November 21, 2024 — NANO-X IMAGING LTD (NASDAQ: NNOX)
(“
Nanox” or the “
Company”), an
innovative medical imaging technology company, today announced
results for the third quarter ended September 30, 2024 and provided
a business update.
Recent Highlights:
- Generated $3.0 million in revenue in the third quarter of 2024,
compared to $2.5 million in the third quarter of 2023.
- Continued to expand the US sales and support teams, and made
progress in deployment, with dozens of units deployed
globally.
- Growth of the Nanox.AI business continued apace, signing new
distribution agreements with SpinexMedical, and extending our
agreements with users such as: Corewell Health, Dandelion health
and Oxford University Hospitals extending the use of the Nanox.AI
solutions.
- Multi-site clinical trial aimed at generating data supporting
the clinical value of the Nanox.ARC is in progress at Beilinson
hospital in Israel and in Ghana.
“I am more confident than ever in the future of
Nanox as we accelerate the deployment of our Nanox.ARC and Nanox.AI
technologies across the U.S. and international markets.” said Erez
Meltzer, Nanox Chief Executive Officer and Acting Chairman. “The
positive feedback from healthcare providers and patients
underscores the transformative potential of our solutions across
the healthcare continuum. On the regulatory front, we are working
closely with the FDA on our application for full body scanning, and
the European Union regulatory bodies to complete the CE Mark
designation process. We believe securing these approvals will
further solidify our position in the market, while significantly
expanding our total addressable market. Coupled with our growing
sales and support infrastructure we have established this past
year, we are well-positioned to maintain our strong commercial
momentum into 2025 and beyond.”
Financial results for three months
ended September 30, 2024
For the three months ended September 30, 2024
(the “reported period”), the Company reported a net loss of $13.6
million, compared to a net loss of $21.4 million for the three
months ended September 30, 2023 (which is referred as the
“comparable period”), representing a decrease of $7.8 million. The
decrease was largely due to a decrease of $7.4 million in expenses
related to the impairment of Goodwill which were recorded in the
comparable period.
The Company reported revenue of $3.0 million in
the reported period, compared to $2.5 million in the comparable
period. During the reported period, the Company generated revenue
through teleradiology services, the sales of its Imaging devices
and services and the sale of its AI solutions.
The Company’s gross loss during the reported
period totaled $2.8 million (gross loss margin of 93%) on a GAAP
basis, as compared to $1.7 million (gross loss margin of 67%) in
the comparable period. Non-GAAP gross loss for the reported period
was $0.2 million (gross loss margin of approximately 6%), as
compared to Non-GAAP gross profit of $0.9 million (gross profit
margin of approximately 37%) in the comparable period.
The Company’s revenue from teleradiology
services for the reported period was $2.6 million, compared to
revenue of $2.2 million in the comparable period. The increase in
the Company’s revenue from teleradiology services was mainly
attributable to customer retention and increased volume of the
Company’s reading services during the weekdays shifts.
The Company’s GAAP gross profit from
teleradiology services for the reported period was $0.3 million
(gross profit margin of approximately 13%), compared to $0.2
million (gross profit margin of approximately 11%) in the
comparable period. Non-GAAP gross profit of the Company’s
teleradiology services for the reported period was $0.9 million
(gross profit margin of approximately 35%) compared to gross profit
of $0.8 million (gross profit margin of approximately 36%) in the
comparable period.
During the reported period the Company generated
revenue through the sales and deployment of its imaging systems
which amounted to $29 thousand for the reported period, with a
gross loss of $1.5 million on a GAAP and non-GAAP basis compared to
revenue of $99 thousand with a gross profit of $36 thousand (gross
profit margin of approximately 37%) on a GAAP and Non-GAAP basis in
the comparable period. The revenue stems from the sale and
deployment of our 2D systems in Africa and our Nanox.ARC systems in
the U.S.
The Company’s revenue from its AI solutions for
the reported period was $0.4 million with a gross loss of $1.6
million on a GAAP basis, compared to revenue of $141 thousand with
a gross loss of $1.9 million in the comparable period. Non-GAAP
gross profit of the Company’s AI solutions for the reported period
was $0.4 million, compared to $0.1 million in the comparable
period.
Research and development expenses, net, for the
reported period were $4.7 million, compared to $6.0 million in the
comparable period, reflecting a decrease of $1.3 million. The
decrease was mainly due to a decrease of $0.3 million in salaries
and wages and a decrease of $0.4 million in share-based
compensation and $0.6 million in expenses related to our research
and development activities.
Sales and marketing expenses for the reported
period were $0.9 million compared to $1.1 in the comparable
period.
General and administrative expenses for the
reported period were $5.7 million, compared to $5.0 million in the
comparable period. The increase of $0.7 million was mainly due to
an increase of $0.5 million in share-based compensation, increase
in our legal expenses in the amount of $0.5 million which was
offset by a decrease in the cost of the directors’ and officers’
liability insurance premium in the amount of $0.3 million.
Non-GAAP net loss attributable to ordinary
shares for the reported period was $8.7 million, compared to $9.4
million in the comparable period. The decrease of $0.7 million was
mainly due to a decrease in non-GAAP operating expenses of $1.8
which was offset by a decrease of $1.1 million in our non-GAAP
gross profit.
