Check the appropriate box below if the Form 8-K filing is intended
to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction
A.2. below):
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405
of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter):
If an emerging growth company, indicate by check
mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting
standards provided pursuant to Section 13(a) of the Exchange Act. ¨
On August 6, 2026, CytoSorbents Corporation issued
a press release announcing its financial results for the quarter ended June 30, 2026. A copy of the press release is furnished herewith
as Exhibit 99.1.*
* The information in Items 2.02 of this Form 8-K
shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange
Act”) or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under
the Securities Act of 1933 or the Exchange Act, except as expressly set forth by specific reference in such a filing.
Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Exhibit 99.1

CytoSorbents
Reports Second Quarter 2026 Financial Results, Recent Business Highlights, and Regulatory Update
Highlighting
Four Independent Drivers of Shareholder Value
PRINCETON, N.J.,
August 6, 2026 — CytoSorbents Corporation (NASDAQ: CTSO), a leader in the treatment of life-threatening conditions
in the intensive care unit and cardiac surgery using blood purification, today reported financial results for the second quarter ended June
30, 2026, recent business highlights, and provides a regulatory update.
Second Quarter 2026 Financial Results
| · | Revenue
was $9.6 million, unchanged from a year ago. |
| | | |
| · | Gross
margin improved to 73% in the quarter, up sequentially from 69% in Q1 2026 and from 71% a
year ago. |
| | | |
| · | Operating
loss improved by 27% to $2.6 million versus $3.6 million in Q2 2025. |
| | | |
| · | Net
loss was $4.4 million or $0.07 per share, compared to net income of $1.9 million or $0.03
per share in Q2 2025, due primarily to the non-cash impact of changes in foreign currency
translations year over year. |
| | | |
| · | Adjusted
net loss, which excludes the impact of non-cash changes in foreign currency translations
and non-cash stock compensation, improved by 22% to $2.8 million or $0.05 per share, compared
to an adjusted net loss of $3.7 million or $0.06 per share in Q2 2025. |
| | | |
| · | Adjusted
EBITDA loss, which also excludes the impact of non-cash changes in foreign currency translations
and non-cash stock compensation improved by 38% to $1.6 million compared to a loss of $2.6
million in Q2 2025. |
| | | |
| · | Total
cash, cash equivalents, and restricted cash was approximately $5.9 million on June 30, 2026,
compared to $6.3 million at March 31, 2026. |
| | | |
| · | Total
cash burn in the second quarter was reduced to $0.4 million, inclusive of approximately $0.2
million in restructuring-related payments. |
“Second quarter
revenue performance was led by strong growth in our distributor and strategic partner territories, as well as direct sales outside of
Germany, but offset by a decline in sales in Germany attributed to a smaller, but more focused sales force. We are encouraged by the
improved productivity and sales execution of this team and expect to add three to five new sales representatives through early 2027 to
restore full country coverage,” stated Dr. Phillip Chan, Chief Executive Officer of CytoSorbents. “We are also pleased with
the continued improvements in our operating execution in the quarter, including an increase in gross margins to 73%, a 27% reduction
in operating loss, a 38% improvement in adjusted EBITDA loss, and importantly, a reduction in operating cash burn to $200,000 excluding
restructuring payments. These gains reflect disciplined execution across our organization, including manufacturing optimization, improved
working capital management, commercial execution, and tighter cost controls. As a result, we believe we remain on track toward our objective
of achieving operating cash flow breakeven in the second half of this year.
Over the past couple
of years, our priorities have been clear. We have needed to strengthen the financial foundation of the Company, improve commercial and
operating execution, advance our regulatory programs, and position the business for sustainable long-term growth. During the second quarter,
we continued making meaningful progress against each of these objectives. While we are not yet where we want to be, we believe CytoSorbents
today is better positioned for success than it was a year ago.
Four Independent
Value Drivers
Looking ahead,
we believe CytoSorbents has strong value creation opportunities. We believe we have four independent value drivers over the next six
to eighteen months and that each has the potential to strengthen the business and create meaningful long-term shareholder value by reducing
risk, expanding profitability, opening new markets, and unlocking strategic value.
First Value
Driver: Achieving Operating Cash Flow Breakeven
Our first value
driver is reducing financial risk by achieving sustainable operating cash flow breakeven.
Over the past year,
we have focused relentlessly on improving the economics of our business. Product gross margin improved to 73% during the second quarter
through manufacturing optimization, improved sourcing, and production efficiencies. We also lowered our cash burn through improved commercial
execution, collections, and working capital management while continuing to streamline our organization. Since September 2025, we have
reduced our workforce by approximately 23%, creating a leaner and more focused company.
As a result, operating
cash burn declined to approximately $200,000 during the quarter, excluding restructuring charges, representing another meaningful step
toward operating cash flow breakeven.
We believe this
milestone is important because it fundamentally changes the Company's financial profile. Every dollar of operating cash burn eliminated
reduces future financing needs, strengthens our balance sheet, increases strategic flexibility, and allows a greater proportion of future
growth to accrue to shareholders. Although important work remains, we believe the progress achieved over the past year demonstrates that
this strategy is working."
