three months ended September 30, 2024 compared to $3.5 million for the three months ended September 30, 2023.
Previous wording
Sales for the three months ended June 30, 2024, consisted primarily of e-Commerce sales of satellite phones, tracking devices, accessories, airtime plans, and pharmacy prescription, and 340B contract revenues. For the three months ended June 30, 2024, overall revenues were approximately $17.0 million compared to $3.0 million of revenues for the three months ended June 30, 2023, an increase in of approximately $14.0 million or 474.5%.
Current wording
Revenue, net for the three months ended September 30, 2024, consisted of e-Commerce sales of satellite phones, tracking devices, accessories, and airtime plans, pharmacy prescription revenues, and 340B contract revenues. For the three months ended September 30, 2024, overall revenues were approximately $15.4 million compared to $15.3 million for the three months ended September 30, 2023, an increase in of approximately $0.1 million or 0.5%.
Previous wording
Total e-Commerce revenues were approximately $3.5 million and $2.9 million for the three months ended June 30, 2024 and 2023, respectively, an increase of approximately $0.5 million mainly due to the Outfitter acquisition on April 1, 2024.
Current wording
Total e-Commerce revenues were approximately $3.8 million and $2.9 million for the three months ended September 30, 2024 and 2023, respectively, an increase of approximately $0.9 million mainly due to the Outfitter acquisition on April 1, 2024.
Previous wording
Total pharmacy prescription and 340B contract revenues were approximately $13.5 million for the three months ended June 30, 2024 as a result of the Progressive Care acquisition on July 1, 2023. The pharmacy filled approximately 133,000 prescriptions for the three months ended June 30, 2024.
Current wording
Total pharmacy prescription and 340B contract revenues were approximately $11.5 million and $12.4 million for the three months ended September 30, 2024 and 2023, respectively, a decrease of approximately $0.8 million. The decrease was primarily due to a decrease in pharmacy prescription reimbursement rates. The pharmacy filled approximately 128,000 and 122,000 prescriptions for the three months ended September 30, 2024 and 2023, respectively.
Previous wording
Total operating expenses for the three months ended June 30, 2024, were approximately $16.7 million, an increase of approximately $12.5 million, or 297.8%, from total operating expenses for the three months ended June 30, 2023, of approximately $4.2 million. Factors contributing to the increase are described below.
Current wording
Total operating expenses for the three months ended September 30, 2024, were approximately $11.5 million, an increase of approximately $3.5 million, or 42.9%, from total operating expenses for the three months ended September 30, 2023, of approximately $8.1 million. Factors contributing to the increase are described below.
Previous wording
Selling, general and administrative (“SG&A”) expenses were approximately $2.2 million and $2.5 million for the three months ended June 30, 2024 and 2023, respectively, a decrease of approximately $0.3 million or 11.9%. The decrease for the three months ended June 30, 2024, was mainly attributable to the decrease in stock-based compensation of approximately $1.1 million, partially offset by an increase in operating expenses of approximately $0.8 million as it relates to the Healthcare Operations as a result of the Progressive Care acquisition on July 1, 2023.
Current wording
Selling, general and administrative expenses were approximately $2.3 million and $4.2 million for the three months ended September 30, 2024 and 2023, respectively, a decrease of approximately $1.9 million or 45.2%. The decrease for the three months ended September 30, 2024, was mainly attributable to the decrease in stock-based compensation of approximately $2.1 million, partially offset by an increase in operating expenses of approximately $0.1 million related to the Outfitter acquisition on April 1, 2024, and an increase of approximately $0.1 million related to an allowance for credit losses on the note receivable from related party for the Next Borough Capital Fund, LP unsecured promissory note.
Previous wording
Salaries, wages and payroll taxes were approximately $2.8 million and $1.0 million for the three months ended June 30, 2024 and 2023, respectively, an increase of approximately $1.8 million or 187.7%. The increase was mainly attributable to the Healthcare operations segment as a result of the Progressive Care acquisition as of July 1, 2023, of approximately $2.1 million, partially offset by a decrease in e-Commerce salaries and wages of approximately $0.3 million.
