SANUWAVE Health Q3 revenue falls 24% to $8.6M
SANUWAVE Health, Inc. reported Q3 2026 revenue of $8.6 million, down 24% from $11.3 million a year earlier.
Sentiment and the balance of points
Rhea-AI Sentiment reads the wording of the document, how positive or negative its language is on a 1 to 5 scale. The balance of points shown with the takes weighs what the document actually discloses, so the two can disagree, for example when a trial that missed its main goal is described in upbeat language.
Form Type
8-K
Rhea-AI Filing Summary
SANUWAVE Health, Inc. reported Q3 2026 revenue of $8.6 million, down 24% from $11.3 million a year earlier. It sold 40 Ultramist systems, versus 155 in Q3 2025. Nine-month revenue was $27.937 million, compared with $30.657 million in 2025.
Q3 operating results shifted to a $1.1 million GAAP operating loss from $0.9 million operating income; net results were a $1.4 million loss versus $9.7 million income. The prior-year quarter included a $6.1 million non-cash gain from the change in fair value of derivative liabilities and a $5.0 million gain on a patent sale; neither recurred. Adjusted EBITDA was $0.7 million, versus $3.2 million.
CEO Morgan Frank attributed customer effects to proposed 2027 skin-substitute pricing, which he said led some mobile wound-care practitioners to exit some or all operations. Proposed changes to code 97610 prompted a “wait and see” approach. Frank also cited a 14% increase in HOPD rates for the code and removal of its Q1 status, which he said will allow billing alongside other procedures rather than packaging to zero.
0 points · 0 major0 major · 4 points
How this balance works
Rhea-AI gives every point it takes from this document a weight. Minor counts 1, Moderate 3 and Major 9, so one Major point outweighs several Minor ones. The bar adds up the weights on each side, and when neither side holds more than 65% of the total the balance reads Mixed.
It reads the document as published, with the same rules for every company, and it does not look at what the market expected or at how the stock traded, so a point can be objectively good on a day the stock falls.
Rhea-AI Sentiment measures something else, the tone of the wording.
Positive
- None.
Negative
- Moderate pointQ3 revenue fell 24% to $8.6 million from $11.3 million.
- Moderate pointOperating results shifted from $0.9 million income to a $1.1 million loss.
- Moderate pointQ3 Adjusted EBITDA was $0.7 million, versus $3.2 million.
- Minor pointNine-month revenue fell from $30.657 million to $27.937 million.
Filing Explained
At
8-K Event Classification
2 items: 2.02, 9.01
2 items
Item 2.02
Results of Operations and Financial Condition
Financial
Disclosure of earnings results, typically an earnings press release or preliminary financials.
Item 9.01
Financial Statements and Exhibits
Exhibits
Financial statements, pro forma financial information, or exhibit attachments filed with this report.
Key Figures
Q3 revenue: $8.6 million
Nine-month revenue: $27.937 million
Operating result: $1.1 million loss
+4 more
7 metrics
Q3 revenue
$8.6 million
Q3 2026; down 24% from $11.3 million in Q3 2025
Nine-month revenue
$27.937 million
Nine months ended September 30, 2026; compared with $30.657 million in 2025
Operating result
$1.1 million loss
Q3 2026; versus $0.9 million operating income in Q3 2025
Net result
$1.4 million loss
Q3 2026; versus $9.7 million net income in Q3 2025
Adjusted EBITDA
$0.7 million
Q3 2026; versus $3.2 million in Q3 2025
Ultramist systems sold
40 systems
Q3 2026; compared with 155 systems in Q3 2025
Cash and cash equivalents
$6.569 million
As of September 30, 2026
Key Terms
Adjusted EBITDA, derivative liabilities, sales tax voluntary disclosure agreements, HOPD, +1 more
5 terms
Adjusted EBITDA financial
"Adjusted EBITDA for the three months ended September 30, 2026"
Adjusted EBITDA is a way companies measure how much money they make from their core operations, like running a business, by removing certain costs or income that aren’t part of regular business activities. It helps investors see how well a company is doing without distractions from unusual expenses or gains, making it easier to compare companies or track performance over time.
derivative liabilities financial
"change in fair value of derivative liabilities"
Derivative liabilities are obligations a company records when it owes money under financial contracts whose value depends on something else, like interest rates, stock prices, or currencies. Think of them as bets or insurance policies that can create future cash payments; they matter to investors because they can cause sudden changes in a company’s reported debt, profits and cash flow and reveal exposure to market risks that could affect valuation.
