Sanara MedTech Inc. Based in Fort Worth, Texas, Sanara MedTech Inc.
(“Sanara,” the “Company,” “we,” “our” or “us”) (NASDAQ: SMTI), a
medical technology company focused on developing and
commercializing transformative technologies to improve clinical
outcomes and reduce healthcare expenditures in the surgical,
chronic wound and skincare markets, announced today its strategic,
operational and financial results for the quarter ended June 30,
2024.
Ron Nixon, Sanara's CEO, stated, “The second
quarter of 2024 was Sanara’s eleventh consecutive record revenue
quarter. Our surgical team continues to generate strong sales
driven by the efficacy and value proposition of our products. All
of our functional areas including clinical, research and
development, customer service, marketing, and finance continue to
do an outstanding job supporting our growth strategy. In addition
to our financial success this quarter, we also took steps to
strengthen our senior management team.”
Strategic and Operational Highlights in
the Second Quarter 2024
- During the
second quarter of 2024, the Company generated a record $20.2
million in sales, representing an eleventh consecutive record
revenue quarter for the Company.
- For the three
months ended June 30, 2024, the Company had a net loss of $3.5
million, compared to a net loss of $1.9 million for the three
months ended June 30, 2023. The Company generated Adjusted EBITDA*
of $0.6 million for the three months ended June 30, 2024, compared
to Adjusted EBITDA* of ($0.3) million for the three months ended
June 30, 2023.
- The Company
executed an agreement with a national GPO, increasing the number of
facilities where the Company’s products are contracted or approved
to be sold by over 1,000.
- The Company
currently has agreements with 300+ distributors (+70 since Jan
2024) with 2,500+ potential sellers (+400 since Jan 2024).
- During the
trailing twelve-month period, the Company’s products were sold in
over 1,100 facilities across 34 states plus the District of
Columbia.(1)
- The Company’s
products were contracted or approved to be sold in more than 4,000
hospitals/ambulatory surgery centers as of June 30, 2024.
- The Company
announced the appointments of Jake Waldrop as Chief Operating
Officer and Tyler Palmer as Chief Corporate Development and
Strategy Officer.
- The Company
announced that it has entered into a $55.0 million non-dilutive
term loan agreement with CRG Servicing LLC (“CRG”), an affiliate of
CRG LP, a healthcare focused investment fund, to support the
Company’s growth initiatives in 2024 and 2025. The Company received
$15.0 million in gross proceeds at closing and, subject to certain
conditions, has the option to draw up to $39.8 million (as of June
30, 2024) in additional funds in two tranches before June 30,
2025.
(1) Based on a minimum of $50,000 of revenue in
the trailing twelve-month period.
* Adjusted EBITDA is a non-GAAP financial
measure. See the discussion and the reconciliations at the end of
this release for additional information.
Second Quarter 2024 Sales Analysis
(Consolidated)
During the second quarter of 2024, the Company
continued to further penetrate existing accounts while also
expanding into new territories, growing the number of facilities
where our products were sold to 800+ in Q2 2024 compared to 600+ in
Q2 2023. For the quarter ended June 30, 2024, Sanara generated net
revenue of $20.2 million compared to net revenue of $15.8 million
for the quarter ended June 30, 2023, a 28% increase from the prior
year period. The higher net revenue in the second quarter of 2024
was due to increased sales of soft tissue repair products
(CellerateRX® Surgical Activated Collagen®, FORTIFY TRG® Tissue
Repair Graft, FORTIFY FLOWABLE® Extracellular Matrix, BIASURGE® and
TEXAGEN® Amniotic Membrane Allograft) as well as a result of
increased market penetration, geographic expansion and the
Company’s continuing strategy to expand its independent
distribution network in both new and existing U.S. markets.
