DarioHealth Corp.
For the period ended Mar 31, 2025. Filed May 14, 2025.
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.
Mar 31, 2025 · Filed May 14, 2025
DRIO$2.38-12.8%Stored close · as of Nov 6, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2024-09-30; filed 2024-11-07.
0001558370-24-014735
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2025-03-31; filed 2025-05-14.
0001558370-25-007640
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 81 previous paragraphs and 89 current paragraphs.
23 unchanged; 27 reworded; 37 added; 30 removed; 1 previous and 2 current paragraphs rearranged.
Tables are not compared: 4 previous and 7 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 (37)
Current report
We are a leading global digital health company with a mission to power the behavior changes that drive better health. We are committed to transforming healthcare by delivering a comprehensive and highly engaging whole-person health platform, which enables us to create a future where healthy change is effortless and accessible to all.
Current report
At the core of our mission and vision is engagement. We believe that most existing digital health solutions in the market fail to deliver improved health outcomes because users are not engaged due to a lack relevance, personalization, consumerization, and longitudinal data and information. We, and our acquired companies, first commercialized our digital behavioral health products in the direct-to-consumer (“D2C”) marketplace, and we continue to use the D2C marketplace as a sandbox and laboratory to innovation. These consumers pay for these digital health products out of their own pockets and are therefore the most value driven among all healthcare consumers. These consumers demanded that we deliver highly engaging user experiences that deliver strong clinical health outcomes for which consumers will pay. The bottom line is that if users are not engaged in digital solutions over a long period of time, they cannot change their behavior and they cannot get healthier – we first deliver engagement followed by sustained behavior change that then leads to measurable health outcomes and improvement. We believe that our D2C marketplace roots and continued focus delivers better user experiences, longer sustained engagement, stronger clinical outcomes, at the most affordable prices, that then delivers the highest return on investment (“ROI”) in the industry.
Current report
Our whole-person health model includes the following five elements:
Current report
We have created our whole-person healthcare solution through both organic development and acquisitions of leading companies across several therapeutic areas. As a digital health consolidation leader, we have acquired companies that have spent over a decade and nearly $525 million, in combination with our own investment, to develop and deliver the most engaging whole-person health platform in the market to empower individuals to achieve their optimal health through data-driven, precision artificial intelligence (“AI”) personalized care solutions that integrate the management of physical and mental health needs.
Current report
Leveraging advanced analytics, data-driven AI precision and personalization, a deep understanding of consumer behavior, user-centric technology, and a holistic approach, we provide tailored interventions that meet the unique needs of each user to deliver the health industry’s highest levels of user activation and sustained engagement. Our digital self-care solutions ensure optimal levels of clinical outcomes with the highest levels of clinical efficacy by empowering users to overcome the psychological, social, and physical barriers to effective and sustainable behavior change.
Current report
With our whole-person digital health platform, we address a broad range of health needs, including chronic condition management (e.g., diabetes, hypertension, obesity, and musculoskeletal issues), behavioral health (e.g., stress, anxiety, and depression), and preventive care. By integrating digital therapeutics and well-being solutions with real-time data monitoring and access to professional care teams, we ensure an AI driven adaptive and continuous care experience that combines digital self-care, with virtual coaching, and virtual clinical care. As of 2024, our eligible user base spans millions of individuals worldwide, supported by partnerships with employers, health plans, pharmaceutical companies, and providers aiming to deliver instant access to the highest quality and most effective self-care and virtual human care that delivers the optimal level of clinical utilization to ensure the best value and outcomes to our users and customers.
Current report
New Clients
Current report
During the period ended March 31, 2025, we signed 14 new clients year-to-date, including one national and one regional health plan and 12 employers, as part of our 2025 goal to add 40 new clients.
Current report
U.S. Healthcare Institution Deploys DarioHealth's Full Suite
Current report
On April 8, 2025, we announced a new employer partnership with one of the nation's most respected research and medical institutions. The signed agreement is already live and generating recurring revenue in 2025, marking a significant milestone in our ongoing expansion among innovation-driven employers seeking measurable health outcomes and return on investment. The institution's decision to implement our full suite of solutions reinforces our momentum in the enterprise healthcare segment and contributes to our position as a trusted provider of clinically proven, scalable digital health solutions. Our AI-driven platform will provide employees with data-driven support through our full suite of solutions—Dario Health, Dario Mind, and Dario Move—spanning multiple chronic conditions, including diabetes, hypertension, weight management, musculoskeletal pain, and behavioral health.
Current report
Collaboration with Leading National Benefit Plan Administrator to Offer Cardiometabolic Solution including a GLP-1 Support Program to Employers
Current report
On April 17, 2025, we announced a new strategic partnership with a leading benefit administrator to deliver our comprehensive cardiometabolic solution including a GLP-1 support program and full AI-driven digital health suite to employers, with initial clients already implemented and contributing to revenue since January 2025. This marked our first national benefit administrator collaboration and represented a strategic step toward broader adoption across benefit administration channels. The benefit administrator selected our integrated platform to address rising healthcare costs associated with metabolic conditions including diabetes, pre-diabetes, hypertension, and weight management. The collaboration specifically targets the growing demand for effective GLP-1 medication support as employers seek solutions that maximize the clinical and economic benefits of these breakthrough therapies while ensuring sustainable outcomes for members.
Current report
Strategic Refinancing of Existing Debt Facility of up to $50 Million to Provide Additional Operational Flexibility and Support Growth Initiatives
Current report
On May 1, 2025, we announced the closing of a debt financing facility for up to $50 million provided by Rand Capital and Callodine Group. The capital refinances our existing credit facility, providing additional operational flexibility and supporting the commercial execution of our Business-to-Business-to-Consumer ("B2B2C") strategy across pharmaceutical companies, self-insured employers and payer channels. Under the terms of the credit agreement (the "Credit Agreement"), we borrowed $32.5 million at closing. In addition, an aggregate of up to an additional $17.5 million is available to be drawn down at our option, based on the achievement of certain revenue thresholds. The Credit Agreement
Current report
has a five-year term that matures in April 2030. In connection with the funding of the closing amount, we also issued a warrant to purchase 2,114,140 shares of our common stock, with an exercise price of $0.8278. In addition, up to $2.5 million of the loaned amount can be converted into shares of our common stock at a price of $0.9933 per share. With the refinancing and current cash on hand, we believe that deferring the debt amortization from the end of 2025 to 2028 will allow the time to generate funds from operations to support our cash flow.
Current report
Published Research Relating to Flu Vaccine Awareness
Current report
In May 2025, we announced that new research was published in the Journal of Medical Internet Research (JMIR) demonstrating the effectiveness of personalized digital health interventions to drive flu vaccine awareness in Dario members living with diabetes.
