Document And Entity Information
Document And Entity Information - shares | 6 Months Ended | |
Jun. 30, 2022 | Aug. 10, 2022 | |
Document Information [Line Items] | ||
Entity Central Index Key | 0001409269 | |
Entity Registrant Name | Venus Concept Inc. | |
Amendment Flag | false | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Period Focus | Q2 | |
Document Fiscal Year Focus | 2022 | |
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Jun. 30, 2022 | |
Document Transition Report | false | |
Entity File Number | 001-38238 | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 06-1681204 | |
Entity Address, Address Line One | 235 Yorkland Blvd., Suite 900 | |
Entity Address, City or Town | Toronto | |
Entity Address, State or Province | ON | |
Entity Address, Postal Zip Code | M2J 4Y8 | |
City Area Code | 877 | |
Local Phone Number | 848-8430 | |
Title of 12(b) Security | Common Stock, $0.0001 par value per share | |
Trading Symbol | VERO | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | true | |
Entity Ex Transition Period | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 65,459,573 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Current Period Unaudited) - USD ($) $ in Thousands | Jun. 30, 2022 | Dec. 31, 2021 |
CURRENT ASSETS: | ||
Cash and cash equivalents | $ 10,540 | $ 30,876 |
Accounts receivable, net of allowance of $14,100 and $11,997 as of June 30, 2022, and December 31, 2021 | 46,754 | 46,918 |
Inventories | 22,363 | 20,543 |
Prepaid expenses | 2,169 | 2,737 |
Advances to suppliers | 2,869 | 2,162 |
Other current assets | 3,873 | 3,758 |
Total current assets | 88,568 | 106,994 |
LONG-TERM ASSETS: | ||
Long-term trade receivables | 26,724 | 27,710 |
Deferred tax assets | 579 | 284 |
Severance pay funds | 815 | 817 |
Property and equipment, net | 2,395 | 2,669 |
Intangible assets | 13,670 | 15,393 |
Total long-term assets | 44,183 | 46,873 |
TOTAL ASSETS | 132,751 | 153,867 |
CURRENT LIABILITIES: | ||
Trade payables | 4,184 | 4,913 |
Accrued expenses and other current liabilities | 17,449 | 19,512 |
Income taxes payable | 690 | 294 |
Unearned interest income | 2,884 | 2,678 |
Warranty accrual | 1,173 | 1,245 |
Deferred revenues | 1,800 | 2,030 |
Current portion of government assistance loans | 0 | 543 |
Total current liabilities | 28,180 | 31,215 |
LONG-TERM LIABILITIES: | ||
Long-term debt | 77,507 | 77,325 |
Income tax payable | 582 | 563 |
Accrued severance pay | 931 | 911 |
Deferred tax liabilities | 58 | 46 |
Unearned interest income | 1,433 | 1,355 |
Warranty accrual | 437 | 508 |
Other long-term liabilities | 227 | 348 |
Total long-term liabilities | 81,175 | 81,056 |
TOTAL LIABILITIES | 109,355 | 112,271 |
Commitments and Contingencies (Note 8) | ||
STOCKHOLDERS’ EQUITY: | ||
Common Stock, $0.0001 par value: 300,000,000 shares authorized as of June 30, 2022 and December 31, 2021; 64,399,044 and 63,982,580 issued and outstanding as of June 30, 2022, and December 31, 2021, respectively | 27 | 27 |
Additional paid-in capital | 222,393 | 221,321 |
Accumulated deficit | (199,583) | (180,405) |
TOTAL STOCKHOLDERS’ EQUITY | 22,837 | 40,943 |
Non-controlling interests | 559 | 653 |
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest, Ending Balance | 23,396 | 41,596 |
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY | $ 132,751 | $ 153,867 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Current Period Unaudited) (Parentheticals) - USD ($) $ in Thousands | Jun. 30, 2022 | Dec. 31, 2021 |
Accounts receivable, allowance, current | $ 14,100 | $ 11,997 |
Common stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized (in shares) | 300,000,000 | 300,000,000 |
Common stock, shares issued (in shares) | 64,399,044 | 63,982,580 |
Common stock, shares outstanding (in shares) | 64,399,044 | 63,982,580 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations (Unaudited) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Revenue | ||||
Revenues | $ 27,266 | $ 25,828 | $ 53,672 | $ 48,425 |
Cost of goods sold | ||||
Cost of goods and services sold | 8,220 | 7,111 | 16,863 | 14,474 |
Gross profit | 19,046 | 18,717 | 36,809 | 33,951 |
Operating expenses: | ||||
Sales and marketing | 9,487 | 10,114 | 19,390 | 17,968 |
General and administrative | 14,249 | 7,828 | 27,343 | 19,993 |
Research and development | 2,436 | 2,024 | 4,638 | 4,075 |
Gain on forgiveness of government assistance loans | 0 | (2,775) | 0 | (2,775) |
Total operating expenses | 26,172 | 17,191 | 51,371 | 39,261 |
(Loss) income from operations | (7,126) | 1,526 | (14,562) | (5,310) |
Other expenses: | ||||
Foreign exchange loss | 2,370 | 130 | 2,375 | 844 |
Finance expenses | 1,034 | 1,161 | 1,957 | 3,046 |
(Loss) income before income taxes | (10,530) | 235 | (18,894) | (9,200) |
Income tax (benefit) expense | (18) | (7) | 254 | (7) |
Net (loss) income | (10,512) | 242 | (19,148) | (9,193) |
Net (loss) income attributable to stockholders of the Company | (10,559) | 377 | (19,178) | (8,882) |
Net income (loss) attributable to non-controlling interest | $ 47 | $ (135) | $ 30 | $ (311) |
Net (loss) income per share: | ||||
Basic (in dollars per share) | $ (0.16) | $ 0.01 | $ (0.30) | $ (0.16) |
Diluted (in dollars per share) | $ (0.16) | $ 0.01 | $ (0.30) | $ (0.16) |
Weighted-average number of shares used in per share calculation: | ||||
Basic (in shares) | 64,130 | 54,088 | 64,059 | 53,917 |
Diluted (in shares) | 64,130 | 54,237 | 64,059 | 53,917 |
Leases [Member] | ||||
Revenue | ||||
Revenues | $ 11,874 | $ 12,787 | $ 22,297 | $ 21,324 |
Cost of goods sold | ||||
Cost of goods and services sold | 2,761 | 2,736 | 5,461 | 4,506 |
Products and Services [Member] | ||||
Revenue | ||||
Revenues | 15,392 | 13,041 | 31,375 | 27,101 |
Cost of goods sold | ||||
Cost of goods and services sold | $ 5,459 | $ 4,375 | $ 11,402 | $ 9,968 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Comprehensive Loss (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Net loss | $ (10,512) | $ 242 | $ (19,148) | $ (9,193) |
(Loss) income attributable to stockholders of the Company | (10,559) | 377 | (19,178) | (8,882) |
Income (loss) attributable to non-controlling interest | 47 | (135) | 30 | (311) |
Comprehensive (loss) income | $ (10,512) | $ 242 | $ (19,148) | $ (9,193) |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Stockholders' Equity (Unaudited) - USD ($) $ in Thousands | Preferred Stock [Member] Series A Preferred Stock [Member] | Common Stock [Member] | Additional Paid-in Capital [Member] | AOCI Attributable to Parent [Member] | Noncontrolling Interest [Member] | Total |
Balance (in shares) at Dec. 31, 2020 | 0 | 53,551,126 | ||||
Balance at Dec. 31, 2020 | $ 0 | $ 26 | $ 201,598 | $ (157,392) | $ (471) | $ 43,761 |
Options exercised (in shares) | 0 | 157,304 | ||||
Options exercised | $ 0 | 212 | 0 | 0 | 212 | |
Net income (loss) — the Company | 0 | 0 | 0 | (9,259) | 0 | (9,259) |
Income (loss) attributable to non-controlling interest | 0 | 0 | 0 | 0 | (176) | (176) |
Stock-based compensation | $ 0 | $ 0 | 508 | 0 | 0 | 508 |
December 2020 Public Offering warrants exercise (in shares) | 0 | 361,200 | ||||
December 2020 Public Offering warrants exercise | $ 0 | $ 0 | 903 | 0 | 0 | 903 |
Balance (in shares) at Mar. 31, 2021 | 0 | 54,069,630 | ||||
Balance at Mar. 31, 2021 | $ 0 | $ 26 | 203,221 | (166,651) | (647) | 35,949 |
Balance (in shares) at Dec. 31, 2020 | 0 | 53,551,126 | ||||
Balance at Dec. 31, 2020 | $ 0 | $ 26 | 201,598 | (157,392) | (471) | 43,761 |
Net income (loss) — the Company | (8,882) | |||||
Income (loss) attributable to non-controlling interest | (311) | |||||
Balance (in shares) at Jun. 30, 2021 | 0 | 54,141,822 | ||||
Balance at Jun. 30, 2021 | $ 0 | $ 26 | 203,877 | (166,274) | (782) | 36,847 |
Balance (in shares) at Dec. 31, 2020 | 0 | 53,551,126 | ||||
Balance at Dec. 31, 2020 | $ 0 | $ 26 | 201,598 | (157,392) | (471) | 43,761 |
Balance (in shares) at Dec. 31, 2021 | 3,790,755 | 63,982,580 | ||||
Balance at Dec. 31, 2021 | $ 0 | $ 27 | 221,321 | (180,405) | 653 | 41,596 |
Balance (in shares) at Mar. 31, 2021 | 0 | 54,069,630 | ||||
Balance at Mar. 31, 2021 | $ 0 | $ 26 | 203,221 | (166,651) | (647) | 35,949 |
Options exercised (in shares) | 0 | 72,192 | ||||
Options exercised | $ 0 | 98 | 98 | |||
Net income (loss) — the Company | 0 | 0 | 0 | 377 | 0 | 377 |
Income (loss) attributable to non-controlling interest | 0 | 0 | 0 | 0 | (135) | (135) |
Stock-based compensation | $ 0 | $ 0 | 558 | 0 | 0 | 558 |
Balance (in shares) at Jun. 30, 2021 | 0 | 54,141,822 | ||||
Balance at Jun. 30, 2021 | $ 0 | $ 26 | 203,877 | (166,274) | (782) | 36,847 |
Balance (in shares) at Dec. 31, 2021 | 3,790,755 | 63,982,580 | ||||
Balance at Dec. 31, 2021 | $ 0 | $ 27 | 221,321 | (180,405) | 653 | 41,596 |
Options exercised (in shares) | 0 | 16,464 | ||||
Options exercised | $ 0 | $ 0 | 23 | 0 | 0 | 23 |
Net income (loss) — the Company | 0 | 0 | 0 | (8,619) | 0 | (8,619) |
Income (loss) attributable to non-controlling interest | 0 | 0 | 0 | 0 | (17) | (17) |
Stock-based compensation | $ 0 | $ 0 | 443 | 0 | 0 | 443 |
Balance (in shares) at Mar. 31, 2022 | 3,790,755 | 63,999,044 | ||||
Balance at Mar. 31, 2022 | $ 0 | $ 27 | 221,787 | (189,024) | 636 | 33,426 |
Balance (in shares) at Dec. 31, 2021 | 3,790,755 | 63,982,580 | ||||
Balance at Dec. 31, 2021 | $ 0 | $ 27 | 221,321 | (180,405) | 653 | $ 41,596 |
Options exercised (in shares) | 16,464 | |||||
Net income (loss) — the Company | $ (19,178) | |||||
Income (loss) attributable to non-controlling interest | 30 | |||||
Balance (in shares) at Jun. 30, 2022 | 3,790,755 | 64,399,044 | ||||
Balance at Jun. 30, 2022 | $ 0 | $ 27 | 222,393 | (199,583) | 559 | 23,396 |
Balance (in shares) at Mar. 31, 2022 | 3,790,755 | 63,999,044 | ||||
Balance at Mar. 31, 2022 | $ 0 | $ 27 | 221,787 | (189,024) | 636 | 33,426 |
Net income (loss) — the Company | 0 | 0 | 0 | (10,559) | 0 | (10,559) |
Income (loss) attributable to non-controlling interest | 0 | 0 | 0 | 0 | 47 | 47 |
Stock-based compensation | $ 0 | $ 0 | 558 | 0 | 0 | 558 |
Equity issuance (in shares) | 0 | 400,000 | ||||
Equity issuance | $ 0 | $ 0 | 48 | 0 | 0 | 48 |
Dividends from subsidiaries | $ 0 | $ 0 | 0 | 0 | (124) | (124) |
Balance (in shares) at Jun. 30, 2022 | 3,790,755 | 64,399,044 | ||||
Balance at Jun. 30, 2022 | $ 0 | $ 27 | $ 222,393 | $ (199,583) | $ 559 | $ 23,396 |
Condensed Consolidated Statem_4
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | |||
Jun. 30, 2022 | Mar. 31, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | Dec. 31, 2021 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||||||
Net loss | $ (10,512) | $ 242 | $ (19,148) | $ (9,193) | ||
Adjustments to reconcile net loss to net cash used in operating activities: | ||||||
Depreciation and amortization | 2,212 | 2,451 | ||||
Stock-based compensation | 1,001 | 1,066 | ||||
Provision for bad debt | 2,517 | $ 1,004 | 3,521 | (2,132) | $ (263) | |
Provision for inventory obsolescence | 862 | 868 | ||||
Finance expenses and accretion | 182 | 849 | ||||
Deferred tax recovery | (283) | (814) | ||||
Gain on forgiveness of government assistance loans | 0 | (2,775) | 0 | (2,775) | ||
Loss on disposal of property and equipment | 31 | 0 | ||||
Changes in operating assets and liabilities: | ||||||
Accounts receivable short and long-term | (2,492) | 4,028 | ||||
Inventories | (2,682) | (2,877) | ||||
Prepaid expenses | 568 | (110) | ||||
Advances to suppliers | (707) | (772) | ||||
Other current assets | (115) | 1,038 | ||||
Other long-term assets | (79) | (12) | ||||
Trade payables | (729) | (640) | ||||
Accrued expenses and other current liabilities | (1,969) | (2,936) | ||||
Severance pay funds | 2 | (31) | ||||
Unearned interest income | 284 | (87) | ||||
Other long-term liabilities | (172) | (99) | ||||
Net cash used in operating activities | (19,713) | (12,178) | ||||
CASH FLOWS FROM INVESTING ACTIVITIES: | ||||||
Purchases of property and equipment | (251) | (126) | ||||
Net cash used in investing activities | (251) | (126) | ||||
CASH FLOWS FROM FINANCING ACTIVITIES: | ||||||
Proceeds from issuance of common stock, net of costs | 272 | 0 | ||||
Exercises of 2020 December Public Offering Warrants | 0 | 903 | ||||
Payment of earn-out liability | 0 | (147) | ||||
Repayment of government assistance loans | (543) | 0 | ||||
Proceeds from exercise of options | 23 | 310 | ||||