Current wording
Salaries, wages and payroll taxes were approximately $2.9 million and $2.5 million for the three months ended September 30, 2024 and 2023, respectively, an increase of approximately $0.4 million or 15.8%. The increase was mainly attributable to an increased headcount in our Healthcare Operations of approximately $0.3 million and approximately $0.1 million related to the Outfitter acquisition on April 1, 2024.
Previous wording
The Company performed a long-lived assets impairment test as it relates to the Healthcare Operations reporting segment during the three months ended June 30, 2024 and it was determined that the carrying amount of the asset group at June 30, 2024 exceeded its fair value resulting in the Company recording a non-cash impairment charge to certain long-lived assets, primarily intangible assets, of approximately $9.1 million during the period. Refer to Note 13. Goodwill and Intangible Assets for additional details on the impairment charges, valuation methodologies, inputs used in the fair value measurements, and the changes in intangible assets for the period.
Current wording
The Company performed a long-lived assets impairment test as it relates to the Healthcare Operations reporting segment during the three months ended September 30, 2024 and it was determined that the carrying amount of the asset group at September 30, 2024 exceeded its fair value resulting in the Company recording a non-cash impairment charge to certain long-lived assets, primarily intangible assets, of approximately $3.7 million during the period. Refer to Note 11. Goodwill and Intangible Assets to our quarterly financials for additional details on the impairment charge, valuation methodologies, inputs used in the fair value measurements, and the changes in intangible assets for the period.
Previous wording
Professional fees were approximately $1.0 million and $0.5 million for the three months ended June 30, 2024 and 2023, respectively, an increase of approximately $0.5 million or 84.6%. The increase was mainly attributable to legal and consulting fees as it relates to the Healthcare Operations as a result of the Progressive Care acquisition as of July 1, 2023, of approximately $0.4 million, and legal and consulting fees associated with the e-Commerce business of approximately $0.1 million.
Current wording
Professional fees were approximately $2.1 million and $0.5 million for the three months ended September 30, 2024 and 2023, respectively, an increase of approximately $1.6 million or 311.5%. The increase was mainly attributable to the settlement of litigation and associated legal fees with the e-Commerce Operations of approximately $1.0 million, legal and consulting fees as it relates to the merger of Progressive Care of approximately $0.4 million, and fees associated with the shareholders meetings held during September 2024 of approximately $0.2 million. Management does not expect these increases in professional fees to be recurring expenses in the foreseeable future and are not indicative of projected full year results.
Previous wording
For the three months ended June 30, 2023, we recorded a net loss in the equity of our affiliate, Progressive Care, of approximately $1.4 million which was accounted for as an equity method investment. Effective July 1, 2023, Progressive Care became a consolidated subsidiary of the Company, which resulted in a change in the accounting treatment from equity method to consolidation.
Current wording
For the three months ended September 30, 2023, we recorded a gain on the remeasurement of fair value of equity method investment of our affiliate, Progressive Care, of approximately $6.1 million which was accounted for as an equity method investment. Effective July 1, 2023, Progressive Care became a consolidated subsidiary of the Company, which resulted in a change in the accounting treatment from equity method to consolidation.
Previous wording
We recorded net losses of approximately $12.4 million and $5.5 million for the six months ended June 30, 2024 and 2023, respectively. The increase was a result of the factors described above.
Current wording
We recorded net (loss) income of approximately ($7.7 million) and $2.6 million for the three months ended September 30, 2024 and 2023, respectively. The change was a result of the factors described above.
Previous wording
We recorded comprehensive losses for foreign currency translation adjustments of approximately $9,000 and $35,000 for the six months ended June 30, 2024 and 2023, respectively. The change was primarily attributed to exchange rate variances.
