Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2023 | May 12, 2023 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Quarterly Report | true | |
Document Period End Date | Mar. 31, 2023 | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2023 | |
Document Fiscal Period Focus | Q1 | |
Document Transition Report | false | |
Entity File Number | 0-51481 | |
Entity Registrant Name | STRATA SKIN SCIENCES, INC. | |
Entity Central Index Key | 0001051514 | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 13-3986004 | |
Entity Address, Address Line One | 5 Walnut Grove Drive | |
Entity Address, Address Line Two | Suite 140 | |
Entity Address, City or Town | Horsham | |
Entity Address, State or Province | PA | |
Entity Address, Postal Zip Code | 19044 | |
City Area Code | 215 | |
Local Phone Number | 619-3200 | |
Title of 12(b) Security | Common Stock, $0.001 par value per share | |
Trading Symbol | SSKN | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 34,881,453 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Mar. 31, 2023 | Dec. 31, 2022 |
Current assets: | ||
Cash and cash equivalents | $ 2,825 | $ 5,434 |
Restricted cash | 1,361 | 1,361 |
Accounts receivable, net of allowance for doubtful accounts of $242 and $382 at March 31, 2023 and December 31, 2022, respectively | 3,940 | 4,471 |
Inventories | 5,695 | 5,547 |
Prepaid expenses and other current assets | 691 | 691 |
Total current assets | 14,512 | 17,504 |
Property and equipment, net | 8,182 | 7,498 |
Operating lease right-of-use assets | 870 | 975 |
Intangible assets, net | 16,674 | 17,394 |
Goodwill | 8,803 | 8,803 |
Other assets | 82 | 98 |
Total assets | 49,123 | 52,272 |
Current liabilities: | ||
Accounts payable | 3,099 | 3,425 |
Accrued expenses and other current liabilities | 6,549 | 6,555 |
Deferred revenues | 2,548 | 2,778 |
Current portion of operating lease liabilities | 381 | 355 |
Current portion of contingent consideration | 481 | 313 |
Total current liabilities | 13,058 | 13,426 |
Long-term debt, net | 7,517 | 7,476 |
Deferred revenues and other liabilities | 305 | 314 |
Deferred tax liability | 306 | 306 |
Operating lease liabilities, net of current portion | 489 | 610 |
Contingent consideration, net of current portion | 8,127 | 8,309 |
Total liabilities | 29,802 | 30,441 |
Commitments and contingencies (Note 12) | ||
Stockholders' equity: | ||
Series C convertible preferred stock, $0.10 par value; 10,000,000 shares authorized; no shares issued and outstanding | 0 | 0 |
Common stock, $0.001 par value; 150,000,000 shares authorized; 34,881,453 and 34,723,046 shares issued and outstanding at March 31, 2023 and December 31, 2022, respectively | 35 | 35 |
Additional paid-in capital | 249,349 | 249,024 |
Accumulated deficit | (230,063) | (227,228) |
Total stockholders' equity | 19,321 | 21,831 |
Total liabilities and stockholders' equity | $ 49,123 | $ 52,272 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Mar. 31, 2023 | Dec. 31, 2022 |
Current assets: | ||
Allowance for doubtful accounts | $ 242 | $ 382 |
Stockholders' equity: | ||
Series C Convertible Preferred Stock, par value (in dollars per share) | $ 0.1 | $ 0.1 |
Series C Convertible Preferred Stock, shares authorized (in shares) | 10,000,000 | 10,000,000 |
Series C Convertible Preferred Stock, shares issued (in shares) | 0 | 0 |
Series C Convertible Preferred Stock, shares outstanding (in shares) | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Common stock, shares authorized (in shares) | 150,000,000 | 150,000,000 |
Common stock, shares issued (in shares) | 34,881,453 | 34,723,046 |
Common stock, shares outstanding (in shares) | 34,881,453 | 34,723,046 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Consolidated Statements of Operations [Abstract] | ||
Revenues, net | $ 7,567 | $ 7,041 |
Cost of revenues | 3,179 | 2,913 |
Gross profit | 4,388 | 4,128 |
Operating expenses: | ||
Engineering and product development | 315 | 163 |
Selling and marketing | 3,742 | 3,616 |
General and administrative | 2,917 | 2,652 |
Total operating expenses | 6,974 | 6,431 |
Loss from operations | (2,586) | (2,303) |
Other (expense) income: | ||
Interest expense | (286) | (199) |
Interest income | 37 | 0 |
Other (expense), income net | (249) | (199) |
Net (loss) income | $ (2,835) | $ (2,502) |
Net loss per share of common stock - basic (in dollars per share) | $ (0.08) | $ (0.07) |
Net loss per share of common stock - diluted (in dollars per share) | $ (0.08) | $ (0.07) |
Weighted average shares of common stock outstanding - basic (in shares) | 34,862,092 | 34,679,246 |
Weighted average shares of common stock outstanding - diluted (in shares) | 34,862,092 | 34,679,246 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Changes in Stockholders' Equity - USD ($) $ in Thousands | Common Stock [Member] | Additional Paid-In Capital [Member] | Accumulated Deficit [Member] | Total |
Beginning balance at Dec. 31, 2021 | $ 34 | $ 247,059 | $ (221,679) | $ 25,414 |
Beginning balance (in shares) at Dec. 31, 2021 | 34,364,679 | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||
Stock-based compensation expense | $ 0 | 368 | 0 | 368 |
Issuance of common stock for acquisition | $ 1 | 499 | 0 | 500 |
Issuance of common stock for acquisition (in shares) | 358,367 | |||
Net loss | $ 0 | 0 | (2,502) | (2,502) |
Ending balance at Mar. 31, 2022 | $ 35 | 247,926 | (224,181) | 23,780 |
Ending balance (in shares) at Mar. 31, 2022 | 34,723,046 | |||
Beginning balance at Dec. 31, 2022 | $ 35 | 249,024 | (227,228) | 21,831 |
Beginning balance (in shares) at Dec. 31, 2022 | 34,723,046 | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||
Stock-based compensation expense | $ 0 | 325 | 0 | 325 |
Issuance of restricted stock | $ 0 | 0 | 0 | 0 |
Issuance of restricted stock (in shares) | 158,407 | |||
Net loss | $ 0 | 0 | (2,835) | (2,835) |
Ending balance at Mar. 31, 2023 | $ 35 | $ 249,349 | $ (230,063) | $ 19,321 |
Ending balance (in shares) at Mar. 31, 2023 | 34,881,453 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Cash flows from operating activities: | ||
Net loss | $ (2,835) | $ (2,502) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation and amortization | 1,397 | 1,321 |
Amortization of operating lease right-of-use assets | 105 | 89 |
Amortization of deferred financing costs and debt discount | 41 | 37 |
(Recoveries of) provision for doubtful accounts | (95) | 13 |
Stock-based compensation expense | 325 | 368 |
Loss on disposal of property and equipment | 0 | 17 |
Changes in operating assets and liabilities: | ||
Accounts receivable | 626 | 448 |
Inventories | (103) | (1,198) |
Prepaid expenses and other assets | 16 | 85 |
Accounts payable | (326) | 1,148 |
Accrued expenses and other liabilities | (12) | 175 |
Deferred revenues | (247) | (257) |
Operating lease liabilities | (95) | (97) |
Net cash used in operating activities | (1,203) | (353) |
Cash flows from investing activities: | ||
Purchase of property and equipment | (1,406) | (679) |
Cash paid in connection with TheraClear asset acquisition | 0 | (631) |
Net cash used in investing activities | (1,406) | (1,310) |
Net decrease in cash, cash equivalents and restricted cash | (2,609) | (1,663) |
Cash, cash equivalents and restricted cash, beginning of year | 6,795 | 12,586 |
Cash, cash equivalents and restricted cash, end of year | 4,186 | 10,923 |
Cash and cash equivalents | 2,825 | 10,923 |
Restricted cash | 1,361 | 0 |
Supplemental disclosure of cash flow information: | ||
Cash paid during the year for interest | 241 | 160 |
Supplemental disclosure of non-cash operating, investing and financing activities: | ||
Inventories acquired in connection with TheraClear asset acquisition | 0 | 71 |
Intangible assets acquired in connection with TheraClear asset acquisition | 0 | 10,182 |
Contingent consideration issued in connection with TheraClear asset acquisition | 0 | 9,122 |
Common stock issued in connection with TheraClear asset acquisition | 0 | 500 |
Transfer of property and equipment to inventories | 45 | 0 |
Accrued payment of contingent consideration | 14 | $ 0 |
TheraClear Corporation [Member] | ||
Supplemental disclosure of non-cash operating, investing and financing activities: | ||
Accrued payment of contingent consideration | $ 14 |
The Company
The Company | 3 Months Ended |
Mar. 31, 2023 | |
The Company [Abstract] | |
The Company | Note 1 The Company: Background STRATA Skin Sciences, Inc. (the “Company”) is a medical technology company in dermatology dedicated to developing, commercializing and marketing innovative products for the treatment of dermatologic conditions. Its products include the XTRAC® and Pharos® excimer lasers and VTRAC® lamp systems utilized in the treatment of psoriasis, vitiligo and various other skin conditions. In January 2022, the Company acquired the TheraClear Acne Therapy System to broaden its opportunities with expansion potential in the acne care market. The Company markets the device under the brand name TheraClear® X. The XTRAC is an ultraviolet light excimer laser system utilized to treat psoriasis, vitiligo and other skin diseases. The XTRAC excimer laser system received clearance from the United States Food and Drug Administration (the “FDA”) in 2000. As of March 31, 2023, there were 916 XTRAC systems placed in dermatologists’ offices in the United States and 38 systems internationally under the Company’s recurring revenue business model. The XTRAC systems deployed under the recurring revenue model generate revenue on a per procedure basis or include a fixed payment over an agreed upon period with a capped number of treatments which, if exceeded, would incur additional fees. The per-procedure charge is inclusive of the use of the system and the services provided by the Company to the customer, which includes system maintenance and other services. The VTRAC Excimer Lamp system, offered in addition to the XTRAC system internationally, provides targeted therapeutic efficacy demonstrated by excimer technology with a lamp system. Th e Pharos excimer laser system holds FDA clearance to treat chronic skin diseases, including psoriasis, vitiligo, atopic dermatitis and leukoderma. The TheraClear® Acne Therapy System combines intense pulse light with vacuum (suction) for the treatment of mild to moderate inflammatory acne (including acne vulgaris), comedonal acne and pustular acne. Since 2019, the Company has been transitioning its international dermatology procedures equipment sales through its master distributor to a direct distribution model for equipment sales and recurring revenue on a country-by-country basis. In January 2022, the Company’s agreement with its master distributor expired. The Company has signed distributor contracts by year as follows: 2019 – Korea, 2020 – Japan, 2021 – China, Israel, Saudi Arabia, Kuwait, Oman, Qatar, Bahrain, UAE, Jordan, Iraq and 2023 – Mexico. COVID-19 Pandemic In late 2019, there was an outbreak of a new strain of coronavirus (“COVID-19”) which became a global pandemic. Since March 2020, the COVID-19 pandemic has negatively impacted business conditions in the industry in which the Company operates, disrupted global supply chains, constrained workforce participation and created significant volatility and disruption of financial markets. The pandemic led to the suspension of elective procedures in the U.S. and to the temporary closure of many physician practices, which are the Company’s primary customers. While most offices have reopened, some physician practices closed and never reopened, and the impact of the COVID-19 pandemic and its variants on the Company’s operational and financial performance, including its ability to execute its business strategies and initiatives in the expected time frames, will depend on future developments, including, but not limited to, impact on business operations, supply chains and transport, and governmental and societal responses, all of which are uncertain and cannot be predicted. The COVID-19 pandemic has had a negative impact on the Company’s results of operations and financial performance through the first quarter of 2023, and the Company expects it will continue to have a negative impact on revenues, earnings and cash flows until such time as its customers adjust to the pandemic’s ramifications. Some physician offices continue to experience staffing issues, and the Company believes