0001522860FALSE00015228602024-08-082024-08-08

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
_________________________________________
FORM 8-K
_________________________________________
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): August 8, 2024
_________________________________________
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Acutus Medical, Inc.
(Exact name of Registrant as Specified in Its Charter)
_________________________________________
Delaware001-3943045-1306615
(State or Other Jurisdiction
of Incorporation)
(Commission File Number)
(IRS Employer
Identification No.)
2210 Faraday Ave., Suite 100
Carlsbad, CA
92008
(Address of Principal Executive Offices)(Zip Code)
Registrant’s Telephone Number, Including Area Code: (442) 232-6080
Not Applicable
(Former Name or Former Address, if Changed Since Last Report)
_________________________________________
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
o
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
oSoliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
oPre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
oPre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of Each ClassTrading Symbol(s)Name of Each Exchange on Which Registered
Common Stock, par value $0.001AFIBN/A
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).
Emerging growth company ☒
1

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o


Item 2.02. Results of Operations and Financial Condition.

On August 8, 2024, the Company issued a press release announcing its financial results for the quarter ended June 30, 2024. A copy of this press release is attached as Exhibit 99.1 to this current report on Form 8-K.

The information under Item 2.02 in this current report on Form 8-K and the related information in the exhibit attached hereto shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended (the “Securities Act”) or the Exchange Act, regardless of any general incorporation language in such filing.

Item 9.01.    Financial Statements and Exhibits.
(d)Exhibits
Exhibit
Number
Description
99.1
Press release dated August 8, 2024
104.0Cover Page Interactive Data File (embedded within the Inline XBRL document)



SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
Acutus Medical, Inc.
Date: August 8, 2024By:
/s/ Takeo Mukai
Takeo Mukai
Chief Executive Officer

2
Press ReleaseExhibit 99.1
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Acutus Medical Reports Second Quarter and Year-To-Date 2024 Financial Results

CARLSBAD, Calif., August 8, 2024 (GLOBE NEWSWIRE) — Acutus Medical, Inc. (“Acutus” or the “Company”) (OTC: AFIB) today reported results for the second quarter and year-to-date of 2024.
Recent Highlights:

•Second quarter revenue from Continuing Operations of $4.1 million grew 172% year-over-year, from $1.5 million in the same quarter last year.

•Operating expenses for continuing operations were $2.2 million, a reduction of 47% compared to the same period last year.

•Recorded $2.9 million in gain on sale of business, an increase of 38% compared to the same period last year.

•Cash, cash equivalents, marketable securities and restricted cash were $13.3 million as of June 30, 2024.

Second Quarter 2024 Financial Results
Revenue from Continuing Operations was $4.1 million for the second quarter of 2024, an increase of 172% compared to $1.5 million for the second quarter of 2023.

Gross margin on a GAAP basis for continuing operations was negative 8% for the second quarter of 2024 compared to negative 67% for the same quarter last year. The improvement was driven by higher production volumes related to left-heart access manufacturing and reduced manufacturing overhead expenses.

Operating expenses for continuing operations on a GAAP basis were $2.2 million for the second quarter of 2024 compared to $4.2 million for the same period last year. The decrease in operating expenses from reduced discretionary spend under this new business model.

Net loss on continuing operations on a GAAP basis was $0.4 million for the second quarter of 2024 and net loss per share was $0.01 on a weighted average basic and diluted outstanding share count of 29.7 million, compared to a net loss of $4.2 million and a net loss per share of $0.15 on a weighted average basic and diluted outstanding share count of 29.0 million for the same period last year.

Cash, cash equivalents, marketable securities and restricted cash were $13.3 million as of June 30, 2024.

Loss on Discontinued Operations
Loss on discontinued operations was $0.6 million for second quarter of 2024, compared to $ 26.1 million for the same period last year.

Outlook
Due to the announced plan to realign resources to support the left-heart access distribution business and exit from the electrophysiology mapping and ablation businesses, the Company will no longer provide financial guidance.

About Acutus
Acutus is focused on the production of left-heart access products under its distribution agreement with Medtronic, Inc. Founded in 2011, Acutus is based in Carlsbad, California.

