Cover
Cover - shares | 3 Months Ended | |
Mar. 31, 2022 | May 11, 2022 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Mar. 31, 2022 | |
Document Transition Report | false | |
Entity File Number | 001-36533 | |
Entity Registrant Name | MEDAVAIL HOLDINGS, INC. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 90-0772394 | |
Entity Address, Address Line One | 6665 Millcreek Dr. | |
Entity Address, Address Line Two | Unit 1 | |
Entity Address, City or Town | Mississauga | |
Entity Address, State or Province | ON | |
Entity Address, Country | CA | |
Entity Address, Postal Zip Code | L5N 5M4 | |
City Area Code | 905 | |
Local Phone Number | 812-0023 | |
Title of 12(b) Security | Common Stock, par value $0.001 per share | |
Trading Symbol | MDVL | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 70,555,977 | |
Entity Central Index Key | 0001402479 | |
Document Fiscal Year Focus | 2022 | |
Document Fiscal Period Focus | Q1 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --12-31 |
Consolidated Condensed Balance
Consolidated Condensed Balance Sheets - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Current assets: | ||
Cash and cash equivalents | $ 5,274 | $ 19,689 |
Restricted cash | 676 | 400 |
Accounts receivable (net of allowance for doubtful accounts of $96 thousand for March 31, 2022, $66 thousand for December 31, 2021) | 1,748 | 1,189 |
Inventories | 5,088 | 3,916 |
Prepaid expenses and other current assets | 3,105 | 2,191 |
Total current assets | 15,891 | 27,385 |
Property, plant and equipment, net | 6,175 | 5,692 |
Intangible assets, net | 2,765 | 2,300 |
Right-of-use assets | 2,628 | 2,538 |
Other assets | 233 | 228 |
Total assets | 27,692 | 38,143 |
Current liabilities: | ||
Accounts payable and accrued liabilities | 8,527 | 6,740 |
Deferred revenue | 107 | 83 |
Current portion of lease obligations | 733 | 682 |
Total current liabilities | 9,367 | 7,505 |
Long-term debt, net | 9,608 | 9,538 |
Long-term portion of lease obligations | 2,102 | 2,027 |
Total liabilities | 21,077 | 19,070 |
Commitments and contingencies | ||
Stockholders' deficit: | ||
#REF! | 33 | 33 |
Warrants | 1,373 | 1,373 |
Additional paid-in-capital | 217,249 | 216,685 |
Accumulated other comprehensive loss | (6,928) | (6,928) |
Accumulated deficit | (205,112) | (192,090) |
Total stockholders' equity | 6,615 | 19,073 |
Total liabilities and stockholders' equity | $ 27,692 | $ 38,143 |
Consolidated Condensed Balanc_2
Consolidated Condensed Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Statement of Financial Position [Abstract] | ||
Allowance for doubtful accounts | $ 96 | $ 66 |
Common shares, par value (in USD per share) | $ 0.001 | $ 0.001 |
Common shares, authorized (in shares) | 100,000,000 | 100,000,000 |
Common shares, issued (in shares) | 32,908,922 | 32,902,048 |
Common shares, outstanding (in shares) | 32,908,922 | 32,902,048 |
Consolidated Condensed Statemen
Consolidated Condensed Statements of Operations and Comprehensive Loss - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Revenue: | ||
Total revenue | $ 9,114 | $ 4,027 |
Cost of products sold and services: | ||
Total cost of products sold and services | 8,613 | 3,707 |
Operating expense: | ||
Pharmacy operations | 3,929 | 2,593 |
General and administrative | 6,535 | 5,676 |
Selling and marketing | 2,313 | 1,534 |
Research and development | 493 | 168 |
Total operating expense | 13,270 | 9,971 |
Operating loss | (12,769) | (9,651) |
Other gain (loss), net | 0 | 161 |
Interest income | 1 | 40 |
Interest expense | (254) | (2) |
Loss before income taxes | (13,022) | (9,452) |
Income tax expense | 0 | 0 |
Net loss | (13,022) | (9,452) |
Comprehensive loss | $ (13,022) | $ (9,452) |
Net loss per share - basic (in USD per share) | $ (0.40) | $ (0.27) |
Net loss per share - diluted (in USD per share) | $ (0.40) | $ (0.27) |
Weighted average shares outstanding - basic (in shares) | 32,921,969 | 34,439,953 |
Weighted average shares outstanding - diluted (in shares) | 32,921,969 | 34,439,953 |
Pharmacy and hardware revenue | ||
Revenue: | ||
Total revenue | $ 9,014 | $ 3,781 |
Cost of products sold and services: | ||
Total cost of products sold and services | 8,563 | 3,526 |
Service revenue | ||
Revenue: | ||
Total revenue | 100 | 246 |
Cost of products sold and services: | ||
Total cost of products sold and services | $ 50 | $ 181 |
Consolidated Condensed Statem_2
Consolidated Condensed Statements of Shareholders' Equity - USD ($) $ in Thousands | Total | Common Shares | Warrants | Additional Paid-in-Capital | Accumulated Deficit | Accumulated Other Comprehensive Loss |
Balance at beginning of period (in shares) at Dec. 31, 2020 | 31,816,020 | |||||
Balance at beginning of period at Dec. 31, 2020 | $ 61,067 | $ 32 | $ 2,614 | $ 213,624 | $ (148,275) | $ (6,928) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Net loss | (9,452) | (9,452) | ||||
Shares issued for options exercises (in shares) | 120,924 | |||||
Shares issued for options exercises | 201 | 201 | ||||
Exercise of warrants (in shares) | 2,954 | |||||
Exercise of warrants | 5 | (35) | 40 | |||
Share-based compensation | 260 | 260 | ||||
Balance at end of period (in shares) at Mar. 31, 2021 | 31,939,898 | |||||
Balance at end of period at Mar. 31, 2021 | 52,081 | $ 32 | 2,579 | 214,125 | (157,727) | (6,928) |
Balance at beginning of period (in shares) at Dec. 31, 2021 | 32,902,048 | |||||
Balance at beginning of period at Dec. 31, 2021 | 19,073 | $ 33 | 1,373 | 216,685 | (192,090) | (6,928) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Net loss | $ (13,022) | (13,022) | ||||
Shares issued for vested RSUs (in shares) | 6,874 | |||||
Shares issued for options exercises (in shares) | 0 | |||||
Share-based compensation | $ 564 | 564 | ||||
Balance at end of period (in shares) at Mar. 31, 2022 | 32,908,922 | |||||
Balance at end of period at Mar. 31, 2022 | $ 6,615 | $ 33 | $ 1,373 | $ 217,249 | $ (205,112) | $ (6,928) |
Consolidated Condensed Statem_3
Consolidated Condensed Statements of Cash Flows - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Cash flows from operating activities: | ||
Net loss | $ (13,022) | $ (9,452) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation of property, plant, and equipment | 286 | 295 |
Amortization of intangible and leased assets | 312 | 207 |
Bad debt and other non cash receivables adjustments | 30 | 15 |
Term loan discount amortization and interest accretion on debt | 70 | 2 |
Share-based compensation expense | 564 | 260 |
PPP loan forgiveness gain | 0 | (161) |
Changes in operating assets and liabilities: | ||
Change in accounts receivable | (589) | 101 |
Change in inventory | (1,601) | (360) |
Change in prepaid expenses and other current assets | (914) | 79 |
Change in accounts payable, accrued expenses and other liabilities | 1,705 | (639) |
Change in deferred revenue | 24 | (13) |
Change in operating lease liability due to cash payments | (129) | (164) |
Net cash used in operating activities | (13,264) | (9,830) |
Cash flows from investing activities: | ||
Purchase of property, plant and equipment | (343) | (260) |
Payment of security deposits | (5) | 0 |
Purchase of intangible assets and other assets | (504) | (452) |
Net cash used in investing activities | (852) | (712) |
Cash flows from financing activities: | ||
Issuance of common shares upon exercise of options and warrants | 0 | 206 |
Payments on finance lease obligations | (23) | (17) |
Net cash (used in) provided by financing activities | (23) | 189 |
Net decrease in cash, cash equivalents and restricted cash | (14,139) | (10,353) |
Cash, cash equivalents and restricted cash at beginning of period | 20,089 | 57,996 |
Cash, cash equivalents and restricted cash at end of period | 5,950 | 47,643 |
Supplemental noncash investing and financing activities: | ||
Inventory transferred to property, plant and equipment | 429 | 58 |
Property, plant and equipment transferred to intangible assets | 0 | 36 |
Purchase of property, plant and equipment in accounts payable | 122 | 0 |
Purchase of intangible assets in accounts payable | 326 | 0 |
Lease liabilities arising from obtaining right of use assets: | ||
Operating leases | 205 | 279 |
Finance leases | $ 73 | $ 0 |
NATURE OF OPERATIONS
NATURE OF OPERATIONS | 3 Months Ended |
Mar. 31, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
NATURE OF OPERATIONS | NATURE OF OPERATIONSMedAvail Holdings, Inc., or MedAvail, or the Company, a Delaware corporation formerly known as MYOS RENS Technology, is a pharmacy technology and services company that has developed and commercialized an innovative self-service pharmacy, mobile application, kiosk and drive-thru solution. The Company’s principal technology and product is the MedCenter, a pharmacist controlled, customer-interactive, prescription dispensing system akin to a “pharmacy in a box” or prescription-dispensing ATM. The MedCenter facilitates live pharmacist counseling via two-way audio-video communication with the ability to dispense prescription medicines under pharmacist control. The Company also operates SpotRx, or the Pharmacy, a full-service retail pharmacy utilizing the Company’s automated pharmacy technology. |
GOING CONCERN
GOING CONCERN | 3 Months Ended |
Mar. 31, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