Non-GAAP gross loss for the reported period was
$0.2 million, compared to a Non-GAAP gross profit of $0.9 million
in the comparable period. Non-GAAP research and development
expenses, net for the reported period, were $4.0 million, compared
to $4.9 million in the comparable period. Non-GAAP sales and
marketing expenses for the reported period were $0.6 million,
compared to $0.9 million in the comparable period. Non-GAAP general
and administrative expenses for the reported and comparable periods
were $4.5 million.
The difference between the GAAP and non-GAAP
financial measures above is mainly attributable to amortization of
intangible assets, share-based compensation, change in contingent
earnout liability, impairment of Goodwill, expenses related to an
offering and legal fees in connection with the class-action
litigation and the SEC investigation. A reconciliation between GAAP
and non-GAAP financial measures for the three- and nine-months
periods ended September 30, 2024, and 2023 is provided in the
financial results that are part of this press release.
Liquidity and Capital
Resources
As of September, 30, 2024, the Company had total
cash, cash equivalents, restricted deposits and marketable
securities of $57.1 million, compared to $82.8 million as of
December 31, 2023. The decrease of $25.7 million during the
reported period was primarily due to negative cash flow from
operations of $26.1 million.
Other Assets
As of September 30, 2024 the Company had
property and equipment of $44.7 million, compared to $42.3 million
as of December 31, 2023.
As of September, 30, 2024, the Company had
intangible assets of $72.6 million compared to $80.6 million as of
December 31, 2023. The decrease was attributable to the periodic
amortization of intangible assets in the amount of $8.0
million.
Shareholders’ Equity
As of September 30, 2024, the Company had
approximately 58.5 million shares outstanding. As of December 31,
2023, the Company had approximately 57.8 million shares
outstanding.
Conference Call and Webcast
Details
Tuesday, November 21, 2024 @ 8:30am ET
Individuals interested in listening to the
conference call may do so by joining the live webcast on the
Investors section of the Nanox website under Events and
Presentations. Alternatively, individuals can register online to
receive a dial-in number and personalized PIN to participate in the
call. An archived webcast of the event will be available for replay
following the event.
About Nanox:
Nanox (NASDAQ: NNOX) is focused on driving the
world’s transition to preventive health care by bringing
a full solution of affordable medical imaging technologies
based on advanced AI and novel digital source. Nanox’s vision
encompasses expanding the reach of Nanox technology both within and
beyond hospital settings, providing a seamless end-to-end solution
from scan to diagnosis, leveraging AI for smarter diagnostics and
maintaining a clinically-driven approach. The Nanox ecosystem
includes Nanox.ARC – a multi-source Digital Tomosynthesis system
that is cost-effective and user-friendly; Nanox.AI – an AI-based
suite of algorithms that augment the readings of routine CT imaging
to highlight early signs often related to chronic diseases;
Nanox.CLOUD – a cloud-based software platform that manages and
stores data collected by Nanox devices, and provides users with
tools for in-depth imaging analysis; Nanox.MARKETPLACE – a
proprietary decentralized marketplace through
Nanox’s subsidiary, USARAD Holdings Inc., that provides remote
access to radiology and cardiology experts, and a comprehensive
teleradiology services platform. By improving early detection and
treatment, Nanox aims to enhance its better health outcomes
worldwide. For more information, please
visit www.nanox.vision.
Forward-Looking Statements:
This press release may contain forward-looking
statements that are subject to risks and uncertainties. All
statements that are not historical facts contained in this press
release are forward-looking statements. Such statements include,
but are not limited to, those relating to the initiation, timing,
progress and results of the Company’s research and development,
manufacturing, and commercialization activities with respect to its
X-ray source technology and the Nanox.ARC, the ability to realize
the expected benefits of its recent acquisitions and the projected
business prospects of the Company and the acquired companies. In
some cases, you can identify forward-looking statements by
terminology such as “can,” “might,” “believe,” “may,” “estimate,”
“continue,” “anticipate,” “intend,” “should,” “plan,” “should,”
“could,” “expect,” “predict,” “potential,” or the negative of these
terms or other similar expressions. Forward-looking statements are
based on information the Company has when those statements are made
or management’s good faith belief as of that time with respect to
future events and are subject to risks and uncertainties that could
cause actual performance or results to differ materially from those
expressed in or suggested by the forward-looking statements.
Factors that could cause actual results to differ materially from
those currently anticipated include: risks related to (i) Nanox’s
ability to continue to develop of the Nanox imaging system; (ii)
Nanox’s ability to successfully demonstrate the feasibility of its
technology for commercial applications; (iii) Nanox’s expectations
regarding the necessity of, timing of filing for, and receipt and
maintenance of, regulatory clearances or approvals regarding its
technology, the Nanox.ARC and Nanox.CLOUD from regulatory agencies
worldwide and its ongoing compliance with applicable quality
standards and regulatory requirements; (iv) Nanox’s ability to
realize the anticipated benefits of acquisitions, which may be
affected by, among other things, competition, brand recognition,
the ability of the acquired companies to grow and manage growth
profitably and retain their key employees; (v) Nanox’s ability to
enter into and maintain commercially reasonable arrangements with
third-party manufacturers and suppliers to manufacture the
Nanox.ARC; (vi) the market acceptance of the Nanox imaging system
and the proposed pay-per-scan business model; (vii) Nanox’s
expectations regarding collaborations with third-parties and their
potential benefits; and (viii) Nanox’s ability to conduct business
globally; (ix) changes in global, political, economic, business,
competitive, market and regulatory forces, including the
continuation and escalation of the military conflicts in Israel
and current war between Israel and Hamas; (x) the costs
incurred with respect to and the outcome of litigation Nanox is
currently subject to and any similar or other claims and potential
litigation it may be subject to in the future; and (xi) risks
related to business interruptions resulting from the COVID-19
pandemic or similar public health crises, among other things.