these shortages of trained personnel have negatively impacted its business. Accordingly, current results and financial conditions discussed herein may not be indicative of future operating results and trends. Russia-Ukraine War Prior to the outbreak of the Russia-Ukraine War, Ukraine was the largest exporter of noble gases including neon, krypton, and xenon. Historically, Ukraine has been the source of a significant amount of gas supplied to the Company by its contract suppliers. Neon gas is essential to the proper functioning of the Company’s lasers. The Company’s suppliers have been resourceful in continuing to supply gases to the Company but cannot assure it that the supply will not remain uninterrupted. The reduced supply and war have raised the price of gas significantly worldwide. Additionally, the Creating Helpful Incentives to Produce Semiconductors and Science Act of 2022 has led to a further tightening of rare gas supplies as semiconductor chip manufacturers reconfigure their supply chains to address the need to secure their own supplies of rare gases for use in the manufacture of computer chips, while struggling with the disruptions caused by this war. See Note 2, Liquidity Basis of Presentation : Principles of Consolidation The condensed consolidated financial statements include the accounts of the Company and Photomedex India Private Limited, its wholly-owned, inactive subsidiary in India. All significant intercompany balances and transactions have been eliminated in consolidation. Unaudited Interim Condensed Consolidated Financial Statements The accompanying unaudited interim condensed consolidated financial statements have been prepared pursuant to the rules and regulations of the United States Securities and Exchange Commission (“SEC”) for interim financial reporting. These condensed consolidated statements are unaudited and, in the opinion of management, include all adjustments (consisting of normal recurring adjustments and accruals) necessary to fairly present the results of the interim periods. The condensed consolidated balance sheet at December 31, 2022 has been derived from the audited consolidated financial statements at that date. Operating results and cash flows for the three months ended March 31, 2023 are not necessarily indicative of the results that may be expected for the fiscal year ending December 31, 2023 or any other future period. Certain information and footnote disclosures normally included in annual financial statements prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) have been condensed or omitted in accordance with the rules and regulations for interim reporting of the SEC. These interim condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2022 (the “2022 Form 10-K”), and other forms filed with the SEC from time to time. Dollar amounts included herein are in thousands, except share and per share amounts and number of lasers. Significant Accounting Policies The significant accounting policies used in preparation of these condensed consolidated financial statements are disclosed in the Company’s 2022 Form 10-K, and there have been no changes to the Company’s significant accounting policies during the three months ended March 31, 2023. Use of Estimates The preparation of the condensed consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting periods. Actual results could differ from those estimates. The Company’s significant estimates and judgments include revenue recognition with respect to deferred revenues and the contract term and valuation allowances of accounts receivable, inputs used when evaluating goodwill for impairment, inputs used in the valuation of contingent consideration, state sales and use tax accruals, the estimated useful lives of intangible assets, and the valuation allowance related to deferred tax assets. Fair Value Measurements The Company measures financial assets and liabilities at fair value at each reporting period using a fair value hierarchy that requires the use of observable inputs and minimizes the use of unobservable inputs. The Company defines fair value as the price that would be received from selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Fair value is estimated by applying the following hierarchy, which prioritizes the inputs used to measure fair value into three levels and bases the categorization within the hierarchy upon the lowest level of input that is available and significant to the fair value measurement: • Level 1 – quoted market prices in active markets for identical assets or liabilities. • Level 2 – observable inputs other than quoted prices in active markets for identical assets and liabilities, quoted prices for identical or similar assets or liabilities in inactive markets, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. • Level 3 – inputs that are generally unobservable and typically reflect the Company’s estimate of assumptions that market participants would use in pricing the asset or liability. The fair values of cash and cash equivalents and restricted cash are based on their respective demand values, which are equal to the carrying values. The carrying values of all short-term monetary assets and liabilities are estimated to approximate their fair values due to the short-term nature of these instruments. As of March 31, 2023 and December 31, 2022, the carrying value of the Company’s long-term debt approximated its fair value due to its variable interest rate. Accrued Warranty Costs The Company offers a standard warranty on product sales generally for a one three The activity in the warranty accrual during the three months ended March 31, 2023 and 2022 is summarized as follows: Three Months Ended March 31, 2023 2022 Balance, beginning of period $ 207 $ 79 Additions 27 34 Expirations and claims satisfied (5 ) (14 ) Total 229 99 Less current portion within accrued expenses and other current liabilities (152 ) (66 ) Balance within deferred revenues and other liabilities $ 77 $ 33 Net Loss Per Share Basic net loss per share of common stock is computed by dividing net loss attributable to common stockholders by the weighted-average number of shares of common stock outstanding during each period. Diluted loss per share of common stock includes the effect, if any, from the potential exercise or conversion of securities such as unvested restricted stock awards, stock options and warrants for common stock which would result in the issuance of incremental shares of common stock. For diluted net loss per share, the weighted-average number of shares of common stock is the same as for basic net loss per share due to the fact that when a net loss exists, dilutive securities are not included in the calculation as the impact is anti-dilutive. The following potentially dilutive securities have been excluded from the computation of diluted weighted-average shares of common stock outstanding, as they would be anti-dilutive: March 31, 2023 2022 Restricted stock units 119,597 89,681 Stock options 4,464,714 4,434,714 Common stock warrants 373,626 373,626 Total 4,957,937 4,898,021 Accounting Pronouncements Recently Adopted In June 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standard Update (“ASU”) 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments , as amended subsequently by ASUs 2018-19, 2019-04, 2019-05, 2019-10, 2019-11 and 2020-03. The guidance in the ASUs requires that credit losses be reported using an expected losses model rather than the incurred losses model that is currently used. The standard also establishes additional disclosures related to credit risks. This standard is effective for fiscal years beginning after December 15, 2022. The adoption of this guidance on January 1, 2023 did not have a material effect on the condensed consolidated financial statements. In March 2020, the FASB issued ASU 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting nd in January 2021, the FASB issued ASU 2021-01, Reference Rate Reform (Topic 848): Scope These pronouncements provide temporary optional expedients and exceptions for applying U.S. GAAP to contract modifications and hedging relationships to ease the financial reporting burdens of the expected market transition from LIBOR and other interbank offered rates to alternative reference rates. The transition period for adopting these ASUs is March 2020 through December 31, 2024, as further amended by ASU 2022-06. The adoption of this guidance is not expected to have a material effect on the condensed consolidated financial statements as the Company does not have any hedging activities. Recent Accounting Pronouncements Not Yet Adopted In August 2020, the FASB issued ASU 2020-06, Debt with Conversion and Other Options (Subtopic 470-20) and Derivative and Hedging – Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s own Equity |
Liquidity
Liquidity | 3 Months Ended |
Mar. 31, 2023 | |
Liquidity [Abstract] | |
Liquidity | Note 2 Liquidity: The Company has been negatively impacted by the COVID-19 pandemic, has historically experienced recurring losses, and has been dependent on raising capital from the sale of securities in order to continue to operate and to restrict cash for potential sales tax liabilities (see Note 14, Commitments and Contingencies |
Revenue Recognition
Revenue Recognition | 3 Months Ended |
Mar. 31, 2023 | |
Revenue Recognition [Abstract] | |
Revenue Recognition | Note 3 Revenue Recognition: Revenues from the Company’s dermatology recurring procedures customers are earned by providing physicians with its dermatology devices and charging the physicians a fee for a fixed number of treatment sessions or a fixed fee for a specified period of time not to exceed an agreed upon number of treatments; if that number is exceeded additional fees will have to be paid. The placement of the dermatology devices at physician locations represents embedded leases which are accounted for as operating leases. For the dermatology devices placed-in service under these arrangements, the terms of the domestic arrangements are generally up to 36 months with automatic one-year renewals and include a termination clause that can be effected at any time by either party with 30 to 60 day notice. Amounts paid are generally non-refundable. Sales of access codes for a fixed number of treatment sessions are considered variable treatment code payments and are recognized as revenue over the estimated usage period of the agreed upon number of treatments. Sales of access codes for a specified period of time and monthly rental fees are recognized as revenue on a straight-line basis as the dermatology devices are being used over the term period specified in the agreement. Variable treatment code payments that will be paid only if the customer exceeds the agreed upon number of treatments are recognized only when such treatments are being exceeded and used. Internationally, the Company generally sells access codes for a fixed amount on a monthly basis to its distributors and the terms are generally 48 months, with termination in the event of the customers’ failure to remit payments timely and include a potential buy-out at the end of the term of the contract. Currently, this is the only foreign recurring revenue. Prepaid amounts recorded in deferred revenues and customer deposits recorded in accounts payable are recognized as revenue over the lease term in the patterns described above. Pricing is fixed with the customer. With respect to lease and non-lease components, the Company adopted the practical expedient to account for the arrangement as a single lease component. Revenues from the Company’s dermatology procedures equipment are recognized when control of the promised goods or services is transferred to its customers or distributors, in an amount that reflects the consideration to which it expects to be entitled in exchange for those goods or services. Accordingly, the Company determines revenue recognition through the following steps: • identification of the contract, or contracts, with a customer; • identification of the performance obligations in the contract; • determination of the transaction price; • allocation of the transaction price to the performance obligations in the contract; and • recognition of revenue when, or as, performance obligations are satisfied. Accounting for the Company’s contracts involves the use of