Airsculpt Technologies, Inc.

Previous wording

AirSculpt is an experienced national provider of body contouring procedures delivering a premium consumer experience. We provide custom body contouring using our proprietary AirSculpt® method that removes unwanted fat and tightens skin in a minimally invasive procedure, producing dramatic results. We deliver our AirSculpt® procedures through a nationwide footprint of 32 centers across 20 states, Canada and the United Kingdom as of August 1, 2025.

Current wording

AirSculpt is an experienced national provider of body contouring procedures delivering a premium consumer experience. We provide custom body contouring using our proprietary AirSculpt® method that removes unwanted fat and tightens skin in a minimally invasive procedure, producing dramatic results. We deliver our AirSculpt® procedures through a nationwide footprint of 31 centers across 20 states and Canada as of November 7, 2025.

Previous wording

For the three and six months ended June 30, 2025, we performed 3,392 and 6,468 cases, respectively, compared to 3,949 and 7,695 for the three and six months ended June 30, 2024, respectively. For the three and six months ended June 30, 2025, we generated approximately $44.0 million and $83.4 million of revenue, respectively, compared to $51.0 million and $98.6 million for the three and six months ended June 30, 2024, respectively. This represents approximately 14% decline in revenue for the three months ended June 30, 2025 over the same period in the prior year and approximately 15% decline in revenue for the six months ended June 30, 2025 over the same period in the prior year.

Current wording

For the three and nine months ended September 30, 2025, we performed 2,780 and 9,248 cases, respectively, compared to 3,277 and 10,972 for the three and nine months ended September 30, 2024, respectively. For the three and nine months ended September 30, 2025, we generated approximately $35.0 million and $118.4 million of revenue, respectively, compared to $42.5 million and $141.2 million for the three and nine months ended September 30, 2024, respectively. This represents approximately 18% decline in revenue for the three months ended September 30, 2025 over the same period in the prior year and approximately 16% decline in revenue for the nine months ended September 30, 2025 over the same period in the prior year.

Previous wording

In light of the decline in our revenue, we announced on March 14, 2025 an initiative to stabilize revenue growth through a number of strategic priorities, including:

Current wording

In light of the decline in our revenue, we announced on March 14, 2025 an ongoing initiative to stabilize revenue growth through a number of strategic priorities, including:

Previous wording

•optimizing our marketing investment by spending on techniques that have proven successful for us in the past using a returns-based approach and testing new areas such as online video, and other social marketing channels under the direction of our new Chief Digital Officer;

Current wording

•optimizing our marketing investment by spending on techniques that have proven successful for us in the past using a returns-based approach and testing new areas such as online video, and other social marketing channels under the direction of our Chief Digital Officer;

Previous wording

•improving our go-to-market and sales strategies under our new Chief Sales Officer who is dedicated to strengthening our consultative sales model with enhanced training, improving our sales processes, and providing a greater focus on increasing lead generation, consultations, and case conversion;

Current wording

•improving our go-to-market and sales strategies under our Chief Sales Officer who is dedicated to strengthening our consultative sales model with enhanced training, improving our sales processes, and providing a greater focus on increasing lead generation, consultations, and case conversion;

Previous wording

•enhancing our customer experience to ensure we consistently provide premium results, with initiatives that are in development and expected to roll out in the second half of fiscal year 2025 and into fiscal year 2026;

Current wording

•enhancing our customer experience to ensure we consistently provide premium results, with initiatives that were launched during the quarter ended September 30, 2025 and that the Company expects to roll out into fiscal year 2026;

Previous wording

For the three months ended June 30, 2025 and 2024, we define same-center case and revenue growth as the growth in each of our cases and revenue at facilities that were owned and operated during the three months ended June 30, 2025 and 2024, respectively. At facilities that were not owned or operated for the entirety of the prior year period, the current year period has been pro-rated to reflect only growth experienced during the portion of the three months ended June 30, 2025 in which such facilities were owned and operated during the three months ended June 30, 2024. We define same-center facilities and procedure rooms based on if a facility was owned or operated as of June 30, 2024.