For a discussion of other risks and
uncertainties, and other important factors, any of which could
cause Nanox’s actual results to differ from those contained in the
Forward-Looking Statements, see the section titled “Risk Factors”
in Nanox’s Annual Report on Form 20-F for the year ended December
31, 2023, and subsequent filings with the U.S. Securities and
Exchange Commission. The reader should not place undue reliance on
any forward-looking statements included in this press release.
Except as required by law, Nanox undertakes no
obligation to update publicly any forward-looking statements after
the date of this press release to conform these statements to
actual results or to changes in the Company’s expectations.
Non-GAAP Financial Measures
This press release includes information about
certain financial measures that are not prepared in accordance with
generally accepted accounting principles in the United States
(“GAAP”), including non-GAAP net loss attributable to ordinary
shares, non-GAAP cost of revenue, non-GAAP gross profit, non-GAAP
gross profit margin, non-GAAP research and development expenses,
non-GAAP sales and marketing expenses, non-GAAP general and
administrative expenses and non-GAAP basic and diluted loss per
share. These non-GAAP measures are not based on any standardized
methodology prescribed by GAAP and are not necessarily comparable
to similar measures presented by other companies. These non-GAAP
measures are adjusted for (as applicable) amortization of
intangible assets, share-based compensation expenses,impairment of
Goodwill, change in contingent earnout liability and legal fees in
connection with class-action litigation and the SEC investigation.
The Company’s management and board of directors utilize these
non-GAAP financial measures to evaluate the Company’s performance.
The Company provides these non-GAAP measures of the Company’s
performance to investors because management believes that these
non-GAAP financial measures, when viewed with the Company’s results
under GAAP and the accompanying reconciliations, are useful in
identifying underlying trends in ongoing operations. However, these
non-GAAP measures are not measures of financial performance under
GAAP and, accordingly, should not be considered as alternatives to
GAAP measures as indicators of operating performance. Further,
these non-GAAP measures should not be considered measures of the
Company’s liquidity. A reconciliation of certain GAAP to non-GAAP
financial measures has been provided in the tables included in this
press release.
|
NANO-X IMAGING LTD.UNAUDITED CONDENSED
CONSOLIDATED BALANCE SHEETS(U.S. dollars in thousands
except share and per share data) |
|
|
|
|
September 30,2024 |
|
|
December 31, 2023 |
|
|
|
U.S. Dollars in thousands |
|
Assets |
|
|
|
|
|
|
CURRENT
ASSETS: |
|
|
|
|
|
|
Cash and cash equivalents |
|
|
38,193 |
|
|
|
56,377 |
|
Restricted deposit |
|
|
46 |
|
|
|
46 |
|
Marketable securities |
|
|
18,517 |
|
|
|
26,006 |
|
Accounts receivables net of allowance for credit losses of $55 as
of September 30, 2024 and December 31, 2023,
respectively. |
|
|
1,492 |
|
|
|
1,484 |
|
Inventories |
|
|
1,032 |
|
|
|
2,356 |
|
Prepaid expenses |
|
|
230 |
|
|
|
1,274 |
|
Other current assets |
|
|
930 |
|
|
|
1,092 |
|
TOTAL CURRENT
ASSETS |
|
|
60,440 |
|
|
|
88,635 |
|
|
|
|
|
|
|
|
|
|
NON-CURRENT
ASSETS: |
|
|
|
|
|
|
|
|
Restricted deposit |
|
|
330 |
|
|
|
327 |
|
Property and equipment, net |
|
|
44,657 |
|
|
|
42,343 |
|
Operating lease right-of-use asset |
|
|
3,961 |
|
|
|
4,573 |
|
Intangible assets |
|
|
72,648 |
|
|
|
80,607 |
|
Other non-current assets |
|
|
1,905 |
|
|
|
2,163 |
|
TOTAL NON-CURRENT
ASSETS |
|
|
123,501 |
|
|
|
130,013 |
|
TOTAL
ASSETS |
|
|
183,941 |
|
|
|
218,648 |
|
|
|
|
|
|
|
|
|
|
Liabilities and Shareholders’ Equity |
|
|
|
|
|
|
|
|
CURRENT
LIABILITIES: |
|
|
|
|
|
|
|
|
Current maturities of long-term loan |
|
|
3,410 |
|
|
|
3,490 |
|
Accounts payable |
|
|
1,331 |
|
|
|
3,303 |
|
Accrued expenses |
|
|
3,300 |
|
|
|
3,920 |
|
Deferred revenue |
|
|
297 |
|
|
|
543 |
|
Current maturities of operating lease liabilities |
|
|
737 |
|
|
|
861 |
|
Other current liabilities |
|
|