GOING CONCERN | GOING CONCERN Relevant accounting standards require that management make a determination as to whether or not substantial doubt exists as to our ability to continue as a going concern. If substantial doubt does exist, then management should determine if there are plans in place which alleviate that doubt. Since inception through March 31, 2022, the Company continually incurred losses from operations which have been financed primarily by net cash proceeds from the sale of stock from private placements, the sale of redeemable preferred stock and debt. Net cash used in operating activities for three months ended March 31, 2022 and 2021 was $13.3 million and $9.8 million, respectively. As of March 31, 2022, the Company had $5.3 million in cash and cash equivalents and an accumulated deficit of $205.1 million. In April 2022, the Company completed a private placement, pursuant to which the Company received $40.0 million in gross proceeds, with an additional $10.0 million in anticipated gross proceeds to be received upon the second close expected to occur on July 1, 2022, subject to the satisfaction or waiver of the conditions to closing, before deducting placement agent commissions and other offering expenses. Additionally, the private placement included warrants, some of which may be callable at the Company’s option beginning on each of the 12 month and 24 month anniversaries of the warrant issuance dates and subject to the satisfaction of certain pricing conditions relating to the trading of the Company’s shares. See Note 13 for further information regarding the private placement warrants. Due to the Company’s significant and ongoing cash requirements to fund operations, management determined that there is substantial doubt as to the Company’s ability to continue as a going concern. The Company added liquidity resources in 2021 through a senior secured term loan facility with Silicon Valley Bank as described in Note 8, pursuant to which the Company borrowed $10.0 million in aggregate initial term loans. Additionally, as referenced above, the Company raised $40.0 million in gross proceeds through a private placement. There can be no assurance that the steps management is taking will be successful. If the Company is unable to raise additional capital in sufficient amounts or on acceptable terms, the Company may have to significantly reduce operations or delay, scale back or discontinue development and expansion plans. The consolidated condensed financial statements do not include any adjustments that might result from the outcome of this uncertainty. The Company’s ultimate success will largely depend on continued development and deployment of MedCenter kiosks and SpotRx pharmacy operations and the ability to raise significant additional funding. |
BASIS OF PRESENTATION
BASIS OF PRESENTATION | 3 Months Ended |
Mar. 31, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
BASIS OF PRESENTATION | BASIS OF PRESENTATION The accompanying unaudited consolidated condensed financial statements as of March 31, 2022 and for the three months ended March 31, 2022 have been prepared in accordance with generally accepted accounting principles in the United States of America ("GAAP") for unaudited interim financial information. Accordingly, the unaudited interim consolidated condensed financial statements do not include all of the information and footnotes required by GAAP for audited financial statements. The consolidated condensed balance sheet as of December 31, 2021 was derived from the Company's audited consolidated financial statements but does not include all disclosures required by GAAP for audited financial statements. In the opinion of the Company's management, the interim information includes all adjustments, which include normal recurring adjustments, necessary for a fair statement of the results for the interim periods. The footnote disclosures related to the interim financial information included herein are also unaudited. Such financial information should be read in conjunction with the consolidated financial statements and related notes thereto for the year ended December 31, 2021 included in the Company's Annual Report on Form 10-K for the year ended December 31, 2021, which was filed with the Securities and Exchange Commission, or SEC on March 29, 2022, or the 2021 Form 10-K. The preparation of financial statements in accordance with US GAAP requires management to use judgment in the application of accounting policies, including making estimates and assumptions. Actual results could differ from those estimates. Estimates are used in accounting for, among other things, revenue recognition, contract loss accruals, excess, slow-moving and obsolete inventories, product warranty accruals, loss accruals on service agreements, share-based compensation expense, allowance for doubtful accounts, depreciation and amortization and in- process research and development intangible assets, and impairment of long-lived assets and contingencies. Estimates and assumptions are reviewed periodically, and the effects of revisions are reflected in the consolidated condensed financial statements in the period they are deemed to be necessary. Risks and uncertainties relating to COVID-19 The Company bases its estimates on the information available at the time, its experiences and various other assumptions believed to be reasonable under the circumstances including estimates of the impact of COVID-19. The extent to which COVID-19 impacts the Company’s business and financial results will depend on numerous evolving factors, including but not limited to, the severity and duration of COVID-19, the extent to which it will impact our clinic customers, employees, suppliers, vendors, and business partners. The Company assessed certain accounting matters that require consideration of estimates and assumptions in context with the information reasonably available to the Company and the unknown future impacts of COVID-19 as of March 31, 2022 and through the date of this report. The accounting matters assessed included, but were not limited to, the Company’s recoverability of, intangible and other long-lived assets including operating lease right-of-use assets. The Company’s future assessment of the magnitude and duration of COVID-19, as well as other factors, could result in material impacts to the Company’s consolidated condensed financial statements in future reporting periods. Adjustments may be made in subsequent periods to reflect more current estimates and assumptions about matters that are inherently uncertain. Actual results could differ from these estimates and any such differences may be material to the Company’s financial statements. Principles of consolidation The unaudited consolidated condensed financial statements include the accounts of all entities controlled by MedAvail Holdings, Inc., which are referred to as subsidiaries. The Company's subsidiaries include, MedAvail Technologies, Inc., MedAvail Technologies (US), Inc., MedAvail Pharmacy, Inc., and MedAvail, Inc. The Company has no interests in variable interest entities of which the Company is the primary beneficiary. All intercompany balances and transactions have been eliminated. Reclassifications During the fourth quarter of 2021, management reclassified certain operating expenses to reflect the costs attributable to pharmacy operations. Specifically, certain costs were reclassified from general and administrative expenses, to pharmacy operations expenses and selling and marketing expenses. This reclassification had no impact on the operating loss subtotal within the consolidated statements of operations and comprehensive loss. The effect of the reclassifications within the consolidated condensed statement of operations and comprehensive loss for 2021 is as follows (in thousands): Three Months Ended March 31, 2021 Current presentation As previously reported Change Pharmacy operations $ 2,593 $ 1,911 $ 682 General and administrative 5,676 6,515 (839) Selling and marketing 1,534 1,377 157 $ 9,803 $ 9,803 $ — |
RECENT ACCOUNTING PRONOUNCEMENT
RECENT ACCOUNTING PRONOUNCEMENTS | 3 Months Ended |
Mar. 31, 2022 | |
Accounting Standards Update and Change in Accounting Principle [Abstract] | |
RECENT ACCOUNTING PRONOUNCEMENTS | RECENT ACCOUNTING PRONOUNCEMENTS Measurement of Credit Losses on Financial Statements In June 2016, the FASB issued ASU No. 2016-13, “Financial Instruments-Credit Losses (Topic 326)”- Measurement of Credit Losses on Financial Instruments”, (“ASU 2016-13”), supplemented by ASU 2018-19, “Codification Improvements to Topic 326, Financial Instruments – Credit Losses”, (“ASU 2018-19”). The new standard requires entities to measure all expected credit losses for financial assets held at the reporting date based on historical experience, current conditions, and reasonable and supportable forecasts. ASU 2016-13 became effective for Public Business Entities who are SEC filers for fiscal years beginning after December 15, 2019, other than smaller reporting companies, all other public business entities and private companies, with early adoption permitted. This ASU will be effective beginning in the first quarter of our fiscal year 2023. The Company is currently evaluating the impact that this new guidance will have on its consolidated condensed financial statements and related disclosures. Recently Adopted Accounting Standards There were no recently issued and effective authoritative guidance that is expected to have a material impact on the Company’s consolidated condensed financial statements through the reporting date. |
EARNINGS (LOSS) PER SHARE
EARNINGS (LOSS) PER SHARE | 3 Months Ended |
Mar. 31, 2022 | |
Earnings Per Share [Abstract] | |