Current wording

For the three months ended September 30, 2025 and 2024, we define same-center case and revenue growth as the growth in each of our cases and revenue at facilities that were owned and operated during the three months ended September 30, 2025 and 2024, respectively. At facilities that were not owned or operated for the entirety of the prior year period, the current year period has been pro-rated to reflect only growth experienced during the portion of the three months ended September 30, 2025 in which such facilities were owned and operated during the three months ended September 30, 2024. We define same-center facilities and procedure rooms based on if a facility was owned or operated as of September 30, 2024. Beginning September 30, 2025, we have excluded the London facility from all periods presented due to the closure of the facility.

Previous wording

For the six months ended June 30, 2025 and 2024, we define same-center case and revenue growth as the growth in each of our cases and revenue at facilities that were owned and operated during the six months ended June 30, 2025 and 2024, respectively. At facilities that were not owned or operated for the entirety of the prior year period, the current year period has been pro-rated to reflect only growth experienced during the portion of the six months ended June 30, 2025 in which such facilities were owned and operated during the six months ended June 30, 2024. We define same-center facilities and procedure rooms based on if a facility was owned or operated as of June 30, 2024.

Current wording

For the nine months ended September 30, 2025 and 2024, we define same-center case and revenue growth as the growth in each of our cases and revenue at facilities that were owned and operated during the nine months ended September 30, 2025 and 2024, respectively. At facilities that were not owned or operated for the entirety of the prior year period, the current year period has been pro-rated to reflect only growth experienced during the portion of the nine months ended September 30, 2025 in which such facilities were owned and operated during the nine months ended September 30, 2024. We define same-center facilities and procedure rooms based on if a facility was owned or operated as of September 30, 2024. Beginning September 30, 2025, we have excluded the London facility from all periods presented due to the closure of the facility.

Previous wording

We define Adjusted EBITDA as net (loss)/income excluding depreciation and amortization, net interest expense, income tax (benefit)/expense, restructuring and related severance costs, loss/(gain) on disposal of long-lived assets, and equity-based compensation.

Current wording

We define Adjusted EBITDA as net loss excluding depreciation and amortization, net interest expense, income tax (benefit)/expense, restructuring and related severance costs, loss on impairment of long-lived assets, settlement costs for non-recurring litigation, and equity-based compensation.

Previous wording

We define Adjusted Net Income as net (loss)/income excluding restructuring and related severance costs, loss/(gain) on disposal of long-lived assets, equity-based compensation and the tax effect of these adjustments.

Current wording

We define Adjusted Net Income as net loss excluding restructuring and related severance costs, loss on impairment of long-lived assets, settlement costs for non-recurring litigation, equity-based compensation and the tax effect of these adjustments.

Previous wording

We define Adjusted EBITDA Margin as Adjusted EBITDA as a percentage of revenue. We define Adjusted Net Income per Share as Adjusted Net Income divided by weighted average basic and diluted shares. We included Adjusted EBITDA Margin and Adjusted Net Income per Share because they are important measures on which our management assesses and believes investors should assess our operating performance. We consider Adjusted EBITDA Margin and Adjusted Net Income per Share to be important measures because they help illustrate underlying trends in our business and our historical operating performance on a more consistent basis.

Current wording

We define Adjusted EBITDA Margin as Adjusted EBITDA as a percentage of revenue. We define Adjusted Net Income per Share as Adjusted Net Income divided by weighted average basic and diluted shares. We included Adjusted EBITDA Margin and Adjusted Net Income per Share because they are important measures on which our management assesses and believes investors should assess our operating performance. We consider Adjusted EBITDA Margin and Adjusted Net

Previous wording

The following table reconciles Adjusted EBITDA and Adjusted EBITDA Margin to net (loss)/income, the most directly comparable GAAP financial measure:

Current wording

The following table reconciles Adjusted EBITDA and Adjusted EBITDA Margin to net loss, the most directly comparable GAAP financial measure:

Previous wording

The following table reconciles Adjusted Net Income and Adjusted Net Income per Share to net (loss)/income, the most directly comparable GAAP financial measure:

Current wording

The following table reconciles Adjusted Net (Loss)/Income and Adjusted Net (Loss)/Income per Share to net loss, the most directly comparable GAAP financial measure:

Previous wording

Revenue—Our revenue decreased $7.0 million, or 13.7%, compared to the same period in 2024. The decrease is primarily attributed to weaker than expected performance across the broader aesthetics industry.