Current report
Revenues for the three months ended March 31, 2025 amounted to $6,752, compared to revenues of $5,758, during the three months ended March 31, 2024, representing an increase of 17.3%. The increase in revenues resulted from an increase in our revenues from our commercial channel.
Current report
Our research and development expenses decreased by $2,534, or 38.2%, to $4,108 for the three months ended March 31, 2025, compared to $6,642 for the three months ended March 31, 2024. The decrease was mainly due to the decrease in payroll expenses, stock-based compensation and subcontractors and consulting expenses. Our research and development expenses, excluding stock-based compensation and depreciation, for the three months ended March 31, 2025, were $3,542 compared to $5,466 for the three months ended March 31, 2024, a decrease of $1,924. The decrease was mainly due to a decrease in payroll, and subcontractors and consulting expenses.
Current report
Our sales and marketing expenses decreased by $1,037, or 15%, to $5,873 for the three months ended March 31, 2025, compared to $6,910 for the three months ended March 31, 2024. The decrease was mainly a result of lower payroll related expenses, and stock-based compensation expenses, partially offset by higher amortization of our customer relationships intangible asset due to the full quarter of expense from the acquisition of Twill, and an increase in subcontractors and consulting expenses. Our sales and marketing expenses, excluding stock-based compensation, depreciation and amortization for the three months ended March 31, 2025, were $4,748 compared to $5,078 for the three months ended March 31, 2024, a decrease of $330. The decrease was mainly due to a decrease in payroll related expenses.
Current report
Our general and administrative expenses decreased by $3,425, or 50.9%, to $3,310 for the three months ended March 31, 2025, compared to $6,735 for the three months ended March 31, 2024. The decrease was mainly due to a decrease in stock-based compensation expenses and acquisition related costs. Our general and administrative expenses, excluding stock-based compensation, depreciation, and acquisition related costs for the three months ended March 31, 2025 was $2,305 compared to $2,150 for the three months ended March 31, 2024, an increase of $155. The increase was mainly due to an increase in legal and accounting expenses.
Current report
Financial Income, net
Current report
Our financial income, net for the three months ended March 31, 2025, was $204, representing a decrease of $8,482, compared to financial income of $8,686 for the three months ended March 31, 2024. The decrease in our financial income, net was mainly due to the decrease in financial income resulting from the revaluation of pre-funded warrants issued in the first quarter of 2024.
Current report
Net loss increased by $2,052, or 28.6%, to $9,227 for the three months ended March 31, 2025, compared to a net loss of $7,175 for the three months ended March 31, 2024. The increase in net loss was mainly due to the decrease in our financial income from the valuation of the pre-funded warrants.
Current report
Liquidity and Capital Resources
Current report
On April 30, 2025, we entered into a Credit Agreement, by and among us as borrower, the financial institutions party thereto from time to time as lenders, and Callodine Commercial Finance, LLC (in its capacity as agent for all lenders, “Agent”, and collectively with other lenders, “Lenders” and each a “Lender”). Under the terms of the Credit Agreement, each Lender agreed to make a multi-draw term loan to us (each a “Term Loan”) in which we borrowed $32.5 million at the time of closing on April 30, 2025. In addition, we may at our option draw an aggregate of up to an additional $17.5 million. $2.5 million of such additional Term Loans is subject to the achievement of certain revenue and gross margin thresholds. $15.0 million of such additional Term Loans is subject to the discretion of the Agent and the Lenders. The Credit Agreement has a five-year term that matures in April 2030.
Current report
All obligations under the Credit Agreement are guaranteed by our subsidiaries (each a “Grantor”). All obligations under the Credit Agreement, and the guarantees of those obligations, are secured by substantially all of our and the Grantors’ assets. In the event of a default set forth in the Credit Agreement, the Agent may apply all or any part of the proceeds as collateral to the payment of the obligations in the order and priority as determined by the Agent in its sole discretion.
Current report
The outstanding principal balance under the loan shall bear interest at a per annum rate of interest equal to (i) the Term SOFR Rate (as defined in the Credit Agreement) plus (ii) seven and three-quarters of one percent (7.75%). Upon maturity and/or upon an event of default (or upon any acceleration), interest shall automatically accrue without notice to us at a rate per annum equal to the lesser or (i) three percent (3%) over the Contract Rate (as defined in the Credit Agreement), or (ii) the maximum rate of interest permitted to be charged by applicable laws or regulations until paid. We will pay certain fees with respect to the Term Loan, including a closing fee, an exit fee, and an agent fee. Voluntary prepayments of the Term Loan prior to the third anniversary of the closing are also subject to certain pre-payment penalties.
Current report
The Credit Agreement contains customary events of default, including with respect to nonpayment of principal, interest, fees or other amounts; material inaccuracy of a representation or warranty; failure to perform or observe covenants; bankruptcy and insolvency events; material monetary judgment defaults; impairment of any material definitive loan documentation; other material adverse effects; key person events and change of control.
Current report
The Credit Agreement also contains a number of customary representations, warranties and covenants that, among other things, will limit or restrict our ability and the ability of our subsidiaries to (subject to certain qualifications and exceptions): create liens and encumbrances; incur additional indebtedness; merge, dissolve, liquidate or consolidate; make acquisitions, investments, advances or loans; dispose of or transfer assets; pay dividends or make other payments in respect of their capital stock; amend certain material documents; redeem or repurchase certain debt; engage in certain transactions with affiliates; and enter into certain restrictive agreements.
Current report
In connection with the funding of the closing amount, we agreed to issue for each Lender a warrant to purchase 2,114,140 shares of our Common Stock, with an exercise price of $0.8278, which shall have a term of seven years from the issuance date. In addition, up to $2.5 million of the loaned amount can be converted into shares of our common stock at a price of $0.9933 per share.
Current report
On December 16, 2024, we entered into securities purchase agreements (each, a “Series D Purchase Agreement”), pursuant to which we issued 7,055 and 11,750 Series D and D-1 preferred shares, respectively, at a purchase price of $1,000 per preferred share. The Series D and D-1 Preferred Stock are convertible into Common Stock at $0.73 per Common Stock. As a result of the sale of the preferred stock, the aggregate gross proceeds we received from the offering were approximately $18,805. The conversion of the preferred stock was subject to stockholder approval, the preferred stock will automatically convert into shares of Common Stock, subject to certain beneficial ownership limitations, including a non-waivable 19.99% ownership blocker, on the 12-month anniversary of the issuance date. The holders of preferred stock will also be entitled to dividends equal to a number of shares of Common Stock equal to ten percent (10%) of the number of shares of Common Stock issuable upon conversion of the preferred stock then held by such holder for each full quarter anniversary of holding for a total of four (4) quarters from the Closing Date, all issuable upon conversion of the preferred stock.