Dividends from subsidiaries paid to non-controlling interest | (124) | 0 | ||||
Net cash (used in) provided by financing activities | (372) | 1,066 | ||||
NET DECREASE IN CASH AND CASH EQUIVALENTS AND RESTRICTED CASH | (20,336) | (11,238) | ||||
CASH AND CASH EQUIVALENTS AND RESTRICTED CASH — Beginning of period | $ 30,876 | 30,876 | 34,380 | 34,380 | ||
CASH AND CASH EQUIVALENTS AND RESTRICTED CASH — End of period | $ 10,540 | $ 23,142 | 10,540 | 23,142 | $ 30,876 | |
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION: | ||||||
Cash paid for income taxes | 224 | 88 | ||||
Cash paid for interest | $ 1,775 | $ 2,312 |
Note 1 - Nature of Operations
Note 1 - Nature of Operations | 6 Months Ended |
Jun. 30, 2022 | |
Notes to Financial Statements | |
Nature of Operations [Text Block] | 1. Venus Concept Inc. is a global medical technology company that develops, commercializes, and sells minimally invasive and non-invasive medical aesthetic and hair restoration technologies and related services. The Company’s systems have been designed on cost-effective, proprietary and flexible platforms that enable it to expand beyond the aesthetic industry’s traditional markets of dermatology and plastic surgery, and into non-traditional markets, including family and general practitioners and aesthetic medical spas. The Company was incorporated in the state of Delaware on November 22, 2002. Going Concern The accompanying unaudited condensed consolidated financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business for the foreseeable future, and, as such, the unaudited condensed consolidated financial statements do not The Company has had recurring net operating losses and negative cash flows from operations. As of June 30, 2022 December 31, 2021 $199,583 a June 30, 2022 December 31, 2021 12 2022, 19" June 30, 2022 six In order to continue its operations, the Company must achieve profitable operations and/or obtain additional equity or debt financing. Until the Company achieves profitability, management plans to fund its operations and capital expenditures with cash on hand, borrowings, and issuance of capital stock. On June 16, 2020, may two six June 30, 2022, $272 July 1, 2022. July 12, 2022, “2022 18 December 2021, 2021 14 February 2021, December 2020 December 2020 Given the pandemic and the uncertainty around the COVID- 19 may no may not Equity Purchase Agreement with Lincoln Park On June 16, 2020, may may no no 5635 no may Since inception through June 30, 2022, 3,437,5 21 2022, June 30, 2022 $272, no . The proceeds in the amount of $272 July 1, 2022. |
Note 2 - Summary of Significant
Note 2 - Summary of Significant Accounting Policies | 6 Months Ended |
Jun. 30, 2022 | |
Notes to Financial Statements | |
Significant Accounting Policies [Text Block] | 2. Basis of Presentation The accompanying unaudited condensed consolidated financial statements of Venus Concept Inc. have been prepared in accordance with accounting principles generally accepted in the United States (“U.S. GAAP”) and with the instructions to Form 10 10 X. not 10 December 31, 2021 March 28, 2022. six June 30, 2022 not may December 31, 2022. 8 10 In the Form 10 March 31, 2021, May 17, 2021, 10 June 30, 2021, August 17, 2021, 10 September 30, 2021, November 12, 2021 10 December 31, 2021, March 28, 2022, 16 Reclassification Adjustment Three Months Ended Year Ended March 31, 2021 June 30, 2021 September 30, 2021 December 31, 2021 December 31, 2021 United States $ (362 ) $ (615 ) $ (703 ) $ (440 ) $ (2,120 ) International 362 615 703 440 2,120 Total revenue $ — $ — $ — $ — $ — The preparation of these unaudited condensed consolidated financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of 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 materially from those estimates. The Company assessed certain accounting matters that generally require consideration of forecasted financial information in context with the information reasonably available to the Company and the unknown future impacts of COVID- 19 June 30, 2022 not Amounts reported in thousands within this report are computed based on the amounts in dollars. As a result, the sum of the components reported in thousands may not may not Accounting Policies The accounting policies the Company follows are set forth in the Company’s audited consolidated financial statements for fiscal year 2021 8 10 no JOBS Act Accounting Election The Company is an emerging growth company, within the meaning of the 1933 no may not Recently Issued Accounting Standards Not In August 2020, No. 2020 06 2020 06” 470 20 815 40 2020 06 2020 06 January 1, 2024, No. 2020 06 In April 2020, 842 840: 19 19. 19 not In March 2020, 2020 04 848 2021, March 12, 2020 December 31, 2022. may no December 31, 2022. January 2021, may 848. In February 2020, 2020 02 326 842 326 842. 326, 326 January 1, 2023, In December 2019, 2019 12 740 first 2022, not |
Note 3 - Net (Loss) Income Per
Note 3 - Net (Loss) Income Per Share | 6 Months Ended |
Jun. 30, 2022 | |
Notes to Financial Statements | |
Earnings Per Share [Text Block] | 3. Net (Loss) Income Per Share Basic net (loss) income per share is calculated by dividing net (loss) income by the weighted-average number of shares of common stock outstanding during the period, without consideration for common stock equivalents. Diluted net (loss) income per share is computed by dividing net (loss) income by the weighted-average number of common stock equivalents outstanding for the period determined using the treasury-stock method. For purposes of this calculation, common stock warrants and stock options are considered to be common stock equivalents and are only included in the calculation of diluted net (loss) income per share when their effect is dilutive. The following table sets forth the computation of basic and diluted net (loss) income per share and the weighted average number of shares used in computing basic and diluted net (loss) income per share (in thousands, except per share data): Three Months Ended June 30, Six Months Ended June 30, 2022 2021 2022 2021 Numerator: Net (loss) income $ (10,512 ) $ 242 $ (19,148 ) $ (9,193 ) Net (loss) income allocated to stockholders of the Company $ (10,559 ) $ 377 $ (19,178 ) $ (8,882 ) Denominator: Weighted-average shares of common stock outstanding used in computing net (loss) income per share, basic 64,130 54,088 64,059 53,917 Weighted-average shares of common stock outstanding used in computing net (loss) income per share, diluted 64,130 54,237 64,059 53,917 Net (loss) income per share: Basic $ (0.16 ) $ 0.01 $ (0.30 ) $ (0.16 ) Diluted $ (0.16 ) $ 0.01 $ (0.30 ) $ (0.16 ) The following potentially dilutive securities were excluded from the computation of the diluted net loss per share for the periods presented because their effect would have been antidilutive: June 30, 2022 June 30, 2021 Options to purchase common stock and restricted stock units ("RSUs") 7,323,729 5,794,087 Preferred stock 3,790,755 - Warrants for common stock 15,928,867 15,928,867 Total potential dilutive shares 27,043,351 21,722,954 |
Note 4 - Fair Value Measurement
Note 4 - Fair Value Measurements | 6 Months Ended |
Jun. 30, 2022 | |
Notes to Financial Statements | |
Fair Value Disclosures [Text Block] | 4. Financial assets and financial liabilities are initially recognized at fair value when the Company becomes a party to the contractual provisions of the financial instrument. Subsequently, all financial instruments are measured at amortized cost using the effective interest method. The financial instruments of the Company consist of cash and cash equivalents, restricted cash, accounts receivable, long-term receivables, lines of credit, trade payables, government assistance loans, accrued expenses and other current liabilities, other long-term liabilities and long-term debt. In view of their nature, the fair value of these financial instruments approximates their carrying amounts. The Company measures the fair value of its financial assets and financial liabilities using the fair value hierarchy. A financial instrument’s classification within the fair value hierarchy is based upon the lowest level of input that is significant to the fair value measurement. The accounting guidance establishes a three Level 1 Level 2 1 not Level 3 no Guaranteed investment certificates (“GIC”) are classified within Level 2 1, 2 3 Fair Value Measurements as of June 30, 2022 Quoted Prices in Active Markets using Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Total Assets GIC $ — $ 63 $ — $ 63 Total assets $ — $ 63 $ — $ 63 Fair Value Measurements as of December 31, 2021 Quoted Prices in Active Markets using Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Total Assets GIC $ — $ 64 $ — $ 64 Total assets $ — $ 64 $ — $ 64 |
Note 5 - Accounts Receivable
Note 5 - Accounts Receivable | 6 Months Ended |
Jun. 30, 2022 | |
Notes to Financial Statements | |
Trade and Financing Receivables [Text Block] | 5. The Company’s products may A financing receivable is a contractual right to receive money, on demand or on fixed or determinable dates, that is recognized as an asset on the Company's unaudited condensed consolidated balance sheets. The Company's financing receivables, consisting of sales-type leases, totaled $51,240 and $53,887 as of June 30, 2022 December 31, 2021 The Company performed an assessment of the allowance for doubtful accounts as of June 30, 2022 December 31, 2021 June 30, 2022 December 31, 2021 A summary of the Company’s accounts receivables is presented below: June 30, December 31, 2022 2021 Gross accounts receivable $ 87,578 $ 86,625 Unearned income (4,317 ) (4,033 ) Allowance for doubtful accounts (14,100 ) (11,997 ) $ 69,161 $ 70,595 Reported as: Current trade receivables $ 46,754 $ 46,918 Current unearned interest income (2,884 ) (2,678 ) Long-term trade receivables 26,724 27,710 Long-term unearned interest income (1,433 ) (1,355 ) $ 69,161 $ 70,595 Current subscription agreements are reported as part of accounts receivable. The following are the contractual commitments, net of allowance for doubtful accounts, to be received by the Company over the next 5 June 30, Total 2022 2023 2024 2025 2026 Current financing receivables, net of allowance of $ 6,352 $ 24,516 $ 24,516 $ — $ — $ — $ — Long-term financing receivables, net of allowance of $ 948 26,724 — 19,530 7,164 30 — $ 51,240 $ 24,516 $ 19,530 $ 7,164 $ 30 $ — Accounts receivable do not not may The allowance for doubtful accounts consisted of the following activity: Balance at January 1, 2021 $ 18,490 Write-offs (6,230 ) Recovery (263 ) Balance at December 31, 2021 11,997 Write-offs (259 ) Provision 1,004 Balance at March 31, 2022 12,742 Write-offs (1,159 ) Provision 2,517 Balance at June 30, 2022 $ 14,100 |
Note 6 - Select Balance Sheet a
Note 6 - Select Balance Sheet and Statement of Operations Information | 6 Months Ended |
Jun. 30, 2022 | |
Notes to Financial Statements | |
Balance Sheet and Income Statement Disclosures [Text Block] | 6. Inventory Inventory consists of the following: June 30, December 31, 2022 2021 Raw materials $ 2,346 $ 2,368 Work-in-progress 964 1,649 Finished goods 19,053 16,526 Total inventory $ 22,363 $ 20,543 Additions to inventory are primarily comprised of newly produced units and applicators, refurbishment cost from demonstration units and used equipment which were reacquired during the period from upgraded sale s. The Company expensed $7,731 and $15,231 in cost of goods sold in the three six June 30, 2022, three six June 30, 2021, The Company provides for excess and obsolete inventories when conditions indicate that the inventory cost is not June 30, 2022 December 31, 2021 Property and Equipment, Net Property and equipment, net consist of the following: Useful Lives June 30, December 31, (in years) 2022 2021 Lab equipment tooling and molds 4 –10 $ 8,181 $ 8,194 Office furniture and equipment 6 –10 1,764 1,743 Leasehold improvements up to 10 1,793 1,839 Computers and software 3 2,043 1,939 Vehicles 5 –7 37 37 Demo units 5 114 114 Total property and equipment 13,932 13,866 Less: Accumulated depreciation (11,537 ) (11,197 ) Total property and equipment, net $ 2,395 $ 2,669 Depreciation expense amounted to $246 and $280 for the three June 30, 2022 2021 six June 30, 2022 2021, Other Current Assets June 30, December 31, 2022 2021 Government remittances (1) $ 1,738 $ 1,322 Consideration receivable from sale of subsidiaries 1,092 1,405 Deferred financing costs 316 223 Sundry assets and miscellaneous 727 808 Total other current assets $ 3,873 $ 3,758 ( 1 Accrued Expenses and Other Current Liabilities June 30, December 31, 2022 2021 Payroll and related expense $ 1,530 $ 1,770 Accrued expenses 5,708 6,584 Commission accrual 3,640 4,529 Sales and consumption taxes 6,571 6,629 Total accrued expenses and other current liabilities $ 17,449 $ 19,512 Warranty Accrual The following table provides the details of the change in the Company’s warranty accrual: June 30, December 31, 2022 2021 Balance as of the beginning of the period $ 1,753 $ 1,639 Warranties issued during the period 429 1,231 Warranty costs incurred during the period (572 ) (1,117 ) Balance at the end of the period $ 1,610 $ 1,753 Current 1,173 1,245 Long-term 437 508 Total $ 1,610 $ 1,753 Finance Expenses Three Months Ended June 30, Six Months Ended June 30, 2022 2021 2022 2021 Interest expense $ 969 $ 930 $ 1,827 $ 2,068 Accretion on long-term debt and amortization of fees 65 231 130 978 Total finance expenses $ 1,034 $ 1,161 $ 1,957 $ 3,046 |