significant judgments and estimates including determining the separate performance obligations, allocating the transaction price to the different performance obligations and determining the method to measure the entity’s performance toward satisfaction of performance obligations that most faithfully depicts when control is transferred to the customer. The Company allocates the contract’s transaction price to each performance obligation using the Company’s best estimate of the standalone selling price for each distinct good or service in the contract. The Company maximizes the use of observable inputs by beginning with average historical contractual selling prices and adjusting as necessary and on a consistent and rational basis for other inputs such as pricing trends, customer types, volumes and changing cost and margins. Revenues from dermatology procedures equipment are recognized when control of the promised products is transferred to either the Company’s distributors or end-user customers, in an amount that reflects the consideration the Company expects to be entitled to in exchange for those products (the transaction price). Control transfers to the customer at a point in time. To indicate the transfer of control, the Company must have a present right to payment and legal title must have passed to the customer. The Company ships most of its products FOB shipping point, and as such, the Company primarily transfers control and records revenue upon shipment. From time to time the Company will grant certain customers, for example governmental customers, FOB destination terms, and the transfer of control for revenue recognition occurs upon receipt. The Company has elected to recognize the cost of freight and shipping activities as fulfillment costs. Amounts billed to customers for shipping and handling are included as part of the transaction price and recognized as revenue when control of the underlying goods are transferred to the customer. The related shipping and freight charges incurred by the Company are included in cost of revenues. The following table summarizes the Company’s expected future undiscounted fixed treatment code payments from dermatology recurring procedures as of March 31, 2023: Remaining 2023 $ 914 2024 975 2025 384 2026 166 2027 4 Total $ 2,443 Remaining performance obligations related to Accounting Standards Codification (“ASC”) 606 , Revenue from Contracts with Customers one Contract liabilities primarily relate to extended warranties where the Company has received payments but has not yet satisfied the related performance obligations. The allocations of the transaction price are based on the price of stand-alone warranty contracts sold in the ordinary course of business. The advance consideration received from customers for the warranty services is a contract liability that is recognized ratably over the warranty period. As of March 31, 2023, the $ 295 of short-term contract liabilities is presented as deferred revenues and the $ of long-term contract liabilities is presented within deferred revenues and other liabilities on the condensed consolidated balance sheet. For the three months ended March 31, 2023 and 2022, the Company recognized $ and $ , With respect to contract acquisition costs, the Company applied the practical expedient and expenses these costs immediately. |
TheraClear Asset Acquisition
TheraClear Asset Acquisition | 3 Months Ended |
Mar. 31, 2023 | |
TheraClear Asset Acquisition [Abstract] | |
TheraClear Asset Acquisition | Note 4 TheraClear Asset Acquisition In January 2022, the Company acquired certain assets related to the TheraClear devices from Theravant Corporation (“Theravant”). The TheraClear asset acquisition will allow the Company to further develop, commercialize and market the TheraClear devices that are used for acne treatment, as well as advance the TheraClear technology into multiple other devices that can be used to treat a range of additional indications. The Company made an upfront cash payment of $500 and issued to Theravant 358,367 shares of common stock with an aggregate value of $500 as of the closing date in connection with the TheraClear asset acquisition. During the fourth quarter of 2022, the Company also made a $500 milestone payment upon the launch of the TheraClear Acne Therapy System, one of the development-related targets. Theravant is eligible to receive up to $3,000 in future earnout payments upon the achievement of certain annual net revenue milestones, up to $20,000 in future royalty payments based upon a percentage of gross profit from future domestic sales ranging from 10-20%, 25% of gross profit from international sales over the subsequent four-year period, and up to $500 in future milestone payments upon the achievement of certain development and commercialization related targets. The Company owes Theravant $14 based on gross profit from domestic and international sales during the three months ended March 31, 2023, which is included in accrued expenses and other current liabilities as of March 31, 2023. The Company determined this transaction represented an asset acquisition as substantially all of the value was in the TheraClear technology intangible asset as defined by ASC 805, Business Combinations The purchase price was allocated, on a relative fair basis, to the technology intangible asset and acquired inventories as follows: Consideration: Cash payment $ 500 Common stock issued 500 Transaction costs 131 Contingent consideration 9,122 Total consideration $ 10,253 Assets acquired: Technology intangible asset $ 10,182 Inventories 71 Total assets acquired $ 10,253 The technology intangible asset is being amortized on a straight-line basis over a period of ten years, to be updated for subsequent changes in the contingent consideration that is allocated to its carrying value. The intangible asset was valued using the relief from royalty method. Significant assumptions used in the relief from royalty method include a 14.5% weighted average cost of capital and 15.0% of revenues for the royalty rate. The net book value of acquired inventories approximated its fair value. To calculate the fair value of the earnout using Monte Carlo simulations, Company projections were utilized to develop expected revenues and gross profits based on the risk inherent in the projections using the Geometric-Brownian motion for the earnout periods and related earnout payments. Significant assumptions used in the Geometric-Brownian motion analysis include projected revenues, projected gross profit, risk free rate of return of 1.6%, revenue volatility of 45.0%, and a cost of equity of 10.5%. Due to uncertainties associated with the development of a new product line and the use of estimates and assumptions to determine the fair value of the contingent consideration, the amount ultimately paid in connection with the earnout may differ from the estimated fair value at the acquisition date. A revaluation of the contingent consideration would only be required if there is a significant change to the underlying valuation assumptions. The contingent consideration will be adjusted when the contingency is resolved and the consideration is paid or becomes payable. Any difference between the cash payment and the amount accrued for contingent consideration will result in an adjustment to the technology intangible asset. Contingent consideration expected to be paid within the next year is classified as current on the condensed consolidated balance sheet. |
Inventories
Inventories | 3 Months Ended |
Mar. 31, 2023 | |
Inventories [Abstract] | |
Inventories | Note 5 Inventories: Inventories consist of the following: March 31, 2023 December 31, 2022 Raw materials and work-in-process $ 5,295 $ 5,418 Finished goods 400 129 Total inventories $ 5,695 $ 5,547 Work-in-process is immaterial, given the Company’s typically short manufacturing cycle and therefore, is included with raw materials. |
Property and Equipment, net
Property and Equipment, net | 3 Months Ended |
Mar. 31, 2023 | |
Property and Equipment, net [Abstract] | |
Property and Equipment, net | Note 6 Property and Equipment, net: Property and equipment consist of the following: March 31, 2023 December 31, 2022 Dermatology devices placed-in-service $ 29,988 $ 28,790 Equipment, computer hardware and software 293 293 Furniture and fixtures 235 235 Leasehold improvements 115 136 30,631 29,454 Accumulated depreciation and amortization (22,449 ) (21,956 ) Property and equipment, net $ 8,182 $ 7,498 Depreciation and amortization expense was $677 and $625 for the three months ended March 31, 2023 and 2022, respectively. |
Intangible Assets, net
Intangible Assets, net | 3 Months Ended |
Mar. 31, 2023 | |
Intangible Assets, net [Abstract] | |
Intangible Assets, net | Note 7 Intangible Assets, net: Intangible assets consist of the following as of March 31, 2023 and December 31, 2022: Balance Accumulated Amortization Intangible Assets, net March 31, 2023 Core technology $ 5,700 $ (4,418 ) $ 1,282 Product technology 12,182 (3,273 ) 8,909 Customer relationships 6,900 (5,348 ) 1,552 Tradenames 1,500 (1,163 ) 337 Pharos customer lists 5,314 (720 ) 4,594 $ 31,596 $ (14,922 ) $ 16,674 December 31, 2022 Core technology $ 5,700 $ (4,275 ) $ 1,425 Product technology 12,182 (3,018 ) 9,164 Customer relationships 6,900 (5,175 ) 1,725 Tradenames 1,500 (1,125 ) 375 Pharos customer lists 5,314 (609 ) 4,705 $ 31,596 $ (14,202 ) $ 17,394 Amortization expense was $720 and $696 for the three months ended March 31, 2023 and 2022, respectively. Finite-lived intangible assets are tested for impairment when events or changes in circumstances indicate that the carrying value of the asset group may not be recoverable. The Company recognizes an impairment loss when and to the extent that the recoverable amount of an asset group is less than its carrying value. There were no impairment charges for the three months ended March 31, 2023 or 2022. The following table summarizes the estimated future amortization expense for the above intangible assets for the next five years: Remaining 2023 $ 2,151 2024 2,871 2025 2,166 2026 1,461 2027 1,461 |
Accrued Expenses and Other Curr
Accrued Expenses and Other Current Liabilities | 3 Months Ended |
Mar. 31, 2023 | |
Accrued Expenses and Other Current Liabilities [Abstract] | |
Accrued Expenses and Other Current Liabilities | Note 8 Accrued Expenses and Other Current Liabilities: Accrued expenses and other current liabilities consist of the following: March 31, 2023 December 31, 2022 Warranty obligations $ 152 $ 136 Compensation and related benefits 2,165 1,997 State sales, use and other taxes 4,043 3,986 Professional fees and other 189 436 Total accrued expenses and other current liabilities $ 6,549 $ 6,555 |
Long-term Debt
Long-term Debt | 3 Months Ended |
Mar. 31, 2023 | |
Long-term Debt [Abstract] | |