Current wording
We recorded comprehensive (loss) income for foreign currency translation adjustments of approximately ($6,000) and $19,000 for the three months ended September 30, 2024 and 2023, respectively. The change was primarily attributed to exchange rate variances.
Previous wording
Results of Operations for the six months ended June 30, 2024 compared to the six months ended June 30, 2023 (in thousands):
Current wording
Results of Operations for the nine months ended September 30, 2024 compared to the nine months ended September 30, 2023 (in thousands):
Previous wording
For the six months ended June 30, 2024 and 2023, we recognized overall revenue from operations of approximately $34.4 million and $5.8 million, respectively, an overall increase of approximately $28.6 million for the six months ended June 30, 2024, when compared to the six months ended June 30, 2023. The increase in revenue was primarily attributable to an increase of approximately $28.1 million from the Healthcare Operations as a result of the Progressive Care acquisition on July 1, 2023.
Current wording
For the nine months ended September 30, 2024 and 2023, we recognized overall revenue from operations of approximately $49.8 million and $21.1 million, respectively, an overall increase of approximately $28.7 million for the nine months ended September 30, 2024, when compared to the nine months ended September 30, 2023. The increase in revenue was primarily attributable to an increase of approximately $27.3 million from the Healthcare Operations reportable segment as a result of the Progressive Care acquisition on July 1, 2023, and approximately $1.5 million as it relates to the e-Commerce Operations reportable segment.
Previous wording
Sales for the six months ended June 30, 2024, consisted primarily of e-Commerce sales of satellite phones, tracking devices, accessories, airtime plans, and pharmacy prescription, and 340B contract revenues. For the six months ended June 30, 2024, overall revenues were approximately $34.4 million compared to $5.8 million of revenues for the six months ended June 30, 2023, an increase in of approximately $28.6 million or 491.1%.
Current wording
Revenues, net for the nine months ended September 30, 2024, consisted of e-Commerce sales of satellite phones, tracking devices, accessories, and airtime plans, pharmacy prescription revenue, and 340B contract revenues. For the nine months ended September 30, 2024, overall revenues were approximately $49.8 million compared to $21.1 million for the nine months ended September 30, 2023, an increase in of approximately $28.7 million or 136.0%.
Previous wording
Total e-Commerce revenues were approximately $6.3 million and $5.8 million for the six months ended June 30, 2024 and 2023, respectively, an increase of approximately $0.5 million mainly due to the Outfitter acquisition on April 1, 2024.
Current wording
Total e-Commerce revenues were approximately $10.2 million and $8.8 million for the nine months ended September 30, 2024 and 2023, respectively, an increase of approximately $1.4 million mainly due to the Outfitter acquisition on April 1, 2024.
Previous wording
Total operating expenses for the six months ended June 30, 2024, were approximately $23.3 million , an increase of approximately $17.3 million on or 285.4%, from total operating expenses for the six months ended June 30, 2023, of approximately $6.0 million. Factors contributing to the increase are described below.
Current wording
Total operating expenses for the nine months ended September 30, 2024, were approximately $34.9 million, an increase of approximately $20.8 million or 147.0%, from total operating expenses for the nine months ended September 30, 2023, of approximately $14.1 million. Factors contributing to the increase are described below.
Previous wording
Selling, general and administrative (“SG&A”) expenses were approximately $4.2 million and $3.3 million for the six months ended June 30, 2024 and 2023, respectively, an increase of approximately $0.9 million or 27.6%. The increase for the six months ended June 30, 2024, was mainly attributable to an increase in $1.7 million as it relates to operating expenses of the Healthcare Operations as a result of the Progressive Care acquisition on July 1, 2023, and partially offset by the decrease in stock-based compensation of approximately $0.8 million.