Current wording

Revenue—Our revenue decreased $7.6 million, or 17.8%, compared to the same period in 2024. The decrease is primarily attributed to weaker than expected performance across the broader aesthetics industry.

Previous wording

Cost of Service—Our cost of services decreased $1.6 million, or 8.6%, compared to the same period in 2024. The percentage decrease in cost of service is driven by the decrease in cases compared to the same period in 2024. Cost of service was 39.1% and 36.9% as a percentage of revenue for the three months ended June 30, 2025 and 2024, respectively. This is primarily due to not being able to leverage certain fixed costs within cost of service like rent and certain nursing costs.

Current wording

Cost of Service—Our cost of services decreased $2.9 million, or 16.3%, compared to the same period in 2024. The percentage decrease in cost of service is driven by the decrease in cases compared to the same period in 2024. Cost of service was 42.5% and 41.8% as a percentage of revenue for the three months ended September 30, 2025 and 2024, respectively. This is primarily due to not being able to leverage certain fixed costs within cost of service like rent and certain nursing costs.

Previous wording

Selling, General and Administrative Expenses—Selling, general and administrative expenses decreased $11.6 million, or 33.9%, for the three months ended June 30, 2025 compared to the same period in 2024. This decrease relates to a $3.4 million reduction in advertising costs, $3.5 million decrease in stock compensation expense, as well as a $3.7 million reduction in severance costs. Selling, general and administrative expenses as a percent of revenue was at 51.5% and 67.2% for the three months ended June 30, 2025 and 2024, respectively.

Current wording

Selling, General and Administrative Expenses—Selling, general and administrative expenses decreased $6.0 million, or 23.4%, for the three months ended September 30, 2025 compared to the same period in 2024. This decrease relates to a $0.5 million reduction in advertising costs, $2.3 million decrease in stock compensation expense, $1.4 million reduction in legal and professional service costs, $0.6 million reduction in travel, as well as a $0.8 million reduction in legal settlement costs, offset by a $1.1 million increase in rent expense related to the accelerated amortization of the London facility right-of-use assets. Selling, general and administrative expenses as a percent of revenue was at 55.8% and 59.9% for the three months ended September 30, 2025 and 2024, respectively.

Previous wording

Selling expenses consist of advertising costs for social, digital and traditional marketing and sales and marketing personnel. Total selling expenses were approximately $9.9 million and $13.1 million for the three months ended June 30, 2025 and 2024, respectively. This decrease is primarily related to a decrease in advertising spend associated with brand awareness initiatives. Our customer acquisition costs were approximately $2,905 and $3,325 per customer in the three months ended June 30, 2025 and 2024, respectively. Selling expenses as a percentage of revenue may fluctuate from quarter to quarter based on the timing and scope of our initiatives and the related impact to our revenue. We have also paused de novo center and new procedure room openings, which is expected to have a favorable impact on selling expenses.

Current wording

Selling expenses consist of advertising costs for social, digital and traditional marketing and sales and marketing personnel. Total selling expenses were approximately $8.8 million and $9.6 million for the three months ended September 30, 2025 and 2024, respectively. This decrease is primarily related to a decrease in advertising spend associated with brand awareness initiatives. Our customer acquisition costs were approximately $3,145 and $2,900 per customer in the three months ended September 30, 2025 and 2024, respectively. Selling expenses as a percentage of revenue may fluctuate from quarter to quarter based on the timing and scope of our initiatives and the related impact to our revenue. We have also paused de novo center and new procedure room openings, which is expected to have a favorable impact on selling expenses.