Earnings Analysis
(Consolidated)
Sanara reported a net loss of $3.5 million for
the quarter ended June 30, 2024, compared to a net loss of $1.9
million for the quarter ended June 30, 2023. The higher net loss in
2024 was primarily due to increased SG&A costs related to
direct sales and marketing expenses, which increased $3.4 million
compared to the prior year, $0.9 million of executive separation
costs, $0.4 million of acquisition costs and higher amortization
expenses of $0.3 million related to our intangible assets acquired
from Applied Nutritionals during the third quarter of 2023. Our net
loss in the second quarter of 2024 also included $0.6 million of
interest expense due to our term loan with CRG. These increased
costs were partially offset by higher gross profit of $4.6 million
and lower R&D expenses of $0.2 million.
The Company generated Adjusted EBITDA of $0.6
million for the quarter ended June 30, 2024, compared to Adjusted
EBITDA of ($0.3) million for the quarter ended June 30, 2023.
Earnings Analysis
(Segmented)
Sanara Surgical generated a net loss of $2.2
million for the quarter ended June 30, 2024, compared to net income
of $0.1 million for the quarter ended June 30, 2023. Tissue Health
Plus (“THP”) produced a net loss of $1.3 million for the quarter
ended June 30, 2024, compared to a net loss of $2.0 million for the
quarter ended June 30, 2023.
Sanara Surgical generated Segment EBITDA* of
$1.4 million for the quarter ended June 30, 2024, compared to
Segment EBITDA* of $1.1 million for the quarter ended June 30,
2023. THP produced Segment EBITDA* of ($0.8) million for the
quarter ended June 30, 2024, compared to Segment EBITDA* of ($1.4)
million for the quarter ended June 30, 2023.
* Segment EBITDA is a non-GAAP financial
measure. See the discussion and the reconciliations at the end of
this release for additional information.
Conference Call
Sanara will host a conference call on Tuesday,
August 13, 2024, at 9:00 a.m. Eastern Time. The toll-free number to
call for this teleconference is 888-506-0062 (international
callers: 973-528-0011) and the access code is 984768. A telephonic
replay of the conference call will be available through Tuesday,
August 27, 2024, by dialing 877-481-4010 (international callers:
919-882-2331) and entering the replay passcode: 50973.
A live webcast of Sanara’s conference call will
be available under the Investor Relations section of the Company's
website, www.SanaraMedTech.com. A one-year online replay will be
available after the conclusion of the live broadcast.
About Sanara MedTech Inc.
Sanara MedTech Inc. is a medical technology
company focused on developing and commercializing transformative
technologies to improve clinical outcomes and reduce healthcare
expenditures in the surgical, chronic wound and skincare markets.
The Company markets, distributes and develops surgical, wound and
skincare products for use by physicians and clinicians in
hospitals, clinics and all post-acute care settings and offers
wound care and dermatology virtual consultation services via
telemedicine. Sanara’s products are primarily sold in the North
American advanced wound care and surgical tissue repair markets.
Sanara markets and distributes CellerateRX® Surgical Activated
Collagen, FORTIFY TRG® Tissue Repair Graft and FORTIFY FLOWABLE®
Extracellular Matrix as well as a portfolio of advanced biologic
products focusing on ACTIGENTM Verified Inductive Bone Matrix,
ALLOCYTE® Plus Advanced Viable Bone Matrix, BiFORM® Bioactive
Moldable Matrix, TEXAGEN® Amniotic Membrane Allograft, and
BIASURGE® Advanced Surgical Solution to the surgical market. In
addition, the following products are sold in the wound care market:
BIAKŌS® Antimicrobial Skin and Wound Cleanser, BIAKŌS®
Antimicrobial Wound Gel, and BIAKŌS® Antimicrobial Skin and Wound
Irrigation Solution. Sanara’s pipeline also contains potentially
transformative product candidates for mitigation of opportunistic
pathogens and biofilm, wound re-epithelialization and closure,
necrotic tissue debridement and cell compatible substrates. The
Company believes it has the ability to drive its pipeline from
concept to preclinical and clinical development while meeting
quality and regulatory requirements. Sanara is constantly seeking
long-term strategic partnerships with a focus on products that
improve outcomes at a lower overall cost.