Long-term Debt | Note 9 Long-term Debt: Senior Term Facility On September 30, 2021, the Company entered into a credit and security agreement with MidCap Financial Trust, also acting as the administrative agent, and the lenders identified therein (“Senior Term Facility”). The Senior Term Facility provides for an $8.0 million senior term loan that was drawn upon by the Company upon executing the agreement. Borrowings under the Senior Term Facility bear interest at LIBOR (with a LIBOR floor rate of 0.50%) plus 7.50% per year and mature on September 1, 2026, unless terminated earlier. The Company is obligated to make monthly interest-only payments through September 30, 2024. From October 1, 2024 to the date of maturity, the Company will make 24 equal monthly principal payments plus interest, and all borrowings are secured by substantially all of the Company’s assets. The Senior Term Facility was amended on January 10, 2022 to provide MidCap Financial Trust’s consent to the acquisition of TheraClear (Note 4). In September 2022, the Company amended the facility to transition, upon the cessation of LIBOR, to one-month Secured Overnight Financing Rate (“SOFR”), or such other applicable period, plus 0.10%, with a floor of 0.50%. The Company may voluntarily prepay the outstanding term loan, with such prepayment at least $5.0 million, at any time upon 30 days’ written notice. Upon prepayment, the Company will be required to pay a prepayment fee equal to (i) 3.00% of the outstanding principal prepaid or required to be prepaid (whichever is greater), if the prepayment is made between 12 months and 24 months after September 30, 2021, (ii) 2.00% of the outstanding principal prepaid or required to be prepaid (whichever is greater), if the prepayment is made between 24 months and 36 months after September 30, 2021, (iii) 1.00% of the outstanding principal prepaid or required to be prepaid (whichever is greater), if the prepayment is made after 36 months after September 30, 2021 and prior to the maturity date. The Senior Term Facility contains certain customary representations and warranties, affirmative covenants, and conditions. The Senior Term Facility also contains a number of negative covenants that subject the Company to certain exceptions and waivers and restrictions, as defined in the agreement. In addition, the Senior Term Facility contains a quarterly financial covenant that requires the Company to have a specified minimum amount of net revenue for the trailing 12-month period, with compliance measured on the last day of each fiscal quarter beginning on September 30, 2021. At March 31, 2023, the minimum net revenue threshold was $28,500. The minimum net revenue threshold will increase to $30,000 by December 31, 2023. At March 31, 2023, the Company was in compliance with all financial covenants within the Senior Term Facility. The Senior Term Facility contains customary indemnification obligations and customary events of default, including, among other things, (i) nonpayment, (ii) breach of warranty, (iii) nonperformance of covenants and obligations, (iv) default on other indebtedness, (v) judgments, (vi) change of control, (vii) bankruptcy and insolvency, (viii) impairment of security, (ix) regulatory matters, (x) failure to remain a publicly traded company, and (xi) material adverse event. Where an event of default arises from certain bankruptcy events, the commitments shall automatically and immediately terminate and the principal of, and interest then outstanding on, all of the loans shall become immediately due and payable. Subject to certain notice requirements and other conditions, upon the occurrence of other events of default, including the occurrence of a condition having or reasonably likely to have a material adverse effect, commitments may be terminated and the principal of, and interest then outstanding on, all of the loans may become immediately due and payable. At March 31, 2023, no event of default had occurred, and the Company believed that events or conditions having a material adverse effect, giving rise to an acceleration of any amounts outstanding under the Senior Term Facility, had not occurred and was remote. In connection with entering into the Senior Term Facility, the Company issued an affiliate of the lender a warrant to purchase 373,626 shares of the Company’s common stock at an initial exercise price of $1.82 per share. The warrant is equity classified and is exercisable at any time on or prior to the tenth anniversary of its issue date. The estimated fair value of the warrant was $585 and determined using the Black-Scholes option pricing model. The key assumptions used in the Black-Scholes option pricing model were (i) an expected term of ten years, (ii) expected volatility of 88.6%, (iii) a risk-free rate of 1.50% and (iv) no estimated dividend yield. In addition, the Company incurred third party costs and lender fees of $133. The proceeds were allocated on a basis that approximates the relative fair value method. The fair values of the warrant and fees incurred were recorded as a debt discount and are being recognized as interest expense over the term of the Senior Term Facility using the effective-interest method. The unamortized debt discount was $483 as of March 31, 2023. The Company recognized interest expense of $286 during the three months ended March 31, 2023, of which $41 was related to the amortization of the debt discount. The Company recognized interest expense of $199 during the three months ended March 31, 2022, of which $37 thousand was related to the amortization of the debt discount. Future minimum principal payments at March 31, 2023 are as follows: 2024 $ 1,000 2025 4,000 2026 3,000 Total $ 8,000 |
Stock-based Compensation
Stock-based Compensation | 3 Months Ended |
Mar. 31, 2023 | |
Stock-based Compensation [Abstract] | |
Stock-based Compensation | Note 10 Stock-based Compensation: The Company’s 2016 Omnibus Incentive Stock Plan (“2016 Plan”), as amended, has reserved up to 7,832,651 shares of common stock for future issuance. s of March 31, 2023, there were 3,203,706 shares of common stock remaining available for issuance for awards under the 2016 Plan. The Company measures stock‑based awards at their grant‑date fair value and records compensation expense on a straight‑line basis over the requisite service period of the awards. The Company recorded stock‑based compensation expense of $282 and $368 for the three months ended March 31, 2023 and 2022, respectively, within general and administrative expenses in the accompanying condensed consolidated statements of operations. During the three months ended March 31, 2023, the Company also recorded share-based compensation expense of $43 within selling and marketing expenses in the accompanying condensed consolidated statement of operations. On March 30, 2022, the Company granted 160,000 stock-based options to the Chief Executive Officer. The vesting of these awards is contingent upon meeting one or more financial goals (a performance condition) or a common stock share price (a market condition). The fair value of stock-based awards is determined at the date of grant. Stock-based compensation expense is recorded ratably for market condition awards during the requisite service period and is not reversed, except for forfeitures, at the vesting date regardless of whether the market condition is met. The market condition was not met and 60,000 of the stock-based options were forfeited during 2022. Stock-based compensation expense for performance condition awards is re-evaluated at each reporting period based on the probability of the achievement of the goal. Stock Options The following table summarizes stock option activity for the three months ended March 31, 2023: Number of Shares Weighted Average Exercise Price per Share Weighted Average Remaining Contractual Term (in years) Outstanding at January 1, 2023 4,474,714 $ 1.72 Granted — $ — Exercised — $ — Forfeited and expired (10,000 ) $ 1.45 Outstanding at March 31, 2023 4,464,714 $ 1.72 7.8 Exercisable at March 31, 2023 2,623,841 $ 1.82 7.3 Vested and expected to vest 4,464,714 $ 1.72 7.8 As of March 31, 2023, the total unrecognized compensation expense related to unvested stock option awards was $1,639, which the Company expects to recognize over a weighted‑average period of approximately 2.1 years. The aggregate intrinsic value of options outstanding at March 31, 2023 was $4. There was no aggregate intrinsic value of options exercisable at March 31, 2023. Restricted Stock Units Restricted stock units have been issued to certain board members. Restricted stock units unvested are summarized in the following table: Number of Shares Weighted Average Grant Date Fair Value Unvested at January 1, 2023 119,597 $ 0.93 Granted — $ — Vested (39,866 ) $ 0.93 Unvested at March 31, 2023 79,731 $ 0.93 As of March 31, 2023, the total unrecognized compensation expense related to unvested restricted stock units was $37, which the Company expects to recognize over a weighted‑average period of approximately 0.3 years. |
Income Taxes
Income Taxes | 3 Months Ended |
Mar. 31, 2023 | |
Income Taxes [Abstract] | |
Income Taxes | Note 11 Income Taxes: The Company accounts for income taxes using the asset and liability method. The provision for income taxes includes federal, state, and local income taxes currently payable and deferred taxes resulting from temporary differences between the financial statement and tax bases of assets and liabilities. Valuation allowances are recorded to reduce deferred tax assets when it is more likely than not that a tax benefit will not be realized. No income tax expense was incurred for the three months ended March 31, 2023 and 2022. |
Business Segments
Business Segments | 3 Months Ended |
Mar. 31, 2023 | |
Business Segments [Abstract] | |
Business Segments | Note 12 Business Segments: The Company has organized its business into two operating segments to better align its organization based upon the Company’s management structure, products and services offered, markets served and types of customers, as follows. The Dermatology Recurring Procedures segment derives its revenues from the usage of its equipment by dermatologists to perform XTRAC and TheraClear Acne Therapy System procedures. The Dermatology Procedures Equipment segment generates revenues from the sale of equipment, such as lasers, lamp products and TheraClear devices. Management reviews financial information presented on an operating segment basis for the purposes of making certain operating decisions and assessing financial performance. Unallocated operating expenses include costs that are not specific to a particular segment but are general to the group; included are expenses incurred for administrative and accounting staff, general liability and other insurance, professional fees, and other similar corporate expenses. Interest expense and other income (expense) are also not allocated to the operating segments. The following tables reflect results of operations from the Company’s business segments for the periods indicated below: Dermatology Recurring Procedures Dermatology Procedures Equipment TOTAL Three Months Ended March 31, 2023 Revenues, net $ 5,209 $ 2,358 $ 7,567 Cost of revenues 2,020 1,159 3,179 Gross profit 3,189 1,199 4,388 Gross profit % 61.2 % 50.8 % 58.0 % Allocated expenses: Engineering and product development 245 70 315 Selling and marketing 3,353 389 3,742 Unallocated expenses — — 2,917 3,598 459 6,974 (Loss) income from operations (409 ) 740 (2,586 ) Interest expense — — (286 ) Interest income — — 37 Net (loss) income $ (409 ) $ 740 $ (2,835 ) Dermatology Recurring Procedures Dermatology Procedures Equipment TOTAL Three Months Ended March 31, 2022 Revenues, net $ 5,067 $ 1,974 $ 7,041 Cost of revenues 2,032 881 2,913 Gross profit 3,035 1,093 4,128 Gross profit % 59.9 % 55.4 % 58.6 % Allocated expenses: Engineering and product development 126 37 163 Selling and marketing 3,300 316 3,616 Unallocated expenses — — 2,652 3,426 353 6,431 (Loss) income from operations (391 ) 740 (2,303 ) Interest expense — — (199 ) Net (loss) income $ (391 ) $ 740 $ (2,502 ) For the three months ended March 31, 2023 and 2022, depreciation and amortization by reportable segment were as follows: Three Months Ended March 31, 2023 2022 Dermatology recurring procedures $ 1,213 $ 1,152 Dermatology procedures equipment 180 165 Unallocated expenses 4 4 Consolidated total $ 1,397 $ 1,321 The following tables present the Company’s revenue disaggregated by geographical region for the three months ended March 31, 2023 Dermatology Recurring Procedures Dermatology Procedures Equipment TOTAL Three Months Ended March 31, 2023 Domestic $ 4,847 $ 496 $ 5,343 Foreign 362 1,862 2,224 Total $ 5,209 $ 2,358 $ 7,567 Three Months Ended March 31, 2022 Domestic $ 4,689 $ 695 $ 5,384 Foreign 378 1,279 1,657 Total $ 5,067 $ 1,974 $ 7,041 |
Significant Customer Concentrat
Significant Customer Concentrations | 3 Months Ended |
Mar. 31, 2023 | |
Significant Customer Concentrations [Abstract] | |
Significant Customer Concentrations | Note 13 Significant Customer Concentrations: For the three months ended March 31, 2023, the Company did not have any customers which accounted for more than 10% of the Company’s revenues. For the three months ended March 31, 2022, the Company had one customer, an international distributor from which it earns dermatology recurring procedures and dermatology procedures equipment revenues, which accounted for more than 10% of the Company’s revenues. Revenues from this customer were $810, or 11.5%, of total net revenues during the three months ended March 31, 2022. No customer represented more than 10% of net accounts receivable as of March 31, 2023. One customer represented 11% of net accounts receivable as of December 31, 2022. |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2023 | |