EARNINGS (LOSS) PER SHARE | EARNINGS (LOSS) PER SHARE Basic earnings (loss) per share is computed by dividing net income or loss available to common stockholders by the weighted-average number of common shares outstanding. Diluted earnings (loss) per share is computed by dividing net income or loss available to common stockholders by the weighted-average number of common shares plus the effect of dilutive potential common shares outstanding during the period. The following table presents warrants included in weighted average shares outstanding due to their insignificant exercise price, during the period they were outstanding up to when they were exercised. After these warrants were exercised the related issued and outstanding common shares are included in weighted average shares outstanding: Shares Issuance Date Exercise Date 118,228 May 9, 2018 May 10, 2021 309,698 February 11, 2020 May 10, 2021 84,911 June 29, 2020 May 10, 2021 39,208 November 18, 2020 May 10, 2021 19,310 November 18, 2020 Outstanding During the three months ended March 31, 2022 and 2021, there was no dilutive effect from stock options or other warrants due to the Company’s net loss position. Weighted average shares for historical periods have been adjusted for the effect of the 1.26 for 1 split on November 17, 2020. The following table sets forth the computation of basic and diluted earnings per share. Three Months Ended March 31, (in thousands) 2022 2021 Net loss - basic and diluted $ (13,022) $ (9,452) Weighted average shares - basic and diluted 32,921,969 34,439,953 Net loss per share - basic and diluted $ (0.40) $ (0.27) As of March 31, 2022 and 2021, there were 4.4 million and 2.5 million, respectively, of option awards outstanding that were not included in the diluted shares calculation because their inclusion would have been antidilutive. |
FAIR VALUE MEASUREMENTS
FAIR VALUE MEASUREMENTS | 3 Months Ended |
Mar. 31, 2022 | |
Fair Value Disclosures [Abstract] | |
FAIR VALUE MEASUREMENTS | FAIR VALUE MEASUREMENTS Assets and liabilities measured at fair value on a recurring basis were as follows: Fair Value Hierarchy (in thousands) March 31, 2022 Level 1 Level 2 Level 3 Assets: Cash and cash equivalents $ 5,274 $ 5,274 $ — $ — Restricted cash 676 676 — — Total assets $ 5,950 $ 5,950 $ — $ — Fair Value Hierarchy (in thousands) December 31, 2021 Level 1 Level 2 Level 3 Assets: Cash and cash equivalents $ 19,689 $ 19,689 $ — $ — Restricted cash 400 400 — — Total assets $ 20,089 $ 20,089 $ — $ — The carrying amount of the Company's term loan approximates fair value based upon market interest rates available to us for debt of similar risk and maturities, a Level 2 input. Refer to Note 8, Debt, for further information. |
BALANCE SHEET AND OTHER INFORMA
BALANCE SHEET AND OTHER INFORMATION | 3 Months Ended |
Mar. 31, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
BALANCE SHEET AND OTHER INFORMATION | BALANCE SHEET AND OTHER INFORMATION Restricted cash The Company considers cash to be restricted when withdrawal or general use is legally restricted. During the year ended December 31, 2021, the Company recovered the prior $0.06 million restricted cash balance that was held as a guarantee for certain purchasing cards. During the same period, pursuant to a Loan and Security Agreement with Silicon Valley Bank (see Note 8), the Company issued letters of credit to secure certain operating leases, and the Company is required to maintain a $0.68 million balance with the bank to secure the outstanding letters of credit. Due to the nature of the deposit, the balance is classified as restricted cash. Restricted cash is included in the balance for cash presented in the statements of cash flows. Inventory The following table presents detail of inventory balances: March 31, December 31, (in thousands) 2022 2021 Inventory: MedCenter hardware $ 1,589 $ 1,201 Pharmaceuticals 2,904 2,150 Spare parts 595 565 Total inventory $ 5,088 $ 3,916 Pharmaceutical inventory was recognized in pharmacy and hardware cost of products sold at $7.9 million and $3.1 million during the three months ended March 31, 2022 and 2021, respectively. MedCenter hardware was recognized in pharmacy and hardware cost of products sold at $0.1 million and $0.2 million during the three months ended March 31, 2022 and 2021, respectively. Property, plant and equipment The following tables present property, plant and equipment balances: Estimated useful lives March 31, December 31, (in thousands) 2022 2021 Property, plant and equipment: MedCenter equipment 8 years $ 6,861 $ 5,875 IT equipment 1 - 3 years 2,373 2,361 Leasehold improvements lesser of useful life or term of lease 903 880 General plant and equipment 5 - 8 years 603 603 Office furniture and equipment 5 - 8 years 464 394 Vehicles 5 years 54 54 Construction-in-process 680 1,021 Total historical cost 11,938 11,188 Accumulated depreciation (5,763) (5,496) Total property, plant and equipment, net $ 6,175 $ 5,692 Depreciation expense of property and equipment was $0.3 million and $0.3 million for the three months ended March 31, 2022 and 2021, respectively. Depreciation expense included in pharmacy and hardware cost of products sold was $0.03 million and $0.05 million for the three months ended March 31, 2022 and 2021, respectively. Intangible assets The following table presents intangible asset balances: March 31, December 31, (in thousands) 2022 2021 Gross intangible assets: Intellectual property $ 3,857 $ 3,857 Software 5,064 4,475 Website and mobile application 583 583 Total intangible assets 9,504 8,915 Accumulated amortization: Intellectual property (3,857) (3,857) Software (2,299) (2,175) Website and mobile application (583) (583) Total accumulated amortization (6,739) (6,615) Total intangible assets, net $ 2,765 $ 2,300 Amortization expense of intangible assets was $0.12 million and $0.03 million for the three months ended March 31, 2022 and 2021, respectively, and are included in operating expenses. Lessee leases Balance sheet amounts for lease assets and leases liabilities are as follows: March 31, December 31, (in thousands) 2022 2021 Assets: Operating $ 2,416 $ 2,376 Finance 212 162 Total assets $ 2,628 $ 2,538 Liabilities: Operating: Current $ 626 $ 599 Long-term 1,996 1,947 Finance: Current 107 83 Long-term 106 80 Total liabilities $ 2,835 $ 2,709 The following table summarizes the weighted-average remaining lease term and weighted-average discount rate related to the Company’s leases as follows: March 31, December 31, (in thousands) 2022 2021 Finance leases: Weighted-average remaining lease term (years) 2.2 1.5 Weighted-average discount rate 8.4 % 8.8 % Operating leases: Weighted-average remaining lease term (years) 4.1 4.2 Weighted-average discount rate 6.9 % 6.9 % Maturities of operating leases liabilities are as follows, in thousands: Remaining period in 2022 $ 602 2023 757 2024 617 2025 534 2026 468 2027 64 Thereafter — Total lease payments 3,042 Less: present value discount (420) Total leases $ 2,622 Maturities of finance lease liabilities are as follows, in thousands: Remaining period in 2022 $ 92 2023 91 2024 47 2025 5 2026 — 2027 — Thereafter — Total finance lease payments 235 Less: imputed interest (22) Total leases $ 213 Operating lease expense was $0.2 million and $0.2 million for the three months ended March 31, 2022 and 2021, respectively. |
DEBT
DEBT | 3 Months Ended |
Mar. 31, 2022 | |
Debt Disclosure [Abstract] | |
DEBT | DEBT The following table presents debt balances at March 31, 2022 and December 31, 2021: March 31, December 31, (in thousands) 2022 2021 Term loan 10,100 10,070 Term loan issuance costs, net (492) (532) Total debt, net 9,608 9,538 Less short term debt — — Long-term debt, net $ 9,608 $ 9,538 Term loan The Term loan bears interest at a floating rate equal to the greater of 7.25% or the Prime Rate plus 4.0% (7.25% at March 31, 2022). The Company could borrow up to an additional $20.0 million in aggregate term loans on or before April 30, 2022, however this option was not used and expired. |
INCOME TAXES
INCOME TAXES | 3 Months Ended |
Mar. 31, 2022 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | INCOME TAXES The Company incurred minimal income tax expense for the three months ended March 31, 2022, due to ongoing losses and minimum state income tax obligations. The effective income tax rate in each period differed from the federal statutory tax rate of 21% primarily as a result of the ongoing losses. As of March 31, 2022, the Company recorded a full valuation allowance against all of its net deferred tax assets due to the uncertainty surrounding the Company’s ability to utilize these assets in the future. |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 3 Months Ended |
Mar. 31, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | COMMITMENTS AND CONTINGENCIES Legal Following MYOS Rens Technology Inc.’s, or MYOS’s and MedAvail, Inc.’s, or MAI's, announcement of the execution of the Merger Agreement on June 30, 2020, MYOS received separate litigation demands from purported MYOS stockholders on September 16, 2020 and October 20, 2020, respectively seeking certain additional disclosures in the Form S-4 Registration Statement filed with the Securities and Exchange Commission on September 2, 2020, collectively, the Demands. Thereafter, on September 23, 2020, a complaint regarding the transactions contemplated within the Merger Agreement was filed in the Supreme Court of the State of New York, County of New York, captioned Faasse v. MYOS RENS Technology Inc., et. al., Index No.: 654644/2020 (NY Supreme Ct., NY Cnty., September 23, 2020), or the New York Complaint. On October 12, 2020, a second complaint regarding the transactions was filed in the District Court of Nevada, Clark County Nevada, captioned Vigil v. Mannello, et. al., Case No. A-20-822848-C, or the Nevada Complaint, and together with the New York Complaint, the Complaints, and collectively with the Demands, the Litigation. The Demands and the Complaints that comprise the Litigation generally alleged that the directors of MYOS breached their fiduciary duties by entering into the Merger Agreement, and MYOS and MAI disseminated an incomplete and misleading Form S-4 Registration Statement. The New York Complaint also alleged MedAvail aided and abetted such breach of fiduciary duties. MYOS and MAI believe that the claims asserted in the Litigation are without merit, and believe that the Form S-4 Registration Statement disclosed all material information concerning the Merger and no supplemental disclosure is required under applicable law. However, in order to avoid the risk of the Litigation delaying or adversely affecting the Merger and to minimize the costs, risks and uncertainties inherent in litigation, and without admitting any liability or wrongdoing, MYOS determined to voluntarily supplement the Form S-4 Registration Statement as described in the Current Report on Form 8-K on November 2, 2020. Subsequently, the Nevada Complaint and the New York Complaint were voluntarily dismissed. The remainder of the Litigation remains outstanding. MYOS and MAI specifically deny all allegations in the Litigation and/or that any additional disclosure was or is required. |