Current report
In addition, we and certain purchasers in the Offering that are holders of our Series B and C Preferred Stock executed lock up agreements (the “Lock Up Agreement”), pursuant to which we agreed to issue, subject to stockholder approval, up to forty percent (40%) of the shares of Common Stock conversion shares of the preferred stock held by such purchaser, including dividend shares of Common Stock due upon conversion of these shares into shares of Common Stock, over the course of twelve (12) months (the “Additional Shares”). Each holder shall be entitled to receive 10% of the Additional Shares for each three (3) month period each holder agrees not to transfer or otherwise sell (subject to certain limitations) the shares of Common Stock issuable upon conversion of the Series B Preferred Stock and Series C Preferred Stock and the dividend shares of Common Stock due upon conversion.
Current report
On January 7, 2025, we entered into securities purchase agreements (each, a “Series D Purchase Agreement”) with accredited investors relating to an offering (the “Series D Offering”) and the sale of an aggregate of (i) 4,950 shares of newly designated Series D-2 Preferred Stock (the “Series D-2 Preferred Stock”), and (ii) 1,850 shares of Series D-3 Preferred Stock (the “Series D-3 Preferred Stock”), at a purchase price of $1,000 for each share of preferred stock. As a result of the sale of the preferred stock, the aggregate gross proceeds we received from the Series D Offering are approximately $6,800. The closing of the Series D-2 Preferred Stock, and Series D-3 Preferred Stock occurred on January 14, 2025. The conversion of the preferred stock was subject to stockholder approval. In addition, the preferred stock will automatically convert into shares of Common Stock, subject to certain beneficial ownership limitations, on the 12-month anniversary of the issuance date. The holders of preferred stock will also be entitled to dividends equal to a number of shares of Common Stock equal to ten percent (10%) of the number of shares of Common Stock issuable upon conversion of the preferred stock then held by such holder for each full quarter anniversary of holding for a total of four quarters from the Closing Date, all issuable upon conversion of the preferred stock.
Current report
On April 28, 2025, we held a special meeting of stockholders in which the stockholders approved the (A) the issuance of shares of our common stock, in excess of 20% of our issued and outstanding shares of Common Stock, upon: (i) the conversion of 25,605 shares of our Series D, D-1, D-2 and D-3 Preferred Stock into an aggregate of 33,956,850 shares of Common Stock, which were issued pursuant to private placement transactions that closed on December 18, 2024 and January 14, 2025 (the “Private Placements”), (ii) the issuance of up to 13,582,740 shares of Common Stock issuable as dividends to the Series D, D-1, D-2 and D-3 Preferred Stock; and (iii) the issuance of up to 4,175,070 shares of Common Stock issuable as share consideration provided under the Lock Up Agreements; and (B) (i) reduce the exercise price of certain warrants to purchase 584,882 shares of Common Stock issued to Avenue Venture Opportunities Fund II, L.P. and Avenue Venture Opportunities Fund, L.P. (collectively “Avenue”) to $0.7208 per share, and (ii) to permit the conversion of up to two million dollars of the principal amount of the loan issued by Avenue to us at a conversion price of $0.8650 per share.
Current report
Management believes that the proceeds from the prior private placements and the Credit Facility, combined with our cash on hand and short-term investments are sufficient to meet our obligations as they come due for at least a period of twelve months from the date of the issuance of these unaudited condensed consolidated financial statements. There are
Removed paragraphs (30)
Previous report
We are revolutionizing how people with chronic conditions manage their health through the innovation of a new category of digital health: Digital Therapeutics as a Service (“DTaaS”). We believe that our innovative approach to digital therapeutics disrupts the traditional provider-centered system of healthcare delivery by offering user-centric care that is continuous, customized supportive of better overall health. Our solutions combine the power of technologies and behavior science to make better health accessible, affordable, and easy for all by solving for what people need, when and where they want it, with hyper-personalized care that is always connected – to services, devices, and people – and delivered continuously. Our solutions are proven to drive savings for health plans and employers by improving the health of their populations.
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We began as a direct-to-consumer digital therapeutics company, solving first for the problem of how to engage users and support behavior change to improve clinical outcomes in diabetes. Beginning in 2020, we enacted a strategic shift to transform the business model by deploying a business-to-business-to-consumer (“B2B2C”) approach, leveraging the strengths of our consumer solution platform to enable commercial growth opportunities in traditional health business channels by selling to health plans and employers.
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At the same time, we expanded from a single-condition platform to a multi-condition platform, creating a robust suite of solutions to address the five most commonly co-occurring, behaviorally driven, and expensive chronic conditions, which are also representative of some of the most sought-after digital health solutions: diabetes, hypertension, pre-diabetes/weight management, musculoskeletal and behavioral health. After building weight loss and hypertension management into the legacy diabetes platform, we made three acquisitions in order to expand into musculoskeletal (MSK) and behavioral health (BH). In that regard, we acquired Upright, PsyInnovations and Physimax Technology assets to expand into the fields of MSK and BH. Our approach to integrating all solutions into one digital therapeutics platform follows the “best-of-suite” offering design principal which provides the user one place to monitor all identified chronic conditions and to deliver a seamless user experience for commonly co-occurring chronic conditions.
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These two shifts led to the rapid expansion of our B2B2C business over the last two years and positioned us for success in commercial markets. We continue to achieve key benchmarks as we rapidly scale our B2B2C model, including more than 100 total signed contracts to date and the shift in our commercial pipeline where more than 50% of the contracts signed in the second half of 2022 are for multi-chronic solutions. We believe we have a unique and defensible position in the market thanks to our unique solution origin in consumer markets.
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We continue to generate a significant number of clinical publications. In that regard, we have published 47 real world data studies with total of 10 generated in 2022, 10 generated in 2023, and several more planned for 2024.
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We believe that we are proving the value of our solutions as enterprise business sales continue to grow. With more than 100 signed contracts to date, we have solid evidence on the key differentiators that lead to new business opportunities: a consumer-friendly approach that drives engagement; deep integration capabilities; and best-in-class clinical outcomes.
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New Research Reveals How Physical Activity Mediates the Impact of Depression on Blood Glucose Levels in Individuals with Diabetes or Prediabetes
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In September 2024, we announced the publication of a new study in the peer-reviewed journal Frontiers in Endocrinology. The study demonstrates the effectiveness of our cardiometabolic solution for members living with diabetes or prediabetes and depression.