Commitments and Contingencies [Abstract] | |
Commitments and Contingencies | Note 14 Commitments and Contingencies: Leases The Company recognizes right-of-use assets (“ROU assets”) and operating lease liabilities when it obtains the right to control an asset under a leasing arrangement with an initial term greater than 12 months. The Company adopted the short-term accounting election for leases with a duration of less than one year. The Company leases its facilities and certain IT and office equipment under non-cancellable operating leases. All of the Company’s leasing arrangements are classified as operating leases with remaining lease terms ranging from one Operating lease costs were $106 and $113 for the three months ended March 31, 2023 and 2022, respectively. Cash paid for amounts included in the measurement of operating lease liabilities was $96 and $113 for the three months ended March 31, 2023 and 2022, respectively. As of March 31, 2023, the weighted average incremental borrowing rate was 8.75% and the weighted average remaining lease term was 2.6 years. The following table summarizes the Company’s operating lease maturities as of March 31, 2023: Remaining 2023 $ 330 2024 386 2025 195 2026 55 Total remaining lease payments $ 966 Less: imputed interest (96 ) Total lease liabilities $ 870 Accrued State Sales and Use Tax The Company records state sales tax collected and remitted for its customers on dermatology procedures equipment sales on a net basis, excluded from revenue. The Company’s sales tax expense that is not presently being collected and remitted for the recurring revenue business is recorded in general and administrative expenses within the condensed consolidated statements of operations. The Company believes its state sales and use tax accruals have been properly recognized such that, if the Company’s arrangements with customers are deemed more likely than not that the Company would not be exempt from sales tax in a particular state, the basis for measurement of the state sales and use tax is calculated in accordance with ASC 405, Liabilities In the ordinary course of business, the Company is, from time to time, subject to audits performed by state taxing authorities. These actions and proceedings are generally based on the position that the arrangements entered into by the Company are subject to sales and use tax rather than exempt from tax under applicable law. Several states have assessed the Company an aggregate of $2,375 including penalties and interest for the period from March 2014 through April 2020. The Company received notification that an administrative state judge issued an opinion finding in favor of the Company that the sale of XTRAC treatment codes was not taxable as sales tax with respect to that state’s first assessment. This ruling covers $1,484 of the total $2,375 of assessments. The relevant taxing authority filed an appeal of the administrative law judge’s finding and, following the submission of legal briefs by both sides and oral argument held in January 2022, on May 6, 2022, the Company received a written decision from State of New York Tax Appeals Tribunal (“Tribunal”) overturning the favorable sales tax determination of the administrative law judge. The Company filed an appeal of the Tribunal’s decision and posted the required appellate bond requiring posting cash collateral, with the New York State Appellate Division, and is awaiting for the appellate court to set a schedule for oral argument. The Company is also in another jurisdiction’s administrative process of appeal with respect to the remaining $891 of assessments, and the timing of the process has been impacted by the COVID-19 pandemic. If there is a determination that the true object of the Company’s recurring revenue model is not exempt from sales taxes and is not a prescription medicine, or the Company does not have other defenses where the Company prevails, the Company may be subject to sales taxes in those particular states for previous years and in the future, plus potential interest and penalties. The precise scope, timing and time periods at issue, as well as the final outcomes of the investigations and judicial proceedings, remain uncertain. Accordingly, the Company’s estimate may change from time to time, and actual losses could vary. Milestone Payments In January 2022, the Company entered into a Development Agreement (the “Development Agreement”) with Theravant. Under the Development Agreement, the Company will reimburse Theravant for costs incurred in further developing certain TheraClear technology and other healthcare products and methods for the medical aesthetic marketplace. In connection with the development of three devices, Theravant is eligible to receive $500 upon FDA clearance for each device and $500 upon achievement of certain net revenue targets for each device, aggregating to $3,000 of potential future milestone payments under the Development Agreement. The Development Agreement has a three-year term, unless terminated sooner by either party, and is being accounted for separately from the TheraClear asset acquisition discussed in Note 4. Legal Matters In the ordinary course of business, the Company is routinely a defendant in or party to pending and threatened legal actions and proceedings, including actions brought on behalf of various classes of claimants. These actions and proceedings are generally based on alleged violations of employment, contract, and other laws. In some of these actions and proceedings, claims for substantial monetary damages are asserted against the Company. In the ordinary course of business, the Company is also subject to regulatory and governmental examinations, information gathering requests, inquiries, investigations, and threatened legal actions and proceedings. In connection with formal and informal inquiries by federal, state, local and foreign agencies, the Company receives numerous requests, subpoenas and orders for documents, testimony, and information in connection with various aspects of its activities. On April 1, 2022, a proposed representative class action under California’s Private Attorneys General Act (“PAGA”) was filed in Superior Court of California, County of San Diego against the Company and an employment agency which provided the Company with temporary employees. The complaint alleges various violations of the California Labor Code, including California’s wage and hour laws, relating to current and former non-exempt employees of the Company. The complaint seeks class status and payments for allegedly unpaid compensation and attorney’s fees. In a related matter, the attorneys in this matter and the proposed class representative, in a letter dated March 12, 2022, to the California Labor & Workforce Development Agency made nearly identical claims seeking the right to pursue a PAGA action against the Company and the employment agency. On or about May 16, 2022, the plaintiff filed a First Amended Complaint adding a PAGA claim to the action. On or about June 2, 2022, the plaintiff filed an Application to Dismiss Class and Individual Claim without prejudice, in an attempt to pursue a PAGA only complaint. On or about June 30, 2022, the parties entered into a stipulation to allow the plaintiff to file a Second Amended Complaint to clarify the PAGA claim and to stay the pending action to allow an attempt at resolution through mediation. The mediation was held on February 23, 2023, and the matter was settled on terms agreeable to the Company. The settlement, which requires the Company to pay $106, is subject to the right of individual class members to opt out of the settlement and proceed on their own. As of March 31, 2023, $106 has been accrued for this matter. |
The Company (Policies)
The Company (Policies) | 3 Months Ended |
Mar. 31, 2023 | |
The Company [Abstract] | |
Principles of Consolidation | Principles of Consolidation The condensed consolidated financial statements include the accounts of the Company and Photomedex India Private Limited, its wholly-owned, inactive subsidiary in India. All significant intercompany balances and transactions have been eliminated in consolidation. |
Unaudited Interim Condensed Consolidated Financial Statements | Unaudited Interim Condensed Consolidated Financial Statements The accompanying unaudited interim condensed consolidated financial statements have been prepared pursuant to the rules and regulations of the United States Securities and Exchange Commission (“SEC”) for interim financial reporting. These condensed consolidated statements are unaudited and, in the opinion of management, include all adjustments (consisting of normal recurring adjustments and accruals) necessary to fairly present the results of the interim periods. The condensed consolidated balance sheet at December 31, 2022 has been derived from the audited consolidated financial statements at that date. Operating results and cash flows for the three months ended March 31, 2023 are not necessarily indicative of the results that may be expected for the fiscal year ending December 31, 2023 or any other future period. Certain information and footnote disclosures normally included in annual financial statements prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) have been condensed or omitted in accordance with the rules and regulations for interim reporting of the SEC. These interim condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2022 (the “2022 Form 10-K”), and other forms filed with the SEC from time to time. Dollar amounts included herein are in thousands, except share and per share amounts and number of lasers. |
Significant Accounting Policies | Significant Accounting Policies The significant accounting policies used in preparation of these condensed consolidated financial statements are disclosed in the Company’s 2022 Form 10-K, and there have been no changes to the Company’s significant accounting policies during the three months ended March 31, 2023. |
Use of Estimates | Use of Estimates The preparation of the condensed consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting periods. Actual results could differ from those estimates. The Company’s significant estimates and judgments include revenue recognition with respect to deferred revenues and the contract term and valuation allowances of accounts receivable, inputs used when evaluating goodwill for impairment, inputs used in the valuation of contingent consideration, state sales and use tax accruals, the estimated useful lives of intangible assets, and the valuation allowance related to deferred tax assets. |
Fair Value Measurements | Fair Value Measurements The Company measures financial assets and liabilities at fair value at each reporting period using a fair value hierarchy that requires the use of observable inputs and minimizes the use of unobservable inputs. The Company defines fair value as the price that would be received from selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Fair value is estimated by applying the following hierarchy, which prioritizes the inputs used to measure fair value into three levels and bases the categorization within the hierarchy upon the lowest level of input that is available and significant to the fair value measurement: • Level 1 – quoted market prices in active markets for identical assets or liabilities. • Level 2 – observable inputs other than quoted prices in active markets for identical assets and liabilities, quoted prices for identical or similar assets or liabilities in inactive markets, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. • Level 3 – inputs that are generally unobservable and typically reflect the Company’s estimate of assumptions that market participants would use in pricing the asset or liability. The fair values of cash and cash equivalents and restricted cash are based on their respective demand values, which are equal to the carrying values. The carrying values of all short-term monetary assets and liabilities are estimated to approximate their fair values due to the short-term nature of these instruments. As of March 31, 2023 and December 31, 2022, the carrying value of the Company’s long-term debt approximated its fair value due to its variable interest rate. |