SHARE-BASED COMPENSATION EXPENS
SHARE-BASED COMPENSATION EXPENSE AND WARRANTS | 3 Months Ended |
Mar. 31, 2022 | |
Equity [Abstract] | |
SHARE-BASED COMPENSATION EXPENSE AND WARRANTS | SHARE-BASED COMPENSATION AND WARRANTS Share-based compensation The following table presents the Company's expense related to share-based compensation, in thousands: Three Months Ended March 31, 2022 2021 Share-based compensation $ 564 $ 260 The share-based compensation expense for the three months ended March 31, 2022, included $0.03 million from 2020 ESPP expense. Expense remaining to be recognized for unvested option awards from the 2012, 2018, and 2020 plans as of March 31, 2022 was $2.7 million, which will be recognized on a weighted average basis over the next 3.2 years. Expense remaining to be recognized for unvested RSU awards was $2.7 million will be recognized on a weighted average basis over the next 2.7 years. The following table presents the Company's outstanding option awards activity during the three months ended March 31, 2022: (in thousands, except for share and per share amounts) Number of Awards Weighted Average Exercise Price Weighted Average Share Price on Date of Exercise Weighted Average Fair Value Weighted Average Remaining Contractual Life (Years) Aggregate Intrinsic Value Outstanding, beginning of period 2,848,903 $ 2.78 $ 1.44 $ 31 Granted 1,749,015 1.18 0.85 — Exercised/Released — — — — Expired (117,730) 2.11 1.15 — Forfeited (127,617) 3.18 1.66 — Outstanding, end of period 4,352,571 $ 2.15 $ 1.21 8.54 $ 40 Vested and exercisable, end of the period 1,710,753 2.17 1.07 6.88 — Vested and unvested exercisable, end of the period 1,710,753 2.17 1.07 6.88 — Vested and expected to vest, end of the period 4,095,070 2.16 1.21 8.47 38 During the three months ended March 31, 2022, the Company granted approximately 1.2 million restricted stock units or RSUs to employees with a weighted average fair value of $1.20 per RSU and total aggregate intrinsic value of $1.4 million. 12,048 RSUs vested and 26,074 RSU's were forfeited during the three months ended March 31, 2022. As of March 31, 2022 and December 31, 2021, there was an aggregate of 2.1 million and 3.4 million shares of common stock, respectively, available for grant under the 2020 Plan. In April 2022, the Company adopted the MedAvail Holdings, Inc. 2022 Inducement Equity Incentive Plan or the Inducement Plan. The Inducement Plan reserved 1,500,000 shares of the Company’s common stock for issuance pursuant to equity awards granted under the Inducement Plan. On April 8, 2022, the Company issued inducement awards to employees that included options to purchase 426,500 shares of Company common stock, and 426,500 RSUs. The inducement stock options have an exercise price of $1.96, and 25% of the shares vest on the one year anniversary of the date that employment commenced, and an additional one forty-eighth (1/48th) of the shares vest monthly thereafter. The inducement RSUs vest at one-third (1/3rd) of the shares on the first, second and third yearly anniversaries of March 1, 2022. Warrants During the three months ended March 31, 2022 no warrants were issued or exercised. There were 626,339 related party warrants outstanding as of March 31, 2022. |
REVENUE AND SEGMENT REPORTING
REVENUE AND SEGMENT REPORTING | 3 Months Ended |
Mar. 31, 2022 | |
Segment Reporting [Abstract] | |
REVENUE AND SEGMENT REPORTING | REVENUE AND SEGMENT REPORTING Operating segments are the individual operations that the chief operating decision maker, or CODM, who is our chief executive officer, reviews for purposes of assessing performance and making resource allocation decisions. The CODM currently receives the monthly management report which includes information to assess performance. The retail pharmacy services and pharmacy technology operating segments both engage in different business activities from which they earn revenues and incur expenses. The Company has the following two reportable segments: Retail Pharmacy Services Segment Retail Pharmacy Services segment revenue consists of products sold directly to consumers at the point of sale. MedAvail recognizes retail pharmacy revenue, net of taxes and expected returns, at the time it sells merchandise or dispenses prescription drugs to the customer. The Company estimates revenue based on expected reimbursements from third-party payers (e.g., pharmacy benefit managers, insurance companies and governmental agencies) for dispensing prescription drugs. The estimates are based on all available information including historical experience and are updated to actual reimbursement amounts. Pharmacy Technology Segment The Pharmacy Technology Segment consists of sales and subscriptions of MedPlatform systems to customers. These agreements include providing the MedCenter prescription dispensing kiosk, software, and maintenance services. This generally includes either an initial lump sum payment upon installation of the MedCenter with monthly payments for software and services following, or monthly payments for the MedCenter along with monthly payments for software and maintenance services for subscription agreements. The following table presents revenue and costs of products sold and services by segment, in thousands: Retail Pharmacy Services Pharmacy Technology Total Three Months Ended March 31, 2022 Revenue: Pharmacy and hardware revenue: Retail pharmacy revenue $ 8,849 $ — $ 8,849 Hardware — 56 56 Subscription — 109 109 Total pharmacy and hardware revenue 8,849 165 9,014 Service revenue: Software integration — — — Software — 48 48 Maintenance and support — 32 32 Installation — 6 6 Professional services and other — 14 14 Total service revenue — 100 100 Total revenue 8,849 265 9,114 Cost of products sold and services 8,482 131 8,613 Segment gross profit $ 367 $ 134 501 Operating Expense: Pharmacy operations 3,929 General and administrative 6,535 Selling and marketing 2,313 Research and development 493 Total operating expense 13,270 Operating loss $ (12,769) Retail Pharmacy Services Pharmacy Technology Total Three Months Ended March 31, 2021 Revenue: Pharmacy and hardware revenue: Retail pharmacy revenue $ 3,418 $ — $ 3,418 Hardware — 241 241 Subscription — 122 122 Total pharmacy and hardware revenue 3,418 363 3,781 Service revenue: Software integration — — — Software — 33 33 Maintenance and support — 31 31 Installation — 16 16 Professional services and other — 166 166 Total service revenue — 246 246 Total revenue 3,418 609 4,027 Cost of products sold and services 3,329 378 3,707 Segment gross profit $ 89 $ 231 320 Operating Expense: Pharmacy operations 2,593 General and administrative 5,676 Selling and marketing 1,534 Research and development 168 Total operating expense 9,971 Operating loss $ (9,651) The following table presents assets and liabilities by segment, in thousands: Retail Pharmacy Services Pharmacy Technology Corporate Total March 31, 2022 Assets $ 16,323 $ 6,661 $ 4,708 $ 27,692 Liabilities $ 6,705 $ 4,183 $ 10,189 $ 21,077 December 31, 2021 Assets $ 13,641 $ 5,222 $ 19,280 $ 38,143 Liabilities $ 5,618 $ 3,567 $ 9,885 $ 19,070 The following table presents long-lived assets, which include property, plant, and equipment and right-of-use-assets by geographic region, based on the physical location of the assets, in thousands: March 31, December 31, 2022 2021 Long-lived assets: United States $ 8,383 $ 7,675 Canada 420 555 Total long-lived assets $ 8,803 $ 8,230 |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 3 Months Ended |
Mar. 31, 2022 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | SUBSEQUENT EVENTS On March 30, 2022, the Company entered into a Securities Purchase Agreement, or Purchase Agreement, with certain purchasers thereto, or the Investors. Pursuant to the Purchase Agreement, the Company agreed to issue and sell to the Investors in a private placement, or the Private Placement, up to 47.1 million shares, or the Shares, of the Company’s Common Stock, and to issue warrants, or the Warrants, to purchase up to 23.5 million shares of Common Stock, or Warrant Shares. The Shares and the Warrants were or will be sold at two closings as further described below, at a price per share of $1.0625. Each Investor purchasing Shares in the Private Placement was or will also be issued a Warrant to purchase that number of Warrant Shares equal to 50% of the number of Shares purchased under the Purchase Agreement by such Investor. The Warrants have a per share exercise price of $1.25 and will be exercisable by the holder at any time on or after the issuance date of the Warrant for a period of five years. If the Warrants were exercised in full by the Investors, the Company would receive additional gross proceeds of up to $29.4 million. In addition, the Warrant terms provide the Company with a call option to force the Warrant holders to exercise up to two-thirds of the warrant shares subject to each Warrant, with one-third of the Warrant Shares being callable beginning on each of the 12 month and 24 month anniversaries of the Warrant issuance dates, in each case until the expiration of the Warrants, and subject to the satisfaction of certain pricing conditions relating to the trading of the Company’s shares. If the Company were to exercise the contingent call options, approximately $19.6 million in additional equity could be raised. On April 4, 2022, the first closing of the Private Placement occurred, in which 37.6 million shares of Common Stock for $40.0 million in gross proceeds, and Warrants exercisable for up to 18.8 million Warrant Shares were sold and issued by the Company, and pursuant to which the Company received $40.0 million in gross proceeds, before deducting placement agent commissions and other offering expenses. A second and final closing is expected to occur in July 2022, subject to the satisfaction or wavier of certain conditions to closing, pursuant to which the Company shall sell and issue, and the Investors shall purchase, an additional 9.4 million shares of Common Stock for $10.0 million in additional gross proceeds and Warrants exercisable for up to 4.7 million Warrant Shares. |
