Cover
Cover - shares | 3 Months Ended | |
Mar. 31, 2023 | May 05, 2023 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Mar. 31, 2023 | |
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 | 4720 East Cotton Gin Loop, | |
Entity Address, Address Line Two | Suite 220 | |
Entity Address, City or Town | Phoenix, | |
Entity Address, State or Province | AZ | |
Entity Address, Postal Zip Code | 85040 | |
City Area Code | 905 | |
Local Phone Number | 812-0023 | |
Title of 12(b) Security | Common Stock, par value $0.001 per share | |
Trading Symbol | MDVL | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 80,523,932 | |
Entity Central Index Key | 0001402479 | |
Document Fiscal Year Focus | 2023 | |
Document Fiscal Period Focus | Q1 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --12-31 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Mar. 31, 2023 | Dec. 31, 2022 |
Current assets: | ||
Cash and cash equivalents | $ 18,796 | $ 11,444 |
Restricted cash | 676 | 676 |
Accounts receivable | 207 | 404 |
Inventories | 8,701 | 3,994 |
Prepaid expenses and other current assets | 2,072 | 2,569 |
Current assets from discontinued operations | 2,079 | 4,842 |
Total current assets | 32,531 | 23,929 |
Property, plant and equipment, net | 789 | 5,261 |
Intangible assets, net | 425 | 451 |
Right-of-use assets | 773 | 624 |
Other assets | 30 | 30 |
Long-term assets from discontinued operations | 1,166 | 2,837 |
Total assets | 35,714 | 33,132 |
Current liabilities: | ||
Accounts payable | 898 | 818 |
Accrued liabilities | 592 | 552 |
Accrued payroll and benefits | 1,240 | 1,379 |
Deferred revenue | 275 | 152 |
Current portion of lease obligations | 244 | 246 |
Current liabilities from discontinued operations | 1,885 | 2,794 |
Total current liabilities | 5,134 | 5,941 |
Warrant liabilities | 23,378 | 0 |
Long-term debt, net | 1,428 | 4,798 |
Long-term portion of lease obligations | 590 | 441 |
Long-term liabilities from discontinued operations | 1,015 | 1,128 |
Total liabilities | 31,545 | 12,308 |
Commitments and contingencies (Note 10) | ||
Stockholders' equity: | ||
Common shares ($0.001 par value, 300,000,000 shares authorized, 80,480,641 and 80,169,719 shares issued and outstanding at March 31, 2023 and December 31, 2022, respectively) | 81 | 81 |
Warrants | 11,205 | 11,148 |
Additional paid-in-capital | 256,847 | 256,229 |
Accumulated other comprehensive loss | (6,928) | (6,928) |
Accumulated deficit | (257,036) | (239,706) |
Total stockholders' equity | 4,169 | 20,824 |
Total liabilities and stockholders' equity | $ 35,714 | $ 33,132 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares | Mar. 31, 2023 | Dec. 31, 2022 |
Statement of Financial Position [Abstract] | ||
Common shares, par value (in USD per share) | $ 0.001 | $ 0.001 |
Common shares, authorized (in shares) | 300,000,000 | 300,000,000 |
Common shares, issued (in shares) | 80,480,641 | 80,169,719 |
Common shares, outstanding (in shares) | 80,480,641 | 80,169,719 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations and Comprehensive Loss - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Revenue: | ||
Total revenue | $ 620 | $ 265 |
Cost of products sold and services: | ||
Total cost of products sold and services | 363 | 131 |
Other operating expenses: | ||
General and administrative | 4,960 | 5,190 |
Selling and marketing | 132 | 100 |
Research and development | 176 | 258 |
Total operating expense | 5,268 | 5,548 |
Operating loss | (5,011) | (5,414) |
Loss on issuance of warrants | (10,424) | 0 |
Gain from change in fair value of warrant liabilities | 3,045 | 0 |
Interest income | 1 | 1 |
Interest expense | (169) | (251) |
Net loss and comprehensive loss from continued operations | (12,558) | (5,664) |
Discontinued operations: | ||
Loss from discontinued operations | (4,772) | (7,358) |
Net loss | $ (17,330) | $ (13,022) |
Basic and diluted net loss per share: | ||
Loss from continued operations - basic (in USD per share) | $ (0.16) | $ (0.17) |
Loss from continued operations - diluted (in USD per share) | (0.16) | (0.17) |
Loss from discontinued operations - basic (in USD per share) | (0.06) | (0.22) |
Loss from discontinued operations - diluted (in USD per share) | $ (0.06) | $ (0.22) |
Weighted average shares outstanding - basic (in shares) | 80,270,494 | 32,921,969 |
Weighted average shares outstanding - diluted (in shares) | 80,270,494 | 32,921,969 |
Hardware and subscription revenue | ||
Revenue: | ||
Total revenue | $ 304 | $ 165 |
Cost of products sold and services: | ||
Total cost of products sold and services | 245 | 81 |
Service revenue | ||
Revenue: | ||
Total revenue | 316 | 100 |
Cost of products sold and services: | ||
Total cost of products sold and services | $ 118 | $ 50 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Stockholders' 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, 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 restricted stock units (in shares) | 6,874 | |||||
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) |
Balance at beginning of period (in shares) at Dec. 31, 2022 | 80,169,719 | 80,169,719 | ||||
Balance at beginning of period at Dec. 31, 2022 | $ 20,824 | $ 81 | 11,148 | 256,229 | (239,706) | (6,928) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Net loss | (17,330) | (17,330) | ||||
Shares issued for vested restricted stock units (in shares) | 310,922 | |||||
Warrants issued | 57 | 57 | ||||
Share-based compensation | $ 618 | 618 | ||||
Balance at end of period (in shares) at Mar. 31, 2023 | 80,480,641 | 80,480,641 | ||||
Balance at end of period at Mar. 31, 2023 | $ 4,169 | $ 81 | $ 11,205 | $ 256,847 | $ (257,036) | $ (6,928) |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Cash flows from operating activities: | ||
Net loss | $ (17,330) | $ (13,022) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation of property, plant, and equipment | 671 | 286 |
Amortization of intangible and leased assets | 213 | 312 |
Loss on disposal of net assets from discontinued operations | 818 | 30 |
Loss on issuance of warrants | 10,424 | 0 |
Gain from change in fair value of warrants | (3,045) | 0 |
Term loan discount amortization and interest accretion on debt | 67 | 70 |
Share-based compensation expense | 618 | 564 |
Changes in operating assets and liabilities: | ||
Accounts receivable | (103) | (589) |
Inventory | 2,887 | (1,601) |
Prepaid expenses and other current assets | 518 | (914) |
Accounts payable | (472) | 935 |
Accrued liabilities | 504 | 125 |
Accrued payroll and benefits | (946) | 645 |
Deferred revenue | 123 | 24 |
Operating lease liability due to cash payments | (157) | (129) |
Net cash used in operating activities | (5,210) | (13,264) |
Cash flows from investing activities: | ||
Purchase of property, plant and equipment | (17) | (343) |
Payment of security deposits | 0 | (5) |
Purchase of intangible assets and other assets | 0 | (504) |
Net cash used in investing activities | (17) | (852) |
Cash flows from financing activities: | ||
Proceeds from issuance of warrants in private placement | 15,999 | 0 |
Payment of debt issuance costs | (380) | 0 |
Repayment of debt | (3,000) | 0 |
Payments on finance lease obligations | (40) | (23) |
Net cash provided by (used in) financing activities | 12,579 | (23) |
Net increase (decrease) in cash, cash equivalents and restricted cash | 7,352 | (14,139) |
Cash, cash equivalents and restricted cash at beginning of period | 12,120 | 20,089 |
Cash, cash equivalents and restricted cash at end of period | 19,472 | 5,950 |
Supplemental cash flow information: | ||
Cash paid for interest | 178 | 184 |
Inventory transferred to property, plant and equipment | 0 | 429 |
MedCenter equipment from discontinued operations transferred to inventory for continuing operations | 4,651 | 0 |
Purchase of property, plant and equipment in accounts payable | 0 | 122 |
Purchase of intangible assets in accounts payable | 0 | 326 |
Lease liabilities arising from obtaining right of use assets: | ||
Operating leases | 0 | 205 |
Finance leases | $ 231 | $ 73 |
NATURE OF OPERATIONS
NATURE OF OPERATIONS | 3 Months Ended |
Mar. 31, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
NATURE OF OPERATIONS | NATURE OF OPERATIONS MedAvail Holdings, Inc., or MedAvail, or the Company, a Delaware corporation, is a pharmacy technology and services company that has developed and commercialized an innovative self-service pharmacy, mobile application, and kiosk. 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 also has the ability to facilitate live pharmacist counseling via two-way audio-video communication with the ability to dispense prescription medicines under pharmacist control. Exit of Pharmacy Services and SpotRx On January 19, 2023, the Company announced a plan to exit the pharmacy services business to focus on its pharmacy technology business. In connection with its decision to exit the pharmacy services business, the Company initiated a reduction in force, in which employees of the pharmacy services business, representing at that time approximately 75% of the Company’s full-time employees, were terminated, effective January 18, 2023. The Company initiated the reduction in force to preserve capital and use its limited resources to pursue the pharmacy technology business. On January 20, 2023, the Company entered into an Asset Purchase and Sale Agreement, as amended, with German Dobson CVS, L.L.C., Garfield Beach CVS, L.L.C., Longs Drug Stores California, L.L.C., Woodward Detroit CVS, L.L.C. and Holiday CVS, L.L.C., or CVS, pursuant to which the Company agreed to sell to CVS certain assets, including pharmacy records, and inventory from SpotRx pharmacies located in Tucson and Phoenix, Arizona; Buena Park, Laguna Hills and San Fernando, California; Southfield, Michigan; and in Orlando and Tampa, Florida. The transaction closed on February 9, 2023, for a final purchase price of $2.9 million (subject to $0.1 million in fees and a $0.2 million indemnification holdback). Upon closing, the pharmacy records and inventory purchased by CVS were transferred from the SpotRx pharmacies to nearby CVS pharmacy locations. For the year ended December 31, 2022, the pharmacy services business comprised approximately 97% of the Company’s total revenues. As of December 31, 2022, inventory from SpotRx pharmacies comprised approximately $3.0 million, or 9%, of total consolidated assets. Pharmacy service business assets that were not sold to CVS have been or are expected to be primarily reabsorbed or settled, or to a lesser extent, sold or abandoned. As of March 31, 2023, the Company substantially completed its exit from the pharmacy services business. The accounting requirements for reporting the pharmacy services business as a discontinued operation were met during the three months ended March 31, 2023. Accordingly, the condensed consolidated financial statements and notes to the consolidated condensed financial statements reflect the results of the pharmacy service business as a discontinued operation for the periods presented. See to Note 13 for additional information. |