Previous wording

General and administrative expenses include employee-related expenses, including salaries and related costs (excluding physician and clinical cost included in cost of service), equity-based compensation, technology, operations, finance, legal, corporate office rent and human resources. General and administrative expenses were approximately $12.8 million and $21.2 million for the three months ended June 30, 2025 and 2024, respectively. This decrease relates to a $3.5 million decrease in stock compensation expense. Additionally, the prior year period included $3.7 million in severance costs, with no comparable expense in the current period. We have also implemented a cost reduction program that is estimated to eliminate approximately $3.0 million in annual overhead costs and contracted expenses.

Current wording

General and administrative expenses include employee-related expenses, including salaries and related costs (excluding physician and clinical cost included in cost of service), equity-based compensation, technology, operations, finance, legal, corporate office rent and human resources. General and administrative expenses were approximately $10.8 million and $15.9 million for the three months ended September 30, 2025 and 2024, respectively. This decrease relates to a $2.3 million decrease in stock compensation expense and $1.4 million decrease in legal and professional service costs. We have also implemented a cost reduction program that was estimated to eliminate approximately $3.0 million in annual overhead costs and contracted expenses during fiscal year 2025.

Previous wording

Depreciation and Amortization—Depreciation and amortization increased to approximately $3.2 million for the three months ended June 30, 2025 compared to $2.9 million for the same period in 2024. This increase is the result of having five additional de novo centers during the three months ended June 30, 2025 as compared to the 2024 period.

Current wording

Depreciation and Amortization—Depreciation and amortization increased to approximately $3.2 million for the three months ended September 30, 2025 compared to $3.0 million for the same period in 2024. This increase is the result of having five additional de novo centers during the three months ended September 30, 2025 as compared to the 2024 period.

Previous wording

Interest Expense, net—Interest expense was $1.6 million and $1.5 million for the three months ended June 30, 2025 and 2024, respectively.

Current wording

Interest Expense, net—Interest expense was $1.4 million and $1.6 million for the three months ended September 30, 2025 and 2024, respectively.

Previous wording

Income Tax Expense— Our effective tax rate is 23.8% and 50.6% for the three months ended June 30, 2025 and 2024, respectively. The main driver of the difference between the effective and statutory rate is non-deductible executive compensation under Section 162(m) of the Internal Revenue Code.

Current wording

Income Tax Expense— Our effective tax rate was 14.7% and (13.8)% for the three months ended September 30, 2025 and 2024, respectively. The main driver of the difference between the effective and statutory rate is non-deductible executive compensation under Section 162(m) of the Internal Revenue Code.

Previous wording

Revenue—Our revenue decreased $15.2 million, or 15.5%, compared to the same period in 2024. The decrease is primarily attributed to weaker than expected performance across the broader aesthetics and high-end retail industries.

Current wording

Revenue—Our revenue decreased $22.8 million, or 16.1%, compared to the same period in 2024. The decrease is primarily attributed to weaker than expected performance across the broader aesthetics and high-end retail industries.

Previous wording

Cost of Service—Our cost of service decreased $3.7 million, or 10.1%, compared to the six months ended June 30, 2024. The percentage decrease in cost of service is driven by the decrease in cases compared to the same period in 2024. Cost of service was 39.8% and 37.4% as a percentage of revenue for the twelve months ended June 30, 2025 and 2024, respectively. The percentage increase is primarily due to the decline in revenue and not being able to leverage certain fixed costs within cost of service such as rent and certain nursing costs.

Current wording

Cost of Service—Our cost of service decreased $6.6 million, or 12.1%, compared to the nine months ended September 30, 2024. The percentage decrease in cost of service is driven by the decrease in cases compared to the same period in 2024. Cost of service was 40.6% and 38.7% as a percentage of revenue for the twelve months ended September 30, 2025 and 2024, respectively. The percentage increase is primarily due to the decline in revenue and not being able to leverage certain fixed costs within cost of service such as rent and certain nursing costs.

Previous wording

Selling expenses consist of advertising costs for social, digital and traditional marketing and sales and marketing personnel. Total selling expenses were approximately $19.5 million and $24.3 million for the six months ended June 30, 2025 and 2024, respectively. This decrease is primarily related to a decrease in advertising spend associated with brand awareness initiatives. Our customer acquisition costs were approximately $3,010 and $3,165 per customer in the six months ended June 30, 2025 and 2024, respectively. Additionally, selling expenses as a percentage of revenue may fluctuate from quarter to quarter based on the timing and scope of our initiatives and the related impact to our revenue. We have also paused de novo center and new procedure room openings, which is expected to have a favorable impact on selling expenses.