3,953 |
|
|
|
3,407 |
|
TOTAL CURRENT
LIABILITIES |
|
|
13,028 |
|
|
|
15,524 |
|
|
|
|
|
|
|
|
|
|
NON-CURRENT
LIABILITIES: |
|
|
|
|
|
|
|
|
Non-current operating lease liabilities |
|
|
3,661 |
|
|
|
4,045 |
|
Deferred tax liability |
|
|
2,670 |
|
|
|
2,953 |
|
Other long-term liabilities |
|
|
695 |
|
|
|
612 |
|
TOTAL NON-CURRENT
LIABILITIES |
|
|
7,026 |
|
|
|
7,610 |
|
TOTAL
LIABILITIES |
|
|
20,054 |
|
|
|
23,134 |
|
|
|
|
|
|
|
|
|
|
COMMITMENTS AND
CONTINGENCIES (Note 3) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
SHAREHOLDERS’
EQUITY: |
|
|
|
|
|
|
|
|
Ordinary Shares, par value NIS 0.01 per share 100,000,000
authorized at September 30, 2024 and December 31 2023,58,521,934
and 57,778,628 issued and outstanding at September 30, 2024 and
December 31, 2023, respectively |
|
|
167 |
|
|
|
165 |
|
Additional paid-in capital |
|
|
523,396 |
|
|
|
515,887 |
|
Accumulated other comprehensive loss |
|
|
12 |
|
|
|
(305 |
) |
Accumulated deficit |
|
|
(359,688 |
) |
|
|
(320,233 |
) |
TOTAL SHAREHOLDERS’
EQUITY |
|
|
163,887 |
|
|
|
195,514 |
|
TOTAL LIABILITIES AND
SHAREHOLDERS’ EQUITY |
|
|
183,941 |
|
|
|
218,648 |
|
|
The accompanying notes are an integral part of the unaudited
condensed consolidated financial statements |
|
NANO-X IMAGING LTD.UNAUDITED CONDENSED
CONSOLIDATED STATEMENTS OF OPERATIONS
ANDCOMPREHENSIVE LOSS(U.S. dollars in
thousands except share and per share data) |
|
|
|
Nine Months Ended September
30, |
|
|
Three Months Ended September
30, |
|
|
|
2024 |
|
|
2023 |
|
|
2024 |
|
|
2023 |
|
REVENUE |
|
|
8,283 |
|
|
|
7,508 |
|
|
|
3,031 |
|
|
|
2,479 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
COST OF REVENUE |
|
|
16,002 |
|
|
|
12,384 |
|
|
|
5,843 |
|
|
|
4,141 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
GROSS
LOSS |
|
|
(7,719 |
) |
|
|
(4,876 |
) |
|
|
(2,812 |
) |
|
|
(1,662 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
OPERATING
EXPENSES: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Research and development, net |
|
|
14,781 |
|
|
|
19,237 |
|
|
|
4,749 |
|
|
|
6,038 |
|
Sales and marketing |
|
|
2,521 |
|
|
|
3,134 |
|
|
|
887 |
|
|
|
1,146 |
|
General and administrative |
|
|
16,669 |
|
|
|
20,481 |
|
|
|
5,711 |
|
|
|
5,047 |
|
Goodwill impairment |
|
|
- |
|
|
|
7,420 |
|
|
|
- |
|
|
|
7,420 |
|
Change in contingent earnout liability |
|
|
- |
|
|
|
(4,506 |
) |
|
|
- |
|
|
|
17 |
|
Other expenses (income), net |
|
|
81 |
|
|
|
1,260 |
|
|
|
(20 |
) |
|
|
663 |
|
TOTAL OPERATING
EXPENSES |
|
|
34,052 |
|
|
|
47,026 |
|
|
|
11,327 |
|
|
|
20,331 |
|
OPERATING
LOSS |
|
|
(41,771 |
) |
|
|
(51,902 |
) |
|
|
(14,139 |
) |
|
|
(21,993 |
) |
REALIZED INCOME (LOSS)
FROM SALE OF MARKETABLE SECURITIES |
|
|
2 |
|
|
|
(178 |
) |
|
|
2 |
|
|
|
- |
|
FINANCIAL INCOME,
net |
|
|
2,050 |
|
|
|
1,292 |
|
|
|
404 |
|
|
|
511 |
|
OPERATING LOSS BEFORE
INCOME TAXES |
|
|
(39,719 |
) |
|
|
(50,788 |
) |
|
|
(13,733 |
) |
|
|
(21,482 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
INCOME TAX
BENEFIT |
|
|
264 |
|
|
|
260 |
|
|
|
94 |
|
|
|
79 |
|
NET LOSS |
|
|
(39,455 |
) |
|
|
(50,528 |
) |
|
|
(13,639 |
) |
|
|
(21,403 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
BASIC AND DILUTED LOSS
PER SHARE |
|
|
(0.68 |
) |
|
|
(0.90 |
) |
|
|
(0.23 |
) |
|
|
(0.37 |
) |
Weighted average
number of basic and diluted ordinary shares outstanding (in
thousands) |
|
|
58,182 |
|
|
|
55,900 |
|
|
|
58,624 |
|
|
|
57,148 |
|
Comprehensive
Loss: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Loss |
|
|
(39,455 |
) |
|
|
(50,528 |
) |
|
|
(13,639 |
) |
|
|
(21,403 |
) |
Other comprehensive loss: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Reclassification of net income
(losses) realized in income statement |
|
|
2 |
|
|
|
(178 |
) |
|
|
2 |
|
|
|
(178 |
) |
Unrealized gain from available
for-sale securities |
|
|
315 |
|
|
|
1,506 |
|
|
|
62 |
|
|
|
545 |
|
Total comprehensive
loss |
|
|
(39,138 |
) |
|
|
(49,200 |
) |
|
|
(13,575 |
) |
|
|
(21,036 |
) |
|
The accompanying notes are an integral part of the unaudited
condensed consolidated financial statements |
|
NANO-X IMAGING LTD.UNAUDITED CONDENSED
STATEMENTS OF CHANGES IN SHAREHOLDERS’ EQUITY(U.S. dollars