BASIS OF PRESENTATION (Policies
BASIS OF PRESENTATION (Policies) | 3 Months Ended |
Mar. 31, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation | The accompanying unaudited consolidated condensed financial statements as of March 31, 2022 and for the three months ended March 31, 2022 have been prepared in accordance with generally accepted accounting principles in the United States of America ("GAAP") for unaudited interim financial information. Accordingly, the unaudited interim consolidated condensed financial statements do not include all of the information and footnotes required by GAAP for audited financial statements. The consolidated condensed balance sheet as of December 31, 2021 was derived from the Company's audited consolidated financial statements but does not include all disclosures required by GAAP for audited financial statements. In the opinion of the Company's management, the interim information includes all adjustments, which include normal recurring adjustments, necessary for a fair statement of the results for the interim periods. The footnote disclosures related to the interim financial information included herein are also unaudited. Such financial information should be read in conjunction with the consolidated financial statements and related notes thereto for the year ended December 31, 2021 included in the Company's Annual Report on Form 10-K for the year ended December 31, 2021, which was filed with the Securities and Exchange Commission, or SEC on March 29, 2022, or the 2021 Form 10-K. The preparation of financial statements in accordance with US GAAP requires management to use judgment in the application of accounting policies, including making estimates and assumptions. Actual results could differ from those estimates. Estimates are used in accounting for, among other things, revenue recognition, contract loss accruals, excess, slow-moving and obsolete inventories, product warranty accruals, loss accruals on service agreements, share-based compensation expense, allowance for doubtful accounts, depreciation and amortization and in- |
Principles of consolidation | Principles of consolidation The unaudited consolidated condensed financial statements include the accounts of all entities controlled by MedAvail Holdings, Inc., which are referred to as subsidiaries. The Company's subsidiaries include, MedAvail Technologies, Inc., MedAvail Technologies (US), Inc., MedAvail Pharmacy, Inc., and MedAvail, Inc. The Company has no interests in variable interest entities of which the Company is the primary beneficiary. All intercompany balances and transactions have been eliminated. |
Recently Adopted Accounting Standards | Measurement of Credit Losses on Financial Statements In June 2016, the FASB issued ASU No. 2016-13, “Financial Instruments-Credit Losses (Topic 326)”- Measurement of Credit Losses on Financial Instruments”, (“ASU 2016-13”), supplemented by ASU 2018-19, “Codification Improvements to Topic 326, Financial Instruments – Credit Losses”, (“ASU 2018-19”). The new standard requires entities to measure all expected credit losses for financial assets held at the reporting date based on historical experience, current conditions, and reasonable and supportable forecasts. ASU 2016-13 became effective for Public Business Entities who are SEC filers for fiscal years beginning after December 15, 2019, other than smaller reporting companies, all other public business entities and private companies, with early adoption permitted. This ASU will be effective beginning in the first quarter of our fiscal year 2023. The Company is currently evaluating the impact that this new guidance will have on its consolidated condensed financial statements and related disclosures. Recently Adopted Accounting Standards There were no recently issued and effective authoritative guidance that is expected to have a material impact on the Company’s consolidated condensed financial statements through the reporting date. |
BASIS OF PRESENTATION (Tables)
BASIS OF PRESENTATION (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Schedule of Error Corrections and Prior Period Adjustments | The effect of the reclassifications within the consolidated condensed statement of operations and comprehensive loss for 2021 is as follows (in thousands): Three Months Ended March 31, 2021 Current presentation As previously reported Change Pharmacy operations $ 2,593 $ 1,911 $ 682 General and administrative 5,676 6,515 (839) Selling and marketing 1,534 1,377 157 $ 9,803 $ 9,803 $ — |
EARNINGS (LOSS) PER SHARE (Tabl
EARNINGS (LOSS) PER SHARE (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Earnings Per Share [Abstract] | |
Schedule of Warrants Included in Earnings per Share | The following table presents warrants included in weighted average shares outstanding due to their insignificant exercise price, during the period they were outstanding up to when they were exercised. After these warrants were exercised the related issued and outstanding common shares are included in weighted average shares outstanding: Shares Issuance Date Exercise Date 118,228 May 9, 2018 May 10, 2021 309,698 February 11, 2020 May 10, 2021 84,911 June 29, 2020 May 10, 2021 39,208 November 18, 2020 May 10, 2021 19,310 November 18, 2020 Outstanding |
Schedule of Earnings Per Share | The following table sets forth the computation of basic and diluted earnings per share. Three Months Ended March 31, (in thousands) 2022 2021 Net loss - basic and diluted $ (13,022) $ (9,452) Weighted average shares - basic and diluted 32,921,969 34,439,953 Net loss per share - basic and diluted $ (0.40) $ (0.27) |
FAIR VALUE MEASUREMENTS (Tables
FAIR VALUE MEASUREMENTS (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Fair Value Disclosures [Abstract] | |
Schedule of Assets and Liabilities Measured at Fair Value on a Recurring Basis | Assets and liabilities measured at fair value on a recurring basis were as follows: Fair Value Hierarchy (in thousands) March 31, 2022 Level 1 Level 2 Level 3 Assets: Cash and cash equivalents $ 5,274 $ 5,274 $ — $ — Restricted cash 676 676 — — Total assets $ 5,950 $ 5,950 $ — $ — Fair Value Hierarchy (in thousands) December 31, 2021 Level 1 Level 2 Level 3 Assets: Cash and cash equivalents $ 19,689 $ 19,689 $ — $ — Restricted cash 400 400 — — Total assets $ 20,089 $ 20,089 $ — $ — |
BALANCE SHEET AND OTHER INFOR_2
BALANCE SHEET AND OTHER INFORMATION (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Schedule of Inventory | The following table presents detail of inventory balances: March 31, December 31, (in thousands) 2022 2021 Inventory: MedCenter hardware $ 1,589 $ 1,201 Pharmaceuticals 2,904 2,150 Spare parts 595 565 Total inventory $ 5,088 $ 3,916 |
Schedule of Property, Plant and Equipment and Useful Lives | The following tables present property, plant and equipment balances: Estimated useful lives March 31, December 31, (in thousands) 2022 2021 Property, plant and equipment: MedCenter equipment 8 years $ 6,861 $ 5,875 IT equipment 1 - 3 years 2,373 2,361 Leasehold improvements lesser of useful life or term of lease 903 880 General plant and equipment 5 - 8 years 603 603 Office furniture and equipment 5 - 8 years 464 394 Vehicles 5 years 54 54 Construction-in-process 680 1,021 Total historical cost 11,938 11,188 Accumulated depreciation (5,763) (5,496) Total property, plant and equipment, net $ 6,175 $ 5,692 |
Schedule of Finite-Lived Intangible Assets | The following table presents intangible asset balances: March 31, December 31, (in thousands) 2022 2021 Gross intangible assets: Intellectual property $ 3,857 $ 3,857 Software 5,064 4,475 Website and mobile application 583 583 Total intangible assets 9,504 8,915 Accumulated amortization: Intellectual property (3,857) (3,857) Software (2,299) (2,175) Website and mobile application (583) (583) Total accumulated amortization (6,739) (6,615) Total intangible assets, net $ 2,765 $ 2,300 |
Schedule of Lease Assets and Liabilities | Balance sheet amounts for lease assets and leases liabilities are as follows: March 31, December 31, (in thousands) 2022 2021 Assets: Operating $ 2,416 $ 2,376 Finance 212 162 Total assets $ 2,628 $ 2,538 Liabilities: Operating: Current $ 626 $ 599 Long-term 1,996 1,947 Finance: Current 107 83 Long-term 106 80 Total liabilities $ 2,835 $ 2,709 The following table summarizes the weighted-average remaining lease term and weighted-average discount rate related to the Company’s leases as follows: March 31, December 31, (in thousands) 2022 2021 Finance leases: Weighted-average remaining lease term (years) 2.2 1.5 Weighted-average discount rate 8.4 % 8.8 % Operating leases: Weighted-average remaining lease term (years) 4.1 4.2 Weighted-average discount rate 6.9 % 6.9 % |