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Integration of Twill Behavioral Health Capabilities into Cardiometabolic Health Solution
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In September 2024, we announced the integration of condition-specific communities and peer groups with personalized navigation capabilities into our cardiometabolic solution to improve outcomes-based engagement, marking a significant milestone in the integration of the Dario-Twill product offering.
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Twill by Dario to Offer a Benefit for AARP Members
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In October 2024, we announced a new AARP member benefit that provides members with proven digital behavioral health and well-being solutions from Twill by Dario. The new benefit is expected to launch in January of 2025 for AARP members.
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Integration of Twill Capabilities Across Full Multi-Condition Platform
Previous report
In October 2024, we announced the full integration of Twill's advanced behavioral health and navigation capabilities into our platform. The integration completed our effort to create one of the most comprehensive and effective end-to-end digital health solutions in the market. By unifying data across mental and physical health, we offer a more personalized and effective approach to care.
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Workforce Reduction
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During the second and the third quarters of 2024, as part of our effort to reduce operating expenses, we commenced a reduction in work force by 78 employees, reflecting a reduction of approximately 27% of our workforce. Following the reduction in work force, at the end implementing the work force reduction during the fourth quarter of this year we expect to have 66 employees located in Israel, 85 employees located in the United States and 77 employees located in India, and 21 employees located in the rest of the world.
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Revenues for the three and nine months ended September 30, 2024, amounted to $7,423 and $19,436, compared to revenues of $3,518 and $16,736, during the three and nine months ended September 30, 2023, representing an increase of 111% and 16.1%. The increase in revenues for the three and nine months ended September 30, 2024, compared to the three and nine months ended September 30, 2023, resulted from an increase in our revenues from the commercial channel. The revenues also include the consolidation of Twill Inc.’s (“Twill”) revenues, as a result of its acquisition during the first quarter of 2024. The proforma revenues for the nine months ended September 30, 2024, if the closing of the acquisition of Twill would have taken place on the first day of the year would have amounted to $21,399.
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acquisition of Twill. The decrease in the nine months ended September 30, 2024, compared to the nine months ended September 30, 2023, was mainly due to a reduction in payroll costs included in the cost of revenues during the period, offset by an increase in hosting costs and amortization of technology related to the acquisition of Twill.
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Our research and development expenses decreased by $219, or 3.9%, to $5,446 for the three months ended September 30, 2024, compared to $5,665 for the three months ended September 30, 2023, and increased by $2,846, or 17.7%, to $18,898 for the nine months ended September 30, 2024, compared to $16,052 for the nine months ended September 30, 2023. The decrease for the three months ended September 30, 2024, compared to the three months ended September 30, 2023, was mainly due to the decrease in payroll expenses and stock-based compensation, partially offset by an increase in subcontractors and consulting expenses mainly related to the acquisition of Twill. The increase for the nine months ended September 30, 2024, compared to the nine months ended September 30, 2023, was mainly a result of higher payroll related expenses, software licenses and an increase in subcontractors and consulting expenses due to the consolidation of Twill, partially offset by a decrease in stock-based compensation expenses during the nine months ended September 30, 2024. Our research and development expenses, excluding stock-based compensation and depreciation, for the three and nine months ended September 30, 2024, were $4,635 and $16,400 compared to $4,417 and $12,282 for the three and nine months ended September 30, 2023, an increase of $218 and $4,118 respectively. The increase during the three months ended September 30, 2024, was mainly due to an increase in subcontractors and consulting services and software licenses resulting from the consolidation of Twill, partially offset by a decrease in payroll expenses. The increase for the nine months ended September 30, 2024 was mainly due to an increase in payroll expenses, subcontractors and consulting services and software licenses resulting from the consolidation of Twill.
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Our sales and marketing expenses increased by $370, or 5.8%, to $6,733 for the three months ended September 30, 2024, compared to $6,363 for the three months ended September 30, 2023, and increased by $1,612, or 8.4%, to $20,775 for the nine months ended September 30, 2024, compared to $19,163 for the nine months ended September 30, 2023. The increase for the three and nine months ended September 30, 2024, compared to the three and nine months ended September 30, 2023, was mainly a result of higher payroll related expenses, amortization of customer relationship, software licenses and an increase in subcontractors and consulting expenses due to the consolidation of Twill, partially offset by a decrease in stock-based compensation expenses during the three and nine months ended September 30, 2024. Our sales and marketing expenses, excluding stock-based compensation, depreciation, and amortization of acquired brand and customer relationship, for the three and nine months ended September 30, 2024, were $5,096 and $15,562 compared to $4,445 and $13,484 for the three and nine months ended September 30, 2023, an increase of $651 and $2,078,
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respectively. The increase was mainly due to an increase in payroll expenses, subcontractors and consulting services and software licenses resulting from the consolidation of Twill during the three andnine months ended September 30, 2024
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Our general and administrative expenses decreased by $400, or 9.7%, to $3,728 for the three months ended September 30, 2024, compared to $4,128 for the three months ended September 30, 2023, and increased by $2,857 or 22.7% to $15,468 for thenine months ended September 30, 2024, compared to $12,611 for thenine months ended September 30, 2023. The decrease for the three months ended September 30, 2024, compared to the three months ended September 30, 2023 was mainly due to a decrease in stock-based compensation and legal expenses partially offset by higher payroll expenses. The increase in the nine months ended September 30, 2024, compared to the nine months ended September 30, 2023, was mainly due to higher payroll related expenses, stock-based compensation expenses and acquisition costs related to the consolidation of Twill during the nine months ended September 30, 2024. Our general and administrative expenses, excluding stock-based compensation, depreciation, and acquisition related costs for the three and nine months ended September 30, 2024 were $2,614 and $7,757 compared to $2,053 and $6,521 for the three and nine months ended September 30, 2023, an increase of $561 and $1,236, respectively. The increase was mainly due to higher payroll expenses during the three and nine months ended September 30, 2024.
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Financial Income (Expenses), net
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Our financial expenses, net for the three months ended September 30, 2024, were $313, representing an increase of $127, compared to financial expenses of $186 for the three months ended September 30, 2023. The financial income, net for the nine months ended September 30, 2024, was $10,954 representing an increase of $14,122, compared to financial expenses of $3,168 for the nine months ended September 30, 2023. The increase in our financial expenses, net in the three months ended September 30, 2024, compared to the three months ended September 30, 2023 was mainly due to lower income from interest and a decrease in the revaluation of our loan and warrant. The increase in the financial income, net for the nine months ended September 30, 2024, compared to the nine months ended September 30, 2023, was due to income from revaluation of the pre-funded warrants issued as part of the consideration for the acquisition of Twill, as these warrants are classified as a liability under U.S. GAAP (as hereinafter defined).