Note 7 - Intangible Assets
Note 7 - Intangible Assets | 6 Months Ended |
Jun. 30, 2022 | |
Notes to Financial Statements | |
Intangible Assets Disclosure [Text Block] | 7. Intangible assets net of accumulated amortization and goodwill were as follows: At June 30, 2022 Gross Amount Accumulated Amortization Net Amount Customer relationships $ 1,400 $ (382 ) $ 1,018 Brand 2,500 (933 ) 1,567 Technology 16,900 (7,500 ) 9,400 Supplier agreement 3,000 (1,315 ) 1,685 Total intangible assets $ 23,800 $ (10,130 ) $ 13,670 At December 31, 2021 Gross Amount Accumulated Amortization Net Amount Customer relationships $ 1,400 $ (336 ) $ 1,064 Brand 2,500 (803 ) 1,697 Technology 16,900 (6,103 ) 10,797 Supplier agreement 3,000 (1,165 ) 1,835 Total intangible assets $ 23,800 $ (8,407 ) $ 15,393 For the three June 30, 2022 2021 $866, six June 30, 2022 2021 Estimated amortization expense for the next five Years ending December 31, 2022 $ 1,751 2023 3,473 2024 3,473 2025 3,004 2026 657 Thereafter 1,312 Total $ 13,670 |
Note 8 - Commitments and Contin
Note 8 - Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2022 | |
Notes to Financial Statements | |
Commitments and Contingencies Disclosure [Text Block] | 8. Operating Leases The Company has various operating lease agreements, which expire on various dates. The Company recognizes rent expense on a straight-line basis over the non-cancellable lease period and records the difference between cash rent payments and the recognition of rent expense as a deferred rent liability. When leases contain escalation clauses, rent abatements and/or concessions, such as rent holidays and landlord or tenant incentives or allowances, the Company applies them in the determination of straight-line rent expense over the lease period. Aggregate future minimum lease payments, and service and purchase commitments with manufacturers as of June 30, 2022 Years ending December 31, Office Lease Purchase and Service Commitments Total 2022 $ 1,024 $ 21,432 $ 22,456 2023 1,809 - 1,809 2024 1,330 - 1,330 2025 1,122 - 1,122 2026 1,030 - 1,030 Thereafter 1,283 - 1,283 Total $ 7,598 $ 21,432 $ 29,030 The total rent expense for all operating leases for the three June 30, 2022 2021 six June 30, 2022 2021 Commitments As of June 30, 2022 June 30, 2022 270 On March 25, 2021, four seven November 1, 2022, Legal Proceedings Purported Shareholder Class Actions In 2018 2019, four No. 18CIV02609, No. 19CIV08173 11, 12 2 15 1933 No. 5:18 03712 No. 5:18 03883 11 15 1933 September 1, 2017 October 13, 2017 not September 9, 2021. In the State Actions, the Plaintiffs filed a consolidated amended complaint on January 17, 2020 March 30, 2020, September 1, 2020 September 22, 2020. November 23, 2020, April 20, 2022, April 28, 2022, June 7, 2022, June 27, 2022, July 7, 2022. July 27, 2022, October 25, 2022. On July 11, 2019, No. 5:19 03997 14 1934 2018 August 21, 2019, June 21, 2021, |
Note 9 - Main Street Term Loan
Note 9 - Main Street Term Loan | 6 Months Ended |
Jun. 30, 2022 | |
Notes to Financial Statements | |
Debt Disclosure [Text Block] | 9. On December 8, 2020, 13 3 December 9, 2020, five 30 December 8, 2023 December 8, 2024, fifteen December 8, 2025. may As of June 30, 2022 December 31, 2021 The scheduled payments on the outstanding borrowings as of June 30, 2022 Years ending December 31, 2022 $ 1,228 2023 10,239 2024 8,709 2025 39,068 Total $ 59,244 |
Note 10 - Madryn Long-term Debt
Note 10 - Madryn Long-term Debt and Convertible Notes | 6 Months Ended |
Jun. 30, 2022 | |
Notes to Financial Statements | |
Debt Disclosure [Text Block] | 9. On December 8, 2020, 13 3 December 9, 2020, five 30 December 8, 2023 December 8, 2024, fifteen December 8, 2025. may As of June 30, 2022 December 31, 2021 The scheduled payments on the outstanding borrowings as of June 30, 2022 Years ending December 31, 2022 $ 1,228 2023 10,239 2024 8,709 2025 39,068 Total $ 59,244 |
Madryn Long Term Debt and Convertible Notes [Member] | |
Notes to Financial Statements | |
Debt Disclosure [Text Block] | 10. On October 11, 2016, four September 30, 2020, 1 2 24th September 30, 2022, In connection with the Merger (as defined below), the Company entered into an amendment to the Madryn Credit Agreement, dated as of November 7, 2019, ( October 11, 2016, ( August 14, 2018, The Company had the option of settling the paid in kind (“PIK”) interest in cash or adding the owed interest to the principal amount of the loan. On April 29, 2020, January 1, 2020 April 29, 2020 ( On June 30, 2020, June 30, 2020, ( four June 30, 2020, four September 30, 2020, June 1, 2020 September 30, 2020 June 1, 2020 September 30, 2020. On September 30, 2020, fifty July 1, 2020 September 30, 2020 ( fifty On December 9, 2020, 9 December 8, 2020, December 9, 2020 The Notes will accrue interest at a rate of 8.0% per annum from the date of original issuance of the Notes to the third December 31, 2020. December 9, 2025, December 9, 2020 ( December 9, 2020 ( first not 11 $540 $540 three June 30, 2022 2021 $1,074 six June 30, 2022 2021 815 10 15 not 815, two June 30, 2022 December 31, 2021 June 30, 2022 December 31, 2021 The scheduled payments on the outstanding borrowings as of June 30, 2022 Years ending December 31, 2022 $ 1,092 2023 2,131 2024 1,628 2025 28,217 Total $ 33,068 For the three six June 30, 2022 not |
Note 11 - Credit Facility
Note 11 - Credit Facility | 6 Months Ended |
Jun. 30, 2022 | |
Notes to Financial Statements | |
Credit Facility Disclosure [Text Block] | 11. CREDIT FACILITY On August 29, 2018, March 20, 2020, December 9, 2020 August 26, 2021 ( August 29, 2018, March 20, 2020, December 9, 2020 August 26, 2021 ( March 20, 2020, December 9, 2020 August 26, 2021, The CNB Loan Agreement contains various covenants that limit the Company’s ability to engage in specified types of transactions. Subject to limited exceptions, these covenants limit the Company’s ability, without CNB’s consent, to, among other things, sell, lease, transfer, exclusively license or dispose of the Company’s assets, incur, create or permit to exist additional indebtedness, or liens, to make dividends and certain other restricted payments, and to make certain changes to its management and/or ownership structure. The Company is required to maintain $3,000 in cash in a deposit account maintained with CNB at all times during the term of the CNB Loan Agreement. In addition, the CNB Loan Agreement contains certain covenants that require the Company to achieve certain minimum account balances, or a minimum debt service coverage ratio and a maximum total liability to tangible net worth ratio. If the Company fails to comply with these covenants, it will result in a default and require the Company to repay all outstanding principal amounts and any accrued interest. In connection with the CNB Loan Agreement, a loan fee of $1,000 was paid in equal installments on January 25, February 25 March 25, 2021. On August 26, 2021, 30 December 10, 2021, As of June 30, 2022 December 31, 2021 9 In connection with the Amended CNB Loan Agreement, the Company, Venus USA and Venus Canada issued a promissory note dated August 26, 2021, July 24, 2023 August 26, 2021 ( |
Note 12 - Government Assistance
Note 12 - Government Assistance Programs | 6 Months Ended |
Jun. 30, 2022 | |
Notes to Financial Statements | |
Government Assistance Programs [Text Block] | 12. Venus Concept Inc. and Venus USA, received funding in the total amount of $4,048 in connection with two 7 1953, Venus Concept Inc. entered into a U.S. Small Business Administration Note dated as of April 21, 2020 April 29, 2020 ( 1% two Venus USA entered into a U.S. Small Business Administration Note dated as of April 15, 2020 April 20, 2020 ( The Venus Concept PPP Loan contained certain covenants which, among other things, restrict the Company’s use of the proceeds of the PPP Loan to the payment of payroll costs, interest on mortgage obligations, rent obligations and utility expenses, require compliance with all other loans or other agreements with any creditor of the Company, to the extent that a default under any loan or other agreement would materially affect the Company’s ability to repay its PPP Loan and limit the Company’s ability to make certain changes to its ownership structure. In 2021, three March 31, 2022, April 2022. June 30, 2022 ad $nil December 31, 2021 |
Note 13 - Common Stock Reserved
Note 13 - Common Stock Reserved for Issuance | 6 Months Ended |
Jun. 30, 2022 | |
Notes to Financial Statements | |
Common Stock Reserved For Issuance [Text Block] | 13. The Company is required to reserve and keep available out of its authorized but unissued shares of common stock a number of shares sufficient to affect the exercise of all options granted and available for grant under the incentive plans, warrants to purchase common stock and preferred shares which are convertible to common stock. June 30, 2022 December 31, 2021 Outstanding common stock warrants 15,928,867 15,928,867 Outstanding stock options and RSUs 7,323,729 5,977,179 Preferred shares 3,790,755 3,790,755 Shares reserved for conversion of future preferred share issuance 1,209,245 1,209,245 Shares reserved for future option grants and RSUs 1,783,915 589,064 Shares reserved for Lincoln Park 4,822,867 5,222,867 Shares reserved for Madryn Noteholders 8,213,880 8,213,880 Total common stock reserved for issuance 43,073,258 40,931,857 |
Note 14 - Stockholders Equity
Note 14 - Stockholders Equity | 6 Months Ended |
Jun. 30, 2022 | |
Notes to Financial Statements | |