Accrued Warranty Costs | Accrued Warranty Costs The Company offers a standard warranty on product sales generally for a one three The activity in the warranty accrual during the three months ended March 31, 2023 and 2022 is summarized as follows: Three Months Ended March 31, 2023 2022 Balance, beginning of period $ 207 $ 79 Additions 27 34 Expirations and claims satisfied (5 ) (14 ) Total 229 99 Less current portion within accrued expenses and other current liabilities (152 ) (66 ) Balance within deferred revenues and other liabilities $ 77 $ 33 |
Net Loss Per Share | Net Loss Per Share Basic net loss per share of common stock is computed by dividing net loss attributable to common stockholders by the weighted-average number of shares of common stock outstanding during each period. Diluted loss per share of common stock includes the effect, if any, from the potential exercise or conversion of securities such as unvested restricted stock awards, stock options and warrants for common stock which would result in the issuance of incremental shares of common stock. For diluted net loss per share, the weighted-average number of shares of common stock is the same as for basic net loss per share due to the fact that when a net loss exists, dilutive securities are not included in the calculation as the impact is anti-dilutive. The following potentially dilutive securities have been excluded from the computation of diluted weighted-average shares of common stock outstanding, as they would be anti-dilutive: March 31, 2023 2022 Restricted stock units 119,597 89,681 Stock options 4,464,714 4,434,714 Common stock warrants 373,626 373,626 Total 4,957,937 4,898,021 |
Accounting Pronouncements Recently Adopted and Not Yet Adopted | Accounting Pronouncements Recently Adopted In June 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standard Update (“ASU”) 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments , as amended subsequently by ASUs 2018-19, 2019-04, 2019-05, 2019-10, 2019-11 and 2020-03. The guidance in the ASUs requires that credit losses be reported using an expected losses model rather than the incurred losses model that is currently used. The standard also establishes additional disclosures related to credit risks. This standard is effective for fiscal years beginning after December 15, 2022. The adoption of this guidance on January 1, 2023 did not have a material effect on the condensed consolidated financial statements. In March 2020, the FASB issued ASU 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting nd in January 2021, the FASB issued ASU 2021-01, Reference Rate Reform (Topic 848): Scope These pronouncements provide temporary optional expedients and exceptions for applying U.S. GAAP to contract modifications and hedging relationships to ease the financial reporting burdens of the expected market transition from LIBOR and other interbank offered rates to alternative reference rates. The transition period for adopting these ASUs is March 2020 through December 31, 2024, as further amended by ASU 2022-06. The adoption of this guidance is not expected to have a material effect on the condensed consolidated financial statements as the Company does not have any hedging activities. Recent Accounting Pronouncements Not Yet Adopted In August 2020, the FASB issued ASU 2020-06, Debt with Conversion and Other Options (Subtopic 470-20) and Derivative and Hedging – Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s own Equity |
The Company (Tables)
The Company (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
The Company [Abstract] | |
Accrued Warranty Costs Activity | The activity in the warranty accrual during the three months ended March 31, 2023 and 2022 is summarized as follows: Three Months Ended March 31, 2023 2022 Balance, beginning of period $ 207 $ 79 Additions 27 34 Expirations and claims satisfied (5 ) (14 ) Total 229 99 Less current portion within accrued expenses and other current liabilities (152 ) (66 ) Balance within deferred revenues and other liabilities $ 77 $ 33 |
Antidilutive Securities Excluded from Computation of Net Loss Per Share | The following potentially dilutive securities have been excluded from the computation of diluted weighted-average shares of common stock outstanding, as they would be anti-dilutive: March 31, 2023 2022 Restricted stock units 119,597 89,681 Stock options 4,464,714 4,434,714 Common stock warrants 373,626 373,626 Total 4,957,937 4,898,021 |
Revenue Recognition (Tables)
Revenue Recognition (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Revenue Recognition [Abstract] | |
Future Undiscounted Fixed Treatment Code Payments from Dermatology Recurring Procedures | The following table summarizes the Company’s expected future undiscounted fixed treatment code payments from dermatology recurring procedures as of March 31, 2023: Remaining 2023 $ 914 2024 975 2025 384 2026 166 2027 4 Total $ 2,443 |
TheraClear Asset Acquisition (T
TheraClear Asset Acquisition (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
TheraClear Corporation [Member] | |
Asset Acquisition [Line Items] | |
Purchase Price Allocation | The purchase price was allocated, on a relative fair basis, to the technology intangible asset and acquired inventories as follows: Consideration: Cash payment $ 500 Common stock issued 500 Transaction costs 131 Contingent consideration 9,122 Total consideration $ 10,253 Assets acquired: Technology intangible asset $ 10,182 Inventories 71 Total assets acquired $ 10,253 |
Inventories (Tables)
Inventories (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Inventories [Abstract] | |
Inventories | Inventories consist of the following: March 31, 2023 December 31, 2022 Raw materials and work-in-process $ 5,295 $ 5,418 Finished goods 400 129 Total inventories $ 5,695 $ 5,547 |
Property and Equipment, net (Ta
Property and Equipment, net (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Property and Equipment, net [Abstract] | |
Components of Property and Equipment | Property and equipment consist of the following: March 31, 2023 December 31, 2022 Dermatology devices placed-in-service $ 29,988 $ 28,790 Equipment, computer hardware and software 293 293 Furniture and fixtures 235 235 Leasehold improvements 115 136 30,631 29,454 Accumulated depreciation and amortization (22,449 ) (21,956 ) Property and equipment, net $ 8,182 $ 7,498 |
Intangible Assets, net (Tables)
Intangible Assets, net (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Intangible Assets, net [Abstract] | |
Components of Intangible Assets | Intangible assets consist of the following as of March 31, 2023 and December 31, 2022: Balance Accumulated Amortization Intangible Assets, net March 31, 2023 Core technology $ 5,700 $ (4,418 ) $ 1,282 Product technology 12,182 (3,273 ) 8,909 Customer relationships 6,900 (5,348 ) 1,552 Tradenames 1,500 (1,163 ) 337 Pharos customer lists 5,314 (720 ) 4,594 $ 31,596 $ (14,922 ) $ 16,674 December 31, 2022 Core technology $ 5,700 $ (4,275 ) $ 1,425 Product technology 12,182 (3,018 ) 9,164 Customer relationships 6,900 (5,175 ) 1,725 Tradenames 1,500 (1,125 ) 375 Pharos customer lists 5,314 (609 ) 4,705 $ 31,596 $ (14,202 ) $ 17,394 |
Estimated Future Amortization Expense for Intangible Assets | The following table summarizes the estimated future amortization expense for the above intangible assets for the next five years: Remaining 2023 $ 2,151 2024 2,871 2025 2,166 2026 1,461 2027 1,461 |
Accrued Expenses and Other Cu_2
Accrued Expenses and Other Current Liabilities (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Accrued Expenses and Other Current Liabilities [Abstract] | |
Accrued Expenses and Other Current Liabilities | Accrued expenses and other current liabilities consist of the following: March 31, 2023 December 31, 2022 Warranty obligations $ 152 $ 136 Compensation and related benefits 2,165 1,997 State sales, use and other taxes 4,043 3,986 Professional fees and other 189 436 Total accrued expenses and other current liabilities $ 6,549 $ 6,555 |
Long-term Debt (Tables)
Long-term Debt (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Long-term Debt [Abstract] | |
Future Minimum Principal Payments | Future minimum principal payments at March 31, 2023 are as follows: 2024 $ 1,000 2025 4,000 2026 3,000 Total $ 8,000 |
Stock-based Compensation (Table
Stock-based Compensation (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Stock-based Compensation [Abstract] | |
Stock Option Activity | The following table summarizes stock option activity for the three months ended March 31, 2023: Number of Shares Weighted Average Exercise Price per Share Weighted Average Remaining Contractual Term (in years) Outstanding at January 1, 2023 4,474,714 $ 1.72 Granted — $ — Exercised — $ — Forfeited and expired (10,000 ) $ 1.45 Outstanding at March 31, 2023 4,464,714 $ 1.72 7.8 Exercisable at March 31, 2023 2,623,841 $ 1.82 7.3 Vested and expected to vest 4,464,714 $ 1.72 7.8 |
Summary of Restricted Stock Unit Unvested | Restricted stock units have been issued to certain board members. Restricted stock units unvested are summarized in the following table: Number of Shares Weighted Average Grant Date Fair Value Unvested at January 1, 2023 119,597 $ 0.93 Granted — $ — Vested (39,866 ) $ 0.93 Unvested at March 31, 2023 79,731 $ 0.93 |
Business Segments (Tables)
Business Segments (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Business Segments [Abstract] | |
Segment Reporting Information by Segment | The following tables reflect results of operations from the Company’s business segments for the periods indicated below: Dermatology Recurring Procedures Dermatology Procedures Equipment TOTAL Three Months Ended March 31, 2023 Revenues, net $ 5,209 $ 2,358 $ 7,567 Cost of revenues 2,020 1,159 3,179 Gross profit 3,189 1,199 4,388 Gross profit % 61.2 % 50.8 % 58.0 % Allocated expenses: Engineering and product development 245 70 315 Selling and marketing 3,353 389 3,742 Unallocated expenses — — 2,917 3,598 459 6,974 (Loss) income from operations (409 ) 740 (2,586 ) Interest expense — — (286 ) Interest income — — 37 Net (loss) income $ (409 ) $ 740 $ (2,835 ) Dermatology Recurring Procedures Dermatology Procedures Equipment TOTAL Three Months Ended March 31, 2022 Revenues, net $ 5,067 $ 1,974 $ 7,041 Cost of revenues 2,032 881 2,913 Gross profit 3,035 1,093 4,128 Gross profit % 59.9 % 55.4 % 58.6 % Allocated expenses: Engineering and product development 126 37 163 Selling and marketing 3,300 316 3,616 Unallocated expenses — — 2,652 3,426 353 6,431 (Loss) income from operations (391 ) 740 (2,303 ) Interest expense — — (199 ) Net (loss) income $ (391 ) $ 740 $ (2,502 ) |
Depreciation and Amortization by Reportable Segment | For the three months ended March 31, 2023 and 2022, depreciation and amortization by reportable segment were as follows: Three Months Ended March 31, 2023 2022 Dermatology recurring procedures $ 1,213 $ 1,152 Dermatology procedures equipment 180 165 Unallocated expenses 4 4 Consolidated total $ 1,397 $ 1,321 |
Disaggregation of Revenue by Geographical Region | The following tables present the Company’s revenue disaggregated by geographical region for the three months ended March 31, 2023 Dermatology Recurring Procedures Dermatology Procedures Equipment TOTAL Three Months Ended March 31, 2023 Domestic $ 4,847 $ 496 $ 5,343 Foreign 362 1,862 2,224 Total $ 5,209 $ 2,358 $ 7,567 Three Months Ended March 31, 2022 Domestic $ 4,689 $ 695 $ 5,384 Foreign 378 1,279 1,657 Total $ 5,067 $ 1,974 $ 7,041 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Commitments and Contingencies [Abstract] | |
Operating Lease Maturities | The following table summarizes the Company’s operating lease maturities as of March 31, 2023: Remaining 2023 $ 330 2024 386 2025 195 2026 55 Total remaining lease payments $ 966 Less: imputed interest (96 ) Total lease liabilities $ 870 |
The Company, Background (Detail
The Company, Background (Details) - XTRAC [Member] | 3 Months Ended |
Mar. 31, 2023 Systems | |
United States [Member] | |
Finite-Lived Intangible Assets, Net [Abstract] | |
Number of systems placed in dermatologists offices | 916 |
International [Member] | |
Finite-Lived Intangible Assets, Net [Abstract] | |
Number of systems placed in dermatologists offices | 38 |
The Company, Accrued Warranty C
The Company, Accrued Warranty Costs (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2023 | Mar. 31, 2022 | Dec. 31, 2022 | |