in thousands, except share and per share data) |
|
|
|
Ordinary shares |
|
|
Additional |
|
|
Accumulatedother |
|
|
|
|
|
|
|
|
|
Number ofshares |
|
|
Amount |
|
|
paid-incapital |
|
|
comprehensiveloss |
|
|
Accumulateddeficit |
|
|
Total |
|
BALANCE AT JANUARY 1, 2024 |
|
|
57,778,628 |
|
|
|
165 |
|
|
|
515,887 |
|
|
|
(305 |
) |
|
|
(320,233 |
) |
|
|
195,514 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Changes during the
period: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Issuance of ordinary shares upon exercise of options |
|
|
743,306 |
|
|
|
2 |
|
|
|
1,664 |
|
|
|
- |
|
|
|
- |
|
|
|
1,666 |
|
Share-based compensation |
|
|
- |
|
|
|
- |
|
|
|
5,845 |
|
|
|
- |
|
|
|
- |
|
|
|
5,845 |
|
Unrealized gain from marketable securities |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
317 |
|
|
|
- |
|
|
|
317 |
|
Net loss for the period |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
(39,455 |
) |
|
|
(39,455 |
) |
BALANCE AT SEPTEMBER
30, 2024 |
|
|
58,521,934 |
|
|
|
167 |
|
|
|
523,396 |
|
|
|
12 |
|
|
|
(359,688 |
) |
|
|
163,887 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Accumulated |
|
|
|
|
|
|
|
|
|
Ordinary shares |
|
|
Additional |
|
|
other |
|
|
|
|
|
|
|
|
|
Number of |
|
|
|
|
|
paid-in |
|
|
comprehensive |
|
|
Accumulated |
|
|
|
|
|
|
shares |
|
|
Amount |
|
|
capital |
|
|
deficit |
|
|
deficit |
|
|
Total |
|
|
|
U.S. Dollars in thousands |
|
BALANCE AT JANUARY 1, 2023 |
|
|
55,094,237 |
|
|
|
158 |
|
|
|
477,953 |
|
|
|
(1,974 |
) |
|
|
(259,457 |
) |
|
|
216,680 |
|
Changes during the
period: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Issuance of ordinary shares and warrants, net of issuance expenses
** |
|
|
2,142,858 |
|
|
|
6 |
|
|
|
27,133 |
|
|
|
- |
|
|
|
- |
|
|
|
27,139 |
|
Issuance of ordinary shares upon exercise of options |
|
|
224,938 |
|
|
|
* |
|
|
|
870 |
|
|
|
- |
|
|
|
- |
|
|
|
870 |
|
Issuance of ordinary shares under settlement agreement with former
shareholders of USARAD Holding Inc. |
|
|
255,392 |
|
|
|
1 |
|
|
|
1,560 |
|
|
|
- |
|
|
|
- |
|
|
|
1,561 |
|
Other comprehensive gain |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
1,328 |
|
|
|
- |
|
|
|
1,328 |
|
Share-based compensation |
|
|
- |
|
|
|
- |
|
|
|
4,981 |
|
|
|
- |
|
|
|
- |
|
|
|
4,981 |
|
Net loss for the period |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
(50,528 |
) |
|
|
(50,528 |
) |
BALANCE AT SEPTEMBER
30, 2023 |
|
|
57,717,425 |
|
|
|
165 |
|
|
|
512,497 |
|
|
|
(646 |
) |
|
|
(309,985 |
) |
|
|
202,031 |
|
|
* Less than
$1. |
|
** Issuance
expenses totaled to $2,861 |
|
|
|
|
|
|
|
|
|
Accumulated |
|
|
|
|
|
|
|
|
|
Ordinary shares |
|
|
Additional |
|
|
other |
|
|
|
|
|
|
|
|
|
Number of |
|
|
|
|
|
paid-in |
|
|
comprehensive |
|
|
Accumulated |
|
|
|
|
|
|
shares |
|
|
Amount |
|
|
capital |
|
|
deficit |
|
|
deficit |
|
|
Total |
|
|
|
U.S. Dollars in thousands |
|
BALANCE AT JULY 1, 2024 |
|
|
58,497,123 |
|
|
|
167 |
|
|
|
521,069 |
|
|
|
(52 |
) |
|
|
(346,049 |
) |
|
|
175,135 |
|
Changes during the
period: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Issuance of ordinary shares upon exercise of options |
|
|
24,811 |
|
|
|
* |
|
|
|
60 |
|
|
|
- |
|
|
|
- |
|
|
|
60 |
|
Other comprehensive gain |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
64 |
|
|
|
- |
|
|
|
64 |
|
Share-based compensation |
|
|
- |
|
|
|
- |
|
|
|
2,267 |
|
|
|
- |
|
|
|
- |
|
|
|
2,267 |
|
Net loss for the period |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
(13,639 |
) |
|
|
(13,639 |
) |
BALANCE AT SEPTEMBER
30, 2024 |
|
|
58,521,934 |
|
|
|
167 |
|
|
|
523,396 |
|
|
|
12 |
|
|
|
(359,688 |
) |
|
|
163,887 |
|
|
* Less than
$1. |
|
|
|
|
|
|
|
|
|
Accumulated |
|
|
|
|
|
|
|
|
|
Ordinary shares |
|
|
Additional |
|
|
other |
|
|
|
|
|
|
|
|
|
Number of |
|
|
|
|
|
paid-in |
|
|
comprehensive |
|
|
Accumulated |
|
|
|
|
|
|
shares |
|
|
Amount |
|
|
capital |
|
|
deficit |
|
|
deficit |
|
|
Total |
|
|
|
U.S. Dollars in thousands |
|
BALANCE AT JULY 1, 2023 |
|
|
55,559,767 |
|
|
|
159 |
|
|
|
482,971 |
|
|
|
(1,013 |
) |
|
|
(288,582 |
) |
|
|
193,535 |
|
Changes during the