sales tax voluntary disclosure agreements regulatory
"paid out under our sales tax voluntary disclosure agreements"
HOPD medical
"HOPD (hospital outpatient department) rates for 97610"
Q1 status regulatory
"removal of Q1 status from the code"
Earnings Snapshot
Revenue: $8.6 million
Three months ended September 30, 2026
Revenue
$8.6 million
Down 24% from $11.3 million in Q3 2025
Gross margin
77.3%
Versus 77.6% in Q3 2025
Operating result
$1.1 million loss
Versus $0.9 million operating income in Q3 2025
Net result
$1.4 million loss
Versus $9.7 million net income in Q3 2025
Adjusted EBITDA
$0.7 million
Versus $3.2 million in Q3 2025
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
What were SNWV's Q3 2026 revenue and Ultramist system sales?
SNWV reported $8.6 million in Q3 2026 revenue, down 24% from $11.3 million in Q3 2025. It sold 40 Ultramist systems, compared with 155 in Q3 2025.
How much cash did SNWV report at September 30, 2026?
Cash and cash equivalents were $6.569 million at September 30, 2026. The company said the balance was affected by approximately $2.3 million paid under sales tax voluntary disclosure agreements during the quarter.
What did SNWV say CMS and the AMA RUC may review about code 97610?
The company said CMS and the American Medical Association RUC signaled interest in reviewing the structure of code 97610, including scaling factors for multiple, large, or difficult wounds common in other wound-care codes. CEO Morgan Frank said the company will seek to encourage and engage with that review.
AI-generated analysis. How Rhea-AI works. Not financial advice.
1
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934
| Date of Report (Date of earliest event reported) | |||||
| (Exact name of registrant as specified in its charter) | ||
| (State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) | ||||||
| (Address of principal executive offices) | (Zip Code) | ||||||||||
| Registrant’s telephone number, including area code | ||||||||
| N/A | ||
| (Former name or former address, if changed since last report) | ||
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):
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) | |||||
| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) | |||||
| Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) | |||||
| Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) | |||||
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||||||
| Common stock, par value $0.001 per share | SNWV | The Nasdaq Stock Market LLC | ||||||
Indicate by check mark whether the registration is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934.
Emerging growth company o
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. o
1
2
Item 2.02 Results of Operations and Financial Condition.
On November 10, 2026, Sanuwave Health, Inc., a Nevada corporation (the “Company”), issued a press release announcing its financial results for the third quarter ended September 30, 2026. As previously announced, a business update via conference call will occur on November 11, 2026 at 8:30 am EST. Materials are provided on the Company’s website at www.sanuwave.com/investors.
The information in this Item 2.02 of this Current Report on Form 8-K and the exhibit attached hereto shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and shall not be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing.
Item 9.01 Financial Statements and Exhibits.
(d)Exhibits.
Exhibit No. | Description | |||||||
99.1 | Press Release dated November 10, 2026 | |||||||
| 104 | Cover Page Interactive Data File--the cover page XBRL tags are embedded within the Inline XBRL document. | |||||||
2
3
SIGNATURES
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.
| SANUWAVE HEALTH, INC. | ||||||||
| Dated: November 10, 2026 | By: | /s/ Peter Sorensen | ||||||
| Name: | Peter Sorensen | |||||||
| Title: | Chief Financial Officer | |||||||
3
Exhibit 99.1
Sanuwave Announces Q3 FY2026 Financial Results
Q3 2026 revenues were $8.6 million, down 24% from $11.3 million in Q3 2025.
Q3 2026 gross margin was 77.3%, versus 77.6% in Q3 2025.
GAAP operating loss was $1.1 million for Q3 2026 versus operating income of $0.9 million in Q3 2025.
EDEN PRAIRIE, MN, November 10, 2026 (GLOBE NEWSWIRE) -- Sanuwave Health, Inc. (the "Company" or "Sanuwave”) (NASDAQ: SNWV), a leading provider of next-generation FDA-cleared wound care products, is pleased to provide its financial results for the three months ended September 30, 2026.
Quarter ended September 30, 2026
•Revenue for the three months ended September 30, 2026, totaled $8.6 million, a decrease of 24%, as compared to $11.3 million for the same period of 2025.
•40 Ultramist® systems were sold in Q3 2026, down from 155 in Q3 2025, and from 82 in Q2 2026.
•Ultramist® applicator revenue increased by 2% to $6.9 million in Q3 2026, as compared to $6.8 million for the same quarter last year.