Schedule of Maturities of Operating Lease Liabilities | Maturities of operating leases liabilities are as follows, in thousands: Remaining period in 2022 $ 602 2023 757 2024 617 2025 534 2026 468 2027 64 Thereafter — Total lease payments 3,042 Less: present value discount (420) Total leases $ 2,622 |
Schedule of Maturities of Finance Lease Liabilities | Maturities of finance lease liabilities are as follows, in thousands: Remaining period in 2022 $ 92 2023 91 2024 47 2025 5 2026 — 2027 — Thereafter — Total finance lease payments 235 Less: imputed interest (22) Total leases $ 213 |
DEBT (Tables)
DEBT (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Debt Disclosure [Abstract] | |
Schedule of Debt | The following table presents debt balances at March 31, 2022 and December 31, 2021: March 31, December 31, (in thousands) 2022 2021 Term loan 10,100 10,070 Term loan issuance costs, net (492) (532) Total debt, net 9,608 9,538 Less short term debt — — Long-term debt, net $ 9,608 $ 9,538 |
SHARE-BASED COMPENSATION EXPE_2
SHARE-BASED COMPENSATION EXPENSE AND WARRANTS (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Equity [Abstract] | |
Schedule of MedAvail Share-based Compensation Expense | The following table presents the Company's expense related to share-based compensation, in thousands: Three Months Ended March 31, 2022 2021 Share-based compensation $ 564 $ 260 |
Schedule of Outstanding Awards Activity | The following table presents the Company's outstanding option awards activity during the three months ended March 31, 2022: (in thousands, except for share and per share amounts) Number of Awards Weighted Average Exercise Price Weighted Average Share Price on Date of Exercise Weighted Average Fair Value Weighted Average Remaining Contractual Life (Years) Aggregate Intrinsic Value Outstanding, beginning of period 2,848,903 $ 2.78 $ 1.44 $ 31 Granted 1,749,015 1.18 0.85 — Exercised/Released — — — — Expired (117,730) 2.11 1.15 — Forfeited (127,617) 3.18 1.66 — Outstanding, end of period 4,352,571 $ 2.15 $ 1.21 8.54 $ 40 Vested and exercisable, end of the period 1,710,753 2.17 1.07 6.88 — Vested and unvested exercisable, end of the period 1,710,753 2.17 1.07 6.88 — Vested and expected to vest, end of the period 4,095,070 2.16 1.21 8.47 38 |
REVENUE AND SEGMENT REPORTING (
REVENUE AND SEGMENT REPORTING (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Segment Reporting [Abstract] | |
Schedule of Revenue and Costs of Sales by Segment | The following table presents revenue and costs of products sold and services by segment, in thousands: Retail Pharmacy Services Pharmacy Technology Total Three Months Ended March 31, 2022 Revenue: Pharmacy and hardware revenue: Retail pharmacy revenue $ 8,849 $ — $ 8,849 Hardware — 56 56 Subscription — 109 109 Total pharmacy and hardware revenue 8,849 165 9,014 Service revenue: Software integration — — — Software — 48 48 Maintenance and support — 32 32 Installation — 6 6 Professional services and other — 14 14 Total service revenue — 100 100 Total revenue 8,849 265 9,114 Cost of products sold and services 8,482 131 8,613 Segment gross profit $ 367 $ 134 501 Operating Expense: Pharmacy operations 3,929 General and administrative 6,535 Selling and marketing 2,313 Research and development 493 Total operating expense 13,270 Operating loss $ (12,769) Retail Pharmacy Services Pharmacy Technology Total Three Months Ended March 31, 2021 Revenue: Pharmacy and hardware revenue: Retail pharmacy revenue $ 3,418 $ — $ 3,418 Hardware — 241 241 Subscription — 122 122 Total pharmacy and hardware revenue 3,418 363 3,781 Service revenue: Software integration — — — Software — 33 33 Maintenance and support — 31 31 Installation — 16 16 Professional services and other — 166 166 Total service revenue — 246 246 Total revenue 3,418 609 4,027 Cost of products sold and services 3,329 378 3,707 Segment gross profit $ 89 $ 231 320 Operating Expense: Pharmacy operations 2,593 General and administrative 5,676 Selling and marketing 1,534 Research and development 168 Total operating expense 9,971 Operating loss $ (9,651) |
Schedule of Assets and Liabilities by Segment | The following table presents assets and liabilities by segment, in thousands: Retail Pharmacy Services Pharmacy Technology Corporate Total March 31, 2022 Assets $ 16,323 $ 6,661 $ 4,708 $ 27,692 Liabilities $ 6,705 $ 4,183 $ 10,189 $ 21,077 December 31, 2021 Assets $ 13,641 $ 5,222 $ 19,280 $ 38,143 Liabilities $ 5,618 $ 3,567 $ 9,885 $ 19,070 The following table presents long-lived assets, which include property, plant, and equipment and right-of-use-assets by geographic region, based on the physical location of the assets, in thousands: March 31, December 31, 2022 2021 Long-lived assets: United States $ 8,383 $ 7,675 Canada 420 555 Total long-lived assets $ 8,803 $ 8,230 |
GOING CONCERN (Details)
GOING CONCERN (Details) - USD ($) $ in Thousands | Jul. 01, 2022 | Apr. 04, 2022 | Jul. 31, 2022 | Apr. 30, 2022 | Mar. 31, 2022 | Mar. 31, 2021 | Dec. 31, 2021 |
Debt Instrument [Line Items] | |||||||
Operating cash flows | $ (13,264) | $ (9,830) | |||||
Cash and cash equivalents | 5,274 | $ 19,689 | |||||
Accumulated deficit | $ 205,112 | 192,090 | |||||
Term loan | Secured Debt | |||||||
Debt Instrument [Line Items] | |||||||
Proceeds from debt | $ 10,000 | ||||||
Private Placement | Forecast | |||||||
Debt Instrument [Line Items] | |||||||
Gross proceeds from private placement | $ 10,000 | $ 10,000 | |||||
Private Placement | Subsequent Event | |||||||
Debt Instrument [Line Items] | |||||||
Gross proceeds from private placement | $ 40,000 | $ 40,000 |
BASIS OF PRESENTATION - Reclass
BASIS OF PRESENTATION - Reclassifications (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||
Pharmacy operations | $ 3,929 | $ 2,593 |
General and administrative | 6,535 | 5,676 |
Selling and marketing | $ 2,313 | 1,534 |
Total | 9,803 | |
As previously reported | ||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||
Pharmacy operations | 1,911 | |
General and administrative | 6,515 | |
Selling and marketing | 1,377 | |
Total | 9,803 | |
Change | ||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||
Pharmacy operations | 682 | |
General and administrative | (839) | |
Selling and marketing | 157 | |
Total | $ 0 |
EARNINGS (LOSS) PER SHARE - War
EARNINGS (LOSS) PER SHARE - Warrants Included in Earnings per Share (Details) | 3 Months Ended |
Mar. 31, 2022shares | |
Warrants Issued May 9, 2018 | |
Common | |
Warrants (in shares) | 118,228 |
Warrants Issued February 11, 2020 | |
Common | |
Warrants (in shares) | 309,698 |
Warrants Issued June 29, 2020 | |
Common | |
Warrants (in shares) | 84,911 |
Warrants Issued November 18, 2020 | |
Common | |
Warrants (in shares) | 39,208 |
Warrants Issued November 18, 2020, Outstanding | |
Common | |
Warrants (in shares) | 19,310 |
EARNINGS (LOSS) PER SHARE - Nar
EARNINGS (LOSS) PER SHARE - Narrative (Details) shares in Millions | Nov. 17, 2020 | Mar. 31, 2022shares | Mar. 31, 2021shares |
Earnings Per Share [Abstract] | |||
Stock split, conversion ratio | 1.26 | ||
Potentially dilutive option awards excluded from earnings per share calculation (in shares) | 4.4 | 2.5 |
EARNINGS (LOSS) PER SHARE - Cal
EARNINGS (LOSS) PER SHARE - Calculation of Earnings Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Earnings Per Share [Abstract] | ||
Net loss - basic | $ (13,022) | $ (9,452) |
Net loss - diluted | $ (13,022) | $ (9,452) |
Weighted average shares - basic (in shares) | 32,921,969 | 34,439,953 |
Weighted average shares - diluted (in shares) | 32,921,969 | 34,439,953 |
Net loss per share - basic (in USD per share) | $ (0.40) | $ (0.27) |
Net loss per share - diluted (in USD per share) | $ (0.40) | $ (0.27) |
FAIR VALUE MEASUREMENTS (Detail
FAIR VALUE MEASUREMENTS (Details) - Fair Value, Recurring - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash and cash equivalents | $ 5,274 | $ 19,689 |
Restricted cash | 676 | 400 |
Total assets | 5,950 | 20,089 |
Level 1 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash and cash equivalents | 5,274 | 19,689 |
Restricted cash | 676 | 400 |
Total assets | 5,950 | 20,089 |
Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash and cash equivalents | 0 | 0 |
Restricted cash | 0 | 0 |
Total assets | 0 | 0 |
Level 3 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash and cash equivalents | 0 | 0 |
Restricted cash | 0 | 0 |
Total assets | $ 0 | $ 0 |
BALANCE SHEET AND OTHER INFOR_3
BALANCE SHEET AND OTHER INFORMATION - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2022 | Mar. 31, 2021 | Dec. 31, 2021 | |
Inventory [Line Items] | |||
Restricted cash | $ 676 | $ 400 | |
Depreciation of property, plant, and equipment | 286 | $ 295 | |
Depreciation included in cost of sales | 30 | 50 | |
Amortization of intangible assets | 120 | 30 | |
Operating lease, expense | 200 | 200 | |
Pharmacy | |||
Inventory [Line Items] | |||
Inventory recognized as cost of sales | 7,900 | 3,100 | |
MedCenter | |||
Inventory [Line Items] | |||
Inventory recognized as cost of sales | 100 | $ 200 | |
Guarantee for Purchasing Cards | |||
Inventory [Line Items] | |||
Cash released from restriction | 60 | ||
Letter of Credit Security | |||
Inventory [Line Items] | |||
Restricted cash | $ 680 |
BALANCE SHEET AND OTHER INFOR_4
BALANCE SHEET AND OTHER INFORMATION - Inventories (Details) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
MedCenter hardware | $ 1,589 | $ 1,201 |
Pharmaceuticals | 2,904 | 2,150 |
Spare parts | 595 | 565 |
Total inventory | $ 5,088 | $ 3,916 |