period: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Issuance of ordinary shares and warrants, net of issuance expenses
** |
|
|
2,142,858 |
|
|
|
6 |
|
|
|
27,133 |
|
|
|
- |
|
|
|
- |
|
|
|
27,139 |
|
Issuance of ordinary shares upon exercise of options |
|
|
14,800 |
|
|
|
* |
|
|
|
275 |
|
|
|
- |
|
|
|
- |
|
|
|
275 |
|
Other comprehensive gain |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
367 |
|
|
|
- |
|
|
|
367 |
|
Share-based compensation |
|
|
- |
|
|
|
- |
|
|
|
2,118 |
|
|
|
- |
|
|
|
- |
|
|
|
2,118 |
|
Net loss for the period |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
(21,403 |
) |
|
|
(21,403 |
) |
BALANCE AT SEPTEMBER
30, 2023 |
|
|
57,717,425 |
|
|
|
165 |
|
|
|
512,497 |
|
|
|
(646 |
) |
|
|
(309,985 |
) |
|
|
202,031 |
|
|
* Less
than $1. |
|
** Issuance
expenses totaled to $2,861 |
|
The accompanying notes are an integral part of the unaudited
condensed consolidated financial statements |
|
NANO-X IMAGING LTD.UNAUDITED CONDENSED
CONSOLIDATED STATEMENTS OF CASH FLOWS(U.S. dollars in
thousands) |
|
|
|
Nine Months EndedSeptember
30, |
|
|
|
2024 |
|
|
2023 |
|
CASH FLOWS FROM
OPERATING ACTIVITIES: |
|
|
|
|
|
|
Net loss for the period |
|
|
(39,455 |
) |
|
|
(50,528 |
) |
Adjustments required to reconcile net loss to net cash used
in operating activities: |
|
|
|
|
|
|
|
|
Share-based compensation |
|
|
5,845 |
|
|
|
4,981 |
|
Amortization of intangible assets |
|
|
7,959 |
|
|
|
7,959 |
|
Impairment of Goodwill |
|
|
- |
|
|
|
7,420 |
|
Exchange rate differentials |
|
|
(108 |
) |
|
|
(228 |
) |
Change in contingent earnout liability |
|
|
- |
|
|
|
(4,506 |
) |
Depreciation |
|
|
839 |
|
|
|
753 |
|
Deferred tax liability, net |
|
|
(283 |
) |
|
|
(283 |
) |
Realized loss (income) from sale of marketable securities |
|
|
(2 |
) |
|
|
178 |
|
Amortization of premium, discount and accrued interest on
marketable securities |
|
|
(113 |
) |
|
|
717 |
|
Impairment of property and equipment |
|
|
116 |
|
|
|
883 |
|
Changes in Operating Assets and Liabilities: |
|
|
|
|
|
|
|
|
Accounts receivable |
|
|
(8 |
) |
|
|
(186 |
) |
Inventories |
|
|
(140 |
) |
|
|
- |
|
Prepaid expenses and other current assets |
|
|
1,206 |
|
|
|
2,395 |
|
Other non-current assets |
|
|
183 |
|
|
|
38 |
|
Accounts payable |
|
|
(1,972 |
) |
|
|
(1,378 |
) |
Operating lease assets and liabilities |
|
|
104 |
|
|
|
(15 |
) |
Accrued expenses and other liabilities |
|
|
(74 |
) |
|
|
(477 |
) |
Deferred Revenue |
|
|
(246 |
) |
|
|
(63 |
) |
Other long-term liabilities |
|
|
83 |
|
|
|
77 |
|
Net cash used in operating activities |
|
|
(26,066 |
) |
|
|
(32,263 |
) |
|
|
|
|
|
|
|
|
|
CASH FLOWS PROVIDED BY
INVESTING ACTIVITIES: |
|
|
|
|
|
|
|
|
Purchase of property and equipment |
|
|
(1,730 |
) |
|
|
(2,775 |
) |
Purchase of marketable securities |
|
|
(33,017 |
) |
|
|
- |
|
Proceeds from maturity of marketable securities |
|
|
40,938 |
|
|
|
35,112 |
|
Proceeds from sale of marketable securities |
|
|
- |
|
|
|
822 |
|
Net cash provided by investing activities |
|
|
6,191 |
|
|
|
33,159 |
|
|
|
|
|
|
|
|
|
|
CASH FLOWS FROM
FINANCING ACTIVITIES: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Payment due to settlement of contingent earnout liabilities |
|
|
- |
|
|
|
(790 |
) |
Proceeds from issuance of ordinary shares and warrants, net of
issuance expenses |
|
|
- |
|
|
|
27,139 |
|
Proceeds from issuance of ordinary shares upon exercise of
options |
|
|
1,666 |
|
|
|
870 |
|
Net cash provided by/(used in) financing activities |
|
|
1,666 |
|
|
|
27,219 |
|
EFFECT OF CHANGES IN EXCHANGE RATES ON CASH AND CASH
EQUIVALENTS AND RESTRICTED CASH EQUIVALENTS |
|
|
25 |
|
|
|
93 |
|
NET CHANGE IN CASH AND CASH EQUIVALENTS AND RESTRICTED CASH
EQUIVALENTS |
|
|
(18,184 |
) |
|
|
28,208 |
|
CASH AND CASH EQUIVALENTS AND RESTRICTED CASH EQUIVALENTS
AT BEGINNING OF THE PERIOD |
|
|
56,377 |
|
|
|
38,529 |
|
CASH AND CASH EQUIVALENTS AND RESTRICTED CASH EQUIVALENTS
AT END OF THE PERIOD |
|
|
38,193 |
|
|
|
66,737 |
|
|
|
|
|
|
|
|
|
|
SUPPLEMENTARY
INFORMATION ON ACTIVITIES INVOLVING CASH FLOWS |
|
|
|
|
|
|
|
|
Cash paid for interest |
|
|
106 |
|
|
|
99 |
|
Cash paid for income
taxes |
|
|
51 |
|
|
|
22 |
|
SUPPLEMENTARY
INFORMATION ON ACTIVITIES NOT INVOLVING CASH FLOWS - |