•Gross margin as a percentage of revenue amounted to 77.3% for the three months ended September 30, 2026, versus 77.6% for the same period last year.
•For the three months ended September 30, 2026, operating loss totaled $1.1 million, compared to operating income of $0.9 million in Q3 2025.
•Net loss for the third quarter of 2026 was $1.4 million compared to net income of $9.7 million in the third quarter of 2025. The change was primarily attributable to a $6.1 million non-cash gain on the change in fair value of derivative liabilities and a one-time $5.0 million gain on the sale of patents, both recognized in the prior-year period and neither of which recurred, and an operating loss of $1.1 million in the current-year period, compared to operating income of $0.9 million in the prior-year period, partially offset by a $1.5 million decrease in interest expense.
•Adjusted EBITDA [1] for the three months ended September 30, 2026, was $0.7 million versus Adjusted EBITDA of $3.2 million for the same period last year.
•On September 30, 2026, the Company had $6.6 million in cash and cash equivalents. This number was affected by the approximately $2.3 million paid out under our sales tax voluntary disclosure agreements during the quarter.
“Q3 was very much the story of the CMS proposed rule,” said CEO Morgan Frank. “This affected Sanuwave in multiple ways. The proposal to maintain skin substitute pricing at 2026 levels for 2027 caused a number of mobile wound care practitioners, particularly those providing rural home care, to exit some or all of their operations. This affected a number of our customers. The proposed changes to the 97610 code caused our market to take a sort of ‘wait and see’ approach across
the quarter which, in combination with an ongoing market for used Ultramist® units had a significant effect on system sales in the quarter. The silver linings in all this were a 14% increase in HOPD (hospital outpatient department) rates for 97610 and a removal of Q1 status from the code which will allow it to be billed at the same time as other procedures rather than being packaged to zero. CMS and the American Medical Association RUC (the group who makes recommendations to CMS on the value of medical procedures) have also both signaled interest in looking at the structure of the 97610 code around issues like the scaling factors for multiple, large, or difficult wounds that are common in other wound care codes. We will seek to encourage and engage with this. Meanwhile, the company continues to gain traction in hospitals and other users in which cost savings by halting wound progression is the primary concern and continues to see this as a core opportunity going forward.”
Certain percentages presented in this earnings release are calculated from the underlying whole-dollar amounts and therefore may not recalculate from the rounded numbers used for disclosure purposes.
As previously announced, a business update will occur via conference call on November 11, 2026 at 8:30 a.m. EST. Materials for the conference call are included on the Company’s website at http://www.sanuwave.com/investors.
Telephone access to the call will be available by dialing the following numbers:
Toll Free:1-800-420-1459
Toll/International: 1-203-518-9861
Conference ID: SANUWAVE
OR use the link for instant telephone access to the event.
https://viavid.webcasts.com/starthere.jsp?ei=1777177&tp_key=6fc0abed5c
A replay will be made available through November 25, 2026:
Toll-Free: 1-844-512-2921 or 1-412-317-6671
Replay Access ID: 11162619
[1] This is a non-GAAP financial measure. Refer to “Non-GAAP Financial Measures” and the reconciliations in this release for further information.
About Sanuwave
Sanuwave Health is focused on the research, development, and commercialization of its patented, non-invasive and biological response-activating medical systems for the repair and regeneration of skin, musculoskeletal tissue, and vascular structures.
Sanuwave's end-to-end wound care portfolio of regenerative medicine products and product candidates helps restore the body’s normal healing processes. Sanuwave applies and researches its patented energy transfer technologies in wound healing, orthopedic/spine, aesthetic/cosmetic, and cardiac/endovascular conditions.
Non-GAAP Financial Measures
This press release includes certain financial measures that are not presented in our financial statements prepared in accordance with accounting principles generally accepted in the United States (“U.S. GAAP”). These financial measures are considered "non-GAAP financial measures" and are intended to supplement, and should not be considered as superior to, or a replacement for, financial measures presented in accordance with U.S. GAAP.