Caution Regarding Forward-Looking Statements
This press release includes statements that may constitute “forward-looking” statements, usually containing the words 'believe", "estimate", "project", "expect" or similar expressions. Forward looking statements inherently involve

    
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risks and uncertainties that could cause actual results to differ materially from forward-looking statements.
Factors that would cause or contribute to such differences include, but are not limited to, the Company’s ability to continue to manage expenses and cash burn rate at sustainable levels, successful completion of the Company’s restructuring plan, continued acceptance of the Company’s left-heart access products in the marketplace, the effect of global economic conditions on the ability and willingness of Medtronic to purchase the Company’s left-heart access products and the timing of such purchases, competitive factors, changes resulting from healthcare policy in the United States and globally including changes in government reimbursement of procedures, dependence upon third-party vendors and distributors, timing of regulatory approvals, the Company’s ability to maintain its listing on Nasdaq, and other risks discussed in the Company’s periodic and other filings with the Securities and Exchange Commission. By making these forward-looking statements, Acutus undertakes no obligation to update these statements for revisions or changes after the date of this release, except as required by law.

Investor Contact:
Chad Hollister
Acutus Medical, Inc.
investors@acutus.com


    
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Acutus Medical, Inc.
Consolidated Balance Sheets
June 30,
2024		December 31,
2023
(in thousands, except share and per share amounts)(unaudited)
ASSETS
Current assets:
Cash and cash equivalents$13,327 $19,170 
Marketable securities, short-term— 3,233 
Restricted cash, short-term— 7,030 
Accounts receivable9,235 11,353 
Inventory5,213 4,278 
Prepaid expenses and other current assets507 678 
Current assets of discontinued operations (Note 3)175 510 
Total current assets28,457 46,252 
Property and equipment, net808 825 
Right-of-use assets, net2,831 3,189 
Other assets94 94 
Non-current assets of discontinued operations (Note 3)3,284 3,600 
Total assets$35,474 $53,960 
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Accounts payable1,683 2,761 
Accrued liabilities1,609 2,887 
Operating lease liabilities, short-term886 718 
Long-term debt, current portion7,055 1,864 
Warrant liability128 409 
Current liabilities of discontinued operations (Note 3)1,017 10,303 
Total current liabilities12,378 18,942 
Operating lease liabilities, long-term2,771 3,243 
Long-term debt25,130 32,654 
Total liabilities40,279 54,839 
Commitments and contingencies (Note 11)
Stockholders' deficit
Preferred stock, $0.001 par value; 5,000,000 shares authorized as of June 30, 2024 and December 31, 2023; 6,666 shares of the preferred stock, designated as Series A Common Equivalent Preferred Stock, are issued and outstanding as of June 30, 2024 and December 31, 2023
— — 
Common stock, $0.001 par value; 260,000,000 shares authorized as of June 30, 2024 and December 31, 2023; 29,775,630 and 29,313,667 shares issued and outstanding as of June 30, 2024 and December 31, 2023, respectively
30 29 
Additional paid-in capital598,542 599,935 
Accumulated deficit(602,511)(599,977)
Accumulated other comprehensive loss(866)(866)
Total stockholders' deficit(4,805)(879)
Total liabilities and stockholders' deficit$35,474 $53,960 


    
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Acutus Medical, Inc.
Consolidated Statements of Operations and Comprehensive Loss
Three Months Ended June 30,Six Months Ended June 30,
2024202320242023
(in thousands, except share and per share amounts)(unaudited)
Revenue$4,127 $1,515 $7,752 $2,757 
Cost of products sold4,470 2,527 8,1254,638
Gross profit (loss)(343)(1,012)(373)(1,881)
Operating expenses (income):
Research and development— 917 — 1,855 
Selling, general and administrative2,225 3,280 5,562 7,752 
Change in fair value of contingent consideration— (77)— 123 
Gain on sale of business(2,869)(2,072)(5,661)(3,279)
Total operating expenses (income)(644)2,048 (99)6,451 
Gain (loss) from operations301 (3,060)(274)(8,332)
Other income (expense):
Change in fair value of warrant liability564 (604)281 842 
Interest income207 824 488 1,676 
Interest expense(1,510)(1,395)(2,988)(2,701)
    Other revenue76 — 76 — 
Total other expense, net(663)(1,175)(2,143)(183)
Loss from continuing operations before income taxes(362)(4,235)(2,417)(8,515)
Net loss from continuing operations(362)(4,235)(2,417)(8,515)
Discontinued operations:
Loss from discontinued operations before taxes(552)(14,111)(107)(26,146)
Income tax expense - discontinued operations— — (10)— 
Net loss from discontinued operations(552)(14,111)(117)(26,146)
Net loss$(914)$(18,346)$(2,534)$(34,661)
Other comprehensive loss
Unrealized loss (gain) on marketable securities— (8)— 4 
Foreign currency translation adjustment— (85)— (26)
Comprehensive loss$(914)$(18,439)$(2,534)$(34,683)
Net loss earnings per share, basic & diluted:
Loss from continuing operations$(0.01)$(0.15)$(0.08)$(0.29)
Loss from discontinued operations$(0.02)$(0.49)$—$(0.90)
Net loss per common share$(0.03)$(0.63)$(0.09)$(1.20)
Weighted average shares outstanding, basic and diluted29,721,54229,039,73229,727,87228,902,808