Second Value
Driver: Returning the CytoSorb Business to Sustainable, Profitable Growth
Our second value
driver is returning our core CytoSorb business to sustainable, profitable growth.
Although overall
revenue growth remains modest today, the majority of the business did well during the second quarter, with 16% growth in distributor
and strategic partner sales despite geopolitical disruption in the Middle East, and 9% growth in direct sales outside of Germany, but
offset by a 24% decrease in Germany sales, attributed to a smaller, but more focused sales force following our restructuring. In Germany,
we have significantly improved the efficiency of our smaller commercial organization and expect to drive a return to growth in the country
by regaining full territory coverage through the addition of three to five new sales representatives through early 2027.
At the same time,
our messaging and training of treating the “Right Patient, at the Right Time, with the Right Dose” continues to resonate
with customers. This is partially evident in the increasing customer adoption of our PuriFi® pump platform and HotSwap® technology
which have been received very well. These technologies simplify therapy delivery, encourage earlier and more intensive intervention,
and promote more consistent utilization of CytoSorb.
We believe these
and other initiatives, particularly the operational investments and commercial restructuring completed over the past year, have positioned
us for greater sales effectiveness that can strengthen both clinical adoption and long-term profitable growth of the franchise.
Third Value
Driver: Opening the U.S. Market Through DrugSorb-ATR
Our third value
driver is obtaining FDA marketing approval for DrugSorb-ATR and opening what we believe represents one of the Company's most important
long-term growth opportunities.
DrugSorb-ATR addresses
a significant unmet need in cardiac surgery by removing commonly prescribed blood thinners during cardiopulmonary bypass for patients
requiring urgent surgery. With the positive results of the STAR-T trial in CABG patients now published and the growing body of real-world
evidence using our therapies for the anti-platelet drug Brilinta® and the direct oral anticoagulants, Eliquis® and Xarelto®,
we are confident in the worldwide potential of our technologies for this application. In the U.S. and Canada alone, with future approval,
we believe this represents an initial market opportunity of approximately $500 million to $1 billion, with the potential to expand substantially
as additional surgical indications are pursued.
During August,
we have two important FDA pre-submission meetings scheduled. The first is to discuss options to generate additional mechanistic data
requested by FDA for our Brilinta® program. Following this meeting, we intend to finalize and confirm the testing protocol with FDA,
which may require an additional meeting with the Agency. Once finalized, we anticipate completing the required testing, and submitting
a new De Novo application in early 2027 that will include these data and new real-world clinical evidence analyses involving four times
the number of coronary artery bypass graft (CABG) patients on Brilinta® treated with DrugSorb-ATR, compared to the original STAR-T
trial.
In the second scheduled
meeting, we will present our data to the FDA supporting a potential parallel De Novo submission for DrugSorb-ATR in patients receiving
direct oral anticoagulants, or DOACs, and discuss what additional information, if any, the Agency believes is necessary.
We believe these
meetings will provide additional clarity toward FDA marketing authorization. Successful marketing approval would establish a second commercial
franchise alongside our international CytoSorb business, open access to the world's largest healthcare market, further validate our adsorption
technology platform, increase our gross margins and potential profitability, and create opportunities for future expansion.
Fourth Value
Driver: Unlocking the Strategic Value of HemoDefend-BGA
Our fourth value
driver is realizing the strategic value of HemoDefend-BGA - a technology that we believe is not fully reflected in today's valuation.
Developed with
approximately $16 million of prior non-dilutive U.S. government funding, HemoDefend-BGA is a sophisticated blood filter designed to remove
anti-A and anti-B antibodies from plasma and platelet products, enabling the production of ‘universal’ blood products that
can be transfused regardless of recipient blood type - without electricity, capital equipment, or complex processing.
The technology
has the potential to simplify blood inventories, reduce waste, lower costs, and improve access to life-saving blood products. Leading
blood centers have helped to evaluate and validate the technology, and we believe its commercial potential extends well beyond today's
blood banking model.
As one example,
imagine the simplification and cost savings to hospital blood banks from currently maintaining 4 types of plasma (A, B, AB, O) and 4
types of platelets to now just 1 universal plasma and 1 universal platelet product. Or picture a future where every ambulance, first
responder, or military vehicle around the world carries freeze-dried universal plasma on board - without refrigeration, without the need
to blood type, and ready for immediate transfusion to patients suffering severe trauma and life-threatening hemorrhage. We believe HemoDefend-BGA
has the potential to help make that future possible.
Over the past year,
we completed product development, and in July 2026 we received constructive FDA feedback regarding our anticipated clinical pathway following
a pre-submission interaction with the Agency. In addition, we continue to have encouraging discussions with U.S. government agencies
regarding potential non-dilutive funding for future clinical development.
While our immediate
priorities remain achieving operating cash flow breakeven, growing the CytoSorb franchise, and advancing DrugSorb-ATR, we believe HemoDefend-BGA
represents a valuable strategic asset with multiple potential pathways to create shareholder value, including commercial partnerships,
licensing opportunities, government funding, or other strategic alternatives.