Stockholders' Equity Note Disclosure [Text Block] | 14. Common Stock The Company’s common stock confers upon its holders the following rights: ● The right to participate and vote in the Company’s stockholder meetings, whether annual or special. Each share will entitle its holder, when attending and participating in the voting in person or via proxy, to one ● The right to a share in the distribution of dividends, whether in cash or in the form of bonus shares, the distribution of assets or any other distribution pro rata to the par value of the shares held by them; and ● The right to a share in the distribution of the Company’s excess assets upon liquidation pro rata to the par value of the shares held by them. The 2021 In December 2021, “2021 2021 December 15, 2021. 2021 2021 2021 2021 10 March 28, 2022. Preferred Stock issued in December 2021 As noted above, in December 2021, December 14, 2021. • Voting Rights. no • Liquidation. not • Conversion 1:1, not • Dividends. • Redemption not • Maturity. Upon issuance, the effective conversion price of the Preferred Stock of $1.25 per share was lower than the market price of the Company’s common stock on the date of issuance of the Preferred Stock of $1.29 per share; as a result, the Company recorded the beneficial conversion feature of $152 in accumulated paid in capital (“APIC”). Because the Preferred Stock is perpetual, it is carried at the amount recorded at inception. Upon conversion of the Preferred Stock, the beneficial conversion feature will be accounted for as a deemed dividend. The Company evaluated the Preferred Stock for liability or equity classification in accordance with the provisions of ASC 480, not not not not 480 Since the Preferred Stock was sold as a unit with the common stock, the proceeds received were allocated to each instrument on a relative fair value basis. Total net proceeds of $16,740 reduced by $152 of the beneficial conversion feature were allocated as follows: $4,514 to the Preferred Stock and $12,074 to shares of common stock. The Preferred Stock and common stock issued in the 2021 2010 In November 2010, “2010 2010 seven ten November 2017 2010 not June 30, 2022 2010 December 31, 2021 2019 Incentive Award Plan The 2019 “2019 2017 September 12, 2017 September 14, 2017. 2017 October 4, 2019. Under the 2019 2019 June 30, 2022 2019 December 31, 2021 2019 first 2020 2029 four The Company recognized stock-based compensation for its employees and non-employees in the accompanying unaudited condensed consolidated statements of operations as follows: Three Months Ended June 30, Six Months Ended June 30, 2022 2021 2022 2021 Cost of sales $ 13 $ 8 $ 21 $ 15 Sales and marketing 134 224 309 441 General and administrative 322 297 551 561 Research and development 89 29 120 49 Total stock-based compensation $ 558 $ 558 $ 1,001 $ 1,066 Stock Options The fair value of each option is estimated at the date of grant using the Black-Scholes option pricing formula with the following assumptions : Three Months Ended June 30, Six Months Ended June 30, 2022 2021 2022 2021 Expected term (in years) 6.00 6.00 6.00 6.00 Risk-free interest rate 2.92 % 1.01-1.08 % 2.56-2.92 % 1.01-1.09 % Expected volatility 42.89 % 44.00 % 42.56 % 44.75 % Expected dividend rate 0 % 0 % 0 % 0 % Expected Term Volatility not Risk-Free Interest Rate zero Dividend Rate not Fair Value of Common Stock The following table summarizes stock option activity under the Company’s stock option plans: Number of Shares Weighted- Average Exercise Price per Share, $ Weighted- Average Remaining Contractual Term Aggregate Intrinsic Value Outstanding – January 1, 2022 5,977,179 $ 3.72 7.20 $ 136 Options granted 2,166,250 1.34 Options exercised (16,464 ) 1.59 Options forfeited/cancelled (1,159,486 ) 4.29 — — Outstanding - June 30, 2022 6,967,479 $ 2.89 7.71 $ — Exercisable – June 30, 2022 2,849,790 $ 4.17 5.63 $ — Expected to vest – after June 30, 2022 4,117,689 $ 2.01 9.15 $ — The following tables summarize information about stock options outstanding and exercisable at June 30, 2022 Options Outstanding Options Exercisable Exercise Price Range Number Weighted average remaining contractual term (years) Weighted average Exercise Price Options exercisable Weighted average remaining contractual term (years) Weighted average Exercise Price $0.67 - $3.64 6,046,426 8.06 $ 2.19 2,005,511 5.78 $ 2.73 $4.26 - $7.95 875,563 5.44 6.63 801,327 5.29 6.63 $12.45 - $26.10 26,543 6.26 18.09 24,011 6.24 18.16 $27.00 - $33.00 10,768 2.72 27.32 10,762 2.72 27.32 $36.00 - $94.65 8,179 5.29 45.65 8,179 5.29 45.65 6,967,479 7.71 $ 2.89 2,849,790 5.63 $ 4.17 The aggregate intrinsic value of options is calculated as the difference between the exercise price of the stock options and the fair value of the Company’s common stock for those options that had exercise prices lower than the fair value of the Company’s common stock. The total intrinsic value of options exercised were $nil three June 30, 2022 2021, $nil six June 30, 2022 2021, The weighted-average grant date fair value of options granted was $0.67 three June 30, 2022 2021, $1.34 six June 30, 2022 2021, three June 30, 2022 2021 six June 30, 2022 2021 Restricted Stock Units The following table summarizes information about RSUs outstanding at June 30, 2022 Number of Shares Weighted- Average Grant Date Fair Value per Share, $ Outstanding – January 1, 2022 — $ — RSUs granted 356,250 1.38 RSUs forfeited/cancelled — — Outstanding - June 30, 2022 356,250 $ 1.38 |
Note 15 - Income Taxes
Note 15 - Income Taxes | 6 Months Ended |
Jun. 30, 2022 | |
Notes to Financial Statements | |
Income Tax Disclosure [Text Block] | 15. The Company generated a loss and recognize d $18 of tax benefit for the three June 30, 2022 , and $7 of tax benefit for the three June 30, 2021 , respectively. The Company generated a loss and recognized $254 of tax expense for the six June 30, 2022 , and $7 of tax benefit for the six June 30, 2021 , respectively. A reconciliation of income tax (benefit) expense is as follows: Three Months Ended June 30, Six Months Ended June 30, 2022 2021 2022 2021 (Loss) income before income taxes $ (10,530 ) $ 235 $ (18,894 ) $ (9,200 ) Theoretical tax (expense) benefit at the statutory rate (21.0% in 2022, 21.0% in 2021) (2,211 ) 49 (3,968 ) (1,932 ) Differences in jurisdictional tax rates (341 ) (49 ) (593 ) (403 ) Valuation allowance 2,118 315 4,185 2,299 Non-deductible expenses 418 (395 ) 631 (61 ) Other (2 ) 73 (1 ) 90 Total income tax (benefit) provision (18 ) (7 ) 254 (7 ) Net (loss) income $ (10,512 ) $ 242 $ (19,148 ) $ (9,193 ) Income tax expense or benefit is recognized based on the actual loss incurred during the three June 30, 2022 2021 six June 30, 2022 2021 |
Note 16 - Segment and Geographi
Note 16 - Segment and Geographic Information | 6 Months Ended |
Jun. 30, 2022 | |
Notes to Financial Statements | |
Segment Reporting Disclosure [Text Block] | 16. Operating segments are defined as components of an entity for which separate financial information is available and that is regularly reviewed by the Chief Operating Decision Maker (“CODM”) in deciding how to allocate resources to an individual segment and in assessing performance. The Company's CODM is its Chief Executive Officer. The Company has determined it operates in a single operating segment and has one not Revenue by geographic location, which is based on the product shipped to location, is summarized as follows: Three Months Ended June 30, Six Months Ended June 30, 2022 2021 2022 2021 United States $ 13,417 $ 12,571 $ 26,546 $ 23,086 International 13,849 13,257 27,126 25,339 Total revenue $ 27,266 $ 25,828 $ 53,672 $ 48,425 As of June 30, 2022 $14,277 were located in the United States and $1,793 December 31, 2021 Revenue by type is a key indicator for providing management with an understanding of the Company’s financial performance, which is organized into four 1. 2. 3. 4. The following table presents revenue by type: Three Months Ended June 30, Six Months Ended June 30, 2022 2021 2022 2021 Lease revenue $ 11,874 $ 12,787 $ 22,297 $ 21,324 System revenue 11,548 8,694 23,422 18,504 Product revenue 3,080 3,314 6,577 6,369 Service revenue 764 1,033 1,376 2,228 Total revenue $ 27,266 $ 25,828 $ 53,672 $ 48,425 |
Note 17 - Related Party Transac
Note 17 - Related Party Transactions | 6 Months Ended |
Jun. 30, 2022 | |
Notes to Financial Statements | |
Related Party Transactions Disclosure [Text Block] | 17. All amounts were recorded at the exchange amount, which is the amount established and agreed to by the related parties. Distribution agreements On January 1, 2018, three June 30, 2022 2021 t of $329 and $113, respectively, under this distribution agreement. These sales are included in products and services revenue. For the six June 30, 2022 2021 , TBC purchased products in the amount of $736 and $128, resp In 2020, January 1, 2021, ore will continue to distribute the Company’s products in Singapore. A senior officer of the Company is a 45.0% shareholder of Venus Singapore. During the three June 30, 2022 2021 , Aexel Biomed purchased products in the amount of $141 and $49, respectively, under the distribution agreement. During the six June 30, 2022 2021 , Aexel Biomed purchased products in the amount of $319 and $114, respectively, under the distribution agreement. These sales are included in products and services revenue. |
Note 18 - Subsequent Events
Note 18 - Subsequent Events | 6 Months Ended |
Jun. 30, 2022 | |
Notes to Financial Statements | |
Subsequent Events [Text Block] | 18. On July 12, 2022, 2022 may 2022 “2022 2022 2022 may not 2022 “2022 2022 2022 no 2022 2022 five 2022 2022 2022 2022 may not 2022 2022 August 8, 2022, August 10, 2022, 2022 8 July 12, 2022. |
Significant Accounting Policies
Significant Accounting Policies (Policies) | 6 Months Ended |
Jun. 30, 2022 | |
Accounting Policies [Abstract] | |
Basis of Accounting, Policy [Policy Text Block] | Basis of Presentation The accompanying unaudited condensed consolidated financial statements of Venus Concept Inc. have been prepared in accordance with accounting principles generally accepted in the United States (“U.S. GAAP”) and with the instructions to Form 10 10 X. not 10 December 31, 2021 March 28, 2022. six June 30, 2022 not may December 31, 2022. 8 10 In the Form 10 March 31, 2021, May 17, 2021, 10 June 30, 2021, August 17, 2021, 10 September 30, 2021, November 12, 2021 10 December 31, 2021, March 28, 2022, 16 Reclassification Adjustment Three Months Ended Year Ended March 31, 2021 June 30, 2021 September 30, 2021 December 31, 2021 December 31, 2021 United States $ (362 ) $ (615 ) $ (703 ) $ (440 ) $ (2,120 ) International 362 615 703 440 2,120 Total revenue $ — $ — $ — $ — $ — The preparation of these unaudited condensed consolidated financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of 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 materially from those estimates. The Company assessed certain accounting matters that generally require consideration of forecasted financial information in context with the information reasonably available to the Company and the unknown future impacts of COVID- 19 June 30, 2022 not Amounts reported in thousands within this report are computed based on the amounts in dollars. As a result, the sum of the components reported in thousands may not may not |
Accounting Policies [Policy Text Block] | Accounting Policies The accounting policies the Company follows are set forth in the Company’s audited consolidated financial statements for fiscal year 2021 8 10 no |
JOBS Act Accounting Election [Policy Text Block] | JOBS Act Accounting Election The Company is an emerging growth company, within the meaning of the 1933 no may not |
New Accounting Pronouncements, Policy [Policy Text Block] | Recently Issued Accounting Standards Not In August 2020, No. 2020 06 2020 06” 470 20 815 40 2020 06 2020 06 January 1, 2024, No. 2020 06 In April 2020, 842 840: 19 19. 19 not In March 2020, 2020 04 848 2021, March 12, 2020 December 31, 2022. may no December 31, 2022. January 2021, may 848. In February 2020, 2020 02 326 842 326 842. 326, 326 January 1, 2023, In December 2019, 2019 12 740 first 2022, not |
Note 2 - Summary of Significa_2
Note 2 - Summary of Significant Accounting Policies (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Notes Tables | |
Schedule of Error Corrections and Prior Period Adjustments [Table Text Block] | Reclassification Adjustment Three Months Ended Year Ended March 31, 2021 June 30, 2021 September 30, 2021 December 31, 2021 December 31, 2021 United States $ (362 ) $ (615 ) $ (703 ) $ (440 ) $ (2,120 ) International 362 615 703 440 2,120 Total revenue $ — $ — $ — $ — $ — |
Note 3 - Net (Loss) Income Pe_2
Note 3 - Net (Loss) Income Per Share (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Notes Tables | |
Schedule of Earnings Per Share, Basic and Diluted [Table Text Block] | Three Months Ended June 30, Six Months Ended June 30, 2022 2021 2022 2021 Numerator: Net (loss) income $ (10,512 ) $ 242 $ (19,148 ) $ (9,193 ) Net (loss) income allocated to stockholders of the Company $ (10,559 ) $ 377 $ (19,178 ) $ (8,882 ) Denominator: Weighted-average shares of common stock outstanding used in computing net (loss) income per share, basic 64,130 54,088 64,059 53,917 Weighted-average shares of common stock outstanding used in computing net (loss) income per share, diluted 64,130 54,237 64,059 53,917 Net (loss) income per share: Basic $ (0.16 ) $ 0.01 $ (0.30 ) $ (0.16 ) Diluted $ (0.16 ) $ 0.01 $ (0.30 ) $ (0.16 ) |
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share [Table Text Block] | June 30, 2022 June 30, 2021 Options to purchase common stock and restricted stock units ("RSUs") 7,323,729 5,794,087 Preferred stock 3,790,755 - Warrants for common stock 15,928,867 15,928,867 Total potential dilutive shares 27,043,351 21,722,954 |
Note 4 - Fair Value Measureme_2
Note 4 - Fair Value Measurements (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Notes Tables | |
