Catheter Precision, Inc. Announces $1.5 Million Private Placement Equity Financing and Potential Strategic Alliance

Rhea-AI Summary

Catheter Precision (VTAK) has secured a $1.5 million private placement equity financing and acquired promissory notes of QHSLab. The financing involves selling 1,500 shares of Series B Preferred Stock convertible into 4,287,000 common shares, along with 4,285,716 warrants at a $0.50 exercise price. Additionally, the company issued another 1,500 preferred shares to acquire QHSLab's senior secured notes worth approximately $1.6 million.

The strategic move aims to expand Catheter Precision's reach into general cardiology and cardiac electrophysiology with office-oriented product lines. QHSLab operates in physician marketplaces, offering diagnostic solutions for mental health, cardiology, drug compliance, and allergy analyses. Ladenburg Thalmann & Co. served as the exclusive placement agent for these transactions.

Positive

• Secured $1.5 million in new capital through private placement
• Potential expansion into general cardiology and office-oriented product lines through QHSLab strategic partnership
• Acquired QHSLab notes worth approximately $1.6 million with 18% default interest rate
• Warrants can be called if stock trades at $1.50+ for 20 consecutive days

Negative

• Significant potential dilution through conversion of preferred shares into 8,574,000 total common shares
• Acquired QHSLab notes are currently in default with uncertain valuation
• Most preferred stock and all warrants require shareholder approval for conversion
• No guarantee of full or partial payment of acquired QHSLab notes

Insights

Financial Analyst

Catheter Precision secured $1.5M financing and acquired defaulted QHSLab notes, potentially expanding into new cardiac markets despite financing terms raising dilution concerns.

The $1.5M private placement for Catheter Precision (VTAK) comes with significant dilution potential. The company is issuing 1,500 shares of Series B Preferred Stock convertible into 4,287,000 common shares plus 4,285,716 warrants at a $0.50 strike price. This structure suggests the company needed capital but had limited financing options, likely due to its small-cap status.

What's particularly notable is the effective conversion price of approximately $0.35 per share ($1.5M ÷ 4,287,000 shares), representing a discount to market with additional warrant coverage. The 5.5-year warrant duration with a $1.50 call provision creates a ceiling for significant upside unless the company performs exceptionally well.

The second component involves acquiring defaulted promissory notes from QHSLab worth approximately $1.6M by issuing another 1,500 preferred shares convertible into 4,287,000 more common shares. These notes are currently in default accruing interest at 18% and convertible to QHSLab stock at $0.20/share. The explicit warning that "their valuation is uncertain" and they may not be paid "in full or at all" indicates high risk.

The strategic rationale focuses on expanding from their current hospital-based cardiac electrophysiology products into general cardiology with more office-oriented products. While diversification makes sense, acquiring defaulted notes from a struggling company represents an unconventional and speculative approach to building a strategic partnership.

The transaction structure, requiring shareholder approval for conversion of most securities, suggests awareness of potential shareholder concerns regarding dilution and acquisition strategy. This financing provides needed capital but at terms reflecting significant investor risk perception.

Fort Mill, S.C., May 12, 2025 (GLOBE NEWSWIRE) -- Catheter Precision (VTAK - NYSE/American), a US based medical device company focused on developing technologically advanced products for the cardiac electrophysiology market, today announced that it has entered into securities purchase agreements with institutional investors for a $1.5 million private placement equity financing and the acquisition of certain promissory notes of QHSLab, Inc.

David Jenkins, CEO of Catheter Precision, commented, "We are pleased to have entered into these transactions.  The transactions supply financial resources for our company, as well as the potential to work with another company to expand our reach into general cardiology and further our reach into cardiac electrophysiology with office-oriented product lines, extending the reach of our direct US sales force currently focused on our hospital oriented cardiac electrophysiology products."

Ladenburg Thalmann & Co. Inc. acted as exclusive placement agent for these transactions.
        

In the funding portion of the transaction, in exchange for $1.5 million in cash, the Company sold 1,500 shares of its Series B Preferred Stock (“Preferred Stock”) to the investors which are convertible into an aggregate of 4,287,000 shares of common stock of the Company, or 2,858 shares of common stock per share of preferred, and 4,285,716 Warrants to purchase the Company’s common stock at an exercise price of $0.50 per share. The Warrants may be called by the company should the underlying common stock trade for $1.50 or more within a twenty consecutive day period while there is an effective registration statement. The Warrants have a five 1/2-year term from the date stockholder approval of their exercise is obtained.  The Preferred Stock and Warrants issued in this transaction do not have any variable priced conversion features, price-based ratchets, or except in certain specified situations, alternative cashless exercise provisions, voting rights or pay a dividend. The substantial majority of the Preferred Stock, and 100% of the Warrants issued in the transaction are not convertible until an affirmative vote of the Company’s shareholders.