The Company uses Earnings Before Interest, Taxes, Depreciation and Amortization (“EBITDA”) and Adjusted EBITDA to assess its operating performance. Adjusted EBITDA is Earnings before Interest, Taxes, Depreciation and Amortization adjusted for the change in fair value of derivatives and any significant non-cash or infrequent charges. EBITDA and Adjusted EBITDA should not be considered as alternatives to net (loss) income, as a measure of financial performance or any other performance measure derived in accordance with U.S. GAAP, and they should not be construed as an inference that the Company’s future results will be unaffected by unusual or infrequent items. These non-GAAP financial measures are presented in a consistent manner for each period, unless otherwise disclosed. The Company uses these measures for the purpose of evaluating its historical and prospective financial performance, as well as its performance relative to competitors. These measures also help the Company to make operational and strategic decisions. The Company believes that providing this information to investors, in addition to U.S. GAAP measures, allows them to see the Company’s results through the eyes of management, and to better understand its historical and future financial performance. These non-GAAP financial measures are also frequently used by analysts, investors, and other interested parties to evaluate companies in our industry, when considered alongside other U.S. GAAP measures.
EBITDA and Adjusted EBITDA have their limitations as analytical tools, and you should not consider them in isolation or as a substitute for analysis of the Company’s results as reported under U.S. GAAP. For example, some of these limitations are that EBITDA and Adjusted EBITDA:
•Do not reflect every expenditure, future requirements for capital expenditures or contractual commitments.
•Do not reflect all changes in our working capital needs.
•Do not reflect interest expense, or the amount necessary to service our outstanding debt.
•Do not reflect stock-based compensation, which is a recurring expense and an important part of our compensation strategy, income tax expense, or the cost of replacing assets being depreciated and amortized.
As presented in the U.S. GAAP to Non-GAAP Reconciliations section below, the Company’s non-GAAP financial measures exclude the impact of certain charges that contribute to our net (loss) income.
Forward-Looking Statements
This press release contains "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995, such as statements relating to future financial results, market acceptance of and demand for Ultramist®, the estimated size of the wound care market, industry trends, regulatory actions that could adversely affect the price of or demand for the Company’s approved products, the Company's ability to comply with the financial and other covenants under its credit agreement with JPMorgan Chase Bank, N.A., production expectations, and plans for future business development activities. Forward-looking statements include all statements that are not statements of historical fact regarding the intent, belief or current expectations of the Company, its directors or its officers. Investors are cautioned that any such forward-looking statements are not guarantees of future performance and involve risks and uncertainties, many of which are beyond the Company's ability to control. Actual results may differ materially from those projected in the forward-looking statements. Among the key risks, assumptions and factors that may affect operating results, performance and financial condition are: anticipated reimbursement levels for skin substitutes, allografts, or other advanced wound