Activity of Warranty Accrual [Roll Forward] | |||
Balance, beginning of year | $ 207 | $ 79 | |
Additions | 27 | 34 | |
Expirations and claims satisfied | (5) | (14) | |
Total | 229 | 99 | |
Less current portion within accrued expenses and other current liabilities | (152) | (66) | $ (136) |
Balance within deferred revenues and other liabilities | $ 77 | $ 33 | |
Minimum [Member] | |||
Accrued Warranty Costs [Abstract] | |||
Standard warranty period | 1 year | ||
Offered warranty period | 3 years | ||
Maximum [Member] | |||
Accrued Warranty Costs [Abstract] | |||
Standard warranty period | 2 years | ||
Offered warranty period | 4 years |
The Company, Net Loss Per Share
The Company, Net Loss Per Share (Details) - shares | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Net Loss Per Share [Abstract] | ||
Potential common stock equivalents (in shares) | 4,957,937 | 4,898,021 |
Restricted Stock Units [Member] | ||
Net Loss Per Share [Abstract] | ||
Potential common stock equivalents (in shares) | 119,597 | 89,681 |
Stock Options [Member] | ||
Net Loss Per Share [Abstract] | ||
Potential common stock equivalents (in shares) | 4,464,714 | 4,434,714 |
Common Stock Warrants [Member] | ||
Net Loss Per Share [Abstract] | ||
Potential common stock equivalents (in shares) | 373,626 | 373,626 |
Liquidity (Details)
Liquidity (Details) $ in Millions | 1 Months Ended |
Oct. 31, 2021 USD ($) | |
At-the-Market Equity Offering [Member] | Maximum [Member] | |
Equity Distribution Agreement [Abstract] | |
Amount of common stock the Company may sell under equity distribution agreement | $ 11 |
Revenue Recognition, Summary (D
Revenue Recognition, Summary (Details) | 3 Months Ended |
Mar. 31, 2023 | |
Minimum [Member] | |
Treatment Equipment [Abstract] | |
Notice period to cancel contract agreement | 30 days |
Maximum [Member] | |
Treatment Equipment [Abstract] | |
Lease term | 36 months |
Notice period to cancel contract agreement | 60 days |
South Korea [Member] | |
Treatment Equipment [Abstract] | |
Lease term | 48 months |
Revenue Recognition, Future Und
Revenue Recognition, Future Undiscounted Fixed Payments from International Recurring Revenue Customers (Details) $ in Thousands | Mar. 31, 2023 USD ($) |
Remaining Performance Obligation [Abstract] | |
Future undiscounted fixed payments from international recurring revenue customers | $ 524 |
International [Member] | |
Remaining Performance Obligation [Abstract] | |
Future undiscounted fixed payments from international recurring revenue customers | 2,443 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-01-01 | |
Remaining Performance Obligation [Abstract] | |
Future undiscounted fixed payments from international recurring revenue customers | $ 295 |
Expected timing of satisfaction period | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-01-01 | International [Member] | |
Remaining Performance Obligation [Abstract] | |
Future undiscounted fixed payments from international recurring revenue customers | $ 914 |
Expected timing of satisfaction period | 3 years |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2024-01-01 | International [Member] | |
Remaining Performance Obligation [Abstract] | |
Future undiscounted fixed payments from international recurring revenue customers | $ 975 |
Expected timing of satisfaction period | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2025-01-01 | International [Member] | |
Remaining Performance Obligation [Abstract] | |
Future undiscounted fixed payments from international recurring revenue customers | $ 384 |
Expected timing of satisfaction period | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2026-01-01 | International [Member] | |
Remaining Performance Obligation [Abstract] | |
Future undiscounted fixed payments from international recurring revenue customers | $ 166 |
Expected timing of satisfaction period | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2027-01-01 | International [Member] | |
Remaining Performance Obligation [Abstract] | |
Future undiscounted fixed payments from international recurring revenue customers | $ 4 |
Expected timing of satisfaction period | 1 year |
Revenue Recognition, Remaining
Revenue Recognition, Remaining Performance Obligation (Details) $ in Thousands | Mar. 31, 2023 USD ($) |
Remaining Performance Obligation [Abstract] | |
Remaining performance obligations | $ 524 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-01-01 | |
Remaining Performance Obligation [Abstract] | |
Remaining performance obligations | $ 295 |
Expected timing of satisfaction period | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-01-01 | Minimum [Member] | |
Remaining Performance Obligation [Abstract] | |
Expected timing of satisfaction period | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-01-01 | Maximum [Member] | |
Remaining Performance Obligation [Abstract] | |
Expected timing of satisfaction period | 3 years |
Revenue Recognition, Contract L
Revenue Recognition, Contract Liabilities (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Contract with Customer, Liability [Abstract] | ||
Short-term contract liabilities | $ 295 | |
Long-term contract liabilities | 229 | |
Change in Contract with Customer, Liability [Abstract] | ||
Contract liabilities recognized as revenue | $ 132 | $ 428 |
TheraClear Asset Acquisition, (
TheraClear Asset Acquisition, (Details) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | ||
Jan. 31, 2022 | Mar. 31, 2023 | Dec. 31, 2022 | Mar. 31, 2022 | |
Acquisition of Assets and Liabilities [Abstract] | ||||
Contingent consideration for gross profit from sales | $ 14 | $ 0 | ||
Maximum [Member] | ||||
Acquisition of Assets and Liabilities [Abstract] | ||||
Future earnout milestone payments | $ 500 | |||
Future milestone payments | 3,000 | |||
Maximum [Member] | Domestic [Member] | ||||
Acquisition of Assets and Liabilities [Abstract] | ||||
Future royalty payments | $ 500 | |||
TheraClear Corporation [Member] | ||||
Acquisition of Assets and Liabilities [Abstract] | ||||
Number of shares issued in connection with asset acquisition (in shares) | 358,367 | |||
Milestone payments | $ 500 | |||
Contingent consideration for gross profit from sales | $ 14 | |||
Consideration [Abstract] | ||||
Cash payment | $ 500 | |||
Common stock issued | 500 | |||
Transaction costs | 131 | |||
Contingent consideration | 9,122 | |||
Total consideration | 10,253 | |||
Assets acquired [Abstract] | ||||
Inventories | 71 | |||
Total assets acquired | $ 10,253 | |||
Weighted average cost of capital | 14.50% | |||
Revenues for the royalty rate | 15% | |||
Risk free rate of return | 1.60% | |||
Revenue volatility | 45% | |||
Cost of equity | 10.50% | |||
TheraClear Corporation [Member] | Technology [Member] | ||||
Assets acquired [Abstract] | ||||
Intangible asset | $ 10,182 | |||
Amortization period of intangible assets | 10 years | |||
TheraClear Corporation [Member] | Foreign [Member] | ||||
Acquisition of Assets and Liabilities [Abstract] | ||||
Percentage of gross profit for future royalty payments for subsequent period | 25% | |||
Subsequent period of gross profit for future royalty payments | 4 years | |||
TheraClear Corporation [Member] | Minimum [Member] | Domestic [Member] | ||||
Acquisition of Assets and Liabilities [Abstract] | ||||
Percentage of gross profit for future royalty payments for subsequent period | 10% | |||
TheraClear Corporation [Member] | Maximum [Member] | ||||
Acquisition of Assets and Liabilities [Abstract] | ||||
Future earnout milestone payments | $ 3,000 | |||
Future milestone payments | 500 | |||
TheraClear Corporation [Member] | Maximum [Member] | Domestic [Member] | ||||
Acquisition of Assets and Liabilities [Abstract] | ||||
Future royalty payments | $ 20,000 | |||
Percentage of gross profit for future royalty payments for subsequent period | 20% |
Inventories (Details)
Inventories (Details) - USD ($) $ in Thousands | Mar. 31, 2023 | Dec. 31, 2022 |
Schedule of inventory [Abstract] | ||
Raw materials and work-in-process | $ 5,295 | $ 5,418 |
Finished goods | 400 | 129 |
Total inventories | $ 5,695 | $ 5,547 |
Property and Equipment, net (De
Property and Equipment, net (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2023 | Mar. 31, 2022 | Dec. 31, 2022 | |
Property, Plant and Equipment, Net [Abstract] | |||
Property and equipment, gross | $ 30,631 | $ 29,454 | |
Accumulated depreciation and amortization | (22,449) | (21,956) | |
Property and equipment, net | 8,182 | 7,498 | |
Depreciation, and amortization | 677 | $ 625 | |
Dermatology Devices Placed-in-Service [Member] | |||
Property, Plant and Equipment, Net [Abstract] | |||
Property and equipment, gross | 29,988 | 28,790 | |
Equipment, Computer Hardware and Software [Member] | |||
Property, Plant and Equipment, Net [Abstract] | |||
Property and equipment, gross | 293 | 293 | |
Furniture and Fixtures [Member] | |||
Property, Plant and Equipment, Net [Abstract] | |||
Property and equipment, gross | 235 | 235 | |
Leasehold Improvements [Member] | |||
Property, Plant and Equipment, Net [Abstract] | |||
Property and equipment, gross | $ 115 | $ 136 |
Intangible Assets, net (Details
Intangible Assets, net (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2023 | Mar. 31, 2022 | Dec. 31, 2022 | |
Finite-Lived Intangible Assets, Net [Abstract] | |||
Balance | $ 31,596 | $ 31,596 | |
Accumulated amortization | (14,922) | (14,202) | |
Intangible assets, net | 16,674 | 17,394 | |
Amortization expense of intangible assets | 720 | $ 696 | |
Impairment of intangible assets | 0 | $ 0 | |
Core Technology [Member] | |||
Finite-Lived Intangible Assets, Net [Abstract] | |||
Balance | 5,700 | 5,700 | |
Accumulated amortization | (4,418) | (4,275) | |
Intangible assets, net | 1,282 | 1,425 | |
Product Technology [Member] | |||
Finite-Lived Intangible Assets, Net [Abstract] | |||
Balance | 12,182 | 12,182 | |
Accumulated amortization | (3,273) | (3,018) | |
Intangible assets, net | 8,909 | 9,164 | |
Customer Relationships [Member] | |||
Finite-Lived Intangible Assets, Net [Abstract] | |||
Balance | 6,900 | 6,900 | |
Accumulated amortization | (5,348) | (5,175) | |
Intangible assets, net | 1,552 | 1,725 | |
Tradenames [Member] | |||
Finite-Lived Intangible Assets, Net [Abstract] | |||
Balance | 1,500 | 1,500 | |
Accumulated amortization | (1,163) | (1,125) | |
Intangible assets, net | 337 | 375 | |
Pharos Customer Lists [Member] | |||
Finite-Lived Intangible Assets, Net [Abstract] | |||
Balance | 5,314 | 5,314 | |
Accumulated amortization | (720) | (609) | |
Intangible assets, net | $ 4,594 | $ 4,705 |
Intangible Assets, net, Estimat
Intangible Assets, net, Estimated Amortization Expense (Details) $ in Thousands | Mar. 31, 2023 USD ($) |
Estimated amortization expense [Abstract] | |
Remaining 2023 | $ 2,151 |
2024 | 2,871 |
2025 | 2,166 |
2026 | 1,461 |
2027 | $ 1,461 |
Accrued Expenses and Other Cu_3
Accrued Expenses and Other Current Liabilities (Details) - USD ($) $ in Thousands | Mar. 31, 2023 | Dec. 31, 2022 | Mar. 31, 2022 |
Accrued Expenses and Other Current Liabilities [Abstract] | |||
Warranty obligations | $ 152 | $ 136 | $ 66 |
Compensation and related benefits | 2,165 | 1,997 | |
State sales, use and other taxes | 4,043 | 3,986 | |
Professional fees and other | 189 | 436 | |
Total accrued expenses and other current liabilities | $ 6,549 | $ 6,555 |
Long-term Debt, Senior Term Fac
Long-term Debt, Senior Term Facility (Details) $ / shares in Units, $ in Thousands | 1 Months Ended | 3 Months Ended | |
Sep. 30, 2022 | Mar. 31, 2023 USD ($) Payment $ / shares shares | Mar. 31, 2022 USD ($) | |
SOFR [Member] | |||
Long-term Debt [Abstract] | |||
Term of variable rate | 1 month | ||
Interest rate floor | 0.50% | ||
Basis spread on variable rate | 0.10% | ||
MidCap Financial Trust [Member] | Senior Term Facility [Member] | |||
Long-term Debt [Abstract] | |||
Face amount of debt | $ 8,000 | ||
Maturity date | Sep. 01, 2026 | ||
Number of monthly principal payments plus interest | Payment | 24 | ||
Frequency of payment | monthly | ||
Notice period | 30 days | ||
Prepayment fee if prepayment is made between twelve months and twenty-four months | 3% | ||
Prepayment fee if prepayment is made between twenty-four months and thirty-six months | 2% | ||
Prepayment fee if prepayment is made after thirty-six months | 1% | ||
Minimum net revenue threshold | $ 28,500 | ||