LIQUIDITY
LIQUIDITY | 3 Months Ended |
Mar. 31, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
LIQUIDITY | LIQUIDITY The condensed consolidated financial statements for the three months ended March 31, 2023 and the year ended December 31, 2022, were prepared on the basis of a going concern which contemplates that the Company will be able to realize assets and discharge liabilities in the normal course of business. On March 9, 2023, the Company entered into a Securities Purchase Agreement, or private placement (the “Offering”), of securities with certain institutional investors, or the Investors. Upon close of the transaction the Company received gross proceeds from the Offering of approximately $16.0 million, before deducting offering expenses. The Company intends to use the net proceeds from this offering to fund one-time costs associated with restructuring, repay outstanding debt, and finance its growth initiatives related to its MedCenter technology business. Pursuant to the offering, the Company agreed to issue pre-funded warrants to purchase up to an aggregate of 49,813,198 shares of common stock at an exercise price of $0.001 per share, or Pre-Funded Warrants, and agreed to issue Series A warrants to purchase up to an aggregate of 49,813,198 shares of common stock at an exercise price of $0.38544 per share, or Series A Warrants, to be issued following stockholder approval of the issuance of the Series A Warrants. As of March 31, 2023, the Company had $19.5 million in cash and cash equivalents, including restricted cash, and an accumulated deficit of $257.0 million. Furthermore, net cash used in operating activities for the three months ended March 31, 2023 and 2022 was $5.2 million and $13.3 million, respectively. Since inception through March 31, 2023, the Company has continually incurred losses from its operations, which have been financed primarily by net cash proceeds from sales of common stock and warrants in private placements, sales of redeemable preferred stock and debt. Relevant accounting standards require that management make a determination as to whether or not substantial doubt exists as to the Company’s ability to continue as a going concern. If substantial doubt does exist management should determine if there are plans in place which alleviate that doubt. As of December 31, 2021, and through the nine months ended September 30, 2022, the Company had identified substantial doubt as to the Company’s ability to continue as a going concern. During the first quarter of 2023, the Company raised capital in a private placement and reduced operating costs by exiting its pharmacy services business. As a result, after considering the Company's ongoing cash requirements to fund operations, management determined that the Company has sufficient financial resources to continue operations through the date of this report and one year from the date of the financial statement issuance date, with no substantial doubt as to the Company’s ability to continue as a going concern. |
BASIS OF PRESENTATION
BASIS OF PRESENTATION | 3 Months Ended |
Mar. 31, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
BASIS OF PRESENTATION | BASIS OF PRESENTATION The accompanying unaudited condensed consolidated financial statements as of March 31, 2023, and for the three months ended March 31, 2023 and 2022 have been prepared in accordance with generally accepted accounting principles in the United States of America ("GAAP") for unaudited interim financial information, and in accordance with the rules of the Securities and Exchange Commission ("SEC") applicable to interim reports of companies filing as a smaller reporting company. Accordingly, the unaudited interim condensed consolidated financial statements do not include all of the information and footnotes required by GAAP for audited financial statements. The condensed consolidated balance sheet as of December 31, 2022 was derived from the Company's audited consolidated financial statements but does not include all disclosures required by GAAP for audited financial statements. The preparation of financial statements in accordance with GAAP requires management to use judgment in the application of accounting policies, including making estimates and assumptions. Actual results could differ from those estimates. The Company's critical accounting policies are those that are both most important to its financial condition and results of operations and require the most difficult, subjective or complex judgments on the part of management in their application, often as a result of the need to make estimates about the effect of matters that are inherently uncertain. The Company is not aware of any events or circumstances which would require update to its estimates or judgements as disclosed in the Company's Annual Report on Form 10-K for the year ended December 31, 2022. 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, 2022 included in the Company's Annual Report on Form 10-K for the year ended December 31, 2022, which was filed with the Securities and Exchange Commission, or SEC on April 14, 2023. Principles of consolidation The unaudited condensed consolidated 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. As noted in Note 2, as of March 31, 2023, the Company substantially completed its exit from the pharmacy services business. As a result, the Company has reported the operating results of its pharmacy services business in the loss from discontinued operations line in the condensed consolidated statements of operations for all periods presented. In addition, related assets and liabilities were reported as assets of discontinued operations and liabilities of discontinued operations in the condensed consolidated balance sheets for all periods presented. Unless otherwise noted, the discussion within these notes to the consolidated financial statements relates to continuing operations comprised of the pharmacy technology business. See Note 13 for additional information on discontinued operations. |
RECENT ACCOUNTING PRONOUNCEMENT
RECENT ACCOUNTING PRONOUNCEMENTS | 3 Months Ended |
Mar. 31, 2023 | |
Accounting Standards Update and Change in Accounting Principle [Abstract] | |
RECENT ACCOUNTING PRONOUNCEMENTS | RECENT ACCOUNTING PRONOUNCEMENTS Recently Issued Accounting Standards Not Yet Adopted Fair Value Measurement of Equity Securities Subject to Contractual Sale Restrictions In June 2022, the FASB issued ASU No. 2022-03, “Fair Value Measurement (Topic 820):”- Fair Value Measurement of Equity Securities Subject to Contractual Sale Restrictions”, or ASU 2022-03. The amendments in this update clarify the guidance in Topic 820. ASU 2022-03 becomes effective for Public Business Entities who are SEC filers for fiscal years beginning after December 15, 2023, and interim periods within those fiscal years. Early adoption is permitted. ASU No. 2022-03 will be effective beginning in the first quarter of the Company's fiscal year 2024. The Company has not yet completed its evaluation of the impact of this new guidance on its consolidated financial statements. There was no other recently issued and effective authoritative guidance that is expected to have a material impact on the Company’s consolidated financial statements through the reporting date. 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”, or ASU 2016-13, supplemented by ASU 2018-19, “Codification Improvements to Topic 326, Financial Instruments – Credit Losses”, or 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, and for fiscal years beginning after December 15, 2022 for all other public business entities and private companies, with early adoption permitted. Effective January 1, 2023, the Company adopted ASU No. 2016-13. The impact of adoption of ASU 2016-13 was not material to its consolidated financial statements. |
EARNINGS (LOSS) PER SHARE
EARNINGS (LOSS) PER SHARE | 3 Months Ended |
Mar. 31, 2023 | |
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 are exercised the related issued and outstanding common shares are included in weighted average shares outstanding: Shares Issuance Date Exercise Date 19,310 November 18, 2020 Outstanding |
FAIR VALUE MEASUREMENTS
FAIR VALUE MEASUREMENTS | 3 Months Ended |
Mar. 31, 2023 | |
Fair Value Disclosures [Abstract] | |
FAIR VALUE MEASUREMENTS | FAIR VALUE MEASUREMENTS Fair value measurements are categorized in one of the following three levels based on the lowest level input that is significant to the fair value measurement in its entirety: Level 1 - Inputs to the valuation methodology are unadjusted quoted prices in active markets for identical assets or liabilities. Level 2 - Observable inputs other than quoted prices in active markets for identical assets or liabilities include: a. quoted prices for similar assets or liabilities in active markets; b. quoted prices for identical or similar assets or liabilities in inactive markets; c. inputs other than quoted prices that are observable for the asset or liability; d. inputs that are derived principally from or corroborated by observable market data by correlation or other means. If the asset or liability has a specified (contractual) term, the Level 2 input must be observable for substantially the full term of the asset or liability. Level 3- Inputs to the valuation methodology are unobservable (i.e., supported by little or no market activity) and significant to the fair value measure. Assets and liabilities measured at fair value on a recurring basis were as follows: Fair Value Hierarchy (in thousands) March 31, 2023 Level 1 Level 2 Level 3 Liabilities: Warrants liabilities $ 23,378 $ — $ — $ 23,378 Total liabilities $ 23,378 $ — $ — $ 23,378 As of December 31, 2022, there were no assets and liabilities accounted for at fair value on a reoccurring basis. The carrying amount of the Company's term loan approximates fair value based upon market interest rates available to the Company for debt of similar risk and maturities. See Note 8, for further information regarding the Company’s term loan. The carrying amount of cash and cash equivalents and restricted cash approximates fair value. See Note 12, for further details regarding the Company's Warrants and fair value measurement of Warrant liabilities. |