The Company also issued an additional 1,500 shares of its Series B Preferred Stock, which are convertible into an aggregate of 4,287,000 shares of common stock of the Company, or 2,858 shares of common stock per share of preferred, to acquire preexisting senior secured notes of QHSLabs held by one of the funds participating in the funding transaction.   QHS operates in the marketplace of general physicians, family practice, cardiology, and cardiac electrophysiology, with products that assist the physician in diagnosing different health components including mental health, cardiology health, drug compliance, and various allergies analyses.  We believe that the approximate aggregate principal amount, plus all accrued but unpaid, interest, fees and other amounts, owed by QHSLabs under the notes is equal to approximately $1.6 million; however, both notes are currently in default, there can be no assurance that they will be paid in full or at all, and their valuation is uncertain. The notes currently accrue default interest at 18%, and are convertible into QHSLab common stock, primarily at a rate of $0.20 per share. The Company and QHS are currently pursuing a strategic partnership within the cardiovascular space.

See our Current Report on Form 8-K filed today for additional information regarding this transaction and the notes acquired.

About Catheter Precision
Catheter Precision is an innovative U.S.-based medical device company bringing new solutions to market to improve the treatment of cardiac arrhythmias. It is focused on developing groundbreaking technology for electrophysiology procedures by collaborating with physicians and continuously advancing its products.

Cautionary Note Regarding Forward-Looking Statements

Cautionary Note Regarding Forward-Looking Statements

This communication contains forward-looking statements. Forward-looking statements can be identified by words such as "believe," "anticipate," "may," "might," "can," "could," "continue," "depends," "expect," "expand," "forecast," "intend," "predict," "plan," "rely," "should," "will," "may," "seek," "promising," "potential," or the negative of these terms and other similar expressions, although not all forward-looking statements contain these words. These forward-looking statements are subject to the safe harbor provisions under the Private Securities Litigation Reform Act of 1995. Forward-looking statements contained in this press release include, but are not limited to, express and implied statements regarding the following: our expectations, our ability to collaborate with QHSLab, Inc., the potential expansion of the reach of our sales force, and the potential value or lack thereof of the notes acquired. The Company's expectations and beliefs regarding these matters may not materialize. Actual outcomes and results may differ materially from those contemplated by these forward-looking statements as a result of uncertainties, risks and changes in circumstances, including but not limited to risks and uncertainties included under the caption "Risk Factors" in the Company's 2024 Form 10-K filed with the SEC and available at www.sec.gov. These risks and uncertainties include, but aren't limited to: that we may be unable to successfully build a profitable collaboration with QHSLab and that our sales force may not be able to successfully sell into that product/service space, that the notes acquired from QHSLab are currently in default and have been for some time, and therefore QHSLab may be unable to pay any or all of the amounts owing under them, that although the notes are convertible into QHSLab common stock, that common stock is thinly traded and could be difficult to liquidate, and the conversion is subject to a 4.99% beneficial ownership blocker, that QHSLab has not agreed to our calculation of the total amounts outstanding under that notes, that our ability to develop and commercialize the CPNS System acquired from Cardionomic could be adversely impacted if we are unable to maintain protection of the patents and trade names related thereto, which we are acquiring on an as is basis without recourse; that we may not be able to obtain the financing for our Cardionomix subsidiary that we anticipate and/or such financing even if obtained may not be adequate for the development of the CPNS System; and that we may not adequately address the lessons learned from the Cardionomic pilot studies which included fatigue to nerves if stimulation is delivered for too long; high amplitude stimulation can lead to unstable hemodynamics, rhythm disturbances, and patient sensation; optimal stimulation response is dependent on more than just contractility; stimulation beyond 48 hours did not show additional benefit; stimulator modifications required to reduce procedure time, complexity, and improve user experience; and minor catheter modifications needed to accommodate larger anatomy in heart failure patients. FDA review of the CPNS System is likely to be costly and lengthy, and there is no guarantee that clearance and approval will ever occur or occur on a timetable that is beneficial to the Company. Additionally, the new subsidiary has other, minority investors aside from the Company, and future financings are expected to involve the issuance of securities by the subsidiary, which will reduce the Company's share in the profits, if any, from the CPNS System and the new subsidiary, and is likely to involve the grant of special corporate governance rights to other subsidiary investors so that the Company will not have unfettered control of the new subsidiary. There is no guarantee that the success of the pilot studies will be repeated in future trials or ultimately lead to a successful commercialization of the CPNS System. The medical device industry in general is highly competitive, and some of our competitors have longer, more established operating histories, with significantly greater financial, technical, marketing, sales, distribution, and other resources. The CPNS System is not the only device-based neuromodulation therapy currently in development for the treatment of heart failure and further must also compete against potential new drug therapies. In general, results of anticipated trials may not turn out as we currently expect, and future trials may not occur on the timetables we expect or may be more costly than anticipated.