care products, and their effect on customer behavior and capital budgets; the financial distress, closure, or liquidation of wound care practices and the resulting impact on demand for the Company's systems; the emergence and growth of a secondary market for used Ultramist systems and the cannibalizing effect of such resales on sales of new systems; the Company's ability to qualify, train, and support new users acquiring systems through the secondary market, and the related regulatory, quality, and product-liability considerations; the Company's ability to sustain applicator and consumable volumes and convert system placements into recurring consumable revenue; risks associated with regulatory oversight; the Company's ability to regain and maintain compliance with the Nasdaq listing requirements; the Company's ability to manage its capital resources; competition; and the other factors discussed in detail in the Company's periodic filings with the Securities and Exchange Commission. The Company undertakes no obligation to update any forward-looking statement.
Contact: investors@sanuwave.com
SELECTED FINANCIAL DATA
FOR THE THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2026 AND 2025
| Three Months Ended September 30, | Nine Months Ended September 30, | ||||||||||||||||||||||||||||
| (in thousands) | 2026 | 2025 | 2026 | 2025 | |||||||||||||||||||||||||
| Revenue | $ | 8,579 | $ | 11,270 | $ | 27,937 | $ | 30,657 | |||||||||||||||||||||
| Cost of Revenues | 1,950 | 2,526 | 6,452 | 6,690 | |||||||||||||||||||||||||
| Gross Margin | 6,629 | 8,744 | 21,485 | 23,967 | |||||||||||||||||||||||||
| Gross Margin % | 77.3 | % | 77.6 | % | 76.9 | % | 78.2 | % | |||||||||||||||||||||
| Total operating expenses | 7,701 | 7,841 | 23,961 | 21,025 | |||||||||||||||||||||||||
| Operating (Loss) Income | $ | (1,072) | $ | 903 | $ | (2,476) | $ | 2,942 | |||||||||||||||||||||
| Total other (expense) income | (281) | 8,785 | (992) | 1,179 | |||||||||||||||||||||||||
| Net (Loss) Income | $ | (1,416) | $ | 9,688 | $ | (3,537) | $ | 4,121 | |||||||||||||||||||||
NON-GAAP ADJUSTED EBITDA
| Three Months Ended September 30, | Nine Months Ended September 30, | ||||||||||||||||||||||
| (in thousands) | 2026 | 2025 | 2026 | 2025 | |||||||||||||||||||
| Net (Loss) Income | $ | (1,416) | $ | 9,688 | $ | (3,537) | $ | 4,121 | |||||||||||||||
| Non-GAAP Adjustments: | |||||||||||||||||||||||
| Interest expense | 276 | 1,795 | 1,340 | 5,643 | |||||||||||||||||||
Depreciation and amortization 1 | 341 | 264 | 948 | 757 | |||||||||||||||||||
| Income tax expense | 63 | - | 69 | - | |||||||||||||||||||
| EBITDA | (736) | 11,747 | (1,180) | 10,521 | |||||||||||||||||||
| Non-GAAP Adjustments for Adjusted EBITDA: | |||||||||||||||||||||||
| Change in fair value of derivative liabilities | - | (6,097) | - | (2,186) | |||||||||||||||||||
| Other non-cash or infrequent charges and gains: | |||||||||||||||||||||||
| Stock-based compensation | 1,480 | 1,397 | 4,622 | 3,513 | |||||||||||||||||||
| Loss on extinguishment of debt | - | 477 | - | 477 | |||||||||||||||||||
State & local sales tax 2 | (64) | 383 | (258) | 1,088 | |||||||||||||||||||
| Loss on impairment of assets | - | 196 | 12 | 196 | |||||||||||||||||||
| Severance agreement and legal settlement | - | 113 | - | 113 | |||||||||||||||||||
| Gain on license and option agreement | - | (5,000) | - | (5,000) | |||||||||||||||||||
| Sale of excess inventory | 18 | - | (202) | - | |||||||||||||||||||
| Adjusted EBITDA | $ | 698 | $ | 3,216 | $ | 2,994 | $ | 8,722 | |||||||||||||||
1 Depreciation and amortization excludes amortization of right-of-use (ROU) leases. Prior period amounts have been retroactively revised to conform to this presentation. This change had no effect on previously reported U.S. GAAP results.
2 The charges represent a non-recurring state and local sales tax (benefit) expense related to the restatement of prior period financial statements.
CONDENSED CONSOLIDATED BALANCE SHEETS
(In thousands, except share data) | September 30, 2026 | December 31, 2025 | |||||||||
| ASSETS | |||||||||||
| Current Assets: | |||||||||||
| Cash and cash equivalents | $ | 6,569 | $ | 11,959 | |||||||
Accounts receivable, net of allowance of $1,489 and $1,265, respectively | 4,965 | 5,422 | |||||||||
| Inventory | 6,724 | 5,934 | |||||||||
| Prepaid expenses and other current assets | 1,002 | 1,312 | |||||||||
| Secured revolving credit facility debt issuance costs, net | 39 | - | |||||||||
| Total Current Assets | 19,299 | 24,627 | |||||||||