BALANCE SHEET AND OTHER INFORMA
BALANCE SHEET AND OTHER INFORMATION | 3 Months Ended |
Mar. 31, 2023 | |
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. In 2021 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 $0.7 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 cash and cash equivalents presented in the statements of cash flows. Accounts Receivable Accounts receivable are primarily comprised of trade receivables presented net of allowance for doubtful accounts when estimatable and present. The Company maintains an allowance for doubtful accounts based on its assessment of the collectability of amounts owed by customers. The allowance consists of known specific troubled accounts as well as an amount based on overall estimated potential uncollectible accounts receivable based on historical experience. As of March 31, 2023, and December 31, 2022, based upon its historical collections experience, the Company had no credit risks balances which would require to be reserved as an allowance for doubtful accounts. Inventory The following table presents detail of inventory balances: March 31, December 31, (in thousands) 2023 2022 Inventory: MedCenter hardware $ 8,011 $ 3,331 Spare parts 690 663 Total inventory $ 8,701 $ 3,994 MedCenter hardware recognized in pharmacy and hardware cost of products sold was $0.2 million and $0.1 million during the three months ended March 31, 2023 and 2022, respectively. See Property, plant, and equipment below for additional details. Prepaid expenses and other current assets The following table presents prepaid expenses and other current assets balances: March 31, December 31, (in thousands) 2023 2022 Prepaid expenses and other current assets: Prepaid MedCenter inventory $ 1,146 $ 1,359 Prepaid insurance 690 921 Other 236 289 Total prepaid expenses and other current assets $ 2,072 $ 2,569 Property, plant and equipment The following tables present property, plant and equipment balances: Estimated useful lives March 31, December 31, (in thousands) 2023 2022 Property, plant and equipment: MedCenter equipment 8 years $ 1,531 $ 7,983 IT equipment 1 - 3 years 2,002 1,908 Leasehold improvements lesser of useful life or term of lease 316 316 General plant and equipment 5 - 8 years 373 373 Office furniture and equipment 5 - 8 years 332 217 Vehicles 5 years 38 36 Construction-in-process 5 5 Total historical cost 4,597 10,838 Accumulated depreciation (3,808) (5,577) Total property, plant and equipment, net $ 789 $ 5,261 Depreciation expense of property and equipment was $0.7 million and $0.3 million for the three months ended March 31, 2023 and 2022, respectively. Depreciation expense included in pharmacy and hardware cost of products sold was $9.0 thousand and $26.0 thousand for the three months ended March 31, 2023 and 2022, respectively. During the three months ended March 31, 2023, as part of its strategic realignment, the Company decommissioned MedCenters operating under its discontinued retail pharmacy services business, and reclassified out of property, plant, and equipment, and into inventory, for sale to customers, MedCenters with a net book value of $4.8 million, consisting of $6.7 million of gross book value partially offset by $1.9 million of accumulated depreciation. Intangible assets The following table presents intangible asset balances: March 31, December 31, (in thousands) 2023 2022 Gross intangible assets: Intellectual property $ 3,857 $ 3,857 Software 2,200 2,200 Website and mobile application 534 534 Total intangible assets 6,591 6,591 Accumulated amortization: Intellectual property (3,857) (3,857) Software (1,775) (1,749) Website and mobile application (534) (534) Total accumulated amortization (6,166) (6,140) Total intangible assets, net $ 425 $ 451 Amortization expense of intangible assets was $26.0 thousand and $2.0 thousand for the three months ended March 31, 2023 and 2022, 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) 2023 2022 Assets: Operating $ 559 $ 620 Finance 214 4 Total assets $ 773 $ 624 Liabilities: Operating: Current $ 207 $ 241 Long-term 413 441 Finance: Current 37 5 Long-term 177 — Total liabilities $ 834 $ 687 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, 2023 2022 Finance leases: Weighted-average remaining lease term (years) 4.7 0.5 Weighted-average discount rate 11.4 % 6.0 % Operating leases: Weighted-average remaining lease term (years) 3.5 3.6 Weighted-average discount rate 6.2 % 7.3 % Maturities of operating leases liabilities are as follows: (in thousands) Remaining period in 2023 $ 211 2024 148 2025 152 2026 157 2027 37 Total lease payments 705 Less: present value discount (85) Total leases $ 620 Maturities of finance lease liabilities are as follows: (in thousands) Remaining period in 2023 $ 47 2024 58 2025 58 2026 58 2027 58 Total finance lease payments 279 Less: imputed interest (65) Total leases $ 214 Operating lease expense was $0.1 million for each of the three months ended March 31, 2023 and 2022, respectively. |
DEBT
DEBT | 3 Months Ended |
Mar. 31, 2023 | |
Debt Disclosure [Abstract] | |
DEBT | DEBT The following table presents debt balances: March 31, December 31, (in thousands) 2023 2022 Term loan $ 2,002 $ 5,182 Term loan issuance costs, net (574) (384) Total debt, net 1,428 4,798 Less short term debt — — Long-term debt, net $ 1,428 $ 4,798 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% (12.0% at March 31, 2023). First Amendment, Consent and Default Waiver to Loan and Security Agreement On February 10, 2023, the Company entered into the First Amendment, Consent and Default Waiver to Loan and Security Agreement or the Loan Amendment and Consent, with each of Silicon Valley Bank, a California corporation, and an authorized foreign bank under the Bank Act (Canada), and SVB Innovation Credit Fund VIII, L.P., a Delaware limited partnership, or together SVB. Among other matters, the Loan Amendment and Consent provides SVB’s consent to the sale of certain assets related to the Company’s pharmacy services business pursuant to the previously announced Asset Purchase Agreement. The Loan Amendment and Consent also provides that upon the closing of the asset sale, the Company would pay SVB $3.4 million, which includes $0.4 million of the Final Payment (as defined in the Loan Amendment and Consent) and prepayment of $3.0 million of Term Loan Advances (as defined in the Loan Amendment and Consent), with SVB waiving the prepayment premium due on all Term Loan Advances prepaid by the Company prior to February 10, 2023. The Loan Amendment and Consent also includes SVB's waiver of any legal action or enforcement of rights and remedies with respect to certain specified defaults arising prior to February 10, 2023. On February 10, 2023, in connection with the Loan Amendment and Consent, the Company issued warrants, or the SVB Warrants, to SVB for the purchase of up to an aggregate of 200,366 shares of common stock at a per share exercise price of $0.3274, with an expiration date of February 10, 2035. The number of shares and the exercise price are subject to adjustment as set forth in the SVB Warrants. See Note 12. SVB Letter Agreement On March 10, 2023, SVB, based in Santa Clara, California, was closed by the California Department of Financial Protection and Innovation, which appointed the FDIC as receiver. On March 10, 2023, the Federal Deposit Insurance Corporation (the “FDIC”) took control of SVB and created the National Bank of Santa Clara to hold the deposits of SVB after SVB was unable to continue their operations. On March 13, 2023, the Company was informed by SVB that the Company was still bound by the terms, conditions, and covenants of the Company’s Loan and Security Agreement with SVB, or the Loan Agreement, and the Loan Amendment and Consent. On March 29, 2023, the Company entered into a Letter Agreement, or Letter Agreement, with each of (a) Silicon Valley Bank, a Division of First-Citizens Bank & Trust Company (successor by purchase to the Federal Deposit Insurance Corporation as receiver for Silicon Valley Bridge Bank, N.A. (as successor to Silicon Valley Bank)), or SVB Successor, in its capacity as administrative agent and collateral agent, (b) SVB Successor, as a lender, and (c) SVB Innovation Credit Fund VIII, L.P., or SVB Capital, as a lender, and obtained a waiver for any event of default occurring prior to March 29, 2023, to include the year ended December 31, 2022. The Letter Agreement also amends the Loan Agreement to provide that the Company is only required to maintain on deposit at SVB Successor or its affiliates, at least 50% of the aggregate dollar value of all of the Company accounts at all financial institutions. As of March 31, 2023, the Company had approximately $9.8 million on deposit with SVB Successor and $9.7 million on deposit with another financial institution and was in compliance with all required covenants of the Loan Agreement. The Company continues to monitor the circumstances surrounding SVB and does not anticipate such circumstances will have a material impact on the Company's financial condition, operations, or on the Loan Agreement with SVB Successor. As of the date of filing this Quarterly Report on Form 10-Q, the Company has full access to and control over all of its cash, and cash equivalents across all financial institutions. |
INCOME TAXES
INCOME TAXES | 3 Months Ended |