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Net loss decreased by $3,402, or 21.6%, to $12,330 for the three months ended September 30, 2024, compared to a net loss of $15,732 for the three months ended September 30, 2023, and decreased by $12,027, or 26.6%, to $33,115 for the nine months ended September 30, 2024, compared to a net loss of $45,142 for the nine months ended September
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30, 2023. The decrease in net loss for the three months ended September 30, 2024, compared to the three months ended September 30, 2023, was mainly due to the increase in our gross profit for the three months ended September 30, 2024. The decrease in net loss for the nine months ended September 30, 2024, compared to the nine months ended September 30, 2023, was mainly due to the increase in our financial income and gross profit for the nine months ended September 30, 2024.
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On February 28, 2022, we entered into a securities purchase agreement with institutional investors, pursuant to which we agreed to issue and sell to the investors in a registered direct offering priced at-the-market under Nasdaq rules an aggregate of 4,674,454 shares of our common stock, par value $0.0001 per share, and pre-funded warrants to purchase an aggregate of 667,559 shares of our common stock. Each share was sold at an offering price of $7.49 per share, and each pre-funded warrant was sold at an offering price of $7.4899, for aggregate gross proceeds of approximately $40 million before deducting the offering expenses. In addition, the investors have executed lock up agreements agreeing to a lock up period of three days.
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On May 1, 2023, we entered into securities purchase agreements with accredited investors relating to an offering and the sale of an aggregate of 6,200 shares of newly designated Series B Preferred Stock, an aggregate of 7,946 shares of Series B-1 Preferred Stock, and an aggregate of 150 shares of Series B-2 Preferred Stock, at a purchase price of $1,000 for each share of Preferred Stock. Certain of our executive officers and directors purchased shares of Series B-2 Preferred Stock in the offering. On May 5, 2023, we entered into securities purchase agreements with accredited investors, relating to an offering and the sale of an aggregate of 1,106 shares of newly designated Series B-3 Preferred Stock, at a purchase price of $1,000 for each share of Preferred Stock. As a result of the sale of the Preferred Stock, the aggregate gross proceeds to us from the offering are approximately $15.4 million.
Previous report
On May 1, 2023, we executed an agreement (the “Preferred Agreement”) with existing holders of our Series A-1 Convertible Preferred Stock. Pursuant to the Preferred Agreement, we agreed to issue such holders of Series A-1 Convertible Preferred Stock up to an aggregate of an additional 382,050 shares of common stock, in addition to the 1,273,499 shares of common stock issuable upon conversion of the Series A-1 Preferred Stock, in consideration for such holders agreeing not to convert their shares of Series A-1 Convertible Preferred Stock. Such shares of common stock are issuable on the following dates, assuming the Series A-1 Convertible Preferred Stock has not yet been converted: (i) up to an aggregate of 63,675 shares of Common Stock before July 1, 2023, if not converted for at least one quarter, (ii) up to an aggregate of 127,350 shares of Common Stock before October 1, 2023, if not converted for at least two quarters, (iii) up to an aggregate of 191,026 shares of Common Stock before January 1, 2024, if not converted for at least three quarters, (iv) up to an aggregate of 254,700 shares of Common Stock before April 1, 2024, if not converted for at least four quarters, and (v) up to an aggregate of 382,050 shares of Common Stock before July 1, 2024, if not converted for at least five quarters. The holders of Series A-1 Convertible Preferred Stock will not be entitled to receive any such shares if the issuance of such shares will exceed a non-waivable 19.99% ownership blocker.
Previous report
Cash Flows (dollar amountsin thousands)
Reworded paragraphs (27)
Previous wording
Liquidity and Capital Resources(amounts in thousands except for share and share amounts)
Current wording
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations** **(amounts in thousands except for share and share amounts)
Previous wording
Comparison of the three and nine months ended September 30, 2024, and September 30, 2023 (dollar amounts in thousands)
Current wording
Comparison of the three months ended March 31, 2025 and March 31, 2024 (dollar amounts in thousands)
Previous wording
During the three and nine months ended September 30, 2024, we recorded costs related to revenues in the amount of $3,546 and $10,371, compared to costs related to revenues of $2,908 and $10,884 during the three and nine months ended September 30, 2023, representing an increase of 21.9% and a decrease of 4.7% respectively. The increase in cost of revenues in the three months ended September 30, 2024, compared to the three months ended September 30, 2023 was mainly a result of the increase in the sales of hardware, inventory write-off and amortization of technology related to the
Current wording
During the three months ended March 31, 2025, we recorded costs related to revenues in the amount of $2,870, compared to costs related to revenues of $3,326 during the three months ended March 31, 2024, representing a decrease of 13.7%. The decrease was mainly a result of the decrease in amortization of technology and a reduction in payroll costs.
Previous wording
Cost of revenues consist mainly of cost of device production, employees’ salaries and related overhead costs, stock-based compensation, depreciation of production lines and related cost of equipment used in production, amortization of technologies, hosting costs, shipping and handling costs and inventory write-downs.
Current wording
Cost of revenues consists mainly of the cost of hardware and consumables production, employees’ salaries and related overhead costs, stock-based compensation, depreciation of production lines and related cost of equipment used in production, amortization of technologies, hosting costs, shipping and handling costs and inventory write-downs.
Previous wording
Gross profit for the three and nine months ended September 30, 2024, amounted to $3,877 (52.2% of revenues) and $9,065 (46.6% of revenues) compared to $610 (17.3% of revenues) and $5,852 (35% of revenues) during the three and nine months ended September 30, 2023. The increase in gross profit as a percentage of revenues for the three and nine months ended September 30, 2024, compared to the three and nine months ended September 30, 2023, resulted mainly from the increase in the revenues from the commercial channel mainly related to the acquisition of Twill.
Current wording
Gross profit for the three months ended March 31, 2025, amounted to $3,882 (57.5% of revenues) compared to $2,432 (42.2% of revenues) during the three months ended March 31, 2024. The increase in gross profit as a percentage of revenues resulted mainly from the increase in the revenues from our commercial channel and lower amortization of technology and payroll related expenses recorded in the cost of revenues. Gross profit for the three months ended March 31, 2025, excluding amortization of acquired technology was $4,757(70.5% of revenues) compared to $3,595 (62.4% of revenues) during the three months ended March 31, 2024.
Previous wording
Sales and marketing expenses consist mainly of employees’ salaries and related overhead costs, stock-based compensation, online marketing campaigns of our service offering, trade show expenses and marketing consultants, marketing expenses and subcontractors.