| Non-Current Assets: | |||||||||||
| Property and equipment, net | 2,351 | 1,972 | |||||||||
| Right of use assets, net | 913 | 390 | |||||||||
| Intangible assets, net | 2,698 | 3,026 | |||||||||
| Goodwill | 7,260 | 7,260 | |||||||||
| Secured revolving credit facility debt issuance costs, net | - | 68 | |||||||||
| Total Non-Current Assets | 13,222 | 12,716 | |||||||||
| Total Assets | $ | 32,521 | $ | 37,343 | |||||||
| LIABILITIES | |||||||||||
| Current Liabilities: | |||||||||||
| Current portion of secured term loan, net of debt issuance costs | $ | 5,660 | $ | 5,638 | |||||||
| Accounts payable | 3,150 | 3,251 | |||||||||
| Accrued expenses | 5,877 | 8,382 | |||||||||
| Secured revolving credit facility | 655 | - | |||||||||
| Current portion of operating lease liabilities | 9 | 157 | |||||||||
| Current portion of contract liabilities | 606 | 388 | |||||||||
| Note payable - insurance premium financing | 420 | - | |||||||||
| Accrued interest | 10 | 24 | |||||||||
| Other | 7 | 7 | |||||||||
| Total Current Liabilities | 16,394 | 17,847 | |||||||||
| Non-Current Liabilities: | |||||||||||
| Secured term loan, net of current portion and debt issuance costs | 11,419 | 15,667 | |||||||||
| Secured revolving credit facility | - | 655 | |||||||||
| Operating lease liabilities, less current portion | 1,444 | 854 | |||||||||
| Contract liabilities, less current portion | 414 | 701 | |||||||||
| Total Non-Current Liabilities | 13,277 | 17,877 | |||||||||
| Total Liabilities | $ | 29,671 | $ | 35,724 | |||||||
| STOCKHOLDERS’ EQUITY | |||||||||||
Preferred Stock, par value $0.001, 5,000,000 shares authorized; 6,175 shares Series A, 293 shares Series B, 90 shares Series C and 8 shares Series D designated, respectively; no shares issued and outstanding at September 30, 2026 and December 31, 2025 | $ | - | $ | - | |||||||
Common stock, par value $0.001, 2,500,000,000 shares authorized; 8,602,309 and 8,588,876 issued and outstanding at September 30, 2026 and December 31, 2025, respectively | 9 | 9 | |||||||||
| Additional paid-in capital | 249,053 | 244,285 | |||||||||
| Accumulated deficit | (246,222) | (242,685) | |||||||||
| Accumulated other comprehensive income | 10 | 10 | |||||||||
| Total Stockholders’ Equity | 2,850 | 1,619 | |||||||||
| Total Liabilities and Stockholders’ Equity | $ | 32,521 | $ | 37,343 | |||||||
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE (LOSS) INCOME
| (In thousands, except share and per share data) | Three Months Ended September 30, | Nine Months Ended September 30, | |||||||||||||||||||||
| 2026 | 2025 (As Restated) | 2026 | 2025 (As Restated) | ||||||||||||||||||||
| Revenue | $ | 8,579 | $ | 11,270 | $ | 27,937 | $ | 30,657 | |||||||||||||||
| Cost of Revenues | 1,950 | 2,526 | 6,452 | 6,690 | |||||||||||||||||||
| Gross Margin | 6,629 | 8,744 | 21,485 | 23,967 | |||||||||||||||||||
| Operating Expenses: | |||||||||||||||||||||||
| General and administrative | 5,133 | 5,193 | 15,285 | 14,404 | |||||||||||||||||||
| Selling and marketing | 1,868 | 2,081 | 6,190 | 5,286 | |||||||||||||||||||
| Research and development | 426 | 345 | 1,715 | 747 | |||||||||||||||||||
| Depreciation and amortization | 274 | 222 | 771 | 588 | |||||||||||||||||||
| Total Operating Expenses | 7,701 | 7,841 | 23,961 | 21,025 | |||||||||||||||||||
| Operating (Loss) Income | (1,072) | 903 | (2,476) | 2,942 | |||||||||||||||||||
| Other (Expense) Income: | |||||||||||||||||||||||
| Interest expense | (276) | (1,795) | (1,340) | (5,643) | |||||||||||||||||||
| Loss on extinguishment of debt | - | (477) | - | (477) | |||||||||||||||||||
| Change in fair value of derivative liabilities | - | 6,097 | - | 2,186 | |||||||||||||||||||
| Loss on impairment of assets | - | (196) | (12) | (196) | |||||||||||||||||||
| Other expense | - | (14) | (125) | (42) | |||||||||||||||||||
Other income | (5) | 5,170 | 485 | 5,351 | |||||||||||||||||||
| Total Other (Expense) Income, net | (281) | 8,785 | (992) | 1,179 | |||||||||||||||||||
| Net (Loss) Income Before Income Taxes | (1,353) | 9,688 | (3,468) | 4,121 | |||||||||||||||||||
| Income tax expense | 63 | - | 69 | - | |||||||||||||||||||