Mar. 31, 2023 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | INCOME TAXES The Company incurred minimal income tax expense for the three months ended March 31, 2023 and 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, 2023 and December 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, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | COMMITMENTS AND CONTINGENCIES Litigation The Company is and, from time to time may in the future become, involved in legal proceedings, claims and litigation in the ordinary course of business. The Company has become subject to certain demands, and claims from former employees relating to the reduction in force the Company implemented in connection with the restructuring of the company and the disposition of its pharmacy services business. The Company intends to vigorously defend itself against such pending and threatened actions. The Company cannot determine a reasonable estimate of the maximum possible loss or range of loss for pending or threatened matters given that they are at various stages of the litigation process and each case is subject to the inherent uncertainties of litigation. In management’s opinion, based on currently available information, any potential loss resulting from the resolution of these matters is not expected to have a material adverse effect on the Company’s results of operations, financial position, or cash flows. |
SHARE-BASED COMPENSATION
SHARE-BASED COMPENSATION | 3 Months Ended |
Mar. 31, 2023 | |
Share-Based Payment Arrangement [Abstract] | |
SHARE-BASED COMPENSATION | SHARE-BASED COMPENSATION Share-based compensation The following table presents the Company's expense related to share-based compensation, in thousands: Three Months Ended March 31, 2023 2022 Share-based compensation $ 618 $ 564 Expense remaining to be recognized for unvested option awards from the 2012, 2018, 2020 and 2022 plans as of March 31, 2023, was $1.8 million, which will be recognized on a weighted average basis over the next 2.6 years. Expense remaining to be recognized for unvested RSU awards as of March 31, 2023, was $1.6 million, which will be recognized on a weighted average basis over the next 1.9 years. The following table presents the Company's outstanding option awards activity during the three months ended March 31, 2023: (in thousands, except for share and per share amounts) Number of Awards Weighted Average Exercise Price Weighted Average Fair Value Weighted Average Remaining Contractual Life (Years) Aggregate Intrinsic Value Outstanding, beginning of period 4,399,741 $ 1.88 $ 1.14 $ — Granted — — — — Exercised/Released — — — — Expired — — — — Forfeited (66,302) 1.37 0.83 — Outstanding, end of period 4,333,439 $ 1.89 $ 1.15 8.05 $ — Vested and exercisable, end of the period 2,079,894 2.23 1.22 7.03 — Vested and unvested exercisable, end of the period 2,079,894 2.23 1.22 7.03 — Vested and expected to vest, end of the period 4,180,949 1.91 1.15 8.02 — The following table present outstanding RSU awards activity during the three months ended March 31, 2023: Number of Awards Weighted Average Exercise Price Weighted Average Grant Date Fair Value Weighted Average Remaining Contractual Life (Years) Unvested outstanding, beginning of period 2,376,554 $ — $ 1.31 Granted — $ — $ — Exercised/Released — $ — $ — Cancelled/Forfeited (763,380) $ — $ 0.87 Expired — $ — $ — Unvested outstanding, end of period 1,613,174 $ — $ 1.40 14.14 Vested, outstanding shares — $ — $ — As of March 31, 2023 and December 31, 2022, there was an aggregate of 2.7 million and 2.3 million shares of common stock, respectively, available for grant under the 2020 Plan. As of March 31, 2023 and December 31, 2022, there was an aggregate of 1.1 million and 0.2 million shares of common stock, respectively, available for grant under the 2022 Inducement plan. |
WARRANTS
WARRANTS | 3 Months Ended |
Mar. 31, 2023 | |
Equity [Abstract] | |
WARRANTS | WARRANTS Equity Warrants During the twelve months ended December 31, 2022, 18.8 million warrants were issued at the first closing of a private placement in April 2022 with a fair value of $9.2 million, a 5 years term and an exercise price per share of $1.25. An additional 4.7 million warrants were issued at a second closing of the private placement in July 2022 with a fair value of $4.5 million, a 5 years term and an exercise price per share of $1.25. No warrants were exercised or expired during the three months ended March 31, 2023, or twelve months ended December 31, 2022. These warrants met the equity classification requirements and therefore are classified in our stockholders' equity. SVB warrants During the three months ended March 31, 2023, as part of the First Amendment to the Loan and Security Agreement with Silicon Valley Bank (see Note 8), the Company issued 200,366 common stock warrants to the lenders. Upon grant date, the fair value of the warrants was $57 thousand, measured using the Black Scholes Option Pricing model. There was no material change in fair value of these warrants through March 31, 2023. The SVB Warrants met equity classification requirements under ASC 815 - Derivative and Hedging, specifically due to the warrants having a limit on the number of shares the entity will be required to deliver upon exercise and the warrants not including cash-settled top-off or make- whole provisions, as well as, other conditions. As such, the SVB warrants met the equity classification requirements and are classified in the Company's shareholder' equity. The key input assumptions utilized in the valuation of the SVB Warrants were as follows: Grant date March 31, 2023 Market price $0.32 $0.29 Exercise price $0.32 $0.32 Term (Years) 12 11.7 Volatility 85% 85% Risk Free Rate 3.68% 3.60% Liability warrants The following table presents liability warrants: March 31, December 31, (in thousands) 2023 2022 Pre-Funded Warrants 14,295 — Series A Warrants 9,083 — 23,378 — Private placement On March 9, 2023, the Company entered into a Securities Purchase Agreement for a private placement of securities with certain institutional investors, or the Investors. Pursuant to the terms of the Offering, the Company agreed to issue Pre-Funded Warrants upon closing at a price of $0.3212 per underlying share, and Pre-Funded Warrants are exercisable into shares of common stock at an exercise price of $0.001 per share. The number of Pre-Funded Warrants exercisable is limited by the Nasdaq 19.99% cap based on the shares of Common Stock outstanding; until the Company's stockholders approve issuing Common Stock in excess of the Nasdaq 19.99% cap at the Company's annual shareholder meeting to be held June 14, 2023. Additionally, the Company provided the Investors with Series A Warrants with an exercise price of $0.385440 per share, that are not exercisable until the stockholders approve the Company to issue Common Stock in excess of the Nasdaq 19.99% cap. The Pre-Funded Warrants and Series A Warrants do not meet the equity classification requirements under ASC 815 - Derivative and Hedging, specifically the Company did not have a sufficient amount of Common Stock available to be issued to settle the warrants upon grant and through March 31, 2023, due to the Nasdaq 19.99% cap that limits the Company's ability to issue Common Stock to settle the Series A Warrants and Pre-funded Warrants. Consequently, the Pre-Funded Warrants and Series A Warrants were classified as liabilities. The Pre-Funded Warrant shares are exercisable for an aggregate of up to 49,813,198 shares of common stock, and the Series A Warrants will be exercisable for an aggregate of up to 49,813,198 shares of common stock. Upon close of the transaction on March 13, 2023, the Company received gross proceeds from the Offering of approximately $16.0 million, before deducting Offering expenses. The Company intends to use the net proceeds from the Offering to fund costs associated with restructuring, repay outstanding debt, and finance its growth initiatives related to its MedCenter technology business. Upon grant, the fair value of the Pre-Funded Warrants and Series A Warrants was $15.9 million and $10.5 million, respectively. The Company recorded the $10.4 million difference between the Offering proceeds and grant date fair value as a loss on issuance of warrants in the statement of operations and comprehensive loss. The fair values of the awards were measured using the Black Scholes Option Pricing model as of the grant date. The key input assumptions utilized in the valuation of the Pre-funded Warrants were as follows: Grant date March 31, 2023 Market price $0.32 $0.29 Exercise price $0.001 $0.001 Term (Years) 12 11.7 Volatility 85% 85% Risk Free Rate 3.70% 3.67% The key input assumptions utilized in the valuation of the Series A Warrants were as follows: Grant date March 31, 2023 Market price $0.32 $0.29 Exercise price $0.39 $0.39 Term (Years) 5 4.9 Volatility 85% 85% Risk Free Rate 3.68% 3.60% |
DISCONTINUED OPERATIONS
DISCONTINUED OPERATIONS | 3 Months Ended |
Mar. 31, 2023 | |
Discontinued Operations and Disposal Groups [Abstract] | |