Fair Value, by Balance Sheet Grouping [Table Text Block] | Fair Value Measurements as of June 30, 2022 Quoted Prices in Active Markets using Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Total Assets GIC $ — $ 63 $ — $ 63 Total assets $ — $ 63 $ — $ 63 Fair Value Measurements as of December 31, 2021 Quoted Prices in Active Markets using Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Total Assets GIC $ — $ 64 $ — $ 64 Total assets $ — $ 64 $ — $ 64 |
Note 5 - Accounts Receivable (T
Note 5 - Accounts Receivable (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Notes Tables | |
Schedule of Accounts, Notes, Loans and Financing Receivable [Table Text Block] | June 30, December 31, 2022 2021 Gross accounts receivable $ 87,578 $ 86,625 Unearned income (4,317 ) (4,033 ) Allowance for doubtful accounts (14,100 ) (11,997 ) $ 69,161 $ 70,595 Reported as: Current trade receivables $ 46,754 $ 46,918 Current unearned interest income (2,884 ) (2,678 ) Long-term trade receivables 26,724 27,710 Long-term unearned interest income (1,433 ) (1,355 ) $ 69,161 $ 70,595 |
Contractual Commitments, Net of Allowance For Doubtful Accounts To Be Received Maturity [Table Text Block] | June 30, Total 2022 2023 2024 2025 2026 Current financing receivables, net of allowance of $ 6,352 $ 24,516 $ 24,516 $ — $ — $ — $ — Long-term financing receivables, net of allowance of $ 948 26,724 — 19,530 7,164 30 — $ 51,240 $ 24,516 $ 19,530 $ 7,164 $ 30 $ — |
Accounts Receivable, Allowance for Credit Loss [Table Text Block] | Balance at January 1, 2021 $ 18,490 Write-offs (6,230 ) Recovery (263 ) Balance at December 31, 2021 11,997 Write-offs (259 ) Provision 1,004 Balance at March 31, 2022 12,742 Write-offs (1,159 ) Provision 2,517 Balance at June 30, 2022 $ 14,100 |
Note 6 - Select Balance Sheet_2
Note 6 - Select Balance Sheet and Statement of Operations Information (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Notes Tables | |
Schedule of Inventory, Current [Table Text Block] | June 30, December 31, 2022 2021 Raw materials $ 2,346 $ 2,368 Work-in-progress 964 1,649 Finished goods 19,053 16,526 Total inventory $ 22,363 $ 20,543 |
Property, Plant and Equipment [Table Text Block] | Useful Lives June 30, December 31, (in years) 2022 2021 Lab equipment tooling and molds 4 –10 $ 8,181 $ 8,194 Office furniture and equipment 6 –10 1,764 1,743 Leasehold improvements up to 10 1,793 1,839 Computers and software 3 2,043 1,939 Vehicles 5 –7 37 37 Demo units 5 114 114 Total property and equipment 13,932 13,866 Less: Accumulated depreciation (11,537 ) (11,197 ) Total property and equipment, net $ 2,395 $ 2,669 |
Schedule of Other Current Assets [Table Text Block] | June 30, December 31, 2022 2021 Government remittances (1) $ 1,738 $ 1,322 Consideration receivable from sale of subsidiaries 1,092 1,405 Deferred financing costs 316 223 Sundry assets and miscellaneous 727 808 Total other current assets $ 3,873 $ 3,758 |
Schedule of Accrued Expenses and Other Current Liabilities [Table Text Block] | June 30, December 31, 2022 2021 Payroll and related expense $ 1,530 $ 1,770 Accrued expenses 5,708 6,584 Commission accrual 3,640 4,529 Sales and consumption taxes 6,571 6,629 Total accrued expenses and other current liabilities $ 17,449 $ 19,512 |
Schedule of Product Warranty Liability [Table Text Block] | June 30, December 31, 2022 2021 Balance as of the beginning of the period $ 1,753 $ 1,639 Warranties issued during the period 429 1,231 Warranty costs incurred during the period (572 ) (1,117 ) Balance at the end of the period $ 1,610 $ 1,753 Current 1,173 1,245 Long-term 437 508 Total $ 1,610 $ 1,753 |
Schedule of Finance Expenses [Table Text Block] | Three Months Ended June 30, Six Months Ended June 30, 2022 2021 2022 2021 Interest expense $ 969 $ 930 $ 1,827 $ 2,068 Accretion on long-term debt and amortization of fees 65 231 130 978 Total finance expenses $ 1,034 $ 1,161 $ 1,957 $ 3,046 |
Note 7 - Intangible Assets (Tab
Note 7 - Intangible Assets (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Notes Tables | |
Schedule of Finite-Lived Intangible Assets [Table Text Block] | At June 30, 2022 Gross Amount Accumulated Amortization Net Amount Customer relationships $ 1,400 $ (382 ) $ 1,018 Brand 2,500 (933 ) 1,567 Technology 16,900 (7,500 ) 9,400 Supplier agreement 3,000 (1,315 ) 1,685 Total intangible assets $ 23,800 $ (10,130 ) $ 13,670 At December 31, 2021 Gross Amount Accumulated Amortization Net Amount Customer relationships $ 1,400 $ (336 ) $ 1,064 Brand 2,500 (803 ) 1,697 Technology 16,900 (6,103 ) 10,797 Supplier agreement 3,000 (1,165 ) 1,835 Total intangible assets $ 23,800 $ (8,407 ) $ 15,393 |
Schedule of Finite-Lived Intangible Assets, Future Amortization Expense [Table Text Block] | Years ending December 31, 2022 $ 1,751 2023 3,473 2024 3,473 2025 3,004 2026 657 Thereafter 1,312 Total $ 13,670 |
Note 8 - Commitments and Cont_2
Note 8 - Commitments and Contingencies (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Notes Tables | |
Contractual Obligation, Fiscal Year Maturity [Table Text Block] | Years ending December 31, Office Lease Purchase and Service Commitments Total 2022 $ 1,024 $ 21,432 $ 22,456 2023 1,809 - 1,809 2024 1,330 - 1,330 2025 1,122 - 1,122 2026 1,030 - 1,030 Thereafter 1,283 - 1,283 Total $ 7,598 $ 21,432 $ 29,030 |
Note 9 - Main Street Term Loan
Note 9 - Main Street Term Loan (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
MSLP Note [Member] | |
Notes Tables | |
Schedule of Maturities of Long-Term Debt [Table Text Block] | Years ending December 31, 2022 $ 1,228 2023 10,239 2024 8,709 2025 39,068 Total $ 59,244 |
Note 10 - Madryn Long-term De_2
Note 10 - Madryn Long-term Debt and Convertible Notes (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Secured Subordinated Convertible Notes [Member] | |
Notes Tables | |
Schedule of Maturities of Long-Term Debt [Table Text Block] | Years ending December 31, 2022 $ 1,092 2023 2,131 2024 1,628 2025 28,217 Total $ 33,068 |
Note 13 - Common Stock Reserv_2
Note 13 - Common Stock Reserved for Issuance (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Notes Tables | |
Schedule of Common Stock Reserved for Issuance [Table Text Block] | June 30, 2022 December 31, 2021 Outstanding common stock warrants 15,928,867 15,928,867 Outstanding stock options and RSUs 7,323,729 5,977,179 Preferred shares 3,790,755 3,790,755 Shares reserved for conversion of future preferred share issuance 1,209,245 1,209,245 Shares reserved for future option grants and RSUs 1,783,915 589,064 Shares reserved for Lincoln Park 4,822,867 5,222,867 Shares reserved for Madryn Noteholders 8,213,880 8,213,880 Total common stock reserved for issuance 43,073,258 40,931,857 |
Note 14 - Stockholders Equity (
Note 14 - Stockholders Equity (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Notes Tables | |
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Table Text Block] | Three Months Ended June 30, Six Months Ended June 30, 2022 2021 2022 2021 Cost of sales $ 13 $ 8 $ 21 $ 15 Sales and marketing 134 224 309 441 General and administrative 322 297 551 561 Research and development 89 29 120 49 Total stock-based compensation $ 558 $ 558 $ 1,001 $ 1,066 |
Schedule of Share-Based Payment Award, Stock Options, Valuation Assumptions [Table Text Block] | Three Months Ended June 30, Six Months Ended June 30, 2022 2021 2022 2021 Expected term (in years) 6.00 6.00 6.00 6.00 Risk-free interest rate 2.92 % 1.01-1.08 % 2.56-2.92 % 1.01-1.09 % Expected volatility 42.89 % 44.00 % 42.56 % 44.75 % Expected dividend rate 0 % 0 % 0 % 0 % |
Share-Based Payment Arrangement, Option, Activity [Table Text Block] | Number of Shares Weighted- Average Exercise Price per Share, $ Weighted- Average Remaining Contractual Term Aggregate Intrinsic Value Outstanding – January 1, 2022 5,977,179 $ 3.72 7.20 $ 136 Options granted 2,166,250 1.34 Options exercised (16,464 ) 1.59 Options forfeited/cancelled (1,159,486 ) 4.29 — — Outstanding - June 30, 2022 6,967,479 $ 2.89 7.71 $ — Exercisable – June 30, 2022 2,849,790 $ 4.17 5.63 $ — Expected to vest – after June 30, 2022 4,117,689 $ 2.01 9.15 $ — |
Share-Based Payment Arrangement, Option, Exercise Price Range [Table Text Block] | Options Outstanding Options Exercisable Exercise Price Range Number Weighted average remaining contractual term (years) Weighted average Exercise Price Options exercisable Weighted average remaining contractual term (years) Weighted average Exercise Price $0.67 - $3.64 6,046,426 8.06 $ 2.19 2,005,511 5.78 $ 2.73 $4.26 - $7.95 875,563 5.44 6.63 801,327 5.29 6.63 $12.45 - $26.10 26,543 6.26 18.09 24,011 6.24 18.16 $27.00 - $33.00 10,768 2.72 27.32 10,762 2.72 27.32 $36.00 - $94.65 8,179 5.29 45.65 8,179 5.29 45.65 6,967,479 7.71 $ 2.89 2,849,790 5.63 $ 4.17 |
Schedule of Nonvested Restricted Stock Units Activity [Table Text Block] | Number of Shares Weighted- Average Grant Date Fair Value per Share, $ Outstanding – January 1, 2022 — $ — RSUs granted 356,250 1.38 RSUs forfeited/cancelled — — Outstanding - June 30, 2022 356,250 $ 1.38 |
Note 15 - Income Taxes (Tables)
Note 15 - Income Taxes (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Notes Tables | |
Schedule of Effective Income Tax Rate Reconciliation [Table Text Block] | Three Months Ended June 30, Six Months Ended June 30, 2022 2021 2022 2021 (Loss) income before income taxes $ (10,530 ) $ 235 $ (18,894 ) $ (9,200 ) Theoretical tax (expense) benefit at the statutory rate (21.0% in 2022, 21.0% in 2021) (2,211 ) 49 (3,968 ) (1,932 ) Differences in jurisdictional tax rates (341 ) (49 ) (593 ) (403 ) Valuation allowance 2,118 315 4,185 2,299 Non-deductible expenses 418 (395 ) 631 (61 ) Other (2 ) 73 (1 ) 90 Total income tax (benefit) provision (18 ) (7 ) 254 (7 ) Net (loss) income $ (10,512 ) $ 242 $ (19,148 ) $ (9,193 ) |
Note 16 - Segment and Geograp_2
Note 16 - Segment and Geographic Information (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Notes Tables | |
Schedule of Revenue from External Customers and Long-Lived Assets, by Geographical Areas [Table Text Block] | Three Months Ended June 30, Six Months Ended June 30, 2022 2021 2022 2021 United States $ 13,417 $ 12,571 $ 26,546 $ 23,086 International 13,849 13,257 27,126 25,339 Total revenue $ 27,266 $ 25,828 $ 53,672 $ 48,425 |
Revenue from External Customers by Products and Services [Table Text Block] | Three Months Ended June 30, Six Months Ended June 30, 2022 2021 2022 2021 Lease revenue $ 11,874 $ 12,787 $ 22,297 $ 21,324 System revenue 11,548 8,694 23,422 18,504 Product revenue 3,080 3,314 6,577 6,369 Service revenue 764 1,033 1,376 2,228 Total revenue $ 27,266 $ 25,828 $ 53,672 $ 48,425 |
Note 1 - Nature of Operations (
Note 1 - Nature of Operations (Details Textual) - USD ($) $ / shares in Units, $ in Thousands | 1 Months Ended | 3 Months Ended | 6 Months Ended | 24 Months Ended | |||||
Dec. 15, 2021 | Feb. 28, 2021 | Jun. 30, 2022 | Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Dec. 31, 2021 | Dec. 09, 2020 | Jun. 16, 2020 | |
Retained Earnings (Accumulated Deficit), Total | $ (199,583) | $ (199,583) | $ (199,583) | $ (180,405) | |||||
Proceeds from Issuance of Common Stock | $ 272 | $ 0 | |||||||
Common Stock, Par or Stated Value Per Share (in dollars per share) | $ 0.0001 | $ 0.0001 | $ 0.0001 | $ 0.0001 | $ 0.0001 | ||||
Proceeds from Issuance of Private Placement | $ 16,740 | ||||||||
Proceeds from Warrant Exercises | $ 0 | $ 903 | |||||||
December 2020 Public Offering Warrants [Member] | |||||||||
Class of Warrant or Right, Exercised During Period (in shares) | 361,200 | ||||||||
Class of Warrant or Right, Exercised During Period, Exercise Price (in dollars per share) | $ 2.50 | ||||||||
Proceeds from Warrant Exercises | $ 903 | ||||||||
Series A Preferred Stock [Member] | |||||||||
Preferred Stock, Par or Stated Value Per Share (in dollars per share) | $ 0.0001 | ||||||||
Proceeds from Issuance of Private Placement | $ 4,514 | ||||||||
Shares Issued, Price Per Share (in dollars per share) | $ 1.29 | ||||||||
Common Stock [Member] | |||||||||
Stock Issued During Period, Shares, New Issues (in shares) | 400,000 | ||||||||
Proceeds from Issuance of Private Placement | 12,074 | ||||||||
Equity Purchase Agreement [Member] | Lincoln Park [Member] | |||||||||
Equity Purchase Agreement, Maximum Offering Amount | $ 31,000 | ||||||||
Agreement Term (Year) | 2 years | ||||||||