Looking Ahead:
Four Independent Value Drivers. One Uncommon Value.
Taken together,
these four value drivers represent multiple independent opportunities to create value over the next 6 to 18 months.
| · | The
first reduces financial risk by expanding operating margins, and achieving operating cash
flow breakeven |
| | | |
| · | The
second returns our core CytoSorb business to consistent, profitable growth, |
| | | |
| · | The
third opens the U.S. market and establishes what we believe can become a second major commercial
franchise |
| | | |
| · | And
the fourth unlocks the value of a highly differentiated blood purification platform with
meaningful strategic optionality |
We believe each
of these initiatives has the potential to independently strengthen our business and increase shareholder value. Together, they have the
potential to fundamentally transform CytoSorbents into a stronger, more profitable, and more diversified medical technology company.
Dr. Chan concluded,
“Although more work remains, we believe our accomplishments over the past several quarters have stabilized the company and have
positioned it for this next phase, where our entire organization remains intensely focused on disciplined execution. In the near future,
we intend to regain compliance with our Nasdaq listing requirements, broaden the awareness of our Company and our four separate value
drivers, and secure the Company financially. We appreciate our shareholder’s support and look forward to updating them as we continue
to make progress on each of these important objectives.”
Second Quarter
2026 Earnings Conference Call
CytoSorbents’ management will
host a live conference call, presentation webcast, and a question-and-answer session with the following information:
Date: Thursday, August 6, 2026
Time: 4:30 PM ET
Live webcast link: https://app.webinar.net/v62381bx4na
It is recommended
that participants join approximately 10 minutes prior to the start of the call.
An archived recording
of the conference call will be available under the Investor Relations section of the Company’s website at https://ir.cytosorbents.com/
About DrugSorb-ATR
In the U.S. and
Canada, CytoSorbents is developing the DrugSorb™-ATR antithrombotic removal system, an investigational device based on an equivalent
polymer technology to CytoSorb, to reduce the severity of perioperative bleeding in high-risk surgery due to blood thinning drugs. It
has received two U.S. Food and Drug Administration (“FDA”) Breakthrough Device Designations: one for the removal of ticagrelor
and another for the removal of the direct oral anticoagulants (DOAC) apixaban and rivaroxaban in a cardiopulmonary bypass circuit during
urgent cardiothoracic procedures.
The Company continues
to actively pursue regulatory approval of DrugSorb-ATR with the FDA and expects to pursue regulatory approval in Canada with better visibility
from the FDA. DrugSorb-ATR is not yet granted or approved in the United States and Canada, respectively.
About Non-GAAP
Financial Measures
To supplement our
condensed consolidated financial statements, we use the non-GAAP financial measures of EBITDA, which measures earnings before interest,
income taxes, depreciation and amortization, and Adjusted EBITDA which further excludes non-cash stock compensation expense, the gain
or loss of foreign exchange translation, and restructuring charges. We also use the non-GAAP financial measures of Adjusted Net Income
or Loss and Adjusted Net Income or Loss Per Share which excludes non-cash stock compensation expense, the gain or loss of foreign exchange
translation, and restructuring charges from Net Loss and Net Loss Per Share, respectively. These non-GAAP measures are not based on any
comprehensive set of accounting rules or principles and should not be considered a substitute for, or superior to, financial measures
calculated in accordance with GAAP and may be different from non-GAAP measures used by other companies. In addition, these non-GAAP measures
should be read in conjunction with our financial statements prepared in accordance with GAAP. The reconciliations of the non-GAAP measures
to the most directly comparable financial measures calculated and presented in accordance with GAAP should be carefully evaluated. We
use these non-GAAP financial measures for financial and operational decision-making and as a means to evaluate period-to-period comparisons.
We believe that these non-GAAP financial measures provide meaningful supplemental information regarding our performance and that both
management and investors benefit from referring to these non-GAAP financial measures in assessing our performance and when planning,
forecasting, and analyzing future periods. We believe these non-GAAP financial measures are useful to investors because (1) they allow
for greater transparency with respect to key metrics used by management in its financial and operational decision-making and (2) they
are used by investors and the analyst community to help them analyze the performance of our business, the Company’s cash available
for operations, and the Company’s ability to meet future capital expenditure and working capital requirements. For a reconciliation
of non-GAAP financial measures to the most comparable GAAP measure, see the reconciliation included in the financial tables. All non-GAAP
adjustments are presented pre-tax.