Information about Forward-Looking
Statements
The statements in this press release that do not
constitute historical facts are “forward-looking statements,”
within the meaning of and subject to the safe harbor created by the
Private Securities Litigation Reform Act of 1995. These statements
may be identified by terms such as “aims,” “anticipates,”
“believes,” contemplates,” “continue,” “could,” “estimates,”
“expect,” “forecast,” “guidance,” “intend,” “may,” “plan,”
“possible,” “potential,” “predicts,” “preliminary,” “projects,”
“seeks,” “should,” “targets,” “will” or “would,” or the negatives
of these terms, variations of these terms or other similar
expressions. These forward-looking statements include, among
others, statements regarding the development of new products, the
timing of commercialization of our products, the regulatory
approval process and expansion of the Company’s business in
telehealth and wound care. These items involve risks, contingencies
and uncertainties such as our ability to build out our executive
team, our ability to identify and effectively utilize the net
proceeds of the term loan to support the Company’s growth
initiatives, the extent of product demand, market and customer
acceptance, the effect of economic conditions, competition,
pricing, uncertainties associated with the development and process
for obtaining regulatory approval for new products, the ability to
consummate and integrate acquisitions, and other risks,
contingencies and uncertainties detailed in the Company’s SEC
filings, which could cause the Company’s actual operating results,
performance or business plans or prospects to differ materially
from those expressed in, or implied by these statements.
All forward-looking statements speak only as of
the date on which they are made, and the Company undertakes no
obligation to revise any of these statements to reflect the future
circumstances or the occurrence of unanticipated events, except as
required by applicable securities laws.
Investor Contact:
Callon Nichols, Director of Investor
Relations713-826-0524CNichols@sanaramedtech.com
SOURCE: Sanara MedTech Inc.
SANARA MEDTECH INC. AND
SUBSIDIARIESCONSOLIDATED BALANCE
SHEETS
|
|
(Unaudited) |
|
|
|
|
|
|
June 30, |
|
|
December 31, |
|
|
|
2024 |
|
|
2023 |
|
Assets |
|
|
|
|
|
|
|
|
Current
assets |
|
|
|
|
|
|
|
|
Cash |
|
$ |
6,150,375 |
|
|
$ |
5,147,216 |
|
Accounts receivable, net |
|
|
10,495,742 |
|
|
|
8,474,965 |
|
Accounts receivable – related parties |
|
|
111,412 |
|
|
|
8,400 |
|
|
|
|
|
|
|
|
|
|
Royalty receivable |
|
|
- |
|
|
|
49,344 |
|
Inventory, net |
|
|
3,564,659 |
|
|
|
4,717,533 |
|
Prepaid and other assets |
|
|
489,240 |
|
|
|
608,411 |
|
Total current
assets |
|
|
20,811,428 |
|
|
|
19,005,869 |
|
|
|
|
|
|
|
|
|
|
Long-term
assets |
|
|
|
|
|
|
|
|
Intangible assets, net |
|
|
42,977,404 |
|
|
|
44,926,061 |
|
Goodwill |
|
|
3,601,781 |
|
|
|
3,601,781 |
|
Investment in equity securities |
|
|
3,084,278 |
|
|
|
3,084,278 |
|
Right of use assets – operating leases |
|
|
1,792,448 |
|
|
|
1,995,204 |
|
Property and equipment, net |
|
|
1,116,266 |
|
|
|
1,257,956 |
|
Total long-term
assets |
|
|
52,572,177 |
|
|
|
54,865,280 |
|
|
|
|
|
|
|
|
|
|
Total
assets |
|
$ |
73,383,605 |
|
|
$ |
73,871,149 |
|
|
|
|
|
|
|
|
|
|
Liabilities and shareholders’ equity |
|
|
|
|
|
|
|
|
Current
liabilities |
|
|
|
|
|
|
|
|
Accounts payable |
|
$ |
750,538 |
|
|
$ |
1,924,082 |