DISCONTINUED OPERATIONS | DISCONTINUED OPERATIONS As discussed in Note 1 – Nature of Operations – the exit of our pharmacy services business was substantially completed as of March 31, 2023. The pharmacy services business was previously a reportable segment and the exit represents a strategic shift in the Company going forward. Accordingly, with the sale or disposition of its retail pharmacy assets and exit of the pharmacy services business, this transaction meets the accounting requirements for reporting as discontinued operations under ASC 205-20-50 for all periods presented. The following table summarizes the major income and expense line items from discontinued operations as reported in the condensed consolidated statements of operations and comprehensive loss: Three Months Ended March 31, (in thousands) 2023 2022 Revenue: Pharmacy revenue $ 3,834 $ 8,849 Total revenue 3,834 8,849 Cost of products sold and services: Pharmacy cost of products sold 3,581 8,481 Total cost of products sold and services 3,581 8,481 Operating expense: Pharmacy operations 1,726 3,720 General and administrative 570 1,563 Selling and marketing 845 2,205 Research and development — 235 Total operating expense 3,141 7,723 Operating loss (2,888) (7,355) Loss from sale and disposition of net assets, and reorganization expenses, net (1,885) — Interest expense 1 (3) Loss from discontinued operations $ (4,772) $ (7,358) Cash provided by operating activities by the pharmacy services business totaled $3.5 million and $0.1 million for the three months ended March 31, 2023 and March 31, 2022, respectively. Cash used in investing activities from the pharmacy services business totaled totaled $0.02 million and $0.35 million for the three months ended March 31, 2023 and March 31, 2022, respectively. Cash used in financing activities from the pharmacy services business totaled totaled $0.03 million and $0.02 million for the three months ended March 31, 2023 and March 31, 2022, respectively. Depreciation and amortization expense of the pharmacy services business totaled totaled $0.75 million and $0.48 million for the three months ended March 31, 2023 and March 31, 2022, respectively. The condensed consolidated statements of cash flows included $0.8 million loss on disposal of net assets from discontinued operations, which comprised of losses related to net realizable value adjustments to right of use assets related to leases and prepaid assets, and abandonment of certain property, plant, and equipment related to our discontinued operations. The following table summarizes the major classes of assets and liabilities of the retail pharmacy business as reported on the condensed consolidated balance sheets: (in thousands) March 31, 2023 December 31, 2022 Carrying amounts of major classed of assets included as part of discontinued operations: Accounts receivable, net $ 2,065 $ 1,804 Prepaid expenses and other current assets 14 95 Inventories — 2,943 Total current assets from discontinued operations $ 2,079 $ 4,842 Intangible assets, net $ — $ 14 Property plant and equipment, net — 1,194 Right-of-use assets 998 1,461 Other assets 168 168 Total long-term assets from discontinued operations $ 1,166 $ 2,837 Total long-term assets from discontinued operations Accounts payable $ 290 $ 857 Accrued liabilities 1,105 642 Accrued payroll and benefits 28 834 Current portion of lease obligations 462 461 Total current liabilities from discontinued operations $ 1,885 $ 2,794 Long-term portion of lease obligations $ 1,015 $ 1,128 Total long-term liabilities from discontinued operations $ 1,015 $ 1,128 |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 3 Months Ended |
Mar. 31, 2023 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | SUBSEQUENT EVENTS Reduction in Force On April 27, 2023, the Company completed an additional reduction in force, in which approximately 27% of the Company’s full-time employees at that time, were terminated, effective April 28, 2023. The Company notified the employees of their termination on April 27, 2023. The reduction in force is in connection with the Company’s continued efforts to streamline operations and achieve cost savings while focusing on its pharmacy technology business. The Company may incur additional expenses not currently contemplated due to events associated with the reduction in force. The changes that the Company expects to incur in connection with the reduction in force are estimates and subject to a number of assumptions, and actual results may differ materially. |
BASIS OF PRESENTATION (Policies
BASIS OF PRESENTATION (Policies) | 3 Months Ended |
Mar. 31, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation | The accompanying unaudited condensed consolidated financial statements as of March 31, 2023, and for the three months ended March 31, 2023 and 2022 have been prepared in accordance with generally accepted accounting principles in the United States of America ("GAAP") for unaudited interim financial information, and in accordance with the rules of the Securities and Exchange Commission ("SEC") applicable to interim reports of companies filing as a smaller reporting company. Accordingly, the unaudited interim condensed consolidated financial statements do not include all of the information and footnotes required by GAAP for audited financial statements. The condensed consolidated balance sheet as of December 31, 2022 was derived from the Company's audited consolidated financial statements but does not include all disclosures required by GAAP for audited financial statements. The preparation of financial statements in accordance with GAAP requires management to use judgment in the application of accounting policies, including making estimates and assumptions. Actual results could differ from those estimates. The Company's critical accounting policies are those that are both most important to its financial condition and results of operations and require the most difficult, subjective or complex judgments on the part of management in their application, often as a result of the need to make estimates about the effect of matters that are inherently uncertain. The Company is not aware of any events or circumstances which would require update to its estimates or judgements as disclosed in the Company's Annual Report on Form 10-K for the year ended December 31, 2022. 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, 2022 included in the Company's Annual Report on Form 10-K for the year ended December 31, 2022, which was filed with the Securities and Exchange Commission, or SEC on April 14, 2023. |
Principles of consolidation | Principles of consolidation The unaudited condensed consolidated 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. As noted in Note 2, as of March 31, 2023, the Company substantially completed its exit from the pharmacy services business. As a result, the Company has reported the operating results of its pharmacy services business in the loss from discontinued operations line in the condensed consolidated statements of operations for all periods presented. In addition, related assets and liabilities were reported as assets of discontinued operations and liabilities of discontinued operations in the condensed consolidated balance sheets for all periods presented. Unless otherwise noted, the discussion within these notes to the consolidated financial statements relates to continuing operations comprised of the pharmacy technology business. See Note 13 for additional information on discontinued operations. |
Recently Issued Accounting Standards Not Yet Adopted and Recently Adopted Accounting Standards | Recently Issued Accounting Standards Not Yet Adopted Fair Value Measurement of Equity Securities Subject to Contractual Sale Restrictions In June 2022, the FASB issued ASU No. 2022-03, “Fair Value Measurement (Topic 820):”- Fair Value Measurement of Equity Securities Subject to Contractual Sale Restrictions”, or ASU 2022-03. The amendments in this update clarify the guidance in Topic 820. ASU 2022-03 becomes effective for Public Business Entities who are SEC filers for fiscal years beginning after December 15, 2023, and interim periods within those fiscal years. Early adoption is permitted. ASU No. 2022-03 will be effective beginning in the first quarter of the Company's fiscal year 2024. The Company has not yet completed its evaluation of the impact of this new guidance on its consolidated financial statements. There was no other recently issued and effective authoritative guidance that is expected to have a material impact on the Company’s consolidated financial statements through the reporting date. 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”, or ASU 2016-13, supplemented by ASU 2018-19, “Codification Improvements to Topic 326, Financial Instruments – Credit Losses”, or 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, and for fiscal years beginning after December 15, 2022 for all other public business entities and private companies, with early adoption permitted. Effective January 1, 2023, the Company adopted ASU No. 2016-13. The impact of adoption of ASU 2016-13 was not material to its consolidated financial statements. |
EARNINGS (LOSS) PER SHARE (Tabl
EARNINGS (LOSS) PER SHARE (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
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 are exercised the related issued and outstanding common shares are included in weighted average shares outstanding: Shares Issuance Date Exercise Date 19,310 November 18, 2020 Outstanding |
FAIR VALUE MEASUREMENTS (Tables
FAIR VALUE MEASUREMENTS (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
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, 2023 Level 1 Level 2 Level 3 Liabilities: Warrants liabilities $ 23,378 $ — $ — $ 23,378 Total liabilities $ 23,378 $ — $ — $ 23,378 |
BALANCE SHEET AND OTHER INFOR_2
BALANCE SHEET AND OTHER INFORMATION (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
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) 2023 2022 Inventory: MedCenter hardware $ 8,011 $ 3,331 Spare parts 690 663 Total inventory $ 8,701 $ 3,994 |
Schedule of Prepaid Expenses and Other Current Assets | The following table presents prepaid expenses and other current assets balances: March 31, December 31, (in thousands) 2023 2022 Prepaid expenses and other current assets: Prepaid MedCenter inventory $ 1,146 $ 1,359 Prepaid insurance 690 921 Other 236 289 Total prepaid expenses and other current assets $ 2,072 $ 2,569 |
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) 2023 2022 Property, plant and equipment: MedCenter equipment 8 years $ 1,531 $ 7,983 IT equipment 1 - 3 years 2,002 1,908 Leasehold improvements lesser of useful life or term of lease 316 316 General plant and equipment 5 - 8 years 373 373 Office furniture and equipment 5 - 8 years 332 217 Vehicles 5 years 38 36 Construction-in-process 5 5 Total historical cost 4,597 10,838 Accumulated depreciation (3,808) (5,577) Total property, plant and equipment, net $ 789 $ 5,261 |
Schedule of Finite-Lived Intangible Assets | The following table presents intangible asset balances: March 31, December 31, (in thousands) 2023 2022 Gross intangible assets: Intellectual property $ 3,857 $ 3,857 Software 2,200 2,200 Website and mobile application 534 534 Total intangible assets 6,591 6,591 Accumulated amortization: Intellectual property (3,857) (3,857) Software (1,775) (1,749) Website and mobile application (534) (534) Total accumulated amortization (6,166) (6,140) Total intangible assets, net $ 425 $ 451 |