Current wording

Selling expenses consist of advertising costs for social, digital and traditional marketing and sales and marketing personnel. Total selling expenses were approximately $28.2 million and $34.0 million for the nine months ended September 30, 2025 and 2024, respectively. This decrease is primarily related to a decrease in advertising spend associated with brand awareness initiatives. Our customer acquisition costs were approximately $3,050 and $3,095 per customer in the nine months ended September 30, 2025 and 2024, respectively. Additionally, selling expenses as a percentage of revenue may fluctuate from quarter to quarter based on the timing and scope of our initiatives and the related impact to our revenue. We have also paused de novo center and new procedure room openings, which is expected to have a favorable impact on selling expenses.

Previous wording

General and administrative expenses include employee-related expenses, including salaries and related costs (excluding physician and clinical cost included in cost of service), equity-based compensation, technology, operations, finance, legal, corporate office rent and human resources. General and administrative expense were approximately $25.0 million and $25.7 million for the six months ended June 30, 2025 and 2024, respectively. We have also implemented a cost reduction program that is estimated to eliminate approximately $3.0 million in annual overhead costs and contracted expenses.

Current wording

General and administrative expenses include employee-related expenses, including salaries and related costs (excluding physician and clinical cost included in cost of service), equity-based compensation, technology, operations, finance, legal, corporate office rent and human resources. General and administrative expense were approximately $35.7 million and $41.5 million for the nine months ended September 30, 2025 and 2024, respectively. This decrease relates to reductions in severance, legal and professional service costs, legal settlement costs, and travel, offset by a $1.0 million increase in rent expense related to the accelerated amortization of the London facility right-of-use asset. Many of these improvements are the result of a cost reduction program that was estimated to eliminate approximately $3.0 million in annual overhead costs and contracted expenses during fiscal year 2025.

Previous wording

Depreciation and Amortization—Depreciation and amortization increased to approximately $6.5 million for the six months ended June 30, 2025 compared to $5.7 million for the same period in 2024. This increase is the result of having five additional de novo centers during the six months ended June 30, 2025 as compared to the 2024 period.

Current wording

Depreciation and Amortization—Depreciation and amortization increased to approximately $9.7 million for the nine months ended September 30, 2025 compared to $8.7 million for the same period in 2024. This increase is the result of having five additional de novo centers during the nine months ended September 30, 2025 as compared to the 2024 period.

Previous wording

Interest Expense, net—Interest expense increased to $3.2 million from $3.0 million for the six months ended June 30, 2025 and 2024, respectively.

Current wording

Interest Expense, net—Interest expense increased to $4.6 million from $4.6 million for the nine months ended September 30, 2025 and 2024, respectively.

Previous wording

Income Tax Expense—Our effective tax rate is 13.8% and 5.4% for the six months ended June 30, 2025 and 2024, respectively. The main driver of the difference between the effective and statutory rate is non-deductible executive compensation under Section 162(m) of the Internal Revenue Code.

Current wording

Income Tax Expense—Our effective tax rate was 14.5% and (38.5)% for the nine months ended September 30, 2025 and 2024, respectively. The main driver of the difference between the effective and statutory rate is non-deductible executive compensation under Section 162(m) of the Internal Revenue Code.

Previous wording

We principally rely on cash flows from operations as our primary source of liquidity and, if needed, up to $5.0 million in revolving loans under our revolving credit facility. In March 2025, we filed a Registration Statement on Form S-3 (File No. 333-285825) which covers the offering, issuance and sale, for an aggregate initial offering price not to exceed $100.0 million, of shares of common stock and preferred stock; debt securities; warrants to purchase common stock, preferred stock and/or debt securities; and units. We also commenced an at-the-market offering program, with Leerink Partners LLC (“Leerink”) acting as sales agent. This at-the-market offering program provides us with additional access to capital, as needed, subject to market conditions.