About CytoSorbents
Corporation (NASDAQ: CTSO)
CytoSorbents
Corporation is a leader in the treatment of life-threatening conditions in the intensive care unit and cardiac surgery through
blood purification. CytoSorbents’ proprietary blood purification technologies are based on biocompatible, highly porous polymer
beads that can actively remove toxic substances from blood and other bodily fluids by pore capture and surface adsorption. Cartridges
filled with these beads can be used with standard blood pumps already in the hospital (e.g. dialysis, continuous renal replacement therapy
or CRRT, extracorporeal membrane oxygenation or ECMO, and heart-lung machines), where blood is repeatedly recirculated outside the body,
through our cartridges where toxic substances are removed, and then back into the body. CytoSorbents’ technologies are used in
a number of broad applications. Specifically, two important applications are 1) the removal of blood thinners during and after cardiothoracic
surgery to reduce the risk of severe bleeding, and 2) the removal of inflammatory agents and toxins in common critical illnesses that
can lead to massive inflammation, organ failure and patient death. The breadth of these critical illnesses includes, for example, sepsis,
burn injury, trauma, lung injury, liver failure, cytokine release syndrome, and pancreatitis as well as the removal of liver toxins that
accumulate in acute liver dysfunction or failure, and the removal of myoglobin in severe rhabdomyolysis that can otherwise lead to renal
failure. In these diseases, the risk of death can be extremely high, and there are few, if any, effective treatments.
CytoSorbents’
lead product, CytoSorb®, is approved in the European Union and distributed in over 70 countries
worldwide, with more than 300,000 devices used cumulatively to date. CytoSorb was originally launched in the European Union under
CE mark as the first cytokine adsorber. Additional CE mark extensions were granted for bilirubin and myoglobin removal in clinical conditions
such as liver disease and trauma, respectively, and for ticagrelor and rivaroxaban removal in cardiothoracic surgery
procedures. CytoSorb has also received FDA Emergency Use Authorization in the United States for use in adult critically
ill COVID-19 patients with impending or confirmed respiratory failure. CytoSorb is not yet approved or cleared in the United
States.
In the U.S. and Canada, CytoSorbents is
developing the DrugSorb™-ATR antithrombotic removal system, an investigational device based on an equivalent polymer technology
to CytoSorb, to reduce the severity of perioperative bleeding in high-risk surgery due to blood thinning drugs. It has received
two FDA Breakthrough Device Designations: one for the removal of ticagrelor and another for the removal
of the direct oral anticoagulants (DOAC) apixaban and rivaroxaban in a cardiopulmonary bypass circuit during urgent
cardiothoracic surgery. The Company is actively pursuing regulatory approval of DrugSorb-ATR with the U.S. FDA and will pursue regulatory
approval with Health Canada with better visibility from the FDA. DrugSorb-ATR is not yet granted or approved in either the U.S. or Canada.
The Company has
numerous marketed products and products under development based upon this unique blood purification technology protected by many issued U.S. and
international patents and registered trademarks, and multiple patent applications pending, including ECOS-300CY®, CytoSorb-XL™,
HemoDefend-RBC™, HemoDefend-BGA™, VetResQ®, K+ontrol™, DrugSorb™, ContrastSorb, PuriFi®, HotSwap®,
and others. For more information, please visit the Company’s website at https://ir.cytosorbents.com/ or follow us on Facebook and X.
Forward-Looking
Statements
This
press release includes forward-looking statements intended to qualify for the safe harbor from liability established by the Private Securities
Litigation Reform Act of 1995. These forward-looking statements include, but are not limited to, statements about our plans, objectives,
future targets and outlooks for our business, representations and contentions, and the outcome of our regulatory submissions, and are
not historical facts and typically are identified by use of terms such as “may,” “should,” “could,”
“expect,” “plan,” “anticipate,” “believe,” “estimate,” “predict,”
“potential,” “continue” and similar words, although some forward-looking statements are expressed differently.
You should be aware that the forward-looking statements in this press release represent management’s current judgment and expectations,
but our actual results, events and performance could differ materially from those in the forward-looking statements. Factors which could
cause or contribute to such differences include, but are not limited to, our restructuring of our direct sales team and strategy in Germany,
ability to successfully obtain U.S. FDA and Health Canada marketing authorization or approval, our ability to reduce
costs, optimize operations, and achieve cash-flow break-even in the second half of 2026, our ability to appropriately finance the Company,
and the risks discussed in our Annual Report on Form 10-K, filed with the SEC on March 30, 2026, as updated by the risks
reported in our Quarterly Reports on Form 10-Q, and in the press releases and other communications to shareholders issued by us from
time to time which attempt to advise interested parties of the risks and factors which may affect our business. We caution you not to
place undue reliance upon any such forward-looking statements. We undertake no obligation to publicly update or revise any forward-looking
statements, whether as a result of new information, future events, or otherwise, other than as required under the Federal securities
laws.