|
|
|
|
|
|
|
|
Ordinary shares issued in
connection with earnout liability |
|
|
- |
|
|
|
1,561 |
|
Operating lease liabilities
arising from obtaining operating right-of use assets |
|
|
- |
|
|
|
2,495 |
|
RECONCILIATION OF CASH, CASH
EQUIVALENTS AND RESTRICTED CASH EQUIVALENTS: |
|
|
|
|
|
|
|
|
Cash and cash equivalents |
|
|
38,193 |
|
|
|
66,384 |
|
Restricted cash
equivalents |
|
|
- |
|
|
|
353 |
|
Total cash, cash equivalents
and restricted cash equivalents |
|
|
38,193 |
|
|
|
66,737 |
|
|
The accompanying notes are an integral part of the unaudited
condensed consolidated financial statements |
|
UNAUDITED RECONCILIATION OF GAAP AND NON-GAAP
RESULTS(U.S. dollars in thousands (except per
share data)) |
|
Use of Non-GAAP Financial
Measures
The unaudited condensed consolidated financial
information is prepared in conformity with GAAP. The Company uses
information about certain financial measures that are not prepared
in accordance with GAAP, including non-GAAP net loss attributable
to ordinary shares, non-GAAP cost of revenue, non-GAAP gross
profit, non-GAAP gross profit margin, non-GAAP research and
development expenses non-GAAP sales and marketing expenses,
non-GAAP general and administrative expenses, Non-GAAP other
expenses (income) and non-GAAP basic and diluted loss per share.
These non-GAAP measures are adjusted for (as applicable)
amortization of intangible assets, share-based compensation
expenses, impairment of Goodwill, change in contingent earnout
liability, expenses related to an offering and legal fees in
connection with the class-action litigation and the SEC
investigation. The Company believes that separate analysis and
exclusion of the one-off or non-cash impact of the above
reconciling items (as applicable) adds clarity to the constituent
parts of its performance. The Company reviews these non-GAAP
financial measures together with GAAP financial measures to obtain
a better understanding of its operating performance. It uses the
non-GAAP financial measures for planning, forecasting, and
measuring results against the forecast. The Company believes that
the non-GAAP financial measures are useful supplemental information
for investors and analysts to assess its operating performance.
However, these non-GAAP measures are not measures of financial
performance under GAAP and, accordingly, should not be considered
as alternatives to GAAP measures as indicators of operating
performance.
Reconciliation of GAAP net loss
attributable to ordinary shares to Non-GAAP net loss attributable
to ordinary shares and Non-GAAP basic and diluted loss per share
(U.S. dollars in thousands)
|
|
|
Nine Months Ended |
|
|
Three Months Ended |
|
|
|
September 30, |
|
|
September 30, |
|
|
|
2024 |
|
|
2023 |
|
|
2024 |
|
|
2023 |
|
GAAP net loss attributable to ordinary shares |
|
|
39,455 |
|
|
|
50,528 |
|
|
|
13,639 |
|
|
|
21,403 |
|
Non-GAAP adjustments: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Less (Add): Class-action litigation and SEC investigation |
|
|
76 |
|
|
|
4,203 |
|
|
|
- |
|
|
|
(214 |
) |
Less: Amortization of intangible assets |
|
|
7,959 |
|
|
|
7,959 |
|
|
|
2,653 |
|
|
|
2,653 |
|
Less: Impairment of goodwill |
|
|
- |
|
|
|
7,420 |
|
|
|
|
|
|
|
7,420 |
|
Less: Offering expenses |
|
|
420 |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Less (Add): Change in the fair value of earn out liabilities’
obligation |
|
|
- |
|
|
|
(4,506 |
) |
|
|
- |
|
|
|
17 |
|
Less: accrual in connection with the estimated settlement of the
SEC investigation |
|
|
- |
|
|
|
650 |
|
|
|
- |
|
|
|
- |
|
Less: Share-based compensation |
|
|
5,845 |
|
|
|
4,981 |
|
|
|
2,267 |
|
|
|
2,118 |
|
Non-GAAP net loss
attributable to ordinary shares |
|
|
25,155 |
|
|
|
29,821 |
|
|
|
8,719 |
|
|
|
9,409 |
|
BASIC AND DILUTED LOSS
PER SHARE |
|
|
0.43 |
|
|
|
0.53 |
|
|
|
0.15 |
|
|
|
0.16 |
|
WEIGHTED AVERAGE
NUMBER OF ORDINARY SHARES (in thousands) |
|
|
58,182 |
|
|
|
55,900 |
|
|
|
58,624 |
|
|
|
57,148 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Reconciliation of GAAP cost of revenue
to Non-GAAP cost of revenue (U.S. dollars in
thousands)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