    
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Acutus Medical, Inc.
Consolidated Statements of Cash Flows
Six Months Ended June 30,
20242023
(in thousands)(unaudited)
Cash flows from operating activities
Net loss$(2,534)$(34,661)
      Less: (Gain) loss from discontinued operations117 26,146 
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation expense162 231 
Non-cash stock-based compensation expense331 1,022 
Accretion of discounts on marketable securities, net(28)(1,037)
Amortization of debt issuance costs292 212 
Amortization of operating lease right-of-use assets358 339 
Gain on sale of business, net(5,661)(3,279)
Change in fair value of warrant liability(281)(842)
Loss on disposal of property and equipment— 515 
Change in fair value of contingent consideration— 123 
Changes in operating assets and liabilities:
Accounts receivable(2,322)(1,046)
Inventory(935)(1,474)
Employer retention credit receivable— 4,703 
Prepaid expenses and other current assets182 126 
Accounts payable(1,078)(210)
Accrued liabilities(1,453)(1,629)
Operating lease liabilities(304)(277)
Other long-term liabilities— 8 
Net cash used in operating activities - continuing operations(13,154)(11,030)
Net cash used in operating activities - discontinued operations(10,750)(20,067)
Net cash used in operating activities(23,904)(31,097)
Cash flows from investing activities
Proceeds from sale of business10,276 17,000 
Purchases of available-for-sale marketable securities— (33,880)
Sales of available-for-sale marketable securities500 — 
Maturities of available-for-sale marketable securities2,750 48,250 
Purchases of property and equipment(143)(777)
Net cash provided by investing activities - continuing operations13,383 30,593 
Net cash provided by (used in) investing activities - discontinued operations316 (207)
Net cash provided by investing activities13,699 30,386 
Cash flows from financing activities
Repayment of debt(2,625)— 
Proceeds from the exercise of stock options— 4 
Repurchase of common shares to pay employee withholding taxes— (23)
Proceeds from employee stock purchase plan— 25 
Net cash provided by financing activities - continuing operations(2,625)6 
Net cash used in financing activities - discontinued operations(41)(240)
Net cash used in financing activities(2,666)(234)
Effect of exchange rate changes on cash, cash equivalents and restricted cash(2)(346)
Net change in cash, cash equivalents and restricted cash(12,873)(1,291)
Cash, cash equivalents and restricted cash, at the beginning of the period26,200 31,348 
Cash, cash equivalents and restricted cash, at the end of the period$13,327 $30,057 
Supplemental disclosure of cash flow information:
Cash paid for interest2,561 2,458 

    
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Supplemental disclosure of noncash investing and financing activities:
Accounts receivable from sale of business$(5,836)$3,381 
Change in unrealized (gain) loss on marketable securities$— $(4)
Change in unpaid purchases of property and equipment$— $(54)


    
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Cover
Aug. 08, 2024
Cover [Abstract]  
Document Type 8-K
Document Period End Date Aug. 08, 2024
Entity Registrant Name Acutus Medical, Inc.
Entity Incorporation, State or Country Code DE
Entity File Number 001-39430
Entity Tax Identification Number 45-1306615
Entity Address, State or Province CA
Entity Address, City or Town Carlsbad
Entity Address, Address Line Two Suite 100
Entity Address, Address Line One 2210 Faraday Ave.
Entity Address, Postal Zip Code 92008
Local Phone Number 232-6080
City Area Code 442
Written Communications false
Soliciting Material false
Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
Title of 12(b) Security Common Stock, par value $0.001
Trading Symbol AFIB
Entity Emerging Growth Company true
Entity Ex Transition Period false
Entity Central Index Key 0001522860
Amendment Flag false
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