|
Accounts payable – related parties |
|
|
145,487 |
|
|
|
77,805 |
|
|
|
|
|
|
|
|
|
|
Accrued bonuses and commissions |
|
|
6,715,062 |
|
|
|
7,676,770 |
|
Accrued royalties and expenses |
|
|
2,475,488 |
|
|
|
2,047,678 |
|
Earnout liabilities – current |
|
|
1,085,549 |
|
|
|
1,100,000 |
|
Current portion of debt |
|
|
- |
|
|
|
580,357 |
|
Operating lease liabilities – current |
|
|
393,663 |
|
|
|
361,185 |
|
Total current
liabilities |
|
|
11,565,787 |
|
|
|
13,767,877 |
|
|
|
|
|
|
|
|
|
|
Long-term
liabilities |
|
|
|
|
|
|
|
|
Long-term debt, net of current portion |
|
|
14,371,485 |
|
|
|
9,113,123 |
|
Earnout liabilities – long-term |
|
|
2,654,001 |
|
|
|
2,723,001 |
|
Operating lease liabilities – long-term |
|
|
1,512,584 |
|
|
|
1,737,445 |
|
Other long-term liabilities |
|
|
1,877,753 |
|
|
|
1,941,686 |
|
Total long-term
liabilities |
|
|
20,415,823 |
|
|
|
15,515,255 |
|
|
|
|
|
|
|
|
|
|
Total
liabilities |
|
|
31,981,610 |
|
|
|
29,283,132 |
|
|
|
|
|
|
|
|
|
|
Commitments and
contingencies |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Shareholders’
equity |
|
|
|
|
|
|
|
|
Common Stock: $0.001 par value, 20,000,000 shares authorized;
8,746,976 issued and outstanding as of June 30, 2024 and 8,535,239
issued and outstanding as of December 31, 2023 |
|
|
8,747 |
|
|
|
8,535 |
|
Additional paid-in capital |
|
|
75,085,515 |
|
|
|
72,860,556 |
|
Accumulated deficit |
|
|
(33,387,960 |
) |
|
|
(28,036,814 |
) |
Total Sanara MedTech
shareholders’ equity |
|
|
41,706,302 |
|
|
|
44,832,277 |
|
Equity attributable to
noncontrolling interest |
|
|
(304,307 |
) |
|
|
(244,260 |
) |
Total shareholders’
equity |
|
|
41,401,995 |
|
|
|
44,588,017 |
|
Total liabilities and
shareholders’ equity |
|
$ |
73,383,605 |
|
|
$ |
73,871,149 |
|
SANARA MEDTECH INC. AND
SUBSIDIARIESCONSOLIDATED STATEMENTS OF OPERATIONS
(UNAUDITED)
|
|
Three Months Ended |
|
|
Six Months Ended |
|
|
|
June 30, |
|
|
June 30, |
|
|
|
2024 |
|
|
2023 |
|
|
2024 |
|
|
2023 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net
Revenue |
|
$ |
20,158,823 |
|
|
$ |
15,753,164 |
|
|
$ |
38,695,461 |
|
|
$ |
31,275,081 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cost of goods
sold |
|
|
2,008,686 |
|
|
|
2,187,516 |
|
|
|
3,898,732 |
|
|
|
4,313,175 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gross
profit |
|
|
18,150,137 |
|
|
|
13,565,648 |
|
|
|
34,796,729 |
|
|
|
26,961,906 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating
expenses |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Selling, general and administrative expenses |
|
|
18,957,608 |
|
|
|
13,811,476 |
|
|
|
35,149,867 |
|
|
|
26,780,545 |
|
Research and development |
|
|
985,651 |
|
|
|
1,177,128 |
|
|
|
1,931,949 |
|
|
|
2,494,452 |
|
Depreciation and amortization |
|
|
1,105,507 |
|
|
|
803,694 |
|
|
|
2,210,927 |
|
|
|
1,582,569 |
|
Change in fair value of earnout liabilities |
|
|
(13,773 |
) |
|
|
(360,470 |
) |
|
|
(79,451 |
) |
|
|
(813,157 |
) |
Total operating
expenses |
|
|
21,034,993 |
|
|
|
15,431,828 |
|
|
|
39,213,292 |
|
|
|
30,044,409 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating
loss |
|
|
(2,884,856 |
) |
|
|
(1,866,180 |
) |
|
|
(4,416,563 |
) |
|
|
(3,082,503 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other
expense |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest expense |
|
|
(644,346 |
) |
|
|
- |
|
|
|
(911,682 |
) |
|
|
(6 |
) |
Total other