Please
Click to Follow Us on Facebook and X
U.S. Company Contact:
Peter J. Mariani, Chief Financial Officer
305 College Road
East
Princeton, NJ 08540
ir@cytosorbents.com
CYTOSORBENTS
CORPORATION
CONDENSED CONSOLIDATED
BALANCE SHEETS (UNAUDITED)
(in thousands,
except share data)
| | |
June 30, | | |
December 31, | |
| | |
2026 | | |
2025 | |
| | |
(unaudited) | | |
| |
| ASSETS | |
| | | |
| | |
| Current Assets: | |
| | | |
| | |
| Cash and cash equivalents | |
$ | 4,413 | | |
$ | 6,249 | |
| Accounts receivable, net of allowances of $421 and $164 as of June 30, 2026 and December 31, 2025 | |
| 6,786 | | |
| 7,550 | |
| Inventories - net | |
| 3,686 | | |
| 5,281 | |
| Prepaid expenses and other current assets | |
| 852 | | |
| 1,554 | |
| Total current assets | |
| 15,737 | | |
| 20,634 | |
| | |
| | | |
| | |
| Property and equipment - net | |
| 7,172 | | |
| 7,823 | |
| Restricted cash | |
| 1,522 | | |
| 1,522 | |
| Right-of-use asset | |
| 10,612 | | |
| 10,924 | |
| Patents - net | |
| 2,864 | | |
| 3,226 | |
| Other assets | |
| 53 | | |
| 53 | |
| Total assets | |
$ | 37,960 | | |
$ | 44,182 | |
| | |
| | | |
| | |
| LIABILITIES AND STOCKHOLDERS’ EQUITY (DEFICIT) | |
| | | |
| | |
| Current Liabilities: | |
| | | |
| | |
| Accounts payable | |
$ | 2,002 | | |
$ | 2,869 | |
| Accrued expenses and other current liabilities | |
| 7,283 | | |
| 6,299 | |
| Lease liability – current portion | |
| 589 | | |
| 541 | |
| Current maturities of long-term debt, net of debt discount | |
| 14,149 | | |
| — | |
| Total current liabilities | |
| 24,023 | | |
| 9,709 | |
| Lease liability, net of current portion | |
| 11,596 | | |
| 11,903 | |
| Long-term debt, net of current portion and debt discount | |
| 3,092 | | |
| 16,667 | |
| Total liabilities | |
| 38,711 | | |
| 38,279 | |
| | |
| | | |
| | |
| Commitments and Contingencies | |
| | | |
| | |
| | |
| | | |
| | |
| Stockholders’ equity (deficit) | |
| | | |
| | |
| Preferred Stock, par value $0.001, 5,000,000 shares authorized; no shares issued and outstanding as of June 30, 2026 and December 31, 2025 | |
| — | | |
| — | |
| Common Stock, par value $0.001, 100,000,000 shares authorized; 62,842,748 and 62,804,305 shares issued and outstanding as of June 30, 2026 and December 31, 2025 respectively | |
| 63 | | |
| 63 | |
| Additional paid-in capital | |
| 321,936 | | |
| 321,024 | |
| Accumulated other comprehensive loss | |
| (996 | ) | |
| (2,977 | ) |
| Accumulated deficit | |
| (321,754 | ) | |
| (312,207 | ) |
| Total stockholders’ equity (deficit) | |
| (751 | ) | |
| 5,903 | |
| Total liabilities and stockholders’ equity (deficit) | |
$ | 37,960 | | |
$ | 44,182 | |
See accompanying
notes to condensed consolidated financial statements.
CYTOSORBENTS
CORPORATION
CONDENSED CONSOLIDATED
STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS (UNAUDITED)
(in thousands,
except share and per share data)
| | |
Three Months Ended June 30, | | |
Six Months Ended June 30, | |
| | |
2026 | | |
2025 | | |
2026 | | |
2025 | |
| Revenue, net | |
$ | 9,633 | | |
$ | 9,617 | | |
$ | 18,497 | | |
$ | 18,344 | |
| Cost of goods sold | |
| 2,584 | | |
| 2,803 | | |
| 5,318 | | |
| 5,323 | |
| Gross profit | |
| 7,049 | | |
| 6,814 | | |
| 13,179 | | |
| 13,021 | |
| | |
| | | |
| | | |
| | | |
| | |
| Operating expenses | |
| | | |
| | | |
| | | |
| | |
| Research and development, net of grant income | |
| 1,453 | | |
| 1,262 | | |
| 2,478 | | |
| 2,924 | |
| Selling, general and administrative | |
| 7,964 | | |
| 9,167 | | |
| 16,073 | | |
| 17,599 | |
| Restructuring | |
| 270 | | |
| — | | |
| 310 | | |
| — | |
| Total operating expenses | |
| 9,687 | | |
| 10,429 | | |
| 18,861 | | |
| 20,523 | |
| Loss from operations | |
| (2,638 | ) | |
| (3,615 | ) | |
| (5,682 | ) | |
| (7,502 | ) |
| | |
| | | |
| | | |
| | | |
| | |
| Other income (expense) | |
| | | |
| | | |
| | | |
| | |
| Interest expense, net | |
| (868 | ) | |
| (616 | ) | |
| (1,726 | ) | |
| (1,221 | ) |
| Gain (loss) on foreign currency transactions | |
| (911 | ) | |
| 6,178 | | |
| (2,139 | ) | |
| 9,192 | |
| Total other income (expense), net | |
| (1,779 | ) | |
| 5,562 | | |
| (3,865 | ) | |
| 7,971 | |
| | |
| | | |
| | | |
| | | |
| | |
| Net income (loss) | |
$ | (4,417 | ) | |
$ | 1,947 | | |
$ | (9,547 | ) | |
$ | 469 | |
| | |
| | | |
| | | |
| | | |
| | |
| Basic net income (loss) per common share | |
$ | (0.07 | ) | |
$ | 0.03 | | |
$ | (0.15 | ) | |
$ | 0.01 | |
| | |
| | | |
| | | |
| | | |
| | |
| Diluted net income (loss) per common share | |
$ | (0.07 | ) | |
$ | 0.03 | | |
$ | (0.15 | ) | |
$ | 0.01 | |
| | |
| | | |
| | | |
| | | |
| | |
| Weighted Average Shares of Common Stock Outstanding | |
| | | |
| | | |
| | | |
| | |
| Basic | |
| 62,806,694 | | |
| 62,608,598 | | |
| 62,772,761 | | |
| 61,675,447 | |
| Diluted | |
| 62,806,694 | | |
| 67,166,377 | | |
| 62,772,761 | | |
| 66,255,298 | |
| | |
| | | |
| | | |
| | | |
| | |
| Other comprehensive income (loss): | |
| | | |
| | | |
| | | |
| | |
| Foreign currency translation adjustment, net of tax | |
| 1,105 | | |
| (5,476 | ) | |
| 1,981 | | |
| (8,212 | ) |
| Comprehensive loss | |
$ | (3,312 | ) | |
$ | (3,529 | ) | |
$ | (7,566 | ) | |
$ | (7,743 | ) |
See accompanying
notes to condensed consolidated financial statements.