Current wording

We principally rely on cash flows from operations as our primary source of liquidity and, if needed, up to $5.0 million in revolving loans under our revolving credit facility, subject to minimum liquidity draw requirements. In March 2025, we filed a Registration Statement on Form S-3 (File No. 333-285825) which covers the offering, issuance and sale, for an aggregate initial offering price not to exceed $100.0 million, of shares of common stock and preferred stock; debt securities; warrants to purchase common stock, preferred stock and/or debt securities; and units. We also commenced an at-the-market offering program, with Leerink Partners LLC (“Leerink”) acting as sales agent. This at-the-market offering program provides us with additional access to capital, as needed, subject to market conditions.

Previous wording

Our primary cash needs are for payroll, marketing and advertisements, rent, debt service, as well as information technology and infrastructure, including our corporate office. Our cash flows are closely tied to the receipt of patient payments, and we have experienced revenue declines in the most recent year due to a decline in overall cases performed. In response, we have implemented initiatives to improve revenue growth, engaged in a cost reduction program that is estimated to eliminate approximately $3.0 million in annual overhead costs and contracted expenses, and paused de novo center and new procedure room openings. These initiatives may not realize anticipated benefits or savings from one or more of the various strategies and cost-savings initiatives undertaken as part of these efforts in full or in part or within the time periods expected. We also may not realize the increase in sales related to these initiatives. Our ability to improve operating results depends upon a significant number of factors, some of which are beyond our control. If we are unable to realize the anticipated savings or benefits, or otherwise fail to implement the growth strategies, the business operating results and liquidity may be adversely affected.

Current wording

Our primary cash needs are for payroll, marketing and advertisements, rent, debt service, as well as information technology and infrastructure, including our corporate office. Our cash flows are closely tied to the receipt of patient payments, and we have experienced revenue declines in the most recent year due to a decline in overall cases performed. In response, we have implemented initiatives to improve revenue growth, engaged in a cost reduction program that was estimated to eliminate approximately $3.0 million in annual overhead costs and contracted expenses during fiscal year 2025, and paused de novo center and new procedure room openings. These initiatives may not realize anticipated benefits or savings from one or more of the various strategies and cost-savings initiatives undertaken as part of these efforts in full or in part or within the time periods expected. We also may not realize the increase in sales related to these initiatives. Our ability to improve operating results depends upon a significant number of factors, some of which are beyond our control. If we are unable to realize the anticipated savings or benefits, or otherwise fail to implement the growth strategies, the business operating results and liquidity may be adversely affected.

Previous wording

As of June 30, 2024, we had $9.9 million in cash and cash equivalents and an available amount of $5.0 million under our revolving credit facility. We did not have any letters of credit outstanding as of June 30, 2024.

Current wording

As of September 30, 2025, we had $5.4 million in cash and cash equivalents and an available amount of $5.0 million under our revolving credit facility. We did not have any letters of credit outstanding as of September 30, 2025.

Previous wording

As of June 30, 2025, we had $8.2 million in cash and cash equivalents and an available amount of $5.0 million under our revolving credit facility. We do not have any letters of credit outstanding as of June 30, 2025.

Current wording

As of September 30, 2024, we had $6.0 million in cash and cash equivalents and an available amount of $5.0 million under our revolving credit facility. We did not have any letters of credit outstanding as of September 30, 2024.

Previous wording

The primary source of our operating cash flow is the collection of patient payments received prior to performing surgical procedures. For the six months ended June 30, 2025, our operating cash flow decreased by $1.0 million compared to the same period in 2024. The decrease is primarily attributed to weaker than expected revenue performance during the six months ended June 30, 2025 as compared to the prior year period. At June 30, 2025, we had a working capital deficit of $(9.4) million compared to $(11.5) million at December 31, 2024.

Current wording

The primary source of our operating cash flow is the collection of patient payments received prior to performing surgical procedures. For the nine months ended September 30, 2025, our operating cash flow decreased by $3.0 million compared to the same period in 2024. The decrease is primarily attributed to weaker than expected revenue performance during the nine months ended September 30, 2025 as compared to the prior year period. At September 30, 2025, we had a working capital deficit of $(11.9) million compared to $(11.5) million at December 31, 2024.