In addition, our forward looking statements are subject to the following additional uncertainties and risks: even with this recent financing, we do not have sufficient liquidity to fund our business unless we are able to obtain additional financing or enter into a strategic transaction that would provide additional liquidity during the next three to six months will not be able to reach profitability unless we are able to achieve our product expansion and growth goals, our research and development and commercialization efforts may depend on entering into agreements with corporate collaborators, we have in the past entered into joint marketing agreements with respect to our products, and may again enter into additional joint marketing agreements in the future that could reduce our revenues from product sales, if we experience significant disruptions in our information technology systems, our business may be adversely affected, litigation and other legal proceedings may adversely affect our business, if we make acquisitions or divestitures, we could encounter difficulties that harm our business, failure to attract and retain sufficient qualified personnel could also impede our growth, failure to maintain effective internal controls could cause our investors to lose confidence in us and adversely affect the market price of our common stock, we have determined that our internal controls and disclosure controls were not effective as of March 31, 2024, June 30, 2024, September 30, 2024, and December 31, 2024, and as a result, without effective remediation of the material weaknesses that we have identified, we may not be able to accurately report our financial results or prevent fraud, our revenues may depend on our customers' receipt of adequate reimbursement from private insurers and government sponsored healthcare programs, we may be unable to compete successfully with companies in our highly competitive industry, many of whom have substantially greater resources than we do, our future operating results depend upon our ability to obtain components in sufficient quantities on commercially reasonable terms or according to schedules, prices, quality and volumes that are acceptable to us, and suppliers may fail to deliver components, or we may be unable to manage these components effectively or obtain these components on such terms, if hospitals, physicians and patients do not accept our current and future products or if the market for indications for which any product candidate is approved is smaller than expected, we may be unable to generate significant revenue, if any, our medical device operations are subject to pervasive and continuing FDA regulatory requirements, our products may be subject to additional recalls, revocations or suspensions after receiving FDA or foreign approval or clearance, which could divert managerial and financial resources, harm our reputation, and adversely affect our business, changes in trade policies among the U.S. and other countries, in particular the imposition of new or higher tariffs by the U.S. and/or its trading partners could increase our expenses, require us to increase prices, potentially lowering demand for our products, and/or reduce our revenues and operating results, and such increase , or the imposition of other barriers to international trade, could have a material adverse effect on our revenues and operating results. The risks and uncertainties described above may be amplified by the COVID-19 pandemic, which has caused significant economic uncertainty, or other pandemics, supply chain disruptions from the Ukraine war or Israeli-Hamas conflict and otherwise, and ongoing volatility in the stock markets and the U.S. economy in general.

The forward-looking statements included in this communication are made only as of the date hereof. The Company assumes no obligation and does not intend to update these forward-looking statements, except as required by law.

CONTACTS:

At the Company
David Jenkins
973-691-2000
info@catheterprecision.com

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FAQ

What is the size of VTAK's private placement financing announced on May 12, 2025?

Catheter Precision (VTAK) announced a $1.5 million private placement equity financing through the sale of Series B Preferred Stock and warrants.

How many common shares can be issued from VTAK's Series B Preferred Stock offering?

The total Series B Preferred Stock (3,000 shares) can be converted into 8,574,000 common shares of VTAK, at a rate of 2,858 common shares per preferred share.

What are the terms of the warrants issued in VTAK's private placement?

VTAK issued 4,285,716 warrants with a $0.50 exercise price and 5.5-year term. The company can call the warrants if the stock trades at $1.50+ for 20 consecutive days with an effective registration statement.

What is the strategic purpose of VTAK's acquisition of QHSLab notes?

The acquisition aims to expand VTAK's reach into general cardiology and cardiac electrophysiology with office-oriented product lines, complementing their hospital-focused products.

What is the value and status of the QHSLab notes acquired by VTAK?

The QHSLab notes have an approximate value of $1.6 million with 18% default interest rate. The notes are currently in default with uncertain valuation and no guarantee of payment.