Current wording
Selling, general and administrative expenses were approximately $6.5 million and $7.5 million for the nine months ended September 30, 2024 and 2023, respectively, a decrease of approximately $1.0 million or 13.1%. The decrease for the nine months ended September 30, 2024, was mainly attributable to a decrease in stock-based compensation of approximately $3.0 million, offset by an increase of approximately $1.7 million relating to operating expenses of the Healthcare Operations as a result of the Progressive Care acquisition on July 1, 2023, approximately $0.2 million relating to the Outfitter acquisition on April 1, 2024, and an increase of approximately $0.1 million relating to the allowance for credit losses on the note receivable from related party for the Next Borough Capital Fund, LP unsecured promissory note.
Previous wording
Salaries, wages and payroll taxes were approximately $5.4 million and $1.5 million for the six months ended June 30, 2024 and 2023, respectively, an increase of approximately $3.8 million or 247.6%. The increase was mainly attributable to the Healthcare Operations as a result of the Progressive Care acquisition as of July 1, 2023, of approximately $4.3 million, partially offset by a decrease in e-Commerce salaries and wages of approximately $0.4 million.
Current wording
Salaries, wages and payroll taxes were approximately $8.3 million and $4.0 million for the nine months ended September 30, 2024 and 2023, respectively, an increase of approximately $4.2 million or 105.1%. The increase was mainly attributable to the Healthcare Operations as a result of the Progressive Care acquisition as of July 1, 2023, of approximately $4.0 million, and approximately $0.2 million as it relates to the Outfitter acquisition on April 1, 2024.
Previous wording
The Company performed a goodwill impairment test during the three months ended June 30, 2024 and it was determined that the carrying amount of goodwill at June 30, 2024 exceeded its fair value resulting in the Company recording a non-cash impairment charge of approximately $0.7 million during the period, recorded to the Healthcare Operations reporting segment. As of June 30, 2024, there was no remaining goodwill as it relates to the Healthcare Operations reporting segment. Refer to Note 13. Goodwill and Intangible Assets for additional details on the impairment charges, valuation methodologies, and inputs used in the fair value measurements.
Current wording
The Company performed a goodwill impairment test during the nine months ended September 30, 2024 and it was determined that the carrying amount of goodwill exceeded its fair value resulting in the Company recording a non-cash impairment charge of approximately $0.7 million, recorded to the Healthcare Operations reporting segment. As of September 30, 2024, there was no remaining goodwill as it relates to the Healthcare Operations reporting segment. Refer to Note 11. Goodwill and Intangible Assets for additional details on the impairment charges, valuation methodologies, and inputs used in the fair value measurements.
Previous wording
The Company performed a long-lived assets impairment test as it relates to the Healthcare Operations reporting segment during the six months ended June 30, 2024 and it was determined that the carrying amount of the asset group at June 30, 2024 exceeded its fair value resulting in the Company recording a non-cash impairment charge to certain long-lived assets, primarily intangible assets, of approximately $9.1 million during the period. Refer to Note 13. Goodwill and Intangible Assets for additional details on the impairment charges, valuation methodologies, inputs used in the fair value measurements, and the changes in intangible assets for the period.
Current wording
The Company performed a long-lived assets impairment test as it relates to the Healthcare Operations reporting segment during the nine months ended September 30, 2024 and it was determined that the carrying amount of the asset group exceeded its fair value resulting in the Company recording a non-cash impairment charge to certain long-lived assets, primarily intangible assets, of approximately $12.8 million in total through the end of the third quarter in 2024. Refer to Note 11. Goodwill and Intangible Assets to our quarterly financials for additional details on the impairment charges, valuation methodologies, inputs used in the fair value measurements, and the changes in intangible assets for the period.
Previous wording
The Company recorded approximately $0.1 million of impairment loss related to the write-down of a right-of-use asset as a result of taking the leased equipment out of service and not returning to service in the future. This was recorded to the Healthcare Operations reporting segment for the six months ended June 30, 2024
Current wording
The Company recorded approximately $0.1 million of impairment loss related to the write-down of a right-of-use asset as a result of taking the leased equipment out of service and not returning to service in the future. This was recorded to the Healthcare Operations reporting segment for the nine months ended September 30, 2024.