Schedule of Lease Assets and Liabilities | Balance sheet amounts for lease assets and leases liabilities are as follows: March 31, December 31, (in thousands) 2023 2022 Assets: Operating $ 559 $ 620 Finance 214 4 Total assets $ 773 $ 624 Liabilities: Operating: Current $ 207 $ 241 Long-term 413 441 Finance: Current 37 5 Long-term 177 — Total liabilities $ 834 $ 687 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, 2023 2022 Finance leases: Weighted-average remaining lease term (years) 4.7 0.5 Weighted-average discount rate 11.4 % 6.0 % Operating leases: Weighted-average remaining lease term (years) 3.5 3.6 Weighted-average discount rate 6.2 % 7.3 % |
Schedule of Maturities of Operating Lease Liabilities | Maturities of operating leases liabilities are as follows: (in thousands) Remaining period in 2023 $ 211 2024 148 2025 152 2026 157 2027 37 Total lease payments 705 Less: present value discount (85) Total leases $ 620 |
Schedule of Maturities of Finance Lease Liabilities | Maturities of finance lease liabilities are as follows: (in thousands) Remaining period in 2023 $ 47 2024 58 2025 58 2026 58 2027 58 Total finance lease payments 279 Less: imputed interest (65) Total leases $ 214 |
DEBT (Tables)
DEBT (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Debt Disclosure [Abstract] | |
Schedule of Debt | The following table presents debt balances: March 31, December 31, (in thousands) 2023 2022 Term loan $ 2,002 $ 5,182 Term loan issuance costs, net (574) (384) Total debt, net 1,428 4,798 Less short term debt — — Long-term debt, net $ 1,428 $ 4,798 |
SHARE-BASED COMPENSATION (Table
SHARE-BASED COMPENSATION (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Share-Based Payment Arrangement [Abstract] | |
Schedule of Share-based Compensation Expense | The following table presents the Company's expense related to share-based compensation, in thousands: Three Months Ended March 31, 2023 2022 Share-based compensation $ 618 $ 564 |
Schedule of Outstanding Option Awards Activity | The following table presents the Company's outstanding option awards activity during the three months ended March 31, 2023: (in thousands, except for share and per share amounts) Number of Awards Weighted Average Exercise Price Weighted Average Fair Value Weighted Average Remaining Contractual Life (Years) Aggregate Intrinsic Value Outstanding, beginning of period 4,399,741 $ 1.88 $ 1.14 $ — Granted — — — — Exercised/Released — — — — Expired — — — — Forfeited (66,302) 1.37 0.83 — Outstanding, end of period 4,333,439 $ 1.89 $ 1.15 8.05 $ — Vested and exercisable, end of the period 2,079,894 2.23 1.22 7.03 — Vested and unvested exercisable, end of the period 2,079,894 2.23 1.22 7.03 — Vested and expected to vest, end of the period 4,180,949 1.91 1.15 8.02 — |
Schedule of Outstanding RSU Awards Activity | The following table present outstanding RSU awards activity during the three months ended March 31, 2023: Number of Awards Weighted Average Exercise Price Weighted Average Grant Date Fair Value Weighted Average Remaining Contractual Life (Years) Unvested outstanding, beginning of period 2,376,554 $ — $ 1.31 Granted — $ — $ — Exercised/Released — $ — $ — Cancelled/Forfeited (763,380) $ — $ 0.87 Expired — $ — $ — Unvested outstanding, end of period 1,613,174 $ — $ 1.40 14.14 Vested, outstanding shares — $ — $ — |
WARRANTS (Tables)
WARRANTS (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Equity [Abstract] | |
Schedule of Assumptions in Valuation of Awards Other than Options Granted and Warrant Issued | The key input assumptions utilized in the valuation of the SVB Warrants were as follows: Grant date March 31, 2023 Market price $0.32 $0.29 Exercise price $0.32 $0.32 Term (Years) 12 11.7 Volatility 85% 85% Risk Free Rate 3.68% 3.60% The key input assumptions utilized in the valuation of the Pre-funded Warrants were as follows: Grant date March 31, 2023 Market price $0.32 $0.29 Exercise price $0.001 $0.001 Term (Years) 12 11.7 Volatility 85% 85% Risk Free Rate 3.70% 3.67% The key input assumptions utilized in the valuation of the Series A Warrants were as follows: Grant date March 31, 2023 Market price $0.32 $0.29 Exercise price $0.39 $0.39 Term (Years) 5 4.9 Volatility 85% 85% Risk Free Rate 3.68% 3.60% |
Schedule of Liability Warrants | The following table presents liability warrants: March 31, December 31, (in thousands) 2023 2022 Pre-Funded Warrants 14,295 — Series A Warrants 9,083 — 23,378 — |
DISCONTINUED OPERATIONS (Tables
DISCONTINUED OPERATIONS (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Schedule of Income, Assets and Liabilities from Discontinued Operations | The following table summarizes the major income and expense line items from discontinued operations as reported in the condensed consolidated statements of operations and comprehensive loss: Three Months Ended March 31, (in thousands) 2023 2022 Revenue: Pharmacy revenue $ 3,834 $ 8,849 Total revenue 3,834 8,849 Cost of products sold and services: Pharmacy cost of products sold 3,581 8,481 Total cost of products sold and services 3,581 8,481 Operating expense: Pharmacy operations 1,726 3,720 General and administrative 570 1,563 Selling and marketing 845 2,205 Research and development — 235 Total operating expense 3,141 7,723 Operating loss (2,888) (7,355) Loss from sale and disposition of net assets, and reorganization expenses, net (1,885) — Interest expense 1 (3) Loss from discontinued operations $ (4,772) $ (7,358) The following table summarizes the major classes of assets and liabilities of the retail pharmacy business as reported on the condensed consolidated balance sheets: (in thousands) March 31, 2023 December 31, 2022 Carrying amounts of major classed of assets included as part of discontinued operations: Accounts receivable, net $ 2,065 $ 1,804 Prepaid expenses and other current assets 14 95 Inventories — 2,943 Total current assets from discontinued operations $ 2,079 $ 4,842 Intangible assets, net $ — $ 14 Property plant and equipment, net — 1,194 Right-of-use assets 998 1,461 Other assets 168 168 Total long-term assets from discontinued operations $ 1,166 $ 2,837 Total long-term assets from discontinued operations Accounts payable $ 290 $ 857 Accrued liabilities 1,105 642 Accrued payroll and benefits 28 834 Current portion of lease obligations 462 461 Total current liabilities from discontinued operations $ 1,885 $ 2,794 Long-term portion of lease obligations $ 1,015 $ 1,128 Total long-term liabilities from discontinued operations $ 1,015 $ 1,128 |
NATURE OF OPERATIONS (Details)
NATURE OF OPERATIONS (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Feb. 09, 2023 | Jan. 18, 2023 | Dec. 31, 2022 | Mar. 31, 2023 | |
Business Acquisition, Equity Interests Issued or Issuable [Line Items] | ||||
Reduction of full-time employees, percentage | 75% | |||
Sale price | $ 2,900 | |||
Fees | 100 | |||
Holdback | $ 200 | |||
Inventories | $ 3,994 | $ 8,701 | ||
Pharmacy Services Business | Revenue | Product Concentration Risk | ||||
Business Acquisition, Equity Interests Issued or Issuable [Line Items] | ||||
Concentration risk, percentage | 97% | |||
Inventory From SpotRx Pharmacies | Assets, Total | Product Concentration Risk | ||||
Business Acquisition, Equity Interests Issued or Issuable [Line Items] | ||||
Concentration risk, percentage | 9% | |||
Inventories | $ 3,000 |
LIQUIDITY (Details)
LIQUIDITY (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | ||||
Mar. 09, 2023 | Mar. 31, 2023 | Mar. 31, 2022 | Dec. 31, 2022 | Dec. 31, 2021 | |
Debt Instrument [Line Items] | |||||
Proceeds from issuance of warrants in private placement | $ 15,999 | $ 0 | |||
Cash and cash equivalents, including restricted cash | 19,472 | 5,950 | $ 12,120 | $ 20,089 | |
Accumulated deficit | 257,036 | $ 239,706 | |||
Net cash used in operating activities | $ 5,210 | $ 13,264 | |||
Private Placement | |||||
Debt Instrument [Line Items] | |||||
Proceeds from issuance of warrants in private placement | $ 16,000 | ||||
Private Placement | Pre-Funded Warrants | |||||
Debt Instrument [Line Items] | |||||
Number of shares called by warrants (in shares) | 49,813,198 | ||||
Exercise price of warrants issued (in USD per share) | $ 0.001 | ||||
Private Placement | Series A Warrants | |||||
Debt Instrument [Line Items] | |||||
Number of shares called by warrants (in shares) | 49,813,198 | ||||
Exercise price of warrants issued (in USD per share) | $ 0.38544 |
EARNINGS (LOSS) PER SHARE - War
EARNINGS (LOSS) PER SHARE - Warrants Included in Earnings per Share (Details) | 3 Months Ended |
Mar. 31, 2023 shares | |
Warrants Issued November 18, 2020, Outstanding | |
Common | |
Warrants (in shares) | 19,310 |
EARNINGS (LOSS) PER SHARE - Nar
EARNINGS (LOSS) PER SHARE - Narrative (Details) - shares shares in Millions | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Earnings Per Share [Abstract] | ||
Potentially dilutive option awards excluded from earnings per share calculation (in shares) | 80.2 | 4.4 |
FAIR VALUE MEASUREMENTS - Asset
FAIR VALUE MEASUREMENTS - Assets and Liabilities Measured at Fair Value on a Recurring Basis (Details) - USD ($) | Mar. 31, 2023 | Dec. 31, 2022 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Warrants liabilities | $ 23,378,000 | $ 0 |
Fair Value, Recurring | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Warrants liabilities | 23,378,000 | |
Total liabilities | 23,378,000 | $ 0 |
Fair Value, Recurring | Level 1 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Warrants liabilities | 0 | |
Total liabilities | 0 | |
Fair Value, Recurring | Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Warrants liabilities | 0 | |
Total liabilities | 0 | |
Fair Value, Recurring | Level 3 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total liabilities | $ 23,378,000 |
FAIR VALUE MEASUREMENTS - Narra
FAIR VALUE MEASUREMENTS - Narrative (Details) - Fair Value, Recurring - USD ($) | Mar. 31, 2023 | Dec. 31, 2022 |
Class of Warrant or Right [Line Items] | ||
Assets, fair value disclosure | $ 0 | |
Liabilities, fair value disclosure | $ 23,378,000 | $ 0 |
BALANCE SHEET AND OTHER INFOR_3
BALANCE SHEET AND OTHER INFORMATION - Narrative (Details) - USD ($) | 3 Months Ended | ||
Mar. 31, 2023 | Mar. 31, 2022 | Dec. 31, 2022 | |
Inventory [Line Items] | |||
Restricted cash | $ 676,000 | $ 676,000 | |
Depreciation of property, plant, and equipment | 671,000 | $ 286,000 | |