expense |
|
|
(644,346 |
) |
|
|
- |
|
|
|
(911,682 |
) |
|
|
(6 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net loss |
|
|
(3,529,202 |
) |
|
|
(1,866,180 |
) |
|
|
(5,328,245 |
) |
|
|
(3,082,509 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Less: Net loss attributable to noncontrolling interest |
|
|
(25,188 |
) |
|
|
(38,447 |
) |
|
|
(60,047 |
) |
|
|
(76,876 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net loss attributable
to Sanara MedTech shareholders |
|
$ |
(3,504,014 |
) |
|
$ |
(1,827,733 |
) |
|
$ |
(5,268,198 |
) |
|
$ |
(3,005,633 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net loss per share of common
stock, basic and diluted |
|
$ |
(0.41 |
) |
|
$ |
(0.22 |
) |
|
$ |
(0.62 |
) |
|
$ |
(0.37 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted average number of
common shares outstanding, basic and diluted |
|
|
8,468,835 |
|
|
|
8,226,271 |
|
|
|
8,444,101 |
|
|
|
8,200,173 |
|
SANARA MEDTECH INC. AND
SUBSIDIARIESCONSOLIDATED STATEMENTS OF CASH FLOWS
(UNAUDITED)
|
|
Six Months Ended |
|
|
|
June 30, |
|
|
|
2024 |
|
|
2023 |
|
|
|
|
|
|
|
|
Cash flows from
operating activities: |
|
|
|
|
|
|
|
|
Net loss |
|
$ |
(5,328,245 |
) |
|
$ |
(3,082,509 |
) |
Adjustments to reconcile net
loss to net cash used in operating activities: |
|
|
|
|
|
|
|
|
Depreciation and amortization |
|
|
2,210,927 |
|
|
|
1,582,569 |
|
Credit loss expense |
|
|
155,930 |
|
|
|
86,000 |
|
Inventory obsolescence |
|
|
259,577 |
|
|
|
69,990 |
|
Share-based compensation |
|
|
2,214,931 |
|
|
|
1,724,637 |
|
Noncash lease expense |
|
|
202,756 |
|
|
|
144,628 |
|
Back-end fee |
|
|
52,500 |
|
|
|
- |
|
Paid-in-kind interest |
|
|
161,875 |
|
|
|
- |
|
Accretion of finance liabilities |
|
|
117,267 |
|
|
|
- |
|
Amortization and write-off of debt issuance costs |
|
|
100,883 |
|
|
|
- |
|
Change in fair value of earnout liabilities |
|
|
(79,451 |
) |
|
|
(813,157 |
) |
Changes in operating assets
and liabilities: |
|
|
|
|
|
|
|
|
Accounts receivable, net |
|
|
(2,127,363 |
) |
|
|
(371,094 |
) |
Accounts receivable – related parties |
|
|
(103,012 |
) |
|
|
77,886 |
|
Inventory, net |
|
|
893,297 |
|
|
|
(941,854 |
) |
Prepaid and other assets |
|
|
119,172 |
|
|
|
618,877 |
|
Accounts payable |
|
|
(1,173,544 |
) |
|
|
(376,521 |
) |
Accounts payable – related parties |
|
|
67,682 |
|
|
|
62,620 |
|
Accrued royalties and expenses |
|
|
402,610 |
|
|
|
(248,769 |
) |
Accrued bonuses and commissions |
|
|
(961,709 |
) |
|
|
(1,859,029 |
) |
Operating lease liabilities |
|
|
(192,383 |
) |
|
|
(135,436 |
) |
Net cash used in
operating activities |
|
|
(3,006,300 |
) |
|
|
(3,461,162 |
) |
Cash flows from
investing activities: |
|
|
|
|
|
|
|
|
Purchases of property and equipment |
|
|
(124,580 |
) |
|
|
(40,650 |
) |
Proceeds from disposal of property and equipment |
|
|
- |
|
|
|
650 |
|
Net cash used in
investing activities |
|
|
(124,580 |
) |
|
|
(40,000 |
) |
Cash flows from
financing activities: |
|
|
|
|
|
|
|
|
Loan proceeds, net |
|
|
14,112,747 |
|
|
|
- |
|
Pay off line of credit |
|
|
(9,750,000 |
) |
|
|
- |
|
Equity offering net proceeds |
|
|
- |
|
|
|
1,033,761 |
|
Net settlement of equity-based awards |
|
|
(72,708 |
) |
|
|
(431,366 |
) |
Cash payment of finance and earnout liabilities |
|
|
(156,000 |
) |
|
|
- |
|
Net cash provided by
financing activities |
|
|
4,134,039 |
|
|
|
602,395 |
|
Net increase
(decrease) in cash |
|
|