| Net (Loss) Income | $ | (1,416) | $ | 9,688 | $ | (3,537) | $ | 4,121 | |||||||||||||||
| Total Comprehensive (Loss) Income | $ | (1,416) | $ | 9,688 | $ | (3,537) | $ | 4,121 | |||||||||||||||
| (Loss) Earnings per Share: | |||||||||||||||||||||||
| Basic | $ | (0.16) | $ | 1.13 | $ | (0.41) | $ | 0.48 | |||||||||||||||
| Diluted | $ | (0.16) | $ | 0.39 | $ | (0.41) | $ | 0.21 | |||||||||||||||
| Weighted average shares outstanding | |||||||||||||||||||||||
| Basic | 8,602,309 | 8,571,111 | 8,598,202 | 8,560,174 | |||||||||||||||||||
| Diluted | 8,602,309 | 9,140,668 | 8,598,202 | 9,178,144 | |||||||||||||||||||
CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (DEFICIT)
(In thousands, except share data)
| Three Months Ended September 30, 2026 | ||||||||||||||||||||||||||||||||||||||
| Common Stock | ||||||||||||||||||||||||||||||||||||||
| Number of Shares Issued and Outstanding | Par Value | Additional Paid- in Capital | Accumulated Deficit | Accumulated Other Comprehensive Income | Total | |||||||||||||||||||||||||||||||||
| Balances as of June 30, 2026 | 8,602,309 | $ | 9 | $ | 247,574 | $ | (244,806) | $ | 10 | $ | 2,787 | |||||||||||||||||||||||||||
| Stock-based compensation | - | - | 1,377 | - | - | 1,377 | ||||||||||||||||||||||||||||||||
| Shares granted in lieu of board of director fees | - | - | 103 | - | - | 103 | ||||||||||||||||||||||||||||||||
Net loss | - | - | - | (1,416) | - | (1,416) | ||||||||||||||||||||||||||||||||
| Balances as of September 30, 2026 | 8,602,309 | $ | 9 | $ | 249,053 | $ | (246,222) | $ | 10 | $ | 2,850 | |||||||||||||||||||||||||||
| Three Months Ended September 30, 2025 | ||||||||||||||||||||||||||||||||||||||
| Common Stock | ||||||||||||||||||||||||||||||||||||||
| Number of Shares Issued and Outstanding | Par Value | Additional Paid- in Capital | Accumulated Deficit | Accumulated Other Comprehensive Income | Total | |||||||||||||||||||||||||||||||||
| Balances as of June 30, 2025 (As Restated) | 8,568,005 | $ | 9 | $ | 241,248 | $ | (260,066) | $ | 10 | $ | (18,799) | |||||||||||||||||||||||||||
| Stock-based compensation | - | - | 1,397 | - | - | 1,397 | ||||||||||||||||||||||||||||||||
| Stock options exercised | 8,159 | - | 122 | - | - | 122 | ||||||||||||||||||||||||||||||||
Net income (As Restated) | - | - | - | 9,688 | - | 9,688 | ||||||||||||||||||||||||||||||||
| Balances as of September 30, 2025 (As Restated) | 8,576,164 | $ | 9 | $ | 242,767 | $ | (250,378) | $ | 10 | $ | (7,592) | |||||||||||||||||||||||||||
| Nine Months Ended September 30, 2026 | ||||||||||||||||||||||||||||||||||||||
| Common Stock | ||||||||||||||||||||||||||||||||||||||
| Number of Shares Issued and Outstanding | Par Value | Additional Paid- in Capital | Accumulated Deficit | Accumulated Other Comprehensive Income | Total | |||||||||||||||||||||||||||||||||
| Balances as of December 31, 2025 | 8,588,876 | $ | 9 | $ | 244,285 | $ | (242,685) | $ | 10 | $ | 1,619 | |||||||||||||||||||||||||||
| Stock-based compensation | - | 4,219 | - | - | 4,219 | |||||||||||||||||||||||||||||||||
| Stock options exercised | 5,433 | - | 77 | - | - | 77 | ||||||||||||||||||||||||||||||||
| Shares issued for services rendered | 8,000 | - | 164 | - | - | 164 | ||||||||||||||||||||||||||||||||
| Shares granted in lieu of board of director fees | - | - | 308 | - | - | 308 | ||||||||||||||||||||||||||||||||
| Net loss | - | - | - | (3,537) | - | (3,537) | ||||||||||||||||||||||||||||||||
| Balances as of September 30, 2026 | 8,602,309 | $ | 9 | $ | 249,053 | $ | (246,222) | $ | 10 | $ | 2,850 | |||||||||||||||||||||||||||
| Nine Months Ended September 30, 2025 | ||||||||||||||||||||||||||||||||||||||
| Common Stock | ||||||||||||||||||||||||||||||||||||||
| Number of Shares Issued and Outstanding | Par Value | Additional Paid- in Capital | Accumulated Deficit | Accumulated Other Comprehensive Income | Total | |||||||||||||||||||||||||||||||||
| Balances as of December 31, 2024 (As Restated) | 8,543,686 | $ | 9 | $ | 238,685 | $ | (254,499) | $ | 10 | $ | (15,795) | |||||||||||||||||||||||||||
| Stock-based compensation | 4,787 | - | 3,630 | - | - | 3,630 | ||||||||||||||||||||||||||||||||