Depreciation included in cost of sales | 9,000 | 26,000 | |
Net book value | 789,000 | 5,261,000 | |
Gross book value | 4,597,000 | 10,838,000 | |
Accumulated depreciation | 3,808,000 | 5,577,000 | |
Amortization of intangible assets | 26,000 | 2,000 | |
Operating lease, expense | 100,000 | 100,000 | |
MedCenter | |||
Inventory [Line Items] | |||
Inventory recognized as cost of sales | 200,000 | $ 100,000 | |
Net book value | 4,800,000 | ||
Gross book value | $ 6,700,000 | ||
Accumulated depreciation | 1,900,000 | ||
Letter of Credit Security | |||
Inventory [Line Items] | |||
Restricted cash | $ 700,000 |
BALANCE SHEET AND OTHER INFOR_4
BALANCE SHEET AND OTHER INFORMATION - Inventories (Details) - USD ($) $ in Thousands | Mar. 31, 2023 | Dec. 31, 2022 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
MedCenter hardware | $ 8,011 | $ 3,331 |
Spare parts | 690 | 663 |
Total inventory | $ 8,701 | $ 3,994 |
BALANCE SHEET AND OTHER INFOR_5
BALANCE SHEET AND OTHER INFORMATION - Prepaid Expenses and Other Current Assets (Details) - USD ($) $ in Thousands | Mar. 31, 2023 | Dec. 31, 2022 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Prepaid MedCenter inventory | $ 1,146 | $ 1,359 |
Prepaid insurance | 690 | 921 |
Other | 236 | 289 |
Total prepaid expenses and other current assets | $ 2,072 | $ 2,569 |
BALANCE SHEET AND OTHER INFOR_6
BALANCE SHEET AND OTHER INFORMATION - Property, Plant and Equipment (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 | Dec. 31, 2022 | |
Property, Plant and Equipment [Line Items] | ||
Total historical cost | $ 4,597 | $ 10,838 |
Accumulated depreciation | (3,808) | (5,577) |
Total property, plant and equipment, net | $ 789 | 5,261 |
MedCenter equipment | ||
Property, Plant and Equipment [Line Items] | ||
Estimated useful lives | 8 years | |
Total historical cost | $ 1,531 | 7,983 |
IT equipment | ||
Property, Plant and Equipment [Line Items] | ||
Total historical cost | $ 2,002 | 1,908 |
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] | ||
Total historical cost | $ 316 | 316 |
General plant and equipment | ||
Property, Plant and Equipment [Line Items] | ||
Total historical cost | $ 373 | 373 |
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] | ||
Total historical cost | $ 332 | 217 |
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 | |
Total historical cost | $ 38 | 36 |
Construction-in-process | ||
Property, Plant and Equipment [Line Items] | ||
Total historical cost | $ 5 | $ 5 |
BALANCE SHEET AND OTHER INFOR_7
BALANCE SHEET AND OTHER INFORMATION - Intangible Assets (Details) - USD ($) $ in Thousands | Mar. 31, 2023 | Dec. 31, 2022 |
Finite-Lived Intangible Assets [Line Items] | ||
Total intangible assets | $ 6,591 | $ 6,591 |
Total accumulated amortization | (6,166) | (6,140) |
Total intangible assets, net | 425 | 451 |
Intellectual property | ||
Finite-Lived Intangible Assets [Line Items] | ||
Total intangible assets | 3,857 | 3,857 |
Total accumulated amortization | (3,857) | (3,857) |
Software | ||
Finite-Lived Intangible Assets [Line Items] | ||
Total intangible assets | 2,200 | 2,200 |
Total accumulated amortization | (1,775) | (1,749) |
Website and mobile application | ||
Finite-Lived Intangible Assets [Line Items] | ||
Total intangible assets | 534 | 534 |
Total accumulated amortization | $ (534) | $ (534) |
BALANCE SHEET AND OTHER INFOR_8
BALANCE SHEET AND OTHER INFORMATION - Leases, Balance Sheet Information (Details) - USD ($) $ in Thousands | Mar. 31, 2023 | Dec. 31, 2022 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Operating Lease, Right-of-Use Asset, Statement of Financial Position [Extensible List] | Total assets | Total assets |
Finance Lease, Right-of-Use Asset, Statement of Financial Position [Extensible List] | Total assets | Total assets |
Operating Lease, Liability, Current, Statement of Financial Position [Extensible List] | Current portion of lease obligations | Current portion of lease obligations |
Operating Lease, Liability, Noncurrent, Statement of Financial Position [Extensible List] | Long-term portion of lease obligations | Long-term portion of lease obligations |
Finance Lease, Liability, Current, Statement of Financial Position [Extensible List] | Current portion of lease obligations | Current portion of lease obligations |
Finance Lease, Liability, Noncurrent, Statement of Financial Position [Extensible List] | Long-term portion of lease obligations | Long-term portion of lease obligations |
Assets | ||
Operating | $ 559 | $ 620 |
Finance | 214 | 4 |
Total assets | 773 | 624 |
Operating: | ||
Current | 207 | 241 |
Long-term | 413 | 441 |
Finance: | ||
Current | 37 | 5 |
Long-term | 177 | 0 |
Total liabilities | $ 834 | $ 687 |
BALANCE SHEET AND OTHER INFOR_9
BALANCE SHEET AND OTHER INFORMATION - Additional Lease Information (Details) | Mar. 31, 2023 | Dec. 31, 2022 |
Finance leases: | ||
Weighted-average remaining lease term (years) | 4 years 8 months 12 days | 6 months |
Weighted-average discount rate | 11.40% | 6% |
Operating leases: | ||
Weighted-average remaining lease term (years) | 3 years 6 months | 3 years 7 months 6 days |
Weighted-average discount rate | 6.20% | 7.30% |
BALANCE SHEET AND OTHER INFO_10
BALANCE SHEET AND OTHER INFORMATION - Leases, Operating Lease Liability Maturity (Details) $ in Thousands | Mar. 31, 2023 USD ($) |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Remaining period in 2023 | $ 211 |
2024 | 148 |
2025 | 152 |
2026 | 157 |
2027 | 37 |
Total lease payments | 705 |
Less: present value discount | (85) |
Total leases | $ 620 |
BALANCE SHEET AND OTHER INFO_11
BALANCE SHEET AND OTHER INFORMATION - Leases, Finance Lease Liability Maturity (Details) $ in Thousands | Mar. 31, 2023 USD ($) |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Remaining period in 2023 | $ 47 |
2024 | 58 |
2025 | 58 |
2026 | 58 |
2027 | 58 |
Total finance lease payments | 279 |
Less: imputed interest | (65) |
Total leases | $ 214 |
DEBT - Schedule of Debt (Detail
DEBT - Schedule of Debt (Details) - USD ($) $ in Thousands | Mar. 31, 2023 | Dec. 31, 2022 |
Debt Instrument [Line Items] | ||
Total debt, net | $ 1,428 | $ 4,798 |
Less short term debt | 0 | 0 |
Long-term debt, net | 1,428 | 4,798 |
Term loan | Secured Debt | ||
Debt Instrument [Line Items] | ||
Term loan | 2,002 | 5,182 |
Term loan issuance costs, net | $ (574) | $ (384) |
DEBT - Narrative (Details)
DEBT - Narrative (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | |||
Feb. 10, 2023 | Mar. 31, 2023 | Mar. 29, 2023 | Dec. 31, 2022 | |
Debt Instrument [Line Items] | ||||
Payment of assets sale | $ 3,400 | |||
Final payment | 400 | |||
Prepayment | $ 3,000 | |||
Cash in bank accounts | $ 18,796 | $ 11,444 | ||
SVB Warrants | ||||
Debt Instrument [Line Items] | ||||
Percent threshold of dollar value of total accounts held at financial institutions | 50% | |||
Cash in bank accounts | 9,800 | |||
Other Financial Institution | ||||
Debt Instrument [Line Items] | ||||
Cash in bank accounts | $ 9,700 | |||
Warrants Issued Feb 10, 2023 | ||||
Debt Instrument [Line Items] | ||||
Number of shares called by warrants (in shares) | 200,366 | |||
Exercise price of warrants issued (in USD per share) | $ 0.3274 | |||
Term loan | Secured Debt | ||||
Debt Instrument [Line Items] | ||||
Debt instrument, interest rate floor | 7.25% | |||
Interest rate at end of period | 12% | |||
Term loan | Secured Debt | Prime Rate | ||||
Debt Instrument [Line Items] | ||||
Variable interest rate spread | 4% |
SHARE-BASED COMPENSATION - Shar
SHARE-BASED COMPENSATION - Share Based Compensation Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Share-Based Payment Arrangement [Abstract] | ||
Share-based compensation | $ 618 | $ 564 |
SHARE-BASED COMPENSATION - Narr
SHARE-BASED COMPENSATION - Narrative (Details) - USD ($) shares in Millions, $ in Millions | 3 Months Ended | |
Mar. 31, 2023 | Dec. 31, 2022 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Expense remaining to be recognized | $ 1.8 | |
Weighted average recognition period (in years) | 2 years 7 months 6 days | |
2020 Plan | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Aggregate shares of common stock available for grant (in shares) | 2.7 | 2.3 |
2022 Inducement Plan | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Aggregate shares of common stock available for grant (in shares) | 1.1 | 0.2 |
Restricted Stock Units (RSUs) | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Expense remaining to be recognized | $ 1.6 | |
Weighted average recognition period (in years) | 1 year 10 months 24 days |
SHARE-BASED COMPENSATION - Opti
SHARE-BASED COMPENSATION - Option Activity (Details) $ / shares in Units, $ in Thousands | 3 Months Ended |
Mar. 31, 2023 USD ($) $ / shares shares | |
Number of Awards | |
Outstanding awards at beginning of period (in shares) | shares | 4,399,741 |
Granted (in shares) | shares | 0 |
Exercised/released (in shares) | shares | 0 |
Expired (in shares) | shares | 0 |
Forfeited (in shares) | shares | (66,302) |
Outstanding awards at end of period (in shares) | shares | 4,333,439 |
Awards vested and exercisable (in shares) | shares | 2,079,894 |
Awards vested and unvested exercisable (in shares) | shares | 2,079,894 |
Awards vested and expected to vest (in shares) | shares | 4,180,949 |
Weighted Average Exercise Price | |
Weighted average exercise price of awards outstanding at beginning of period (in USD per share) | $ 1.88 |
Weighted average exercise price of awards granted (in USD per share) | 0 |
Weighted average exercise price of awards exercised/released (in USD per share) | 0 |
Weighted average exercise price of awards expired (in USD per share) | 0 |
Weighted average exercise price of awards forfeited (in USD per share) | 1.37 |
Weighted average exercise price of awards outstanding at end of period (in USD per share) | 1.89 |
Weighted average exercise price of awards vested and exercisable (in USD per share) | 2.23 |
Weighted average exercise price of awards vested and unvested exercisable (in USD per share) | 2.23 |
Weighted average exercise price of awards vested and expected to vest (in USD per share) | 1.91 |
Weighted Average Fair Value | |
Weighted average fair value of awards outstanding at beginning of period (in USD per share) | 1.14 |