Previous wording
Professional fees were approximately$1.9 million and$0.8 million for thesix months ended June 30, 2024 and 2023, respectively, an increase of approximately$1.1 million or 129.9%. The increase was mainly attributable to legal and consulting fees as it relates to the Healthcare Operations as a result of the Progressive Care acquisition as of July 1, 2023, of approximately $0.9 million, and legal and consulting fees associated with the e-Commerce business of approximately $0.2 million.
Current wording
Professional fees were approximately$4.1 million and$1.4 million for thenine months ended September 30, 2024 and 2023, respectively, an increase of approximately$2.7 million or 198.4%. The increase was mainly attributable to the settlement of litigation and associated legal fees with the e-Commerce Operations of approximately $1.1 million, legal and consulting fees as it relates to the merger of Progressive Care, of approximately $1.4 million, and fees associated with the shareholders meetings held during September 2024 of approximately $0.2 million. Management does not expect these increases in professional fees to be recurring expenses in the foreseeable future and are not indicative of projected full year results.
Previous wording
Depreciation and amortization expenses were approximately $0.9 million and $0.2 million for the three months ended June 30, 2024 and 2023, respectively, an increase of approximately $0.7 million or 437.5%. The increase was mainly attributable to depreciation and amortization as it relates to the Healthcare Operations from the Progressive Care acquisition on July 1, 2023, of approximately $0.7 million.
Current wording
Depreciation and amortization expenses were approximately $2.3 million and $1.2 million for the nine months ended September 30, 2024 and 2023, respectively, an increase of approximately $1.1 million or 90.4%. The increase was attributable to nine months of depreciation and amortization as it relates to the Healthcare Operations reportable segment of approximately $1.1 million compared to three months of depreciation and amortization in the prior year period related to the Healthcare Operations reportable segment from the Progressive Care acquisition on July 1, 2023.
Previous wording
Our total other income decreased by approximately $217,000 for the six months ended June 30, 2024 when compared to the same period in 2023, and was mainly due to non-recurring write off of aged payables of approximately $0.2 million and Progressive Care management fee of approximately $0.1 million which was eliminated in consolidation during 2024 as a result of Progressive Care acquisition on July 1, 2023, change in foreign exchange rate of approximately $0.1 million, and partially offset by interest received of approximately $0.2 million.
Current wording
Our total other income increased by approximately $0.2 million for the nine months ended September 30, 2024 when compared to the same period in 2023, and was mainly due to interest received of approximately $0.2 million, a favorable change in foreign currency rates approximately $0.2 million, and gain on disposal of property and equipment of approximately $0.1 million, which was offset by the non-recurring write off of aged payables of approximately $0.3 million in the prior year period, and Progressive Care management fee of approximately $0.1 million which was eliminated in consolidation during 2024 as a result of Progressive Care acquisition on July 1, 2023.
Previous wording
For the six months ended June 30, 2023, we recorded a net loss in the equity of our affiliate, Progressive Care, of approximately $1.4 million which was accounted for as an equity method investment. Effective July 1, 2023, Progressive Care became a consolidated subsidiary of the Company, which resulted in a change in the accounting treatment from equity method to consolidation.
Current wording
For the nine months ended September 30, 2023, we recorded a net loss in the equity of our affiliate, Progressive Care, of approximately $1.4 million, and a gain on the remeasurement of fair value of equity method investment of our affiliate, Progressive Care, of approximately $6.1 million, which was accounted for as an equity method investment. Effective July 1, 2023, Progressive Care became a consolidated subsidiary of the Company, which resulted in a change in the accounting treatment from equity method to consolidation.
Previous wording
We recorded net losses of approximately $10.7 million and $4.3 million for the three months ended June 30, 2024 and 2023, respectively. The increase was a result of the factors described above.