CYTOSORBENTS
CORPORATION
CONDENSED CONSOLIDATED
STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY (DEFICIT) (UNAUDITED)
(in thousands,
except share data)
| | |
Common Stock | | |
| | |
| | |
| | |
| |
| | |
Shares | | |
Par Value | | |
Additional Paid-In
Capital | | |
Accumulated Other Comprehensive
Loss | | |
Accumulated Deficit | | |
Stockholders’ Equity
(Deficit) | |
| For the three months ended June 30, 2026 | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
| Balance as of March 31, 2026 (unaudited) | |
| 62,733,305 | | |
$ | 63 | | |
$ | 321,568 | | |
$ | (2,101 | ) | |
$ | (317,337 | ) | |
$ | 2,194 | |
| Stock-based compensation | |
| — | | |
| — | | |
| 368 | | |
| — | | |
| — | | |
| 368 | |
| Common stock issued upon vesting of restricted stock units, less shares withheld to cover taxes | |
| 109,443 | | |
| — | | |
| — | | |
| — | | |
| — | | |
| — | |
| Foreign translation adjustment | |
| — | | |
| — | | |
| — | | |
| 1,105 | | |
| — | | |
| 1,105 | |
| Net loss | |
| — | | |
| — | | |
| — | | |
| — | | |
| (4,417 | ) | |
| (4,417 | ) |
| Balance as of June 30, 2026 (unaudited) | |
| 62,842,748 | | |
$ | 63 | | |
$ | 321,936 | | |
$ | (996 | ) | |
$ | (321,754 | ) | |
$ | (751 | ) |
| | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
| For the six months ended June 30, 2026 | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
| Balance as of December 31, 2025 | |
| 62,804,305 | | |
$ | 63 | | |
$ | 321,024 | | |
$ | (2,977 | ) | |
$ | (312,207 | ) | |
$ | 5,903 | |
| Stock-based compensation | |
| — | | |
| — | | |
| 912 | | |
| — | | |
| — | | |
| 912 | |
| Reversal of excess RSU shares issued | |
| (71,000 | ) | |
| — | | |
| — | | |
| — | | |
| — | | |
| — | |
| Common stock issued upon vesting of restricted stock units, less shares withheld to cover taxes | |
| 109,443 | | |
| — | | |
| — | | |
| — | | |
| — | | |
| — | |
| Foreign translation adjustment | |
| — | | |
| — | | |
| — | | |
| 1,981 | | |
| — | | |
| 1,981 | |
| Net loss | |
| — | | |
| — | | |
| — | | |
| — | | |
| (9,547 | ) | |
| (9,547 | ) |
| Balance as of June 30, 2026 (unaudited) | |
| 62,842,748 | | |
$ | 63 | | |
$ | 321,936 | | |
$ | (996 | ) | |
$ | (321,754 | ) | |
$ | (751 | ) |
| | |
| | |
| | |
| | |
Accumulated | | |
| | |
| |
| | |
| | |
| | |
Additional | | |
Other | | |
| | |
| |
| | |
Common Stock | | |
Paid-In | | |
Comprehensive | | |
Accumulated | | |
Stockholders’ | |
| | |
Shares | | |
Par Value | | |
Capital | | |
Loss | | |
Deficit | | |
Equity | |
| For the three months ended June 30, 2025 | |
| | |
| | |
| | |
| | |
| | |
| |
| Balance as of March 31, 2025 (unaudited) | |
| 62,529,466 | | |
$ | 63 | | |
$ | 318,452 | | |
$ | 1,516 | | |
$ | (305,487 | ) | |
$ | 14,544 | |
| Stock-based compensation | |
| — | | |
| — | | |
| 571 | | |
| — | | |
| — | | |
| 571 | |
| Common stock issued upon vesting of restricted stock units, less shares withheld to cover taxes | |
| 69,260 | | |
| — | | |
| — | | |
| — | | |
| — | | |
| — | |
| Shares issued for exercise of stock options | |
| 11,650 | | |
| — | | |
| — | | |
| — | | |
| — | | |
| — | |
| Foreign currency translation adjustment, net of tax | |
| — | | |
| — | | |
| — | | |
| (5,476 | ) | |
| — | | |
| (5,476 | ) |
| Net income | |
| — | | |
| — | | |
| — | | |
| — | | |
| 1,947 | | |
| 1,947 | |
| Balance as of June 30, 2025 (unaudited) | |
| 62,610,376 | | |
$ | 63 | | |
$ | 319,023 | | |
$ | (3,960 | ) | |
$ | (303,540 | ) | |
$ | 11,586 | |
| | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
| For the six months ended June 30, 2025 | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
| Balance as of December 31, 2024 | |
| 54,830,146 | | |
$ | 55 | | |
$ | 310,809 | | |
$ | 4,252 | | |
$ | (304,009 | ) | |
$ | 11,107 | |
| Stock-based compensation | |