1,003,159 |
|
|
|
(2,898,767 |
) |
Cash, beginning of
period |
|
|
5,147,216 |
|
|
|
8,958,995 |
|
Cash, end of
period |
|
$ |
6,150,375 |
|
|
$ |
6,060,228 |
|
|
|
|
|
|
|
|
|
|
Cash paid during the
period for: |
|
|
|
|
|
|
|
|
Interest |
|
$ |
549,227 |
|
|
$ |
6 |
|
Supplemental noncash
investing and financing activities: |
|
|
|
|
|
|
|
|
Right of use assets obtained in exchange for lease obligations |
|
|
- |
|
|
|
1,369,164 |
|
SANARA MEDTECH INC. AND
SUBSIDIARIESNON-GAAP FINANCIAL MEASURES
(UNAUDITED)
To supplement the Company’s financial
information presented in accordance with generally accepted
accounting principles in the United States (“GAAP”), we present
certain non-GAAP financial measures in this press release and on
the related teleconference call, including Adjusted EBITDA and
Segment EBITDA. The Company’s management uses these non-GAAP
financial measures, both internally and externally, to assess and
communicate the financial performance of the Company. The Company
defines Adjusted EBITDA as net loss excluding interest
expense/income, provision/benefit for income taxes, depreciation
and amortization, non-cash share-based compensation expense, change
in fair value of earnout liabilities, effects of noncontrolling
interests, executive separation costs, legal and diligence expenses
related to acquisitions, and gains/losses on the disposal of
property and equipment, as each is applicable to the periods
presented. Prior to the fiscal quarter ended June 30, 2024, the
Company did not exclude executive separation costs or legal and
diligence expenses related to acquisitions in calculating Adjusted
EBTIDA. However, after reevaluation, the Company has determined
that presenting Adjusted EBITDA without excluding such costs
provides less valuable information about the Company’s core
operations. As a result, beginning with the fiscal quarter ended
June 30, 2024, executive separation costs and legal and diligence
expenses related to acquisitions are now excluded from the
calculation of Adjusted EBITDA. Certain prior periods have been
recast below to conform to the current definition. Segment EBITDA
is calculated in the same manner as Adjusted EBITDA but is
presented on a segment basis.
The Company’s believes Adjusted EBITDA and
Segment EBITDA are useful to investors because they facilitate
comparisons of its core business operations across periods on a
consistent basis. Accordingly, the Company adjusts for certain
items, such as change in fair value of earnout liabilities, when
calculating Adjusted EBITDA and Segment EBITDA because the Company
believes that such items are not related to the Company’s core
business operations.
The Company’s non-GAAP financial measures are
not in accordance with, nor an alternative for, measures conforming
to GAAP and may be different from non-GAAP financial measures used
by other companies. In addition, these non-GAAP financial measures
are not based on any comprehensive set of accounting rules or
principles. The Company continues to provide all information
required by GAAP, but it believes that evaluating its ongoing
operating results may not be as useful if an investor or other user
is limited to reviewing only GAAP financial measures. The Company
does not, nor does it suggest that investors should, consider these
non-GAAP financial measures in isolation from, or as a substitute
for, financial information prepared in accordance with GAAP.