Current wording
Sales and marketing expenses consist mainly of employees’ salaries and related overhead costs, stock-based compensation, customer relationship intangible asset, online marketing campaigns of our service offering, trade show expenses and marketing consultants, marketing expenses and subcontractors.
Previous wording
Our general and administrative expenses consist mainly of employees’ salaries and related overhead costs, stock-based compensation, directors’ fees, legal and accounting fees, patent registration, expenses related to investor relations, as well as our office rent and related expenses.
Current wording
Our general and administrative expenses consist mainly of employees’ salaries and related overhead costs, stock-based compensation, directors’ fees, legal and accounting fees, acquisition related costs, patent registration, expenses related to investor relations, as well as our office rent and related expenses.
Previous wording
Financial expenses, net primarily consists of credit facility interest expense, interest income from cash balances, revaluation of warrants, revaluation of short-term investments, bank charges, lease liability and foreign currency translation differences.
Current wording
Financial income, net primarily consist of credit facility interest expense, interest income from cash balances, revaluation of warrants, revaluation of short-term investments and long-term loan, bank charges, lease liability and foreign currency translation differences.
Previous wording
Income from tax was $13 for the three months ended September 30, 2024, representing an increase of $13 as compared to $0 for the three months ended September 30, 2023. Our income tax for the nine months ended September 30, 2024, was $2,007 representing an increase of $2,007, compared to income tax of $0 for the nine months ended September 30, 2023. The increase in our income from tax was due to a change in the valuation allowance for deferred tax liability that resulted from the acquisition of Twill.
Current wording
Income tax expenses was $22 for the three months ended March 31, 2025, representing a decrease of $2,016 as compared to income from taxes of $1,994 for the three months ended March 31, 2024. The decrease in our income from tax was due to a reduction in the valuation allowance for deferred tax liability that resulted from the acquisition of Twill.
Previous wording
The factors described above resulted in net loss attributable to common stockholders for the three and nine months ended September 30, 2024, amounted to $14,608 and $28,721, respectively, compared to net loss attributable to common stockholders of $16,904 and $48,005 for the three and nine months ended September 30, 2023.
Current wording
The factors described above resulted in net loss attributable to common stockholders for the three months ended March 31, 2025, amounted to $14,066, compared to net loss attributable to common stockholders of $9,209 for the three months ended March 31, 2024.
Previous wording
To supplement our unaudited condensed consolidated financial statements presented in accordance with generally accepted accounting principles in the United States (“U.S. GAAP”) within this Quarterly Report on Form 10-Q, management provides certain non-GAAP financial measures (“NGFM”) of the Company’s financial results, including such amounts captioned: “net loss before interest, taxes, depreciation, and amortization” or “EBITDA”, and “Non-GAAP Adjusted Loss”, as presented herein below. Importantly, we note the NGFM measures captioned “EBITDA” and “Non-GAAP Adjusted Loss” are not recognized terms under U.S. GAAP, and as such, they are not a substitute for, considered superior to, considered separately from, nor as an alternative to, U.S. GAAP and /or the most directly comparable U.S. GAAP financial measures.
Current wording
To supplement our unaudited condensed consolidated financial statements presented in accordance with generally accepted accounting principles in the United States (“U.S. GAAP”) within this Quarterly Report on Form 10-Q, management provides certain non-GAAP financial measures (“NGFM”) of the Company’s financial results, including such amounts captioned: “Non-GAAP Adjusted Loss”, as presented herein below. Importantly, we note the NGFM measures captioned “Non-GAAP Adjusted Loss” is not recognized terms under U.S. GAAP, and as such, it is not a substitute for, considered superior to, considered separately from, nor as an alternative to, U.S. GAAP and /or the most directly comparable U.S. GAAP financial measures.
Previous wording
As of September 30, 2024, we had approximately $15,547 in cash and cash equivalents compared to $36,797 on December 31, 2023.
Current wording
As of March 31, 2025, we had approximately $27,854 in cash and cash equivalents compared to $27,764 on December 31, 2024.
Previous wording
We have experienced cumulative losses of $378,082 since inception (August 11, 2011) through September 30, 2024, and have a stockholders’ equity of $58,511 as of September 30, 2024. In addition, we have not completed our efforts to establish a stable recurring source of revenues sufficient to cover our operating costs and expect to continue to generate losses for the foreseeable future.
Current wording
We have experienced cumulative losses of $404,409 since inception (August 11, 2011) through March 31, 2025, and have a stockholders’ equity of $73,699 as of March 31, 2025. In addition, we have not completed our efforts to establish a stable recurring source of revenues sufficient to cover our operating costs and expect to continue to generate losses for the foreseeable future.
Previous wording
Since inception, we have financed our operations primarily through private placements and public offerings of our common stock and warrants to purchase shares of our common stock, receiving aggregate net proceeds totaling $264,601 and a credit facility of $25,564 as of September 30, 2024.
Current wording
Since inception, we have financed our operations primarily through private placements and public offerings of our common stock and warrants to purchase shares of our common stock, receiving aggregate net proceeds totaling $289,740 and a credit facility of $25,564 as of March 31, 2025.
Previous wording
On June 25, 2024, upon obtaining the vote of a majority of the holders of the relevant classes of preferred stock, we filed a Second Amended and Restated Certificate of Designation of Preferences, Rights and Limitations of the Company’s Series B Preferred Stock (the “Series B Certificate of Designation”) and Second Amended and Restated Certificate of Designation of Preferences, Rights and Limitations of the Company’s Series B-1 Preferred Stock, all with the Secretary of State of the State of Delaware (collectively, the “Certificates of Designation”).The Certificates of Designation were amended to (i) extend the mandatory conversion period from fifteen (15) to eighteen (18) months from the original issue date and (ii) increase the percentage of dividends the holders of Series B Certificate of Designation and Series B-1 Certificate of Designation will be entitled to receive by including a dividend of ten percent (10%) for the fifth full quarter from the closing date and a dividend of twenty five percent (25%) for the sixth quarter from the closing date.
Current wording
On June 25, 2024, upon obtaining the vote of a majority of the holders of the relevant classes of preferred stock, we filed a Second Amended and Restated Certificate of Designation of Preferences, Rights and Limitations of our Series B Preferred Stock (the “Series B Certificate of Designation”) and Second Amended and Restated Certificate of Designation of Preferences, Rights and Limitations of our Series B-1 Preferred Stock, all with the Secretary of State of the State of Delaware (collectively, the “Certificates of Designation”).The Certificates of Designation were amended to (i) extend the mandatory conversion period from fifteen (15) to eighteen (18) months from the original issue date and (ii) increase the percentage of dividends the holders of Series B Certificate of Designation and Series B-1 Certificate of Designation will be entitled to receive by including a dividend of ten percent (10%) for the fifth full quarter from the closing date and a dividend of twenty five percent (25%) for the sixth quarter from the closing date.