Minimum net revenue threshold by December 31, 2023 | 30,000 | ||
Estimated fair value of warrants | 585 | ||
Third party costs and lender fees | 133 | ||
Unamortized debt discount | 483 | ||
Interest expense | 286 | $ 199 | |
Amortization of debt discount | 41 | $ 37 | |
MidCap Financial Trust [Member] | Senior Term Facility [Member] | Minimum [Member] | |||
Long-term Debt [Abstract] | |||
Prepayment of debt | $ 5,000 | ||
MidCap Financial Trust [Member] | Senior Term Facility [Member] | Common Stock [Member] | |||
Long-term Debt [Abstract] | |||
Warrants issued (in shares) | shares | 373,626 | ||
Warrants, exercise price (in dollars per share) | $ / shares | $ 1.82 | ||
MidCap Financial Trust [Member] | Senior Term Facility [Member] | LIBOR [Member] | |||
Long-term Debt [Abstract] | |||
Interest rate floor | 0.50% | ||
Basis spread on variable rate | 7.50% | ||
MidCap Financial Trust [Member] | Senior Term Facility [Member] | Expected Volatility [Member] | |||
Long-term Debt [Abstract] | |||
Warrants, expected term | 10 years | ||
Warrants, measurement input | 0.886 | ||
MidCap Financial Trust [Member] | Senior Term Facility [Member] | Risk-Free Rate [Member] | |||
Long-term Debt [Abstract] | |||
Warrants, measurement input | 0.015 | ||
MidCap Financial Trust [Member] | Senior Term Facility [Member] | Estimated Dividend Yield [Member] | |||
Long-term Debt [Abstract] | |||
Warrants, measurement input | 0 |
Long-term Debt, Future Minimum
Long-term Debt, Future Minimum Principal Payments (Details) $ in Thousands | Mar. 31, 2023 USD ($) |
Future Payments for Long-Term Debt [Abstract] | |
2024 | $ 1,000 |
2025 | 4,000 |
2026 | 3,000 |
Total | $ 8,000 |
Stock-based Compensation, Summa
Stock-based Compensation, Summary (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Stock-based Compensation [Abstract] | ||
Stock-based compensation expense | $ 325 | $ 368 |
General and Administrative Expenses [Member] | ||
Stock-based Compensation [Abstract] | ||
Stock-based compensation expense | 282 | $ 368 |
Selling and Marketing Expenses [Member] | ||
Stock-based Compensation [Abstract] | ||
Stock-based compensation expense | $ 43 | |
2016 Omnibus Incentive Plan [Member] | ||
Stock-based Compensation [Abstract] | ||
Common stock reserved for future issuance (in shares) | 7,832,651 | |
Number of shares available for issuance (in shares) | 3,203,706 |
Stock-based Compensation, Stock
Stock-based Compensation, Stock Options (Details) - Stock Options [Member] - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |
Mar. 30, 2022 | Mar. 31, 2023 | Dec. 31, 2022 | |
Number of shares [Abstract] | |||
Outstanding at beginning period (in shares) | 4,474,714 | ||
Granted (in shares) | 0 | ||
Stock-based options forfeited (in shares) | 60,000 | ||
Exercised (in shares) | 0 | ||
Forfeited and expired (in shares) | (10,000) | ||
Outstanding at end of period (in shares) | 4,464,714 | 4,474,714 | |
Exercisable at end of period (in shares) | 2,623,841 | ||
Vested and expected to vest (in shares) | 4,464,714 | ||
Weighted average exercise price per share [Abstract] | |||
Outstanding at beginning of period (in dollars per share) | $ 1.72 | ||
Granted (in dollars per share) | 0 | ||
Exercised (in dollars per share) | 0 | ||
Forfeited and expired (in dollars per share) | 1.45 | ||
Outstanding at end of period (in dollars per share) | 1.72 | $ 1.72 | |
Exercisable at end of period (in dollars per share) | 1.82 | ||
Vested and expected to vest (in dollars per share) | $ 1.72 | ||
Weighted average remaining contractual term [Abstract] | |||
Outstanding | 7 years 9 months 18 days | ||
Exercisable | 7 years 3 months 18 days | ||
Vested and expected to vest | 7 years 9 months 18 days | ||
Unrecognized compensation expense | $ 1,639 | ||
Unrecognized compensation expense, weighted average period | 2 years 1 month 6 days | ||
Aggregate intrinsic value of options outstanding | $ 4 | ||
Aggregate intrinsic value of options exercisable | $ 0 | ||
Chief Executive Officer [Member] | |||
Number of shares [Abstract] | |||
Granted (in shares) | 160,000 |
Stock-based Compensation, Restr
Stock-based Compensation, Restricted Stock Units (Details) - Restricted Stock Units [Member] $ / shares in Units, $ in Thousands | 3 Months Ended |
Mar. 31, 2023 USD ($) $ / shares shares | |
Number of shares [Abstract] | |
Unvested at beginning of period (in shares) | shares | 119,597 |
Granted (in shares) | shares | 0 |
Vested (in shares) | shares | (39,866) |
Unvested at end of period (in shares) | shares | 79,731 |
Weighted average grant date fair value [Abstract] | |
Unvested at beginning of period (in dollars per share) | $ / shares | $ 0.93 |
Granted (in dollars per share) | $ / shares | 0 |
Vested (in dollars per share) | $ / shares | 0.93 |
Unvested at end of period (in dollars per share) | $ / shares | $ 0.93 |
Unrecognized Compensation Expense [Abstract] | |
Unrecognized compensation expense | $ | $ 37 |
Weighted average period of recognition | 3 months 18 days |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Income Taxes [Abstract] | ||
Income tax expense | $ 0 | $ 0 |
Business Segments (Details)
Business Segments (Details) $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 USD ($) Segment | Mar. 31, 2022 USD ($) | |
Business Segments [Abstract] | ||
Number of operating segments | Segment | 2 | |
Results of Operations from Business Segments [Abstract] | ||
Revenues, net | $ 7,567 | $ 7,041 |
Cost of revenues | 3,179 | 2,913 |
Gross profit | $ 4,388 | $ 4,128 |
Gross profit % | 58% | 58.60% |
Allocated expenses [Abstract] | ||
Engineering and product development | $ 315 | $ 163 |
Selling and marketing | 3,742 | 3,616 |
Unallocated expenses | 2,917 | 2,652 |
Total operating expenses | 6,974 | 6,431 |
Loss from operations | (2,586) | (2,303) |
Interest expense | (286) | (199) |
Interest income | 37 | 0 |
Net (loss) income | (2,835) | (2,502) |
Depreciation and Amortization by Reportable Segment [Abstract] | ||
Depreciation and amortization | 1,397 | 1,321 |
Disaggregation of Revenue by Geographical Region [Abstract] | ||
Revenues, net | 7,567 | 7,041 |
Domestic [Member] | ||
Results of Operations from Business Segments [Abstract] | ||
Revenues, net | 5,343 | 5,384 |
Disaggregation of Revenue by Geographical Region [Abstract] | ||
Revenues, net | 5,343 | 5,384 |
Foreign [Member] | ||
Results of Operations from Business Segments [Abstract] | ||
Revenues, net | 2,224 | 1,657 |
Disaggregation of Revenue by Geographical Region [Abstract] | ||
Revenues, net | 2,224 | 1,657 |
Operating Segments [Member] | Dermatology Recurring Procedures [Member] | ||
Results of Operations from Business Segments [Abstract] | ||
Revenues, net | 5,209 | 5,067 |
Cost of revenues | 2,020 | 2,032 |
Gross profit | $ 3,189 | $ 3,035 |
Gross profit % | 61.20% | 59.90% |
Allocated expenses [Abstract] | ||
Engineering and product development | $ 245 | $ 126 |
Selling and marketing | 3,353 | 3,300 |
Unallocated expenses | 0 | 0 |
Total operating expenses | 3,598 | 3,426 |
Loss from operations | (409) | (391) |
Interest expense | 0 | 0 |
Interest income | 0 | |
Net (loss) income | (409) | (391) |
Depreciation and Amortization by Reportable Segment [Abstract] | ||
Depreciation and amortization | 1,213 | 1,152 |
Disaggregation of Revenue by Geographical Region [Abstract] | ||
Revenues, net | 5,209 | 5,067 |
Operating Segments [Member] | Dermatology Procedures Equipment [Member] | ||
Results of Operations from Business Segments [Abstract] | ||
Revenues, net | 2,358 | 1,974 |
Cost of revenues | 1,159 | 881 |
Gross profit | $ 1,199 | $ 1,093 |
Gross profit % | 50.80% | 55.40% |
Allocated expenses [Abstract] | ||
Engineering and product development | $ 70 | $ 37 |
Selling and marketing | 389 | 316 |
Unallocated expenses | 0 | 0 |
Total operating expenses | 459 | 353 |
Loss from operations | 740 | 740 |
Interest expense | 0 | 0 |
Interest income | 0 | |
Net (loss) income | 740 | 740 |
Depreciation and Amortization by Reportable Segment [Abstract] | ||
Depreciation and amortization | 180 | 165 |
Disaggregation of Revenue by Geographical Region [Abstract] | ||
Revenues, net | 2,358 | 1,974 |
Operating Segments [Member] | Domestic [Member] | Dermatology Recurring Procedures [Member] | ||
Results of Operations from Business Segments [Abstract] | ||
Revenues, net | 4,847 | 4,689 |
Disaggregation of Revenue by Geographical Region [Abstract] | ||
Revenues, net | 4,847 | 4,689 |
Operating Segments [Member] | Domestic [Member] | Dermatology Procedures Equipment [Member] | ||
Results of Operations from Business Segments [Abstract] | ||
Revenues, net | 496 | 695 |
Disaggregation of Revenue by Geographical Region [Abstract] | ||
Revenues, net | 496 | 695 |
Operating Segments [Member] | Foreign [Member] | Dermatology Recurring Procedures [Member] | ||
Results of Operations from Business Segments [Abstract] | ||
Revenues, net | 362 | 378 |
Disaggregation of Revenue by Geographical Region [Abstract] | ||
Revenues, net | 362 | 378 |
Operating Segments [Member] | Foreign [Member] | Dermatology Procedures Equipment [Member] | ||
Results of Operations from Business Segments [Abstract] | ||
Revenues, net | 1,862 | 1,279 |
Disaggregation of Revenue by Geographical Region [Abstract] | ||
Revenues, net | 1,862 | 1,279 |
Unallocated [Member] | ||
Depreciation and Amortization by Reportable Segment [Abstract] | ||
Depreciation and amortization | $ 4 | $ 4 |
Significant Customer Concentr_2
Significant Customer Concentrations (Details) $ in Thousands | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2023 USD ($) Customer | Mar. 31, 2022 USD ($) Customer | Dec. 31, 2022 Customer | |
Concentration Risk [Abstract] | |||
Revenues, net | $ | $ 7,567 | $ 7,041 | |
Revenue [Member] | Customer Concentration Risk [Member] | |||
Concentration Risk [Abstract] | |||
Number of significant customers | Customer | 0 | 1 | |
Revenue [Member] | Customer Concentration Risk [Member] | Distributor One [Member] | |||
Concentration Risk [Abstract] | |||
Revenues, net | $ | $ 810 | ||
Concentration risk percentage | 11.50% | ||
Accounts Receivable [Member] | Customer Concentration Risk [Member] | |||
Concentration Risk [Abstract] | |||
Number of significant customers | Customer | 0 | 1 | |
Accounts Receivable [Member] | Customer Concentration Risk [Member] | Distributor One [Member] | |||
Concentration Risk [Abstract] | |||
Concentration risk percentage | 11% |
Commitments and Contingencies_2
Commitments and Contingencies (Details) $ in Thousands | 1 Months Ended | 3 Months Ended | ||
Feb. 23, 2023 USD ($) | Jan. 31, 2022 USD ($) Device | Mar. 31, 2023 USD ($) | Mar. 31, 2022 USD ($) | |
Lessee, Operating Lease, Description [Abstract] | ||||
Operating lease costs | $ 106 | $ 113 | ||
Cash paid for amounts included in measurement of operating lease liabilities | $ 96 | $ 113 | ||
Weighted average incremental borrowing rate | 8.75% | |||
Weighted average remaining lease term | 2 years 7 months 6 days | |||
Operating Lease Maturities [Abstract] | ||||
Remaining 2023 | $ 330 | |||
2024 | 386 | |||
2025 | 195 | |||
2026 | 55 | |||
Total remaining lease payments | 966 | |||
Less: imputed interest | (96) | |||
Total lease liabilities | $ 870 | |||
Milestone Payments [Abstract] | ||||
Development agreement term | 3 years | |||
Litigation Settlement [Abstract] | ||||
Litigation settlement to be paid | $ 106 | |||
Litigation settlement accrued | $ 106 | |||
Tax Period from March 2014 through April 2020 [Member] | ||||
Sales and Use Tax Matters [Abstract] | ||||
Estimated tax positions subject to audit | 2,375 | |||
Tax Period from March 2014 through April 2020 [Member] | Assessment One [Member] | ||||
Sales and Use Tax Matters [Abstract] | ||||
Assessment amount | 1,484 | |||
Tax Period from March 2014 through April 2020 [Member] | Assessment Two [Member] | ||||
Sales and Use Tax Matters [Abstract] | ||||
Assessment amount | $ 891 | |||
Minimum [Member] | ||||
Lessee, Operating Lease, Description [Abstract] | ||||
Remaining lease term | 1 year | |||
Maximum [Member] | ||||
Lessee, Operating Lease, Description [Abstract] | ||||
Remaining lease term | 4 years | |||
Milestone Payments [Abstract] | ||||
Number of devices in development | Device | 3 | |||
Future earnout payments | $ 500 | |||
Future milestone payments | 3,000 | |||
Maximum [Member] | Domestic [Member] | ||||
Milestone Payments [Abstract] | ||||
Future royalty payments | $ 500 |