Proceeds from Issuance of Common Stock | $ 272 | ||||||||
Stock Issued During Period, Shares, New Issues (in shares) | 400,000 | 3,437,521 | |||||||
Common Stock, Par or Stated Value Per Share (in dollars per share) | $ 0.0001 | ||||||||
Equity Purchase Agreement, Maximum Shares Issuable (in shares) | 7,763,411 | ||||||||
Equity Agreement, Maximum Percentage of Stock Outstanding | 19.99% | ||||||||
Equity Agreement, Minimum Average Purchase Price (in dollars per share) | $ 3.9755 | ||||||||
Maximum Percentage of Outstanding Stock, Beneficial Ownership | 9.99% | ||||||||
Shares Issued, Price Per Share (in dollars per share) | $ 2.70 | $ 2.70 | $ 2.70 | ||||||
Stock Issued During Period, Shares, Commitment Fee (in shares) | 209,566 | ||||||||
Stock Issued During Period, Value, Commitment Fee | $ 620 | ||||||||
Deferred Offering Costs | $ 123 | $ 123 | $ 123 | ||||||
The 2021 Private Placement [Member] | |||||||||
Proceeds from Issuance of Private Placement | $ 16,999 | ||||||||
The 2021 Private Placement [Member] | Series A Preferred Stock [Member] | |||||||||
Stock Issued During Period, Shares, New Issues (in shares) | 3,790,755 | ||||||||
Preferred Stock, Par or Stated Value Per Share (in dollars per share) | $ 0.0001 | ||||||||
The 2021 Private Placement [Member] | Common Stock [Member] | |||||||||
Stock Issued During Period, Shares, New Issues (in shares) | 9,808,418 | ||||||||
Common Stock, Par or Stated Value Per Share (in dollars per share) | $ 0.0001 |
Note 2 - Summary of Significa_3
Note 2 - Summary of Significant Accounting Policies - Reclassification Adjustment (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | |||||
Jun. 30, 2022 | Dec. 31, 2021 | Sep. 30, 2021 | Jun. 30, 2021 | Mar. 31, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | Dec. 31, 2021 | |
Revenues | $ 27,266 | $ 25,828 | $ 53,672 | $ 48,425 | ||||
Revision of Prior Period, Error Correction, Adjustment [Member] | ||||||||
Revenues | $ 0 | $ 0 | 0 | $ 0 | $ 0 | |||
UNITED STATES | Revision of Prior Period, Error Correction, Adjustment [Member] | ||||||||
Revenues | (440) | (703) | (615) | (362) | (2,120) | |||
Non-US [Member] | Revision of Prior Period, Error Correction, Adjustment [Member] | ||||||||
Revenues | $ 440 | $ 703 | $ 615 | $ 362 | $ 2,120 |
Note 3 - Net (Loss) Income Pe_3
Note 3 - Net (Loss) Income Per Share - Computation of Basic and Diluted Net Loss Per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2022 | Mar. 31, 2022 | Jun. 30, 2021 | Mar. 31, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Net loss | $ (10,512) | $ 242 | $ (19,148) | $ (9,193) | ||
(Loss) income attributable to stockholders of the Company | $ (10,559) | $ (8,619) | $ 377 | $ (9,259) | $ (19,178) | $ (8,882) |
Weighted-average shares of common stock outstanding used in computing net (loss) income per share, basic (in shares) | 64,130 | 54,088 | 64,059 | 53,917 | ||
Weighted-average shares of common stock outstanding used in computing net (loss) income per share, diluted (in shares) | 64,130 | 54,237 | 64,059 | 53,917 | ||
Basic (in dollars per share) | $ (0.16) | $ 0.01 | $ (0.30) | $ (0.16) | ||
Diluted (in dollars per share) | $ (0.16) | $ 0.01 | $ (0.30) | $ (0.16) |
Note 3 - Net (Loss) Income Pe_4
Note 3 - Net (Loss) Income Per Share - Antidilutive Securities (Details) - shares | 6 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
Total potential dilutive shares (in shares) | 27,043,351 | 21,722,954 |
Share-Based Payment Arrangement, Option [Member] | ||
Total potential dilutive shares (in shares) | 7,323,729 | 5,794,087 |
Preferred Stock [Member] | ||
Total potential dilutive shares (in shares) | 3,790,755 | 0 |
Warrant [Member] | ||
Total potential dilutive shares (in shares) | 15,928,867 | 15,928,867 |
Note 4 - Fair Value Measureme_3
Note 4 - Fair Value Measurements - Fair Value Measurements (Details) - USD ($) $ in Thousands | Jun. 30, 2022 | Dec. 31, 2021 |
GIC | $ 63 | $ 64 |
Guaranteed Investment Certificates [Member] | ||
GIC | 63 | 64 |
Fair Value, Inputs, Level 1 [Member] | ||
GIC | 0 | 0 |
Fair Value, Inputs, Level 1 [Member] | Guaranteed Investment Certificates [Member] | ||
GIC | 0 | 0 |
Fair Value, Inputs, Level 2 [Member] | ||
GIC | 63 | 64 |
Fair Value, Inputs, Level 2 [Member] | Guaranteed Investment Certificates [Member] | ||
GIC | 63 | 64 |
Fair Value, Inputs, Level 3 [Member] | ||
GIC | 0 | 0 |
Fair Value, Inputs, Level 3 [Member] | Guaranteed Investment Certificates [Member] | ||
GIC | $ 0 | $ 0 |
Note 5 - Accounts Receivable (D
Note 5 - Accounts Receivable (Details Textual) - USD ($) $ in Thousands | Jun. 30, 2022 | Mar. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 |
Lessor, Sales-type Lease, Term of Contract (Month) | 36 months | |||
Sales-type and Direct Financing Leases, Lease Receivable | $ 51,240 | $ 53,887 | ||
Accounts Receivable, Allowance for Credit Loss, Ending Balance | $ 14,100 | $ 12,742 | $ 11,997 | $ 18,490 |
Note 5 - Accounts Receivable -
Note 5 - Accounts Receivable - Summary of Accounts Receivable (Details) - USD ($) $ in Thousands | Jun. 30, 2022 | Mar. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 |
Gross accounts receivable | $ 87,578 | $ 86,625 | ||
Unearned income | (4,317) | (4,033) | ||
Allowance for doubtful accounts | (14,100) | $ (12,742) | (11,997) | $ (18,490) |
Accounts Receivable, after Allowance for Credit Loss, Total | 69,161 | 70,595 | ||
Current trade receivables | 46,754 | 46,918 | ||
Current unearned interest income | (2,884) | (2,678) | ||
Long-term trade receivables | 26,724 | 27,710 | ||
Long-term unearned interest income | $ (1,433) | $ (1,355) |
Note 5 - Accounts Receivable _2
Note 5 - Accounts Receivable - Schedule of Contractual Commitments, Net of Allowance for Doubtful Accounts (Details) $ in Thousands | Jun. 30, 2022 USD ($) |
Total, current financing receivables, net | $ 51,240 |
2022, current financing receivables, net | 24,516 |
2023, current financing receivables, net | 19,530 |
2024, current financing receivables, net | 7,164 |
2025, current financing receivables, net | 30 |
2026, current financing receivables, net | 0 |
Current Financing Receivables, Net Of Allowance [Member] | |
Total, current financing receivables, net | 24,516 |
2022, current financing receivables, net | 24,516 |
2023, current financing receivables, net | 0 |
2024, current financing receivables, net | 0 |
2025, current financing receivables, net | 0 |
2026, current financing receivables, net | 0 |
Noncurrent Financing Receivables, Net Of Allowance [Member] | |
Total, current financing receivables, net | 26,724 |
2022, current financing receivables, net | 0 |
2023, current financing receivables, net | 19,530 |
2024, current financing receivables, net | 7,164 |
2025, current financing receivables, net | 30 |
2026, current financing receivables, net | $ 0 |
Note 5 - Accounts Receivable _3
Note 5 - Accounts Receivable - Schedule of Contractual Commitments, Net of Allowance for Doubtful Accounts (Details) (Parentheticals) $ in Thousands | Jun. 30, 2022 USD ($) |
Current Financing Receivables, Net Of Allowance [Member] | |
Allowance, current financing receivables, net | $ 6,352 |
Noncurrent Financing Receivables, Net Of Allowance [Member] | |
Allowance, long-term financing receivables, net | $ 948 |
Note 5 - Accounts Receivable _4
Note 5 - Accounts Receivable - Allowance for Doubtful Accounts (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2022 | Mar. 31, 2022 | Jun. 30, 2022 | Jun. 30, 2021 | Dec. 31, 2021 | |
Balance | $ 12,742 | $ 11,997 | $ 11,997 | $ 18,490 | $ 18,490 |
Write-offs | (1,159) | (259) | (6,230) | ||
(Recovery) Provision | 2,517 | 1,004 | 3,521 | $ (2,132) | (263) |
Balance | $ 14,100 | $ 12,742 | $ 14,100 | $ 11,997 |
Note 6 - Select Balance Sheet_3
Note 6 - Select Balance Sheet and Statement of Operations Information (Details Textual) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Cost, Direct Material | $ 7,731 | $ 5,339 | $ 15,231 | $ 11,359 |
Inventory Valuation Reserves | 2,701 | 2,213 | 2,701 | 2,213 |
Depreciation, Total | $ 246 | $ 280 | $ 490 | $ 728 |
Note 6 - Select Balance Sheet_4
Note 6 - Select Balance Sheet and Statement of Operations Information - Schedule of Property and Equipment, Net (Details) - USD ($) $ in Thousands | Jun. 30, 2022 | Dec. 31, 2021 |
Raw materials | $ 2,346 | $ 2,368 |
Work-in-progress | 964 | 1,649 |
Finished goods | 19,053 | 16,526 |
Total inventory | $ 22,363 | $ 20,543 |
Note 6 - Select Balance Sheet_5
Note 6 - Select Balance Sheet and Statement of Operations Information - Property and Equipment, Net (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2022 | Dec. 31, 2021 | |
Lab equipment tooling and molds | $ 8,181 | $ 8,194 |
Office furniture and equipment | 1,764 | 1,743 |
Leasehold improvements | 1,793 | 1,839 |
Computers and software | 2,043 | 1,939 |
Vehicles | 37 | 37 |
Demo units | 114 | 114 |
Total property and equipment | 13,932 | 13,866 |
Less: Accumulated depreciation | (11,537) | (11,197) |
Total property and equipment, net | $ 2,395 | $ 2,669 |
Tools, Dies and Molds [Member] | Minimum [Member] | ||
Property and equipment, Useful lives (Year) | 4 years | |
Tools, Dies and Molds [Member] | Maximum [Member] | ||
Property and equipment, Useful lives (Year) | 10 years | |
Office Equipment [Member] | Minimum [Member] | ||
Property and equipment, Useful lives (Year) | 6 years | |
Office Equipment [Member] | Maximum [Member] | ||
Property and equipment, Useful lives (Year) | 10 years | |
Leasehold Improvements [Member] | Maximum [Member] | ||
Property and equipment, Useful lives (Year) | 10 years | |
Computer Equipment [Member] | ||
Property and equipment, Useful lives (Year) | 3 years | |
Vehicles [Member] | Minimum [Member] | ||
Property and equipment, Useful lives (Year) | 5 years | |
Vehicles [Member] | Maximum [Member] | ||
Property and equipment, Useful lives (Year) | 7 years | |
Demo Units [Member] | ||
Property and equipment, Useful lives (Year) | 5 years |
Note 6 - Select Balance Sheet_6
Note 6 - Select Balance Sheet and Statement of Operations Information - Other Current Assets (Details) - USD ($) $ in Thousands | Jun. 30, 2022 | Dec. 31, 2021 | |
Government remittances (1) | [1] | $ 1,738 | $ 1,322 |
Consideration receivable from sale of subsidiaries | 1,092 | 1,405 | |
Deferred financing costs | 316 | 223 | |
Sundry assets and miscellaneous | 727 | 808 | |
Total other current assets | $ 3,873 | $ 3,758 | |
[1]Government remittances are receivables from the local tax authorities for refund of sales taxes and income taxes. |
Note 6 - Select Balance Sheet_7
Note 6 - Select Balance Sheet and Statement of Operations Information - Accrued Expenses and Other Current Liabilities (Details) - USD ($) $ in Thousands | Jun. 30, 2022 | Dec. 31, 2021 |
Payroll and related expense | $ 1,530 | $ 1,770 |
Accrued expenses | 5,708 | 6,584 |
Commission accrual | 3,640 | 4,529 |
Sales and consumption taxes | 6,571 | 6,629 |
Total accrued expenses and other current liabilities | $ 17,449 | $ 19,512 |
Note 6 - Select Balance Sheet_8
Note 6 - Select Balance Sheet and Statement of Operations Information - Warranty Accrual (Details) - USD ($) $ in Thousands | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
Balance as of the beginning of the period | $ 1,753 | $ 1,639 |
Warranties issued during the period | 429 | 1,231 |
Warranty costs incurred during the period | (572) | (1,117) |
Balance at the end of the period | 1,610 | 1,753 |
Current | 1,173 | 1,245 |
Long-term | 437 | 508 |
Total | $ 1,610 | $ 1,753 |
Note 6 - Select Balance Sheet_9
Note 6 - Select Balance Sheet and Statement of Operations Information - Finance Expenses (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Interest expense | $ 969 | $ 930 | $ 1,827 | $ 2,068 |
Accretion on long-term debt and amortization of fees | 65 | 231 | 130 | 978 |
Total finance expenses | $ 1,034 | $ 1,161 | $ 1,957 | $ 3,046 |
Note 7 - Intangible Assets (Det
Note 7 - Intangible Assets (Details Textual) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Amortization of Intangible Assets | $ 865 | $ 866 | $ 1,722 | $ 1,722 |
Note 7 - Intangible Assets - Sc
Note 7 - Intangible Assets - Schedule of Intangible Assets Net of Accumulated Amortization and Goodwill (Details) - USD ($) $ in Thousands | Jun. 30, 2022 | Dec. 31, 2021 |
Gross Amount | $ 23,800 | $ 23,800 |
Accumulated amortization | (10,130) | (8,407) |
Net Amount | 13,670 | 15,393 |