| Stock options exercised | 25,167 | - | 375 | - | - | $ | 375 | |||||||||||||||||||||||||||||||
| Shares granted in lieu of board of director fees | 2,524 | - | 77 | - | - | 77 | ||||||||||||||||||||||||||||||||
| Net income (As Restated) | - | - | - | 4,121 | - | 4,121 | ||||||||||||||||||||||||||||||||
| Balances as of September 30, 2025 (As Restated) | 8,576,164 | $ | 9 | $ | 242,767 | $ | (250,378) | $ | 10 | $ | (7,592) | |||||||||||||||||||||||||||
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
| Nine Months Ended September 30, | |||||||||||
| (in thousands) | 2026 | 2025 (As Restated) | |||||||||
| Cash Flows - Operating Activities: | |||||||||||
| Net (loss) income | $ | (3,537) | $ | 4,121 | |||||||
| Adjustments to reconcile net (loss) income to net cash (used in) provided by operating activities | |||||||||||
| Stock-based compensation | 4,622 | 3,513 | |||||||||
| Depreciation and amortization | 948 | 634 | |||||||||
| Amortization of right-of-use assets | 95 | 268 | |||||||||
| Provision for credit losses | 664 | 112 | |||||||||
| Amortization of debt issuance and debt discounts | 116 | 1,416 | |||||||||
| Write-off of inventory | 69 | - | |||||||||
| Loss on disposal and impairment of assets | 18 | 210 | |||||||||
| Loss on extinguishment of debt | - | 477 | |||||||||
| Change in fair value of derivative liabilities | - | (2,186) | |||||||||
| Gain on sale of patents | - | (5,000) | |||||||||
| Gain on lease modification | - | (7) | |||||||||
| Proceeds from tenant improvement funds | - | 586 | |||||||||
| Changes in operating assets and liabilities | |||||||||||
| Accounts receivable | (206) | (1,387) | |||||||||
| Inventory | (859) | (2,665) | |||||||||
| Prepaid expenses and other assets | 815 | (1,009) | |||||||||
| Accounts payable | (77) | 264 | |||||||||
| Accrued expenses and contract liabilities | (2,519) | 1,289 | |||||||||
| Operating leases | (178) | (79) | |||||||||
| Net Cash Flows (Used in) Provided by Operating Activities | (29) | 557 | |||||||||
| Cash Flows - Investing Activities: | |||||||||||
Purchase of property and equipment | (593) | (1,846) | |||||||||
| Investment in software development | (218) | - | |||||||||
Proceeds from sale of patents | - | 5,000 | |||||||||
| Net Cash Flows (Used in) Provided by Investing Activities | (811) | 3,154 | |||||||||
| Cash Flows - Financing Activities: | |||||||||||
| Repayment of principal secured term loan | (4,313) | - | |||||||||
| Repayment of insurance premium financing note payable | (315) | - | |||||||||
| Proceeds from exercises of stock options | 77 | 359 | |||||||||
| Payment of note payable | - | (27,747) | |||||||||
| Proceeds from secured term loan | - | 23,000 | |||||||||
| Proceeds from secured revolving credit facility | - | 655 | |||||||||
| Payment of debt issuance costs | - | (371) | |||||||||
| Payments of principal on finance lease and extinguishment of lease liability | - | (242) | |||||||||
| Net Cash Flows Used in Financing Activities | (4,550) | (4,346) | |||||||||
| Net Change in Cash During Period | (5,390) | (635) | |||||||||
Cash at Beginning of Period | 11,959 | 10,237 | |||||||||
Cash at End of Period | $ | 6,569 | $ | 9,602 | |||||||
| Supplemental Information: | |||||||||||
| Cash paid for interest | $ | 1,511 | $ | 3,291 | |||||||
| Cash paid for taxes | $ | 87 | $ | - | |||||||
| Non-cash Investing and Financing Activities: | |||||||||||
| Stock options granted in lieu of cash bonus | 69 | 117 | |||||||||
| Right-of-use assets obtained in exchange for lease liabilities | 619 | 430 | |||||||||
| Insurance premiums financed through note payable | 466 | - | |||||||||
| Transfer of deposits to property and equipment | 192 | - | |||||||||
| Purchases of property and equipment in accounts payable and accrued liabilities | 59 | - | |||||||||
| Capitalize interest into senior secured debt | - | 549 | |||||||||
| Shares granted in lieu of board of director fees | - | 77 | |||||||||
| Lease liabilities reduced upon lease modification | - | 99 | |||||||||
| RSUs granted in exchange for services | - | 10 | |||||||||