Previous wording

Net cash used in investing activities for the six months ended June 30, 2025 and 2024 was $2.2 million and $5.6 million, respectively. Investing activities in the six months ended June 30, 2025 relate primarily to final payments on our White Plains, NY location that opened in December 2024 and maintenance capital expenditure. Investing activities during the six months ended June 30, 2024 were attributable to the preparation for the opening of our 2024 de novo locations.

Current wording

Net cash used in investing activities for the nine months ended September 30, 2025 and 2024 was $2.3 million and $10.5 million, respectively. Investing activities in the nine months ended September 30, 2025 relate primarily to final payments on our White Plains, NY location that opened in December 2024 and maintenance capital expenditure. Investing activities during the nine months ended September 30, 2024 were attributable to the preparation for the opening of our 2024 de novo locations.

Previous wording

Net cash used in financing activities during the six months ended June 30, 2025 was $3.7 million. During the six months ended June 30, 2025, we received net proceeds of $14.0 million from an underwritten public offering, made principal payments on our debt of $12.0 million, payments for debt modification of $0.2 million and made payments of taxes withheld through vested equity-based compensation of $0.1 million.

Current wording

Net cash used in financing activities during the nine months ended September 30, 2025 was $6.1 million. During the nine months ended September 30, 2025, we received net proceeds of $14.0 million from an underwritten public offering, made principal payments on our debt of $12.9 million, payments for debt modification of $0.3 million and made payments of taxes withheld through vested equity-based compensation of $0.1 million.

Previous wording

Net cash used in financing activities for the six months ended June 30, 2024 was $1.6 million. For the six months ended June 30, 2024, we made principal payments on our debt of $1.1 million and made payments of taxes withheld through vested equity-based compensation of $0.4 million.

Current wording

Net cash used in financing activities for the nine months ended September 30, 2024 was $2.4 million. For the nine months ended September 30, 2024, we made principal payments on our debt of $1.6 million and made payments of taxes withheld through vested equity-based compensation of $0.5 million.

Previous wording

In the three and six months ended June 30, 2025, we sold the following quantities of our common stock pursuant to the ATM Agreement for total net proceeds of approximately $251 thousand and $264 thousand:

Current wording

During the three and nine months ended September 30, 2025, we sold the following quantities of our common stock pursuant to the ATM Agreement for total net proceeds of approximately $0 and $264 thousand:

Previous wording

The carrying value of our total indebtedness was $57.7 million and $74.7 million, which includes unamortized deferred financing costs and issuance discount of $1.0 million and $1.0 million, and funds drawn on the revolving credit facility of $0.0 million and $5.0 million, as of June 30, 2025 and December 31, 2024, respectively.

Current wording

The carrying value of our total indebtedness was $56.9 million and $74.7 million, which includes unamortized deferred financing costs and issuance discount of $1.0 million and $1.0 million, and funds drawn on the revolving credit facility of $0.0 million and $5.0 million, as of September 30, 2025 and December 31, 2024, respectively.

Previous wording

On September 13, 2024, the Company amended the Credit Agreement to modify certain financial condition covenants and the applicable margins. As such, for the period of September 13, 2024 through June 30, 2025, the applicable per annum margin is 2.5% or 3.5% for base rate or SOFR, respectively, if the Company's total leverage ratio is equal to or greater than 2.0x. If the Company's total leverage ratio is equal to or greater than 1.0x and less than 2.0x, the applicable per annum margin is 2.0% or 3.0% for base rate or SOFR, respectively. If the Company's total leverage ratio is below 1.0x, the applicable per annum margin is 1.5% or 2.5% for base rate or SOFR, respectively. As of June 30, 2025, the interest rate was 7.83%.