Customer Relationships [Member] | ||
Gross Amount | 1,400 | 1,400 |
Accumulated amortization | (382) | (336) |
Net Amount | 1,018 | 1,064 |
Brand [Member] | ||
Gross Amount | 2,500 | 2,500 |
Accumulated amortization | (933) | (803) |
Net Amount | 1,567 | 1,697 |
Technology [Member] | ||
Gross Amount | 16,900 | 16,900 |
Accumulated amortization | (7,500) | (6,103) |
Net Amount | 9,400 | 10,797 |
Supplier Agreement [Member] | ||
Gross Amount | 3,000 | 3,000 |
Accumulated amortization | (1,315) | (1,165) |
Net Amount | $ 1,685 | $ 1,835 |
Note 7 - Intangible Assets - Es
Note 7 - Intangible Assets - Estimated Amortization (Details) - USD ($) $ in Thousands | Jun. 30, 2022 | Dec. 31, 2021 |
2022, estimated amortization expense | $ 1,751 | |
2023, estimated amortization expense | 3,473 | |
2024, estimated amortization expense | 3,473 | |
2025, estimated amortization expense | 3,004 | |
2026, estimated amortization expense | 657 | |
Thereafter | 1,312 | |
Total, estimated amortization expense | $ 13,670 | $ 15,393 |
Note 8 - Commitments and Cont_3
Note 8 - Commitments and Contingencies (Details Textual) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Operating Lease, Expense | $ 635 | $ 524 | $ 1,313 | $ 1,095 |
Purchase Obligation, Total | 21,432 | 21,432 | ||
Contract Manufacturers [Member] | ||||
Purchase Obligation, Total | 19,803 | 19,803 | ||
Open Purchase Order [Member] | ||||
Purchase Obligation, Total | $ 6,515 | $ 6,515 | ||
Percentage Of Open Purchase Order | 25% |
Note 8 - Commitments and Cont_4
Note 8 - Commitments and Contingencies - Aggregate Future Minimum Lease Payments (Details) $ in Thousands | Jun. 30, 2022 USD ($) |
2022, office lease | $ 1,024 |
2022, purchase and service commitments | 21,432 |
2022, total | 22,456 |
2023, office lease | 1,809 |
2023, total | 1,809 |
2024, office lease | 1,330 |
2024, total | 1,330 |
2025, office lease | 1,122 |
2025, total | 1,122 |
2026, office lease | 1,030 |
2026, total | 1,030 |
Thereafter, office lease | 1,283 |
Thereafter, total | 1,283 |
Total, office lease | 7,598 |
Purchase and service commitments | 21,432 |
Total, total | $ 29,030 |
Note 9 - Main Street Term Loa_2
Note 9 - Main Street Term Loan (Details Textual) - MSLP Note [Member] - USD ($) $ in Millions | Dec. 08, 2024 | Dec. 08, 2023 | Dec. 08, 2020 |
Debt Instrument, Face Amount | $ 50 | ||
Debt Instrument, Term (Year) | 5 years | ||
Forecast [Member] | |||
Debt Instrument, Percentage of Outstanding Principal to be Paid with Accrued Unpaid Interest | 15% | 15% | |
London Interbank Offered Rate (LIBOR) [Member] | |||
Debt Instrument, Basis Spread on Variable Rate | 3% |
Note 9 - Main Street Term Loa_3
Note 9 - Main Street Term Loan - Schedule Payments on Outstanding Borrowings (Details) - MSLP Note [Member] $ in Thousands | Jun. 30, 2022 USD ($) |
2022, scheduled payments | $ 1,228 |
2023, scheduled payments | 10,239 |
2024, scheduled payments | 8,709 |
2025, scheduled payments | 39,068 |
Total, scheduled payments | $ 59,244 |
Note 10 - Madryn Long-term De_3
Note 10 - Madryn Long-term Debt and Convertible Notes (Details Textual) - USD ($) | 3 Months Ended | 4 Months Ended | 6 Months Ended | 12 Months Ended | |||||||||||
Dec. 09, 2020 | Jun. 30, 2022 | Jun. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2020 | Jun. 30, 2022 | Jun. 30, 2021 | Sep. 30, 2020 | Jun. 30, 2020 | Dec. 31, 2021 | Apr. 29, 2020 | Oct. 14, 2018 | Aug. 14, 2018 | Aug. 04, 2018 | Oct. 11, 2016 | |
Common Stock, Par or Stated Value Per Share (in dollars per share) | $ 0.0001 | $ 0.0001 | $ 0.0001 | $ 0.0001 | |||||||||||
Madryn Credit Agreement [Member] | |||||||||||||||
Repayments of Debt | $ 42,500,000 | ||||||||||||||
Madryn Credit Agreement [Member] | Madryn Noteholders [Member] | |||||||||||||||
Debt Instrument, Face Amount | $ 70,000,000 | ||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 10.50% | 10.50% | 10.50% | 12% | 9% | 9% | |||||||||
Debt Instrument, Covenant, Minimum Revenue Threshold | $ 75,000,000 | $ 85,000,000 | |||||||||||||
Debt Instrument, Covenant, Minimum Cash Proceeds from Issuance of Equity | $ 5,000,000 | ||||||||||||||
Debt Instrument, Covenant, Best Effort, Additional Proceeds from Issuance of Equity, | 2,000,000 | ||||||||||||||
Debt Instrument, Interest Rate, Percentage Paid in Cash | 50% | ||||||||||||||
Debt Instrument, Interest Rate, Percentage Paid in Kind | 50% | ||||||||||||||
Madryn Credit Agreement [Member] | Madryn Noteholders [Member] | Interest Only Period [Member] | |||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 9% | ||||||||||||||
Madryn Credit Agreement [Member] | Madryn Noteholders [Member] | Term A-1, A-2 and B Tranches of Debt [Member] | |||||||||||||||
Long-term Debt, Gross | $ 60,000,000 | $ 60,000,000 | $ 60,000,000 | ||||||||||||
Secured Subordinated Convertible Notes [Member] | Madryn Noteholders [Member] | |||||||||||||||
Debt Instrument, Face Amount | $ 26,695,000 | ||||||||||||||
Debt Instrument, Default, Increase in Interest Rate | 4% | ||||||||||||||
Debt Instrument, Termination, Minimum Principal Outstanding | $ 10,000 | ||||||||||||||
Debt Instrument, Convertible, Conversion Price (in dollars per share) | $ 3.25 | ||||||||||||||
Interest Expense, Total | $ 540,000 | $ 540,000 | $ 1,074,000 | $ 1,067,000 | |||||||||||
Secured Subordinated Convertible Notes [Member] | Madryn Noteholders [Member] | Original Issuance Of Notes To Third Anniversary Date [Member] | |||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 8% | ||||||||||||||
Secured Subordinated Convertible Notes [Member] | Madryn Noteholders [Member] | After the Third Anniversary [Member] | |||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 6% |
Note 10 - Madryn Long-term De_4
Note 10 - Madryn Long-term Debt and Convertible Notes - Scheduled Payments (Details) - Secured Subordinated Convertible Notes [Member] $ in Thousands | Jun. 30, 2022 USD ($) |
2022, scheduled payments | $ 1,092 |
2023, scheduled payments | 2,131 |
2024, scheduled payments | 1,628 |
2025, scheduled payments | 28,217 |
Total, scheduled payments | $ 33,068 |
Note 11 - Credit Facility (Deta
Note 11 - Credit Facility (Details Textual) - City National Bank of Florida [Member] - USD ($) $ in Millions | Aug. 26, 2021 | Dec. 09, 2020 |
CNB Note [Member] | ||
Debt Instrument, Face Amount | $ 5 | |
Revolving Credit Facility [Member] | ||
Line of Credit Facility, Minimum Deposit Required | 1.5 | $ 3 |
Loan Processing Fee | 1 | |
Line of Credit Facility, Maximum Borrowing Capacity | $ 5 | $ 10 |
Debt Instrument, LIBOR Floor | 0.50% | |
Revolving Credit Facility [Member] | London Interbank Offered Rate (LIBOR) [Member] | ||
Debt Instrument, Basis Spread on Variable Rate | 3.25% |
Note 12 - Government Assistan_2
Note 12 - Government Assistance Programs (Details Textual) - USD ($) $ in Thousands | 6 Months Ended | ||||
Jun. 30, 2022 | Jun. 30, 2021 | Dec. 31, 2021 | Aug. 29, 2020 | Apr. 20, 2020 | |
Repayments of Secured Debt | $ 543 | $ 0 | |||
SBA CARES Act Paycheck Protection Program [Member] | |||||
Proceeds from Loans | 4,048 | ||||
Repayments of Secured Debt | 407 | ||||
Long-Term Debt, Total | 136 | $ 543 | |||
SBA CARES Act Paycheck Protection Program [Member] | Venus Concept Inc [Member] | |||||
Debt Instrument, Face Amount | $ 1,665 | ||||
Debt Instrument, Decrease, Forgiveness | 1,086 | ||||
SBA CARES Act Paycheck Protection Program [Member] | Venus USA [Member] | |||||
Debt Instrument, Face Amount | $ 2,383 | ||||
Debt Instrument, Decrease, Forgiveness | $ 1,689 |
Note 13 - Common Stock Reserv_3
Note 13 - Common Stock Reserved for Issuance - Common Stock Reserved for Issuance (Details) - $ / shares | Jun. 30, 2022 | Dec. 31, 2021 |
Outstanding stock options and RSUs (in dollars per share) | $ 7,323,729 | $ 5,977,179 |
Shares reserved for conversion of future preferred share issuance (in shares) | 1,209,245 | 1,209,245 |
Shares reserved for future option grants and RSUs (in shares) | 1,783,915 | 589,064 |
Total common stock reserved for issuance (in shares) | 43,073,258 | 40,931,857 |
Lincoln Park [Member] | ||
Total common stock reserved for issuance (in shares) | 4,822,867 | 5,222,867 |
Madryn Noteholders [Member] | ||
Total common stock reserved for issuance (in shares) | 8,213,880 | 8,213,880 |
Common Stock [Member] | ||
Outstanding common stock warrants (in shares) | 15,928,867 | 15,928,867 |
Preferred Stock [Member] | ||
Preferred shares (in shares) | 3,790,755 | 3,790,755 |
Note 14 - Stockholders Equity_2
Note 14 - Stockholders Equity (Details Textual) $ / shares in Units, $ in Thousands | 1 Months Ended | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||||||
Dec. 15, 2021 USD ($) $ / shares shares | Nov. 30, 2017 | Nov. 30, 2010 | Jun. 30, 2022 USD ($) $ / shares shares | Jun. 30, 2021 USD ($) $ / shares | Jun. 30, 2022 USD ($) $ / shares shares | Jun. 30, 2021 USD ($) $ / shares | Dec. 31, 2021 USD ($) $ / shares shares | Dec. 09, 2020 $ / shares | Oct. 04, 2019 shares | |
Common Stock, Par or Stated Value Per Share (in dollars per share) | $ / shares | $ 0.0001 | $ 0.0001 | $ 0.0001 | $ 0.0001 | ||||||
Proceeds from Issuance of Private Placement | $ | $ 16,740 | |||||||||
Adjustments to Additional Paid in Capital, Convertible Preferred Stock with Beneficial Conversion Feature | $ | 152 | |||||||||
Common Stock, Capital Shares Reserved for Future Issuance (in shares) | shares | 43,073,258 | 43,073,258 | 40,931,857 | |||||||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Dividend Payments | $ | $ 0 | |||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Exercises in Period, Intrinsic Value | $ | $ 0 | $ 247 | $ 0 | $ 404 | ||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Grants in Period, Weighted Average Grant Date Fair Value (in dollars per share) | $ / shares | $ 0.67 | $ 1.96 | $ 1.34 | $ 2.34 | ||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Vested in Period, Fair Value | $ | $ 411 | $ 368 | $ 775 | $ 764 | ||||||
The 2010 Share Option Plan [Member] | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period (Year) | 10 years | 7 years | ||||||||
Common Stock, Capital Shares Reserved for Future Issuance (in shares) | shares | 385,941 | 385,941 | 212,650 | |||||||
The 2019 Plan [Member] | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized (in shares) | shares | 450,000 | |||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Number of Shares Available for Grant (in shares) | shares | 1,397,974 | 1,397,974 | 376,414 | |||||||
Share-based Compensation Arrangement by Share-based Payment Award, Increase in Authorized Shares, Percentage of Outstanding Stock Maximum | 4% | |||||||||
Common Stock [Member] | ||||||||||
Stock Issued During Period, Shares, New Issues (in shares) | shares | 400,000 | |||||||||
Proceeds from Issuance of Private Placement | $ | 12,074 | |||||||||
The 2021 Private Placement [Member] | ||||||||||
Proceeds from Issuance of Private Placement | $ | 16,999 | |||||||||
Payments of Stock Issuance Costs | $ | $ 259 | |||||||||
The 2021 Private Placement [Member] | Common Stock [Member] | ||||||||||
Stock Issued During Period, Shares, New Issues (in shares) | shares | 9,808,418 | |||||||||
Common Stock, Par or Stated Value Per Share (in dollars per share) | $ / shares | $ 0.0001 | |||||||||
Common Stock [Member] | The 2021 Private Placement [Member] | ||||||||||
Stock Issued During Period, Shares, New Issues (in shares) | shares | 9,808,418 | |||||||||
Common Stock, Par or Stated Value Per Share (in dollars per share) | $ / shares | $ 0.0001 | |||||||||
Convertible Preferred Stock [Member] | The 2021 Private Placement [Member] | ||||||||||
Stock Issued During Period, Shares, New Issues (in shares) | shares | 3,790,755 | |||||||||
Preferred Stock, Par or Stated Value Per Share (in dollars per share) | $ / shares | $ 0.0001 | |||||||||
Preferred Stock, Convertible, Shares Issuable (in shares) | shares | 3,790,755 | |||||||||
Series A Preferred Stock [Member] | ||||||||||
Preferred Stock, Par or Stated Value Per Share (in dollars per share) | $ / shares | $ 0.0001 | |||||||||
Proceeds from Issuance of Private Placement | $ | $ 4,514 | |||||||||
Preferred Stock, Shares Outstanding, Ending Balance (in shares) | shares | 3,790,755 | |||||||||
Preferred Stock, Convertible, Conversion Ratio | 1 | |||||||||
Preferred Stock, Maximum Conversion Cap Percentage | 9.99% | |||||||||
Dividends Payable | $ | $ 0 | |||||||||