GAAP cost of revenue |
|
|
16,002 |
|
|
|
12,384 |
|
|
|
5,843 |
|
|
|
4,141 |
|
Non-GAAP adjustments: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Amortization of intangible assets |
|
|
7,668 |
|
|
|
7,668 |
|
|
|
2,556 |
|
|
|
2,556 |
|
Share-based compensation |
|
|
173 |
|
|
|
41 |
|
|
|
61 |
|
|
|
13 |
|
Non-GAAP cost of
revenue |
|
|
8,161 |
|
|
|
4,675 |
|
|
|
3,226 |
|
|
|
1,572 |
|
|
Reconciliation of GAAP gross loss to
Non-GAAP gross profit (U.S. dollars in thousands)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
GAAP gross
loss |
|
|
(7,719 |
) |
|
|
(4,876 |
) |
|
|
(2,812 |
) |
|
|
(1,662 |
) |
Non-GAAP adjustments: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Amortization of intangible assets |
|
|
7,668 |
|
|
|
7,668 |
|
|
|
2,556 |
|
|
|
2,556 |
|
Share-based compensation |
|
|
173 |
|
|
|
41 |
|
|
|
61 |
|
|
|
13 |
|
Non-GAAP gross profit
(loss) |
|
|
122 |
|
|
|
2,833 |
|
|
|
(195 |
) |
|
|
907 |
|
|
Reconciliation of GAAP gross loss margin
to Non-GAAP gross profit margin (in percentage of
revenue)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
GAAP gross loss
margin |
|
|
(93 |
)% |
|
|
(65 |
)% |
|
|
(93 |
)% |
|
|
(67 |
)% |
Non-GAAP adjustments: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Amortization of intangible assets |
|
|
92 |
% |
|
|
102 |
% |
|
|
85 |
% |
|
|
103 |
% |
Share-based compensation |
|
|
2 |
% |
|
|
1 |
% |
|
|
2 |
% |
|
|
1 |
% |
Non-GAAP gross profit
(loss) margin |
|
|
1 |
% |
|
|
38 |
% |
|
|
(6 |
)% |
|
|
37 |
% |
|
Reconciliation of GAAP research and
development, expenses to Non-GAAP research and development
expenses, net (U.S. dollars in thousands)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
GAAP research and
development expenses, net |
|
|
14,781 |
|
|
|
19,237 |
|
|
|
4,749 |
|
|
|
6,038 |
|
Non-GAAP adjustments: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Share-based compensation |
|
|
2,039 |
|
|
|
2,893 |
|
|
|
723 |
|
|
|
1,158 |
|
Non-GAAP research and
development expenses, net |
|
|
12,742 |
|
|
|
16,344 |
|
|
|
4,026 |
|
|
|
4,880 |
|
|
Reconciliation of GAAP sales and
marketing expenses to Non-GAAP sales and marketing expenses (U.S.
dollars in thousands)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
GAAP sales and
marketing expenses |
|
|
2,521 |
|
|
|
3,134 |
|
|
|
887 |
|
|
|
1,146 |
|
Non-GAAP adjustments: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Amortization of intangible
assets |
|
|
291 |
|
|
|
291 |
|
|
|
97 |
|
|
|
97 |
|
Share-based compensation |
|
|
572 |
|
|
|
334 |
|
|
|
222 |
|
|
|
149 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-GAAP sales and
marketing expenses |
|
|
1,658 |
|
|
|
2,509 |
|
|
|
568 |
|
|
|
900 |
|
|
Reconciliation of GAAP general and
administrative expenses to Non-GAAP general and administrative
expenses (U.S. dollars in thousands)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
GAAP general and
administrative expenses |
|
|
16,669 |
|
|
|
20,481 |
|
|
|
5,711 |
|
|
|
5,047 |
|
Non-GAAP adjustments: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Class-action litigation and
SEC investigation |
|
|
76 |
|
|
|
4,203 |
|
|
|
- |
|
|
|
(214 |
) |
Offering expenses |
|
|
420 |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Share-based compensation |
|
|
3,061 |
|
|
|
1,713 |
|
|
|
1,261 |
|
|
|
798 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-GAAP general and
administrative expenses |
|
|
13,112 |
|
|
|
14,565 |
|
|
|
4,450 |
|
|
|
4,463 |
|
|
Reconciliation of GAAP other expenses to
Non-GAAP other expenses (income) (U.S. dollars in
thousands)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
GAAP other expenses
(income) |
|
|
81 |
|
|
|
1,260 |
|
|
|
(20 |
) |
|
|
663 |
|
Non-GAAP adjustments: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Accrual in connection with the
estimated settlement of the SEC investigation |
|
|
- |
|
|
|
650 |
|
|
|
- |
|
|
|
- |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-GAAP other
expenses (income) |
|
|
81 |
|
|
|
610 |
|
|
|
(20 |
) |
|
|
663 |
|
|
Investor Contact:
Mike Cavanaugh
ICR Healthcare
mike.cavanaugh@westwicke.com
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