BALANCE SHEET AND OTHER INFOR_5
BALANCE SHEET AND OTHER INFORMATION - Property, Plant and Equipment (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Dec. 31, 2021 | |
Property, Plant and Equipment [Line Items] | ||
Historical cost | $ 11,938 | $ 11,188 |
Accumulated depreciation | (5,763) | (5,496) |
Total property, plant and equipment, net | $ 6,175 | 5,692 |
MedCenter equipment | ||
Property, Plant and Equipment [Line Items] | ||
Estimated useful lives | 8 years | |
Historical cost | $ 6,861 | 5,875 |
IT equipment | ||
Property, Plant and Equipment [Line Items] | ||
Historical cost | $ 2,373 | 2,361 |
IT equipment | Minimum | ||
Property, Plant and Equipment [Line Items] | ||
Estimated useful lives | 1 year | |
IT equipment | Maximum | ||
Property, Plant and Equipment [Line Items] | ||
Estimated useful lives | 3 years | |
Leasehold improvements | ||
Property, Plant and Equipment [Line Items] | ||
Historical cost | $ 903 | 880 |
General plant and equipment | ||
Property, Plant and Equipment [Line Items] | ||
Historical cost | $ 603 | 603 |
General plant and equipment | Minimum | ||
Property, Plant and Equipment [Line Items] | ||
Estimated useful lives | 5 years | |
General plant and equipment | Maximum | ||
Property, Plant and Equipment [Line Items] | ||
Estimated useful lives | 8 years | |
Office furniture and equipment | ||
Property, Plant and Equipment [Line Items] | ||
Historical cost | $ 464 | 394 |
Office furniture and equipment | Minimum | ||
Property, Plant and Equipment [Line Items] | ||
Estimated useful lives | 5 years | |
Office furniture and equipment | Maximum | ||
Property, Plant and Equipment [Line Items] | ||
Estimated useful lives | 8 years | |
Vehicles | ||
Property, Plant and Equipment [Line Items] | ||
Estimated useful lives | 5 years | |
Historical cost | $ 54 | 54 |
Construction-in-process | ||
Property, Plant and Equipment [Line Items] | ||
Historical cost | $ 680 | $ 1,021 |
BALANCE SHEET AND OTHER INFOR_6
BALANCE SHEET AND OTHER INFORMATION - Intangible Assets (Details) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Finite-Lived Intangible Assets [Line Items] | ||
Gross intangible assets | $ 9,504 | $ 8,915 |
Accumulated amortization | (6,739) | (6,615) |
Total intangible assets, net | 2,765 | 2,300 |
Intellectual property | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross intangible assets | 3,857 | 3,857 |
Accumulated amortization | (3,857) | (3,857) |
Software | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross intangible assets | 5,064 | 4,475 |
Accumulated amortization | (2,299) | (2,175) |
Website and mobile application | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross intangible assets | 583 | 583 |
Accumulated amortization | $ (583) | $ (583) |
BALANCE SHEET AND OTHER INFOR_7
BALANCE SHEET AND OTHER INFORMATION - Leases, Balance Sheet Information (Details) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Assets | ||
Operating | $ 2,416 | $ 2,376 |
Finance | 212 | 162 |
Total assets | 2,628 | 2,538 |
Operating: | ||
Current | 626 | 599 |
Long-term | 1,996 | 1,947 |
Finance: | ||
Current | 107 | 83 |
Long-term | 106 | 80 |
Total liabilities | $ 2,835 | $ 2,709 |
BALANCE SHEET AND OTHER INFOR_8
BALANCE SHEET AND OTHER INFORMATION - Additional Lease Information (Details) | Mar. 31, 2022 | Dec. 31, 2021 |
Finance leases: | ||
Weighted-average remaining lease term (years) | 2 years 2 months 12 days | 1 year 6 months |
Weighted-average discount rate | 8.40% | 8.80% |
Operating leases: | ||
Weighted-average remaining lease term (years) | 4 years 1 month 6 days | 4 years 2 months 12 days |
Weighted-average discount rate | 6.90% | 6.90% |
BALANCE SHEET AND OTHER INFOR_9
BALANCE SHEET AND OTHER INFORMATION - Leases, Operating Lease Liability Maturity (Details) $ in Thousands | Mar. 31, 2022USD ($) |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Remaining period in 2022 | $ 602 |
2023 | 757 |
2024 | 617 |
2025 | 534 |
2026 | 468 |
2027 | 64 |
Thereafter | 0 |
Total lease payments | 3,042 |
Less: present value discount | (420) |
Total leases | $ 2,622 |
BALANCE SHEET AND OTHER INFO_10
BALANCE SHEET AND OTHER INFORMATION - Leases, Finance Lease Liability Maturity (Details) $ in Thousands | Mar. 31, 2022USD ($) |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Remaining period in 2022 | $ 92 |
2023 | 91 |
2024 | 47 |
2025 | 5 |
2026 | 0 |
2027 | 0 |
Thereafter | 0 |
Total finance lease payments | 235 |
Less: imputed interest | (22) |
Total leases | $ 213 |
DEBT - Schedule of Debt (Detail
DEBT - Schedule of Debt (Details) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Debt Instrument [Line Items] | ||
Total debt, net | $ 9,608 | $ 9,538 |
Less short term debt | 0 | 0 |
Long-term debt, net | 9,608 | 9,538 |
Term loan | Secured Debt | ||
Debt Instrument [Line Items] | ||
Debt instrument, gross | 10,100 | 10,070 |
Term loan issuance costs, net | $ (492) | $ (532) |
DEBT - Narrative (Details)
DEBT - Narrative (Details) - Term loan - Secured Debt $ in Millions | 3 Months Ended |
Mar. 31, 2022USD ($) | |
Debt Instrument [Line Items] | |
Debt instrument, interest rate floor | 7.25% |
Interest rate at end of period | 7.25% |
Additional borrowing capacity available | $ 20 |
Prime Rate | |
Debt Instrument [Line Items] | |
Variable interest rate spread | 4.00% |
SHARE-BASED COMPENSATION EXPE_3
SHARE-BASED COMPENSATION EXPENSE AND WARRANTS - Share Based Compensation (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Equity [Abstract] | ||
Share-based compensation expense | $ 564 | $ 260 |
SHARE-BASED COMPENSATION EXPE_4
SHARE-BASED COMPENSATION EXPENSE AND WARRANTS - Narrative (Details) - USD ($) $ / shares in Units, $ in Thousands | Apr. 08, 2022 | Mar. 31, 2022 | Apr. 30, 2022 | Dec. 31, 2021 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Expense remaining to be recognized | $ 2,700 | |||
Weighted average recognition period (in years) | 3 years 2 months 12 days | |||
Aggregate shares on common stock available for grant (in shares) | 2,100,000 | 3,400,000 | ||
Granted (in shares) | 1,749,015 | |||
Exercise price (in USD per share) | $ 1.18 | |||
Warrants issued during the period (in shares) | 0 | |||
Subsequent Event | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Granted (in shares) | 426,500 | |||
Exercise price (in USD per share) | $ 1.96 | |||
Investors | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Warrants (in shares) | 626,339 | |||
2022 Inducement Equity Incentive Plan | Subsequent Event | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Number of shares authorized for issuance (in shares) | 1,500,000 | |||
ESPP | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based compensation | $ 30 | |||
Restricted Stock Units (RSUs) | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Expense remaining to be recognized | $ 2,700 | |||
Weighted average recognition period (in years) | 2 years 8 months 12 days | |||
Granted (in shares) | 1,200,000 | |||
Grant date fair value of awards granted (in USD per share) | $ 1.20 | |||
Aggregate intrinsic value of awards granted | $ 1,400 | |||
Number of vested awards (in shares) | 12,048 | |||
Number of forfeited (in shares) | 26,074 | |||
Restricted Stock Units (RSUs) | Subsequent Event | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Granted (in shares) | 426,500 | |||
Restricted Stock Units (RSUs) | 2022 Inducement Equity Incentive Plan | Subsequent Event | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Percentage of vesting rights | 33.33% | |||
Option | Share-based Payment Arrangement, Tranche One | Subsequent Event | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Percentage of vesting rights | 25.00% | |||
Option | Share-based Payment Arrangement, Tranche Two | Subsequent Event | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Percentage of vesting rights | 2.08% |
SHARE-BASED COMPENSATION EXPE_5
SHARE-BASED COMPENSATION EXPENSE AND WARRANTS - Option Activity (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended |
Mar. 31, 2022 | Dec. 31, 2021 | |
Number of Awards | ||
Outstanding awards at beginning of period (in shares) | 2,848,903 | |
Granted (in shares) | 1,749,015 | |
Exercised/released (in shares) | 0 | |
Expired (in shares) | (117,730) | |
Forfeited (in shares) | (127,617) | |
Outstanding awards at end of period (in shares) | 4,352,571 | 2,848,903 |
Awards vested and exercisable (in shares) | 1,710,753 | |
Awards vested and unvested exercisable (in shares) | 1,710,753 | |
Awards vested and expected to vest (in shares) | 4,095,070 | |
Weighted Average Exercise Price | ||
Weighted average exercise price of awards outstanding at beginning of period (in USD per share) | $ 2.78 | |
Weighted average exercise price of awards granted (in USD per share) | 1.18 | |
Weighted average exercise price of awards exercised/released (in USD per share) | 0 | |
Weighted average exercise price of awards expired (in USD per share) | 2.11 | |
Weighted average exercise price of awards forfeited (in USD per share) | 3.18 | |
Weighted average exercise price of awards outstanding at end of period (in USD per share) | 2.15 | $ 2.78 |
Weighted average exercise price of awards vested and exercisable (in USD per share) | 2.17 | |
Weighted average exercise price of awards vested and unvested exercisable (in USD per share) | 2.17 | |
Weighted average exercise price of awards vested and expected to vest (in USD per share) | 2.16 | |
Weighted Average Fair Value | ||
Weighted average fair value of awards outstanding at beginning of period (in USD per share) | 1.44 | |
Grant date fair value of options granted (in USD per share) | 0.85 | |
Weighted average fair value of awards exercised/released (in USD per share) | 0 | |
Weighted average fair value of awards expired (in USD per share) | 1.15 | |