| — | | |
| 1 | | |
| 1,390 | | |
| — | | |
| — | | |
| 1,391 | |
| Common stock issued upon vesting of restricted stock units, less shares withheld to cover taxes | |
| 101,581 | | |
| — | | |
| — | | |
| — | | |
| — | | |
| — | |
| Shares issued for exercise of stock options | |
| 11,650 | | |
| — | | |
| — | | |
| — | | |
| — | | |
| — | |
| Issuance of common stock and warrants from rights offerings, net of fees incurred | |
| 6,249,791 | | |
| 6 | | |
| 5,386 | | |
| — | | |
| — | | |
| 5,392 | |
| Issuance of common stock from exercise of warrants | |
| 1,417,208 | | |
| 1 | | |
| 1,438 | | |
| — | | |
| — | | |
| 1,439 | |
| Foreign translation adjustment | |
| — | | |
| — | | |
| — | | |
| (8,212 | ) | |
| — | | |
| (8,212 | ) |
| Net income | |
| — | | |
| — | | |
| — | | |
| — | | |
| 469 | | |
| 469 | |
| Balance as of June 30, 2025 (unaudited) | |
| 62,610,376 | | |
$ | 63 | | |
$ | 319,023 | | |
$ | (3,960 | ) | |
$ | (303,540 | ) | |
$ | 11,586 | |
See accompanying
notes to condensed consolidated financial statements.
CYTOSORBENTS
CORPORATION
CONDENSED CONSOLIDATED
STATEMENTS OF CASH FLOWS (UNAUDITED)
(in thousands)
| | |
Six | | |
Six | |
| | |
Months Ended | | |
Months Ended | |
| | |
June 30, | | |
June 30, | |
| | |
2026 | | |
2025 | |
| Cash flows from operating activities | |
| | | |
| | |
| Net income (loss) | |
$ | (9,547 | ) | |
$ | 469 | |
| Adjustments to reconcile net income (loss) to net cash used in operating activities: | |
| | | |
| | |
| Amortization of debt discount | |
| 573 | | |
| 381 | |
| Amortization of patents | |
| 123 | | |
| 124 | |
| Depreciation and amortization | |
| 576 | | |
| 649 | |
| Amortization of right-of-use asset | |
| 53 | | |
| 72 | |
| Loss on abandoned patents | |
| 338 | | |
| — | |
| Write-off of inventory | |
| — | | |
| 253 | |
| Bad debt expense (recovery) | |
| 240 | | |
| 9 | |
| Stock-based compensation | |
| 912 | | |
| 1,391 | |
| Foreign currency transaction (gains) losses | |
| 2,139 | | |
| (9,192 | ) |
| Changes in operating assets and liabilities | |
| | | |
| | |
| Accounts receivable | |
| 377 | | |
| 257 | |
| Inventories | |
| 1,512 | | |
| (925 | ) |
| Prepaid expenses and other current assets | |
| 645 | | |
| 1,897 | |
| Other assets | |
| 1 | | |
| — | |
| Accounts payable and accrued expenses | |
| 313 | | |
| (360 | ) |
| Net cash used in operating activities | |
| (1,745 | ) | |
| (4,975 | ) |
| | |
| | | |
| | |
| Cash flows from investing activities | |
| | | |
| | |
| Purchases of property and equipment | |
| (25 | ) | |
| (39 | ) |
| Disposals of property and equipment | |
| 85 | | |
| — | |
| Payments for patent costs | |
| (99 | ) | |
| (140 | ) |
| Net cash used in investing activities | |
| (39 | ) | |
| (179 | ) |
| Cash flows from financing activities | |
| | | |
| | |
| Cash for exercise of warrants, net | |
| — | | |
| 1,439 | |
| Proceeds from rights offering, net | |
| — | | |
| 5,392 | |
| Net cash provided by financing activities | |
| — | | |
| 6,831 | |
| Effect of exchange rates on cash | |
| (52 | ) | |
| 285 | |
| Net change in cash, cash equivalents, and restricted cash | |
| (1,836 | ) | |
| 1,962 | |
| | |
| | | |
| | |
| Cash, cash equivalents, and restricted cash as of beginning of period | |
| 7,771 | | |
| 9,764 | |
| Cash, cash equivalents, and restricted cash as of end of period | |
$ | 5,935 | | |
$ | 11,726 | |
| | |
| | | |
| | |
| Supplemental disclosure of cash flow information | |
| | | |
| | |
| Cash paid for interest | |
$ | 1,215 | | |
$ | 1,018 | |
| | |
| | | |
| | |
| Supplemental disclosure of non-cash financing activities | |
| | | |
| | |
| Fair value of common stock warrants issued in connection with the rights offering | |
$ | — | | |
$ | 556 | |
See accompanying
notes to condensed consolidated financial statements.