Material limitations associated with the use of such measures
include that they do not reflect all costs included in operating
expenses and may not be comparable with similarly named financial
measures of other companies. Furthermore, these non-GAAP financial
measures are based on subjective determinations of management
regarding the nature and classification of events and
circumstances. The Company presents these non-GAAP financial
measures to provide investors with information to evaluate the
Company’s operating results in a manner similar to how management
evaluates business performance. To compensate for any limitations
in such non-GAAP financial measures, management believes that it is
useful in understanding and analyzing the results of the business
to review both GAAP information and the related non-GAAP financial
measures. Whenever the Company uses a non-GAAP financial measure,
it provides a reconciliation of the non-GAAP financial measure to
the most directly comparable GAAP financial measure. Investors are
encouraged to review and consider these reconciliations.
Segment EBITDA is reported to the chief
operating decision maker for purposes of making decisions about
allocating resources to the segments and assessing their
performance. We have provided a reconciliation of this measure as
it relates to our segments below.
Reconciliation of Net Income (Loss) to Segment EBITDA
and Adjusted EBITDA (Unaudited):
|
|
Three Months Ended |
|
|
|
June 30, |
|
|
|
2024 |
|
|
2023 |
|
|
|
Sanara Surgical |
|
|
THP |
|
|
Total |
|
|
Sanara Surgical |
|
|
THP |
|
|
Total |
|
Net Income (Loss) |
|
$ |
(2,214,313 |
) |
|
$ |
(1,314,889 |
) |
|
$ |
(3,529,202 |
) |
|
$ |
95,098 |
|
|
$ |
(1,961,278 |
) |
|
$ |
(1,866,180 |
) |
Adjustments: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest expense |
|
|
644,346 |
|
|
|
- |
|
|
|
644,346 |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Income tax benefit |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Depreciation and amortization |
|
|
698,407 |
|
|
|
407,100 |
|
|
|
1,105,507 |
|
|
|
396,597 |
|
|
|
407,097 |
|
|
|
803,694 |
|
Noncash share-based compensation |
|
|
1,046,321 |
|
|
|
36,429 |
|
|
|
1,082,750 |
|
|
|
1,064,516 |
|
|
|
62,816 |
|
|
|
1,127,332 |
|
Change in fair value of earnout liabilities |
|
|
89,330 |
|
|
|
(103,103 |
) |
|
|
(13,773 |
) |
|
|
(436,004 |
) |
|
|
75,534 |
|
|
|
(360,470 |
) |
Executive separation costs(1) |
|
|
904,780 |
|
|
|
- |
|
|
|
904,780 |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Acquisition costs |
|
|
225,088 |
|
|
|
172,685 |
|
|
|
397,773 |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Segment EBITDA (on a
segment basis) / Adjusted EBITDA (consolidated) |
|
$ |
1,393,959 |
|
|
$ |
(801,778 |
) |
|
$ |
592,181 |
|
|
$ |
1,120,207 |
|
|
$ |
(1,415,831 |
) |
|
$ |
(295,624 |
) |
|
|
Six Months Ended |
|
|
|
June 30, |
|
|
|
2024 |
|
|
2023 |
|
|
|
Sanara Surgical |
|
|
THP |
|
|
Total |
|
|
Sanara Surgical |
|
|
THP |
|
|
Total |
|
Net Income (Loss) |
|
$ |
(2,691,798 |
) |
|
$ |
(2,636,447 |
) |
|
$ |
(5,328,245 |
) |
|
$ |
614,061 |
|
|
$ |
(3,696,570 |
) |
|
$ |
(3,082,509 |