Previous wording
On September 11, 2024, upon obtaining the vote of a majority of the holders of the relevant class of preferred stock, we filed a Second Amended and Restated Certificate of Designation of Preferences, Rights and Limitations of the Company’s Series B-3 Preferred Stock with the Secretary of State of the State of Delaware (the “Series B-3 Certificate of Designation”). The Series B-3 Certificate of Designation was amended to (i) extend the mandatory conversion period from fifteen (15) to eighteen (18) months from the original issue date and (ii) increase the percentage of dividends the holders of Series B-3 Certificate of Designation will be entitled to receive by including a dividend of ten percent (10%) for the fifth full quarter from the closing date and a dividend of twenty five percent (25%) for the sixth quarter from the closing date.
Current wording
On September 11, 2024, upon obtaining the vote of a majority of the holders of the relevant class of preferred stock, we filed a Second Amended and Restated Certificate of Designation of Preferences, Rights and Limitations of our Series B-3 Preferred Stock with the Secretary of State of the State of Delaware (the “Series B-3 Certificate of Designation”). The Series B-3 Certificate of Designation was amended to (i) extend the mandatory conversion period from fifteen (15) to eighteen (18) months from the original issue date and (ii) increase the percentage of dividends the holders of Series B-3 Certificate of Designation will be entitled to receive by including a dividend of ten percent (10%) for the fifth full quarter from the closing date and a dividend of twenty five percent (25%) for the sixth quarter from the closing date.
Previous wording
On May 1, 2023, we entered intoa Loan and Security Agreement, and Supplement thereto (the “LSA”), by and between the us and our subsidiary, PsyInnovations Inc. (“PsyInnovations”), collectively as the borrowers (the “Borrowers”) and the Avenue Lenders. The LSA provides for a four-year secured credit facility in an aggregate principal amount of up to $40 million (the “Loan Facility”), of which $30 million was made available on the closing date (the “Initial Tranche”) and up to $10 million may be made available on the later of July 1, 2023 or the date the Avenue Lenders approve the issuance of the Discretionary Tranche. On May 1, 2023, we closed on the Initial Tranche, less certain fees and expenses payable to or on behalf of the Avenue Lenders. As a result of the execution of the LSA and the funding of the Initial Tranche, the Company satisfied its prior Credit Agreement it previously executed with OrbiMed, on June 9, 2022 and terminated the Credit Agreement with Orbimed.
Current wording
On May 1, 2023, we entered intoa Loan and Security Agreement, and Supplement thereto (the “LSA”), by and between the us and our subsidiary, PsyInnovations Inc. (“PsyInnovations”), collectively as the borrowers (the “Borrowers”) and the Avenue Lenders. The LSA provided for a four-year secured credit facility in an aggregate principal amount of up to $40 million (the “Loan Facility”), of which $30 million was made available on the closing date (the “Initial Tranche”) and up to $10 million (the “Discretionary Tranche”) would have been made available on the later of July 1, 2023 or the date the Avenue Lenders approved the issuance of the Discretionary Tranche. On May 1, 2023, we closed on the Initial Tranche, less certain fees and expenses payable to or on behalf of the Avenue Lenders.
Previous wording
All obligations under the LSA are guaranteed by our wholly owned subsidiary, Labstyle. All obligations under the LSA, and the guarantees of those obligations, are secured by substantially all of our, PsyInnovations’ and the guarantor's assets. Subject to certain milestones set forth in the LSA, the Borrowers shall make monthly payments to the Avenue Lenders of the interest at the then effective rate. If the Borrowers fail to meet the milestones set forth in the LSA,
Current wording
All obligations under the LSA were guaranteed by our wholly owned subsidiary, Labstyle. All obligations under the LSA, and the guarantees of those obligations, were secured by substantially all of our, PsyInnovations’ and the guarantor's assets. Subject to certain milestones set forth in the LSA, the Borrowers were required to make monthly payments to the Avenue Lenders of interest at the then effective rate. If the Borrowers failed to meet the milestones set forth in the LSA, the Borrowers would have been required to make monthly principal installments in advance in an amount sufficient to fully amortize the Loan Facility. The Borrowers were also required to repay amounts outstanding under the Loan Facility in full immediately upon an acceleration as a result of an event of default as set forth in the LSA.
Previous wording
During the term of the Loan Facility, interest payable in cash by the Borrowers shall accrue on any outstanding balance due under the Loan Facility at a rate per annum equal to the higher of (x) the sum of four one-half percent (4.50%) plus the prime rate as published in the Wall Street Journal and (y) twelve and one-half percent (12.50%). During an event of default, any outstanding amount under the Loan Facility will bear interest at a rate of 5.00% in excess of the otherwise applicable rate of interest. The Borrowers will pay certain fees with respect to the Loan Facility, including an upfront commitment fee, an administration fee and a prepayment premium, as well as certain other fees and expenses of the Avenue Lenders.
Current wording
During the term of the Loan Facility, interest payable in cash by the Borrowers accrued on any outstanding balance due under the Loan Facility at a rate per annum equal to the higher of (x) the sum of four one-half percent (4.50%) plus the prime rate as published in the Wall Street Journal and (y) twelve and one-half percent (12.50%). During an event of default, any outstanding amount under the Loan Facility was to bear interest at a rate of 5.00% in excess of the otherwise applicable rate of interest. The Borrowers were required to pay certain fees with respect to the Loan Facility, including an upfront commitment fee, an administration fee and a prepayment premium, as well as certain other fees and expenses of the Avenue Lenders.
Previous wording
On February 15, 2024, we entered into the First Amendment to Loan and Security Agreement and Supplement (the “Avenue Amendment”) with the Avenue Lenders. Pursuant to the Avenue Amendment, the parties agreed to include the Merger Sub and Twill as parties to our existing loan facility with the Avenue Lenders. In addition, the Avenue Amendment provides (i) that we will seek stockholder approval to reprice the warrants issued to the lenders on May 1, 2023 to permit an amendment to the exercise price of such warrants to the “minimum price” as defined by Nasdaq rules as of the closing of the Twill Agreement and (ii) permit the Avenue Lenders, subject to Nasdaq rules, to convert up to two million of the principal amount of its loan to us at a conversion price of $4.001 per share.