Preferred Stock, Convertible, Conversion Price (in dollars per share) | $ / shares | $ 1.25 | |||||||||
Shares Issued, Price Per Share (in dollars per share) | $ / shares | $ 1.29 | |||||||||
Adjustments to Additional Paid in Capital, Convertible Preferred Stock with Beneficial Conversion Feature | $ | $ 152 | |||||||||
Series A Preferred Stock [Member] | The 2021 Private Placement [Member] | ||||||||||
Stock Issued During Period, Shares, New Issues (in shares) | shares | 3,790,755 | |||||||||
Preferred Stock, Par or Stated Value Per Share (in dollars per share) | $ / shares | $ 0.0001 |
Note 14 - Stockholders Equity -
Note 14 - Stockholders Equity - Stock-based Compensation (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Total stock-based compensation | $ 558 | $ 558 | $ 1,001 | $ 1,066 |
Cost of Sales [Member] | ||||
Total stock-based compensation | 13 | 8 | 21 | 15 |
Selling and Marketing Expense [Member] | ||||
Total stock-based compensation | 134 | 224 | 309 | 441 |
General and Administrative Expense [Member] | ||||
Total stock-based compensation | 322 | 297 | 551 | 561 |
Research and Development Expense [Member] | ||||
Total stock-based compensation | $ 89 | $ 29 | $ 120 | $ 49 |
Note 14 - Stockholders Equity_3
Note 14 - Stockholders Equity - Stock Options Assumptions (Details) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Expected term (in years) (Year) | 6 years | 6 years | 6 years | 6 years |
Risk-free interest rate | 2.92% | |||
Expected volatility | 42.89% | 44% | 42.56% | 44.75% |
Expected dividend rate | 0% | 0% | 0% | 0% |
Minimum [Member] | ||||
Risk-free interest rate | 1.01% | 2.56% | 1.01% | |
Maximum [Member] | ||||
Risk-free interest rate | 1.08% | 2.92% | 1.09% |
Note 14 - Stockholders Equity_4
Note 14 - Stockholders Equity - Stock Option Activity (Details) - USD ($) $ / shares in Units, $ in Thousands | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
Outstanding, number of shares (in shares) | 5,977,179 | |
Outstanding, weighted average exercise price (in dollars per share) | $ 3.72 | |
Outstanding, weighted average remaining contractual term (Year) | 7 years 8 months 15 days | 7 years 2 months 12 days |
Outstanding, aggregate intrinsic value | $ 0 | $ 136 |
Options granted, number of shares (in shares) | 2,166,250 | |
Options granted, weighted average exercise price (in dollars per share) | $ 1.34 | |
Options exercised, number of shares (in shares) | (16,464) | |
Options exercised, weighted average exercise price (in dollars per share) | $ 1.59 | |
Options forfeited/cancelled, number of shares (in shares) | (1,159,486) | |
Options forfeited/cancelled, weighted average exercise price (in dollars per share) | $ 4.29 | |
Options forfeited/cancelled, aggregate intrinsic value (in dollars per share) | $ 0 | |
Outstanding, number of shares (in shares) | 6,967,479 | 5,977,179 |
Outstanding, weighted average exercise price (in dollars per share) | $ 2.89 | $ 3.72 |
Exercisable, number of shares (in shares) | 2,849,790 | |
Exercisable, weighted average exercise price (in dollars per share) | $ 4.17 | |
Exercisable, weighted average remaining contractual term (Year) | 5 years 7 months 17 days | |
Exercisable, aggregate intrinsic value | $ 0 | |
Expected to vest, number of shares (in shares) | 4,117,689 | |
Expected to vest, weighted average exercise price (in dollars per share) | $ 2.01 | |
Expected to vest, weighted average remaining contractual term (Year) | 9 years 1 month 24 days | |
Expected to vest, aggregate intrinsic value | $ 0 |
Note 14 - Stockholders Equity_5
Note 14 - Stockholders Equity - Stock Options Outstanding and Exercisable (Details) | 6 Months Ended |
Jun. 30, 2022 $ / shares shares | |
Options outstanding, number (in shares) | shares | 6,967,479 |
Options outstanding, weighted average remaining contractual term (Year) | 7 years 8 months 15 days |
Options outstanding, weighted average exercise price (in dollars per share) | $ 2.89 |
Options exercisable (in shares) | shares | 2,849,790 |
Options exercisable, weighted average remaining contractual term (Year) | 5 years 7 months 17 days |
Options exercisable, weighted average exercise price (in dollars per share) | $ 4.17 |
Range One [Member] | |
Exercise price range, lower limit (in dollars per share) | 0.67 |
Exercise price range, upper limit (in dollars per share) | $ 3.64 |
Options outstanding, number (in shares) | shares | 6,046,426 |
Options outstanding, weighted average remaining contractual term (Year) | 8 years 21 days |
Options outstanding, weighted average exercise price (in dollars per share) | $ 2.19 |
Options exercisable (in shares) | shares | 2,005,511 |
Options exercisable, weighted average remaining contractual term (Year) | 5 years 9 months 10 days |
Options exercisable, weighted average exercise price (in dollars per share) | $ 2.73 |
Range Two [Member] | |
Exercise price range, lower limit (in dollars per share) | 4.26 |
Exercise price range, upper limit (in dollars per share) | $ 7.95 |
Options outstanding, number (in shares) | shares | 875,563 |
Options outstanding, weighted average remaining contractual term (Year) | 5 years 5 months 8 days |
Options outstanding, weighted average exercise price (in dollars per share) | $ 6.63 |
Options exercisable (in shares) | shares | 801,327 |
Options exercisable, weighted average remaining contractual term (Year) | 5 years 3 months 14 days |
Options exercisable, weighted average exercise price (in dollars per share) | $ 6.63 |
Range Three [Member] | |
Exercise price range, lower limit (in dollars per share) | 12.45 |
Exercise price range, upper limit (in dollars per share) | $ 26.10 |
Options outstanding, number (in shares) | shares | 26,543 |
Options outstanding, weighted average remaining contractual term (Year) | 6 years 3 months 3 days |
Options outstanding, weighted average exercise price (in dollars per share) | $ 18.09 |
Options exercisable (in shares) | shares | 24,011 |
Options exercisable, weighted average remaining contractual term (Year) | 6 years 2 months 26 days |
Options exercisable, weighted average exercise price (in dollars per share) | $ 18.16 |
Range Four [Member] | |
Exercise price range, lower limit (in dollars per share) | 27 |
Exercise price range, upper limit (in dollars per share) | $ 33 |
Options outstanding, number (in shares) | shares | 10,768 |
Options outstanding, weighted average remaining contractual term (Year) | 2 years 8 months 19 days |
Options outstanding, weighted average exercise price (in dollars per share) | $ 27.32 |
Options exercisable (in shares) | shares | 10,762 |
Options exercisable, weighted average remaining contractual term (Year) | 2 years 8 months 19 days |
Options exercisable, weighted average exercise price (in dollars per share) | $ 27.32 |
Range Five [Member] | |
Exercise price range, lower limit (in dollars per share) | 36 |
Exercise price range, upper limit (in dollars per share) | $ 94.65 |
Options outstanding, number (in shares) | shares | 8,179 |
Options outstanding, weighted average remaining contractual term (Year) | 5 years 3 months 14 days |
Options outstanding, weighted average exercise price (in dollars per share) | $ 45.65 |
Options exercisable (in shares) | shares | 8,179 |
Options exercisable, weighted average remaining contractual term (Year) | 5 years 3 months 14 days |
Options exercisable, weighted average exercise price (in dollars per share) | $ 45.65 |
Note 14 - Stockholders Equity_6
Note 14 - Stockholders Equity - Restricted Stock Units Activity (Details) - Restricted Stock Units (RSUs) [Member] | 6 Months Ended |
Jun. 30, 2022 $ / shares shares | |
Outstanding (in shares) | shares | 0 |
Outstanding (in dollars per share) | $ / shares | $ 0 |
RSUs granted (in shares) | shares | 356,250 |
RSUs granted (in dollars per share) | $ / shares | $ 1.38 |
RSUs forfeited/cancelled (in shares) | shares | 0 |
RSUs forfeited/cancelled (in dollars per share) | $ / shares | $ 0 |
Outstanding (in shares) | shares | 356,250 |
Outstanding (in dollars per share) | $ / shares | $ 1.38 |
Note 15 - Income Taxes (Details
Note 15 - Income Taxes (Details Textual) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Income Tax Expense (Benefit), Total | $ (18) | $ (7) | $ 254 | $ (7) |
Note 15 - Income Taxes - Reconc
Note 15 - Income Taxes - Reconciliation of Income Tax Expense (Benefit) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
(Loss) income before income taxes | $ (10,530) | $ 235 | $ (18,894) | $ (9,200) |
Theoretical tax (expense) benefit at the statutory rate (21.0% in 2022, 21.0% in 2021) | (2,211) | 49 | (3,968) | (1,932) |
Differences in jurisdictional tax rates | (341) | (49) | (593) | (403) |
Valuation allowance | 2,118 | 315 | 4,185 | 2,299 |
Non-deductible expenses | 418 | (395) | 631 | (61) |
Other | (2) | 73 | (1) | 90 |
Total income tax (benefit) provision | (18) | (7) | 254 | (7) |
Net (loss) income | $ (10,512) | $ 242 | $ (19,148) | $ (9,193) |
Note 16 - Segment and Geograp_3
Note 16 - Segment and Geographic Information (Details Textual) $ in Thousands | 6 Months Ended | |
Jun. 30, 2022 USD ($) | Dec. 31, 2021 USD ($) | |
Number of Reportable Segments | 1 | |
Leases [Member] | ||
Sales with Typical Lease Terms (Month) | 36 months | |
System [Member] | ||
Sales with Payment Terms (Month) | 12 months | |
UNITED STATES | ||
Long-Lived Assets | $ 14,277 | $ 16,090 |
Non-US [Member] | ||
Long-Lived Assets | $ 1,793 | $ 1,972 |
Note 16 - Segment and Geograp_4
Note 16 - Segment and Geographic Information - Schedule of Revenue by Geographic Area (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Total revenue | $ 27,266 | $ 25,828 | $ 53,672 | $ 48,425 |
UNITED STATES | ||||
Total revenue | 13,417 | 12,571 | 26,546 | 23,086 |
Non-US [Member] | ||||
Total revenue | $ 13,849 | $ 13,257 | $ 27,126 | $ 25,339 |
Note 16 - Segment and Geograp_5
Note 16 - Segment and Geographic Information - Schedule of Revenue by Type (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Total revenue | $ 27,266 | $ 25,828 | $ 53,672 | $ 48,425 |
Leases [Member] | ||||
Total revenue | 11,874 | 12,787 | 22,297 | 21,324 |
System [Member] | ||||
Total revenue | 11,548 | 8,694 | 23,422 | 18,504 |
Product [Member] | ||||
Total revenue | 3,080 | 3,314 | 6,577 | 6,369 |
Service [Member] | ||||
Total revenue | $ 764 | $ 1,033 | $ 1,376 | $ 2,228 |
Note 17 - Related Party Trans_2
Note 17 - Related Party Transactions (Details Textual) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | Dec. 31, 2020 | Jan. 01, 2021 | Jan. 01, 2018 | |
Venus Concept Singapore Pte. Ltd (Venus Singapore) [Member] | |||||||
Disposal Group, Including Discontinued Operation, Percentage of Ownership | 55% | ||||||
Senior Officer [Member] | Technicalbiomed Co., Ltd. (TBC) [Member] | |||||||
Equity Method Investment, Ownership Percentage | 45% | 30% | |||||
Technicalbiomed Co., Ltd. (TBC) [Member] | |||||||
Revenue from Related Parties | $ 329 | $ 113 | $ 736 | $ 128 | |||
Venus Concept Singapore Pte. Ltd (Venus Singapore) [Member] | |||||||
Revenue from Related Parties | $ 141 | $ 49 | $ 319 | $ 114 |
Note 18 - Subsequent Events (De
Note 18 - Subsequent Events (Details Textual) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | |||||
Aug. 10, 2022 | Jul. 12, 2022 | Jun. 30, 2022 | Jul. 11, 2022 | Dec. 31, 2021 | Dec. 09, 2020 | |
Common Stock, Par or Stated Value Per Share (in dollars per share) | $ 0.0001 | $ 0.0001 | $ 0.0001 | |||
Common Stock, Shares Authorized (in shares) | 300,000,000 | 300,000,000 | ||||
Stock Issued During Period, Value, New Issues | $ 48 | |||||
Subsequent Event [Member] | LPC Purchase Agreement 2022 [Member] | ||||||
Common Stock, Par or Stated Value Per Share (in dollars per share) | $ 0.0001 | |||||
Common Stock, Shares Authorized (in shares) | 12,873,368 | |||||
Percentage of Common Stock Outstanding | 19.99% | |||||
Stock Issued During Period, Shares, New Issues (in shares) | 685,529 | |||||
Stock Issued During Period, Value, New Issues | $ 375,000 | $ 330 | ||||
Shares Issued, Price Per Share (in dollars per share) | $ 0.52 | |||||
Subsequent Event [Member] | LPC Purchase Agreement 2022 [Member] | Maximum [Member] | ||||||
Stock Issuable During Period, Value, New Issues | $ 11,000 | |||||
Subsequent Event [Member] | LPC Purchase Agreement 2022 [Member] | Minimum [Member] | ||||||
Percentage of Common Stock Outstanding | 9.99% |