Weighted average fair value of awards granted (in USD per share) | 0 |
Weighted average fair value of awards exercised/released (in USD per share) | 0 |
Weighted average fair value of awards expired (in USD per share) | 0 |
Weighted average fair value of awards forfeited (in USD per share) | 0.83 |
Weighted average fair value of awards outstanding at end of period (in USD per share) | 1.15 |
Weighted average fair value of awards vested and exercisable (in USD per share) | 1.22 |
Weighted average fair value of awards vested and unvested exercisable (in USD per share) | 1.22 |
Weighted average fair value of awards vested and expected to vest (in USD per share) | $ 1.15 |
Weighted Average Remaining Contractual Life (Years) | |
Outstanding, end of period | 8 years 18 days |
Vested and exercisable, end of the period | 7 years 10 days |
Vested and unvested exercisable, end of the period | 7 years 10 days |
Vested and expected to vest, end of the period | 8 years 7 days |
Aggregate Intrinsic Value | |
Aggregate intrinsic value of awards outstanding at beginning of period | $ | $ 0 |
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 | $ | 0 |
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 | $ | $ 0 |
SHARE-BASED COMPENSATION - RSU
SHARE-BASED COMPENSATION - RSU Activity (Details) - Restricted Stock Units (RSUs) | 3 Months Ended |
Mar. 31, 2023 $ / shares shares | |
Number of Awards | |
Outstanding awards at beginning of period (in shares) | shares | 2,376,554 |
Granted (in shares) | shares | 0 |
Exercised/released (in shares) | shares | 0 |
Forfeited (in shares) | shares | (763,380) |
Expired (in shares) | shares | 0 |
Outstanding awards at end of period (in shares) | shares | 1,613,174 |
Vested, outstanding shares (in shares) | shares | 0 |
Weighted Average Exercise Price | |
Unvested outstanding, beginning of period (in USD per share) | $ 0 |
Granted (in USD per share) | 0 |
Exercised/Released (in USD per share) | 0 |
Cancelled/Forfeited (in USD per share) | 0 |
Expired (in USD per share) | 0 |
Unvested outstanding, end of period (in USD per share) | 0 |
Vested, outstanding shares (in USD per share) | 0 |
Weighted Average Fair Value | |
Unvested outstanding, beginning of period (in USD per share) | 1.31 |
Granted (in USD per share) | 0 |
Exercised/Released (in USD per share) | 0 |
Cancelled/Forfeited (in USD per share) | 0.87 |
Expired (in USD per share) | 0 |
Unvested outstanding, end of period (in USD per share) | 1.40 |
Vested, outstanding shares (in USD per share) | $ 0 |
Weighted Average Remaining Contractual Life (Years) | |
Weighted average remaining contractual life | 14 years 1 month 20 days |
WARRANTS - Narrative (Details)
WARRANTS - Narrative (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | ||
Mar. 09, 2023 | Mar. 31, 2023 | Mar. 31, 2022 | Dec. 31, 2022 | |
Class of Warrant or Right [Line Items] | ||||
Exercise of warrants (in shares) | 0 | 0 | ||
Proceeds from issuance of warrants in private placement | $ 15,999 | $ 0 | ||
Loss on issuance of warrants | 10,424 | 0 | ||
Fair value of warrants | (3,045) | $ 0 | ||
Private Placement | ||||
Class of Warrant or Right [Line Items] | ||||
Percentage of common stock outstanding cap | 19.99% | |||
Proceeds from issuance of warrants in private placement | $ 16,000 | |||
Warrants Issued April 2022 | ||||
Class of Warrant or Right [Line Items] | ||||
Warrants issued during the period (in shares) | 18,800,000 | |||
Fair value | $ 9,200 | |||
Expected life (in years) | 5 years | |||
Grant price (in USD per share) | $ 1.25 | |||
Warrants Issued July 2022 | ||||
Class of Warrant or Right [Line Items] | ||||
Warrants issued during the period (in shares) | 4,700,000 | |||
Fair value | $ 4,500 | |||
Expected life (in years) | 5 years | |||
Grant price (in USD per share) | $ 1.25 | |||
Warrants Issued March 2023 | ||||
Class of Warrant or Right [Line Items] | ||||
Fair value | $ 57 | |||
Number of shares called by warrants (in shares) | 200,366 | |||
Pre-Funded Warrants | ||||
Class of Warrant or Right [Line Items] | ||||
Fair value | $ 15,900 | |||
Expected life (in years) | 11 years 8 months 12 days | |||
Grant price (in USD per share) | $ 0.001 | |||
Fair value of warrants | $ (1,600) | |||
Pre-Funded Warrants | Private Placement | ||||
Class of Warrant or Right [Line Items] | ||||
Number of shares called by warrants (in shares) | 49,813,198 | |||
Stock exercise price (in USD per share) | $ 0.3212 | |||
Exercise price of warrants issued (in USD per share) | $ 0.001 | |||
Percentage of common stock outstanding cap | 19.99% | |||
Series A Warrants | ||||
Class of Warrant or Right [Line Items] | ||||
Fair value | $ 10,500 | |||
Expected life (in years) | 4 years 10 months 24 days | |||
Grant price (in USD per share) | $ 0.39 | |||
Fair value of warrants | $ (1,400) | |||
Series A Warrants | Private Placement | ||||
Class of Warrant or Right [Line Items] | ||||
Number of shares called by warrants (in shares) | 49,813,198 | |||
Exercise price of warrants issued (in USD per share) | $ 0.38544 | |||
Percentage of common stock outstanding cap | 19.99% |
WARRANTS - Valuation of Warrant
WARRANTS - Valuation of Warrants Issued (Details) | 3 Months Ended |
Mar. 31, 2023 $ / shares | |
SVB Warrants | |
Class of Warrant or Right [Line Items] | |
Grant date, market price (in USD per share) | $ 0.32 |
Grant date, exercise price (in USD per share) | $ 0.32 |
Grant date, expected life (in years) | 12 years |
Grant date, volatility | 85% |
Grant date, risk free rate | 3.68% |
Market price (in USD per share) | $ 0.29 |
Exercise price (in USD per share) | $ 0.32 |
Expected life (in years) | 11 years 8 months 12 days |
Volatility | 85% |
Risk Free Rate | 3.60% |
Pre-Funded Warrants | |
Class of Warrant or Right [Line Items] | |
Grant date, market price (in USD per share) | $ 0.32 |
Grant date, exercise price (in USD per share) | $ 0.001 |
Grant date, expected life (in years) | 12 years |
Grant date, volatility | 85% |
Grant date, risk free rate | 3.70% |
Market price (in USD per share) | $ 0.29 |
Exercise price (in USD per share) | $ 0.001 |
Expected life (in years) | 11 years 8 months 12 days |
Volatility | 85% |
Risk Free Rate | 3.67% |
Series A Warrants | |
Class of Warrant or Right [Line Items] | |
Grant date, market price (in USD per share) | $ 0.32 |
Grant date, exercise price (in USD per share) | $ 0.39 |
Grant date, expected life (in years) | 5 years |
Grant date, volatility | 85% |
Grant date, risk free rate | 3.68% |
Market price (in USD per share) | $ 0.29 |
Exercise price (in USD per share) | $ 0.39 |
Expected life (in years) | 4 years 10 months 24 days |
Volatility | 85% |
Risk Free Rate | 3.60% |
WARRANTS - Schedule of Liabilit
WARRANTS - Schedule of Liability Warrants (Details) - USD ($) $ in Thousands | Mar. 31, 2023 | Dec. 31, 2022 |
Class of Warrant or Right [Line Items] | ||
Warrants liabilities | $ 23,378 | $ 0 |
Pre-Funded Warrants | ||
Class of Warrant or Right [Line Items] | ||
Warrants liabilities | 14,295 | 0 |
Series A Warrants | ||
Class of Warrant or Right [Line Items] | ||
Warrants liabilities | $ 9,083 | $ 0 |
DISCONTINUED OPERATIONS - Sched
DISCONTINUED OPERATIONS - Schedule of Income from Discontinued Operations (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Operating expense: | ||
Loss from discontinued operations | $ (4,772) | $ (7,358) |
Pharmacy Services Business | Discontinued Operations, Disposed of by Sale | ||
Revenue: | ||
Total revenue | 3,834 | 8,849 |
Cost of products sold and services: | ||
Total cost of products sold and services | 3,581 | 8,481 |
Operating expense: | ||
Pharmacy operations | 1,726 | 3,720 |
General and administrative | 570 | 1,563 |
Selling and marketing | 845 | 2,205 |
Research and development | 0 | 235 |
Total operating expense | 3,141 | 7,723 |
Operating loss | (2,888) | (7,355) |
Loss from discontinued operations, net of tax | (1,885) | 0 |
Interest expense | 1 | (3) |
Loss from discontinued operations | $ (4,772) | $ (7,358) |
DISCONTINUED OPERATIONS - Narra
DISCONTINUED OPERATIONS - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Loss on disposal of net assets from discontinued operations | $ 818 | $ 30 |
Pharmacy Services Business | Discontinued Operations, Disposed of by Sale | ||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Disposal group cash provided by operating activities | 3,500 | 100 |
Disposal group cash used in investing activities | 20 | 350 |
Disposal group cash used in financing activities | 30 | 20 |
Disposal group depreciation and amortization | $ 750 | $ 480 |
DISCONTINUED OPERATIONS - Asset
DISCONTINUED OPERATIONS - Assets and Liabilities (Details) - USD ($) $ in Thousands | Mar. 31, 2023 | Dec. 31, 2022 |
Carrying amounts of major classed of assets included as part of discontinued operations: | ||
Current assets from discontinued operations | $ 2,079 | $ 4,842 |
Long-term assets from discontinued operations | 1,166 | 2,837 |
Total long-term assets from discontinued operations | ||
Total current liabilities from discontinued operations | 1,885 | 2,794 |
Discontinued Operations, Disposed of by Sale | Pharmacy Services Business | ||
Carrying amounts of major classed of assets included as part of discontinued operations: | ||
Accounts receivable, net | 2,065 | 1,804 |
Prepaid expenses and other current assets | 14 | 95 |
Inventories | 0 | 2,943 |
Current assets from discontinued operations | 2,079 | 4,842 |
Intangible assets, net | 0 | 14 |
Property plant and equipment, net | 0 | 1,194 |
Right-of-use assets | 998 | 1,461 |
Other assets | 168 | 168 |
Long-term assets from discontinued operations | 1,166 | 2,837 |
Total long-term assets from discontinued operations | ||
Accounts payable | 290 | 857 |
Accrued liabilities | 1,105 | 642 |
Accrued payroll and benefits | 28 | 834 |
Current portion of lease obligations | 462 | 461 |
Total current liabilities from discontinued operations | 1,885 | 2,794 |
Long-term portion of lease obligations | 1,015 | 1,128 |
Total long-term liabilities from discontinued operations | $ 1,015 | $ 1,128 |
SUBSEQUENT EVENTS (Details)
SUBSEQUENT EVENTS (Details) | Apr. 28, 2023 | Jan. 18, 2023 |
Subsequent Event [Line Items] | ||
Reduction of full-time employees, percentage | 75% | |
Subsequent Event | ||
Subsequent Event [Line Items] | ||
Reduction of full-time employees, percentage | 27% |