Current wording
On February 15, 2024, we entered into the First Amendment to Loan and Security Agreement and Supplement (the “Avenue Amendment”) with the Avenue Lenders. Pursuant to the Avenue Amendment, the parties agreed to include the Merger Sub and Twill as parties to our existing loan facility with the Avenue Lenders. In addition, the Avenue Amendment provided (i) that we will seek stockholder approval to reprice the warrants issued to the lenders on May 1, 2023 to permit an amendment to the exercise price of such warrants to the “minimum price” as defined by Nasdaq rules as of the closing of the Agreement and Plan of Merger (the “Twill Agreement”) that we executed on February 15, 2024, with Twill, Inc. (“Twill”), and (ii) permit the Avenue Lenders, subject to Nasdaq rules, to convert up to two million of the principal amount of its loan to us at a conversion price of $4.001 per share.
Previous wording
On June 25, 2024, the Company’s stockholders approved the Avenue Amendment and repricing of the Warrants to purchase up to 584,882 shares of Common Stock issued to the lenders on May 1, 2023 from an exercise price $3.334 per share, to $2.02 which was the “minimum price” as defined by Nasdaq rules as of the closing of the Twill Agreement and (ii) permit the lenders, subject to Nasdaq rules, to convert up to $2,000 of the principal amount of the outstanding Avenue Loan Facility into Borrower’s unrestricted shares of the Company’s Common Stock at a conversion price of $4.001.
Current wording
$2.02 which was the “minimum price” as defined by Nasdaq rules as of the closing of the Twill Agreement and (ii) permit the lenders, subject to Nasdaq rules, to convert up to $2,000 of the principal amount of the outstanding Avenue Loan Facility into Borrower’s unrestricted shares of our Common Stock at a conversion price of $4.001.
Previous wording
Pursuant to the LSA, the Company is obligated to maintain at least $5,000 of unrestricted cash in deposit accounts located in the United States.
Current wording
Pursuant to the LSA, we were obligated to maintain at least $5,000 of unrestricted cash in deposit accounts located in the United States. On April 30, 2025, the Loan Facility pursuant to the LSA was repaid in full.
Previous wording
On February 15, 2024, we entered into securities purchase agreements (each, a “Series C Purchase Agreement”) with accredited investors relating to an offering (the “Offering”) and the sale of an aggregate of (i) 17,307 shares of newly designated Series C Preferred Stock (the “Series C Preferred Stock”), and (ii) 4,000 shares of Series C-1 Preferred Stock (the “Series C-1 Preferred Stock”), at a purchase price of $1,000 for each share of Preferred Stock. In addition, on February 16, 2024, the Company entered into Series C Purchase Agreements with accredited investors relating to the Offering and the sale of an aggregate of 1,115 shares of Series C-2 Preferred Stock (the “Series C-2 Preferred Stock” and together with the Series C Preferred Stock and the Series C-1 Preferred Stock, the “Series C Preferred Stock”), at a purchase price of $1,000 for each share of Preferred Stock. As a result of the sale of the Series C Preferred Stock, the aggregate gross proceeds to the Company from the Offering were approximately $22,422,000. The closing of the Series C Preferred Stock, Series C-1 Preferred Stock and Series C-2 Preferred Stock occurred on or before February 21, 2024.
Current wording
Offering”) and the sale of an aggregate of (i) 17,307 shares of newly designated Series C Preferred Stock (the “Series C Preferred Stock”), and (ii) 4,000 shares of Series C-1 Preferred Stock (the “Series C-1 Preferred Stock”), at a purchase price of $1,000 for each share of Preferred Stock. In addition, on February 16, 2024, we entered into Series C Purchase Agreements with accredited investors relating to the Series C Offering and the sale of an aggregate of 1,115 shares of Series C-2 Preferred Stock (the “Series C-2 Preferred Stock” and together with the Series C Preferred Stock and the Series C-1 Preferred Stock, the “Series C Preferred Stock”), at a purchase price of $1,000 for each share of Preferred Stock. As a result of the sale of the Series C Preferred Stock, we received the aggregate gross proceeds from the Series C Offering of approximately $22,422,000. The closing of the Series C Preferred Stock, Series C-1 Preferred Stock and Series C-2 Preferred Stock occurred on or before February 21, 2024.
Previous wording
There are no assurances, that we will be able to obtain an adequate level of financial resources that are required for the long-term development and commercialization of our product offerings.
Current wording
no assurances, however, that we will be able to obtain an adequate level of financial resources that are required for the long-term development and commercialization of our product offerings.
Previous wording
Net cash used in operating activities was $31,830 for the nine months ended September 30, 2024, an increase of 38.2% compared to $23,038 used in operations for the same period in 2023. Cash used in operations increased mainly due to the increase in our operating expenses.
Current wording
Net cash used in operating activities was $6,673 for the three months ended March 31, 2025, a decrease of 49.4% compared to $13,110 used in operations for the same period in 2024. Cash used in operations decreased mainly due to the decrease in our operating expenses.
Previous wording
Net cash used in investing activities was $8,913 for the nine months ended September 30, 2024, compared to $464 net cash used in investing activities during the same period in 2023. The increase is mainly related to net fair value of assets acquired and liabilities assumed upon the acquisition of Twill during the nine months ended September 30, 2024, compared to the same period in 2023.
Current wording
Net cash used in investing activities was $31 for the three months ended March 31, 2025, compared to $8,852 net cash used in investing activities during the same period in 2024. The decrease is due to the acquisition of Twill during the three months ended March 31, 2024, compared to the same period in 2025.
Previous wording
Net cash derived from financing activities was $20,206 for the nine months ended September 30, 2024, compared to $18,253 net cash used by financing activities during the same period in 2023. The increase is mainly due to proceeds from the issuance of preferred shares in the nine months ended September 30, 2024, compared to the nine months ended September 30, 2023.
Current wording
Net cash derived from financing activities was $6,815 for the three months ended March 31, 2025, compared to $20,206 net cash used by financing activities during the same period in 2024. The decrease is mainly due to proceeds from the issuance of preferred shares in the three months ended March 31, 2025, compared to the three months ended March 31, 2024.
Rearranged current paragraphs (2)
Current report — wording carried from elsewhere
On June 25, 2024, our stockholders approved the Avenue Amendment and repricing of the Warrants to purchase up to 584,882 shares of Common Stock issued to the lenders on May 1, 2023 from an exercise price $3.334 per share, to
Current report — wording carried from elsewhere
On February 15, 2024, we entered into securities purchase agreements (each, a “Series C Purchase Agreement”) with accredited investors relating to an offering (the “Series C
Rearranged previous paragraphs (1)
Previous report — wording carried elsewhere
the Borrowers shall make monthly principal installments in advance in an amount sufficient to fully amortize the Loan. The Borrowers shall repay amounts outstanding under the Loan Facility in full immediately upon an acceleration as a result of an event of default as set forth in the LSA.