Weighted average fair value of awards forfeited (in USD per share) | 1.66 | |
Weighted average fair value of awards outstanding at end of period (in USD per share) | 1.21 | $ 1.44 |
Weighted average fair value of awards vested and exercisable (in USD per share) | 1.07 | |
Weighted average fair value of awards vested and unvested exercisable (in USD per share) | 1.07 | |
Weighted average fair value of awards vested and expected to vest (in USD per share) | $ 1.21 | |
Weighted Average Remaining Contractual Life (Years) | ||
Outstanding, end of period | 8 years 6 months 14 days | |
Vested and exercisable, end of the period | 6 years 10 months 17 days | |
Vested and unvested exercisable, end of the period | 6 years 10 months 17 days | |
Vested and expected to vest, end of the period | 8 years 5 months 19 days | |
Aggregate Intrinsic Value | ||
Aggregate intrinsic value of awards outstanding at beginning of period | $ 31 | |
Aggregate intrinsic value of awards granted | 0 | |
Aggregate intrinsic value of awards exercised/released | 0 | |
Aggregate intrinsic value of awards expired | 0 | |
Aggregate intrinsic value of awards forfeited | 0 | |
Aggregate intrinsic value of awards outstanding at end of period | 40 | $ 31 |
Aggregate intrinsic value of awards vested and exercisable | 0 | |
Aggregate intrinsic value of awards vested and unvested exercisable | 0 | |
Aggregate intrinsic value of awards vested and expected to vest | $ 38 |
REVENUE AND SEGMENT REPORTING -
REVENUE AND SEGMENT REPORTING - Narrative (Details) | 3 Months Ended |
Mar. 31, 2022segment | |
Segment Reporting [Abstract] | |
Number of reportable segments | 2 |
REVENUE AND SEGMENT REPORTING_2
REVENUE AND SEGMENT REPORTING - Schedule of Revenue and Cost of Sales (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Segment Reporting, Revenue Reconciling Item [Line Items] | ||
Total revenue | $ 9,114 | $ 4,027 |
Total cost of products sold and services | 8,613 | 3,707 |
Operating expense: | 501 | 320 |
Operating expense: | ||
Pharmacy operations | 3,929 | 2,593 |
General and administrative | 6,535 | 5,676 |
Selling and marketing | 2,313 | 1,534 |
Research and development | 493 | 168 |
Total operating expense | 13,270 | 9,971 |
Operating loss | (12,769) | (9,651) |
Retail Pharmacy Services | ||
Segment Reporting, Revenue Reconciling Item [Line Items] | ||
Total revenue | 8,849 | 3,418 |
Total cost of products sold and services | 8,482 | 3,329 |
Operating expense: | 367 | 89 |
Pharmacy Technology | ||
Segment Reporting, Revenue Reconciling Item [Line Items] | ||
Total revenue | 265 | 609 |
Total cost of products sold and services | 131 | 378 |
Operating expense: | 134 | 231 |
Total pharmacy and hardware revenue | ||
Segment Reporting, Revenue Reconciling Item [Line Items] | ||
Total revenue | 9,014 | 3,781 |
Total cost of products sold and services | 8,563 | 3,526 |
Total pharmacy and hardware revenue | Retail Pharmacy Services | ||
Segment Reporting, Revenue Reconciling Item [Line Items] | ||
Total revenue | 8,849 | 3,418 |
Total pharmacy and hardware revenue | Pharmacy Technology | ||
Segment Reporting, Revenue Reconciling Item [Line Items] | ||
Total revenue | 165 | 363 |
Retail pharmacy revenue | ||
Segment Reporting, Revenue Reconciling Item [Line Items] | ||
Total revenue | 8,849 | 3,418 |
Retail pharmacy revenue | Retail Pharmacy Services | ||
Segment Reporting, Revenue Reconciling Item [Line Items] | ||
Total revenue | 8,849 | 3,418 |
Retail pharmacy revenue | Pharmacy Technology | ||
Segment Reporting, Revenue Reconciling Item [Line Items] | ||
Total revenue | 0 | 0 |
Hardware | ||
Segment Reporting, Revenue Reconciling Item [Line Items] | ||
Total revenue | 56 | 241 |
Hardware | Retail Pharmacy Services | ||
Segment Reporting, Revenue Reconciling Item [Line Items] | ||
Total revenue | 0 | 0 |
Hardware | Pharmacy Technology | ||
Segment Reporting, Revenue Reconciling Item [Line Items] | ||
Total revenue | 56 | 241 |
Subscription | ||
Segment Reporting, Revenue Reconciling Item [Line Items] | ||
Total revenue | 109 | 122 |
Subscription | Retail Pharmacy Services | ||
Segment Reporting, Revenue Reconciling Item [Line Items] | ||
Total revenue | 0 | 0 |
Subscription | Pharmacy Technology | ||
Segment Reporting, Revenue Reconciling Item [Line Items] | ||
Total revenue | 109 | 122 |
Total service revenue | ||
Segment Reporting, Revenue Reconciling Item [Line Items] | ||
Total revenue | 100 | 246 |
Total cost of products sold and services | 50 | 181 |
Total service revenue | Retail Pharmacy Services | ||
Segment Reporting, Revenue Reconciling Item [Line Items] | ||
Total revenue | 0 | 0 |
Total service revenue | Pharmacy Technology | ||
Segment Reporting, Revenue Reconciling Item [Line Items] | ||
Total revenue | 100 | 246 |
Software integration | ||
Segment Reporting, Revenue Reconciling Item [Line Items] | ||
Total revenue | 0 | 0 |
Software integration | Retail Pharmacy Services | ||
Segment Reporting, Revenue Reconciling Item [Line Items] | ||
Total revenue | 0 | 0 |
Software integration | Pharmacy Technology | ||
Segment Reporting, Revenue Reconciling Item [Line Items] | ||
Total revenue | 0 | 0 |
Software | ||
Segment Reporting, Revenue Reconciling Item [Line Items] | ||
Total revenue | 48 | 33 |
Software | Retail Pharmacy Services | ||
Segment Reporting, Revenue Reconciling Item [Line Items] | ||
Total revenue | 0 | 0 |
Software | Pharmacy Technology | ||
Segment Reporting, Revenue Reconciling Item [Line Items] | ||
Total revenue | 48 | 33 |
Maintenance and support | ||
Segment Reporting, Revenue Reconciling Item [Line Items] | ||
Total revenue | 32 | 31 |
Maintenance and support | Retail Pharmacy Services | ||
Segment Reporting, Revenue Reconciling Item [Line Items] | ||
Total revenue | 0 | 0 |
Maintenance and support | Pharmacy Technology | ||
Segment Reporting, Revenue Reconciling Item [Line Items] | ||
Total revenue | 32 | 31 |
Installation | ||
Segment Reporting, Revenue Reconciling Item [Line Items] | ||
Total revenue | 6 | 16 |
Installation | Retail Pharmacy Services | ||
Segment Reporting, Revenue Reconciling Item [Line Items] | ||
Total revenue | 0 | 0 |
Installation | Pharmacy Technology | ||
Segment Reporting, Revenue Reconciling Item [Line Items] | ||
Total revenue | 6 | 16 |
Professional services and other | ||
Segment Reporting, Revenue Reconciling Item [Line Items] | ||
Total revenue | 14 | 166 |
Professional services and other | Retail Pharmacy Services | ||
Segment Reporting, Revenue Reconciling Item [Line Items] | ||
Total revenue | 0 | 0 |
Professional services and other | Pharmacy Technology | ||
Segment Reporting, Revenue Reconciling Item [Line Items] | ||
Total revenue | $ 14 | $ 166 |
REVENUE AND SEGMENT REPORTING_3
REVENUE AND SEGMENT REPORTING - Schedule of Assets and Liabilities by Segment (Details) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Segment Reporting, Asset Reconciling Item [Line Items] | ||
Assets | $ 27,692 | $ 38,143 |
Liabilities | 21,077 | 19,070 |
Operating Segments | Retail Pharmacy Services | ||
Segment Reporting, Asset Reconciling Item [Line Items] | ||
Assets | 16,323 | 13,641 |
Liabilities | 6,705 | 5,618 |
Operating Segments | Pharmacy Technology | ||
Segment Reporting, Asset Reconciling Item [Line Items] | ||
Assets | 6,661 | 5,222 |
Liabilities | 4,183 | 3,567 |
Corporate | ||
Segment Reporting, Asset Reconciling Item [Line Items] | ||
Assets | 4,708 | 19,280 |
Liabilities | $ 10,189 | $ 9,885 |
REVENUE AND SEGMENT REPORTING_4
REVENUE AND SEGMENT REPORTING - Long-Lived Assets by Geographic Area (Details) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Segment Reporting, Asset Reconciling Item [Line Items] | ||
Total long-lived assets | $ 8,803 | $ 8,230 |
United States | ||
Segment Reporting, Asset Reconciling Item [Line Items] | ||
Total long-lived assets | 8,383 | 7,675 |
Canada | ||
Segment Reporting, Asset Reconciling Item [Line Items] | ||
Total long-lived assets | $ 420 | $ 555 |
SUBSEQENT EVENTS (Details)
SUBSEQENT EVENTS (Details) $ / shares in Units, shares in Millions, $ in Millions | Jul. 01, 2022USD ($) | Apr. 04, 2022USD ($)shares | Jul. 31, 2022USD ($)shares | Apr. 30, 2022USD ($) | Mar. 30, 2022USD ($)closing$ / sharesshares |
Warrant Shares | |||||
Subsequent Event [Line Items] | |||||
Exercise price of warrants issued (in USD per share) | $ / shares | $ 1.25 | ||||
Term of warrants (in years) | 5 years | ||||
Proceeds to be received if warrants are exercised in full | $ | $ 29.4 | ||||
Percentage of warrants callable | 66.67% | ||||
Exercise the contingent call options, additional equity | $ | $ 19.6 | ||||
Warrant Shares | Warrants Callable at 12 Months | |||||
Subsequent Event [Line Items] | |||||
Percentage of warrants callable | 33.33% | ||||
Warrant Shares | Warrants Callable at 24 Months | |||||
Subsequent Event [Line Items] | |||||
Percentage of warrants callable | 33.33% | ||||
Private Placement | |||||
Subsequent Event [Line Items] | |||||
Number of shares authorized to be sold (in shares) | 47.1 | ||||
Number of shares called by warrants (in shares) | 23.5 | ||||
Number of closings | closing | 2 | ||||
Sale of stock (in USD per share) | $ / shares | $ 1.0625 | ||||
Warrants issued as a percentage of shares purchased | 50.00% | ||||
Private Placement | Forecast | |||||
Subsequent Event [Line Items] | |||||
Number of shares sold or expected to be sold (in shares) | 9.4 | ||||
Gross proceeds from private placement | $ | $ 10 | $ 10 | |||
Number of warrants issued (in shares) | 4.7 | ||||
Private Placement | Subsequent Event | |||||
Subsequent Event [Line Items] | |||||
Number of shares sold or expected to be sold (in shares) | 37.6 | ||||
Gross proceeds from private placement | $ | $ 40 | $ 40 | |||
Number of warrants issued (in shares) | 18.8 | ||||
Proceeds from issuance of warrants | $ | $ 40 |