RECONCILIATION OF GAAP FINANCIAL
MEASURES TO NON-GAAP FINANCIAL MEASURES
| | |
Three Months Ended | | |
Six Months Ended | |
| | |
June 30, | | |
June 30, | |
| | |
2026 | | |
2025 | | |
2026 | | |
2025 | |
| | |
(amounts, in thousands) | |
| Net income (loss) | |
$ | (4,417 | ) | |
$ | 1,947 | | |
$ | (9,547 | ) | |
$ | 469 | |
| Depreciation and amortization expense | |
$ | 351 | | |
$ | 404 | | |
$ | 699 | | |
$ | 773 | |
| Income tax expense (benefit) | |
$ | - | | |
$ | - | | |
$ | - | | |
$ | - | |
| Interest expense (income) | |
$ | 868 | | |
$ | 616 | | |
$ | 1,726 | | |
$ | 1,221 | |
| EBITDA – non-GAAP measure | |
$ | (3,198 | ) | |
$ | 2,967 | | |
$ | (7,122 | ) | |
$ | 2,463 | |
| | |
| | | |
| | | |
| | | |
| | |
| Non-cash stock-based compensation expense | |
$ | 368 | | |
$ | 571 | | |
$ | 912 | | |
$ | 1,391 | |
| (Gain)/Loss on foreign currency transactions | |
| 911 | | |
| (6,178 | ) | |
| 2,139 | | |
| (9,192 | ) |
| Restructuring | |
| 270 | | |
| - | | |
| 310 | | |
| - | |
| Adjusted EBITDA – non-GAAP measure | |
$ | (1,649 | ) | |
| (2,640 | ) | |
$ | (3,761 | ) | |
$ | (5,338 | ) |
| | |
| | | |
| | | |
| | | |
| | |
| Net income (loss) | |
$ | (4,417 | ) | |
$ | 1,947 | | |
$ | (9,547 | ) | |
$ | 469 | |
| Non-cash stock-based compensation expense | |
| 368 | | |
| 571 | | |
| 912 | | |
| 1,391 | |
| (Gain)/Loss on foreign currency transactions | |
$ | 911 | | |
$ | (6,178 | ) | |
$ | 2,139 | | |
$ | (9,192 | ) |
| Restructuring | |
| 270 | | |
| - | | |
| 310 | | |
| - | |
| Adjusted net loss – non-GAAP measure | |
$ | (2,868 | ) | |
$ | (3,660 | ) | |
$ | (6,186 | ) | |
$ | (7,332 | ) |
| Weighted average common shares outstanding | |
| | | |
| | | |
| | | |
| | |
| Basic | |
| 62,806,694 | | |
| 62,608,598 | | |
| 62,772,761 | | |
| 61,675,447 | |
| Diluted | |
| 62,806,694 | | |
| 67,166,377 | | |
| 62,772,761 | | |
| 66,255,298 | |
| Basic net income (loss) per common share | |
$ | (0.07 | ) | |
$ | 0.03 | | |
$ | (0.15 | ) | |
$ | 0.01 | |
| Diluted net income (loss) per common share | |
$ | (0.07 | ) | |
$ | 0.03 | | |
$ | (0.15 | ) | |
$ | 0.01 | |
| | |
| | | |
| | | |
| | | |
| | |
| Non-cash stock-based compensation expense - basic | |
$ | 0.01 | | |
$ | 0.01 | | |
$ | 0.01 | | |
$ | 0.02 | |
| Non-cash stock-based compensation expense - diluted | |
$ | 0.01 | | |
$ | 0.01 | | |
$ | 0.01 | | |
$ | 0.02 | |
| (Gain)/Loss on foreign currency transactions - basic | |
$ | 0.01 | | |
$ | (0.10 | ) | |
$ | 0.03 | | |
$ | (0.15 | ) |
| (Gain)/Loss on foreign currency transactions - diluted | |
$ | 0.01 | | |
$ | (0.09 | ) | |
$ | 0.03 | | |
$ | (0.14 | ) |
| Adjusted net income (loss) per common share – basic – non-GAAP measure | |
$ | (0.05 | ) | |
$ | (0.06 | ) | |
$ | (0.10 | ) | |
$ | (0.12 | ) |
| Adjusted net income (loss) per common share – diluted – non-GAAP measure | |
$ | (0.05 | ) | |
$ | (0.05 | ) | |
$ | (0.10 | ) | |
$ | (0.11 | ) |