) |
Adjustments: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest expense |
|
|
911,682 |
|
|
|
- |
|
|
|
911,682 |
|
|
|
6 |
|
|
|
- |
|
|
|
6 |
|
Depreciation and amortization |
|
|
1,396,908 |
|
|
|
814,019 |
|
|
|
2,210,927 |
|
|
|
768,616 |
|
|
|
813,953 |
|
|
|
1,582,569 |
|
Noncash share-based compensation |
|
|
1,799,936 |
|
|
|
86,200 |
|
|
|
1,886,136 |
|
|
|
1,609,729 |
|
|
|
114,908 |
|
|
|
1,724,637 |
|
Change in fair value of earnout liabilities |
|
|
(14,451 |
) |
|
|
(65,000 |
) |
|
|
(79,451 |
) |
|
|
(627,132 |
) |
|
|
(186,025 |
) |
|
|
(813,157 |
) |
Executive separation costs(1) |
|
|
904,780 |
|
|
|
- |
|
|
|
904,780 |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Acquisition costs |
|
|
225,088 |
|
|
|
172,685 |
|
|
|
397,773 |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Segment EBITDA (on a
segment basis) / Adjusted EBITDA (consolidated) |
|
$ |
2,532,145 |
|
|
$ |
(1,628,543 |
) |
|
$ |
903,602 |
|
|
$ |
2,365,280 |
|
|
$ |
(2,953,734 |
) |
|
$ |
(588,454 |
) |
(1) - Includes $328,795 of share-based
compensation related to executive separation costs.
ANNEX |
|
|
|
|
|
Reconciliation of Net Income (Loss) to Adjusted
EBITDA: |
|
|
|
|
|
Three Months Ended |
|
|
|
March 31, |
|
|
December 31, |
|
|
September 30, |
|
|
June 30, |
|
|
March 31, |
|
|
December 31, |
|
|
September 30, |
|
|
|
2024 |
|
|
2023 |
|
|
2023 |
|
|
2023 |
|
|
2023 |
|
|
2022 |
|
|
2022 |
|
|
|
Consolidated |
|
|
Consolidated |
|
|
Consolidated |
|
|
Consolidated |
|
|
Consolidated |
|
|
Consolidated |
|
|
Consolidated |
|
Net Income (Loss) |
|
$ |
(1,799,043 |
) |
|
$ |
(262,444 |
) |
|
$ |
(1,094,949 |
) |
|
$ |
(1,866,180 |
) |
|
$ |
(1,216,329 |
) |
|
$ |
(4,163,485 |
) |
|
$ |
(1,529,252 |
) |
Adjustments: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest expense |
|
|
267,336 |
|
|
|
269,783 |
|
|
|
188,294 |
|
|
|
- |
|
|
|
6 |
|
|
|
- |
|
|
|
- |
|
Income tax benefit |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
(1,702,890 |
) |
Depreciation and amortization |
|
|
1,105,420 |
|
|
|
1,094,783 |
|
|
|
997,674 |
|
|
|
803,694 |
|
|
|
778,875 |
|
|
|
814,316 |
|
|
|
814,881 |
|
Noncash share-based compensation |
|
|
803,386 |
|
|
|
860,559 |
|
|
|
857,526 |
|
|
|
1,127,332 |
|
|
|
597,305 |
|
|
|
781,097 |
|
|
|
683,202 |
|
Change in fair value of earnout liabilities |
|
|
(65,678 |
) |
|
|
(1,954,985 |
) |
|
|
(681,753 |
) |
|
|
(360,470 |
) |
|
|
(452,687 |
) |
|
|
111,630 |
|
|
|
109,689 |
|
Loss on disposal of property and equipment |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
- |
|
|
|
|
|
|
|
(242 |
) |
|
|
376 |
|
Acquisition costs |
|
|
- |
|
|
|
423,513 |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
19,538 |
|
|
|
68,180 |
|
Adjusted
EBITDA* |
|
$ |
311,421 |
|
|
$ |
431,209 |
|
|
$ |
266,792 |
|
|
$ |
(295,624 |
) |
|
$ |
(292,830 |
) |
|
$ |
(2,437,146 |
) |
|
$ |
(1,555,814 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
*Adjusted EBITDA has been recast from prior period presentations to
conform to current period presentations to include adjustments for
acquisition costs. |
|
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