Current wording

On September 13, 2024, the Company amended the Credit Agreement to modify certain financial condition covenants and the applicable margins. As such, for the period of September 13, 2024 through June 30, 2025, the applicable per annum margin was 2.5% or 3.5% for base rate or SOFR, respectively, if the Company's total leverage ratio was equal to or greater than 2.0x. If the Company's total leverage ratio was equal to or greater than 1.0x and less than 2.0x, the applicable per annum margin was 2.0% or 3.0% for base rate or SOFR, respectively. If the Company's total leverage ratio was below 1.0x, the applicable per annum margin was 1.5% or 2.5% for base rate or SOFR, respectively.

Previous wording

On March 12, 2025, the Company entered the Third Amendment. Under the terms of the Third Amendment, the parties thereto agreed to modify certain financial condition covenants made by the Company under the term loan and revolving credit facility, such that (i) the Consolidated Fixed Charge Coverage Ratio (as defined in the Credit Agreement) of the Company and its subsidiaries as of the last day of the fiscal quarters ending March 31, 2025 and June 30, 2025 must be no less than 0.50x and 1.10x, respectively, and no less than 1.25x on the last day of the fiscal quarters ending September 30, 2025 and thereafter, instead of 1.10x as of March 31, 2025 and 1.25x as of June 30, 2025 and thereafter, as previously set forth in the Credit Agreement; (ii) the Consolidated Leverage Ratio (as defined in the Credit Agreement) of the Company and its subsidiaries as of the last day of the fiscal quarters ending March 31, 2025, June 30, 2025, September 30, 2025, December 31, 2025 and March 31, 2026, must not exceed 4:25x, 3.50x 3.25x, 3.25x, and 2.75x, respectively, and the Consolidated Leverage Ratio as of the last day of each fiscal quarter thereafter must not exceed 2.25x, instead of 3.25x as of March 31, 2025, 2.75x as of June 30, 2025, and 2.25x thereafter, as previously set forth in the Credit Agreement; (iii) the Company and its subsidiaries will be required to maintain minimum Liquidity (as defined in the Credit Agreement) of not less than (A) $3.0 million as of the last day of the month ending March 31, 2025, (B) $5.0 million as of the last day of the month ending April 30, 2025, and (C) $7.5 million as of the last day of the months ending May 31, 2025 and thereafter (or the last day of each fiscal quarter thereafter upon the satisfaction of certain financial tests described therein); and (iv) new liquidity and financial reporting requirements have been added.

Current wording

On March 12, 2025, the Company entered into the Third Amendment to the Credit Agreement (the "Third Amendment"). Under the terms of the Third Amendment, the parties thereto agreed to modify certain financial condition covenants made by the Company under the term loan and revolving credit facility, such that (i) the Consolidated Fixed Charge Coverage Ratio (as defined in the Credit Agreement) of the Company and its subsidiaries as of the last day of the fiscal quarters ending March 31, 2025 and June 30, 2025 must be no less than 0.50x and 1.10x, respectively, and no less than 1.25x on the last day of the fiscal quarters ending September 30, 2025 and thereafter, instead of 1.10x as of March 31, 2025 and 1.25x as of June 30, 2025 and thereafter, as previously set forth in the Credit Agreement; (ii) the Consolidated Leverage Ratio (as defined in the Credit Agreement) of the Company and its subsidiaries as of the last day of the fiscal quarters ending March 31, 2025, June 30, 2025, September 30, 2025, December 31, 2025 and March 31, 2026, must not exceed 4.25x, 3.50x 3.25x, 3.25x, and 2.75x, respectively, and the Consolidated Leverage Ratio as of the last day of each fiscal quarter thereafter must not exceed 2.25x, instead of 3.25x as of March 31, 2025, 2.75x as of June 30, 2025, and 2.25x thereafter, as previously set forth in the Credit Agreement; (iii) the Company and its subsidiaries will be required to maintain minimum Liquidity (as defined in the Credit Agreement) of not less than (A) $3.0 million as of the last day of the month ending March 31, 2025, (B) $5.0 million as of the last day of the month ending April 30, 2025, and (C) $7.5 million as of the last day of the months ending May 31, 2025 and thereafter (or the last day of each fiscal quarter thereafter upon the satisfaction of certain financial tests described therein); and (iv) new liquidity and financial reporting requirements have been added.