Current wording
We recorded net losses of approximately $20.1 million and $2.9 million for the nine months ended September 30, 2024 and 2023, respectively. The change was a result of the factors described above.
Previous wording
We recorded comprehensive losses for foreign currency translation adjustments of approximately $27,000 and $12,000 for the three months ended June 30, 2024 and 2023, respectively. The change was primarily attributed to exchange rate variances.
Current wording
We recorded comprehensive losses for foreign currency translation adjustments of approximately $30,000 and $16,000 for the nine months ended September 30, 2024 and 2023, respectively. The change was primarily attributed to exchange rate variances.
Previous wording
Liquidity is the ability of a company to generate funds to support its current and future operations, satisfy its obligations, and otherwise operate on an ongoing basis. As of June 30, 2024, we had a cash balance of approximately $24.9 million. Our working capital was approximately $29.3 million at June 30, 2024.
Current wording
Liquidity is the ability of a company to generate funds to support its current and future operations, satisfy its obligations, and otherwise operate on an ongoing basis. As of September 30, 2024, we had a cash balance of approximately $20.4 million. Our working capital was approximately $26.1 million at September 30, 2024.
Previous wording
Net cash flows used by operating activities totaled approximately $0.4 million and $3.3 million for the six months ended June 30, 2024 and 2023, respectively, and changed by approximately $2.9 million period over period. The favorable change of approximately $2.9 million was primarily attributable to the following when compared period over period:
Current wording
Net cash flows used by operating activities totaled approximately $5.0 million and $4.3 million for the nine months ended September 30, 2024 and 2023, respectively, and changed by approximately $0.7 million period over period. The unfavorable change of approximately $0.7 million was primarily attributable to the following when compared period over period:
Previous wording
Net cash flows used in investing activities were approximately $1.0 million for both six months ended June 30, 2024 and 2023. The cash outflow in 2024 was attributable to the acquisition of Outfitter, compared to the cash outflow in 2023 due to the additional investment in Progressive Care.
Current wording
Net cash flows (used) provided in investing activities were approximately ($1.0 million) and $5.4 million for the nine months ended September 30, 2024 and 2023, respectively. The cash outflow in 2024 was attributable to the acquisition of Outfitter, compared to the cash inflow in 2023 due to the additional investment in Progressive Care.
Previous wording
Net cash flows used in financing activities were approximately $34,000 for the six months ended June 30, 2024 primarily attributable to the repayment of notes payable, compared to cash provided by financing activities of approximately $6,153,000 for the six months ended June 30, 2023 primarily attributable the proceeds from a capital raise.
Current wording
Cash provided by financing activities were approximately $50,000 for the nine months ended September 30, 2024 primarily attributable to the exercise of warrants and capital contributions of non-controlling interest, offset by repayment of notes payable. Cash provided by financing activities of approximately $6.3 million for the nine months ended September 30, 2023 primarily attributable to the proceeds from a capital raise and exercise of warrants, offset by repayment of notes payable.
Rearranged previous paragraphs (2)
Previous report — wording carried elsewhere
Our total other income decreased by approximately $0.3 million for the three months ended June 30, 2024 when compared to same period in 2023, and was mainly due to non-recurring write off of aged payables of approximately $0.2 million and Progressive Care management fee of approximately $0.1 million which was eliminated in consolidation during 2024 as a result of Progressive Care acquisition on July 1, 2023.
Previous report — wording carried elsewhere
The Company performed a goodwill impairment test during the six months ended June 30, 2024 and it was determined that the carrying amount of goodwill at June 30, 2024 exceeded its fair value resulting in the Company recording a non-cash impairment charge of approximately $0.7 million during the period, recorded to the Healthcare Operations reporting segment. As of June 30, 2024, there was no remaining goodwill as it relates to the Healthcare Operations reporting segment. Refer to Note 13. Goodwill and Intangible Assets for additional details on the impairment charges, valuation methodologies, and inputs used in the fair value measurements.