Form 8-K/A - Current report: [Amend]

true 0001227636 0001227636 2024-11-12 2024-11-12

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM 8-K/A

 

 

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported) November 13, 2024 (November 12, 2024)

 

 

NEURONETICS, INC.

(Exact name of registrant as specified in its charter)

 

 

 

Delaware		001-38546		33-1051425
(State or other jurisdiction of incorporation)		(Commission File Number)		(I.R.S. Employer Identification No.)

 

3222 Phoenixville Pike, Malvern, PA		19355
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code [phone]

(Former name or former address, if changed since last report.) Not applicable.

 

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class		Trading Symbol (s)		Name on each exchange on which registered
Common Stock ($0.01 par value)		STIM		The Nasdaq Global Market

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:

 

☐	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))

Indicate by check mark whether the registrant 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 ☐

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. ☐

 

 

 

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EXPLANATORY NOTE

This Current Report on Form 8-K amends the Current Report on Form 8-K filed by Neuronetics, Inc. (“Neuronetics” or the “Company”) on November 12, 2024 (the “Initial 8-K”), to furnish a corrected version of its press release to clarify that the Company expects to achieve cash flow breakeven by the third quarter of 2025 and is attached as Exhibit 99.1 hereto and is incorporated by reference herein.

Item 2.02 Results of Operations and Financial Condition.

The Company issued a press release on November 12, 2024 announcing its financial results for the three months ended September 30, 2024. A copy of the press release was furnished to the Securities and Exchange Commission as Exhibit 99.1 to the Initial 8-K.

The Exhibit 99.1 attached hereto is a replacement to clarify that the Company expects to achieve cash flow breakeven by the third quarter of 2025 and is incorporated by reference herein.

The information furnished pursuant to Item 2.02, including Exhibit 99.1, shall not be deemed to be “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 to be incorporated by reference into any of the Company’s filings with the Securities and Exchange Commission under the Exchange Act or the Securities Act of 1933, as amended, whether made before or after the date hereof, regardless of any general incorporation language in such a filing, except as expressly set forth by specific reference in such a filing. Except as required by law, the Company undertakes no duty or obligation to publicly update or revise the information so furnished.

“Safe harbor” statement under the Private Securities Litigation Reform Act of 1995:

Certain statements in this Current Report, include “forward-looking statements” within the meaning of U.S. federal securities laws. These forward- looking statements are subject to the safe harbor provisions under the Private Securities Litigation Reform Act of 1995. Forward-looking statements may be identified by words or expressions such as “expect”, “anticipate”, “intend”, “plan”, “believe”, “estimate”, “may”, “will”, “project”, “could”, “should”, “would”, “seek”, “forecast”, “expect”, “anticipate”, “predict”, “outlook”, “potential”, or other similar expressions, including without limitation the negative of these terms. Forward-looking statements represent current judgments about possible future events, including, but not limited to statements regarding expectations or forecasts of business, operations, financial performance, prospects, and other plans, intentions, expectations, estimates, and beliefs relating to the proposed transaction between Greenbrook TMS Inc. (“Greenbrook”) and Neuronetics, such as statements regarding the combined operations and prospects of Greenbrook and Neuronetics, estimates of pro forma financial information of the combined company, the current and projected market, growth opportunities and synergies for the combined company, federal and state regulatory tailwinds, the expected cash balance of Greenbrook at the time of the closing of the proposed Arrangement (as such term is defined in the Neuronetics definitive proxy statement), expectations regarding Neuronetics’ ability to leverage Greenbrook’s assets, the expected composition of the management and the board of directors of the combined company, gross margin and future profitability expectations, and the timing and completion of the Arrangement, including the satisfaction or waiver of all the required conditions thereto. These forward-looking statements are based upon the current beliefs and expectations of the management of Neuronetics and are subject to known and unknown risks and uncertainties. Factors that could cause actual events to differ include, but are not limited to:

 

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the inherent uncertainty associated with financial or other projections or outlooks, including due to the unpredictability of the underlying assumptions, adjustments and estimates;

 

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Neuronetics’ ability to maintain the listing requirements of Nasdaq;

 

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the total addressable market of Neuronetics’ and Greenbrook’s businesses;

 

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general economic conditions in the markets where Neuronetics and Greenbrook operate;

 

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the expected timing of any regulatory approvals relating to the Arrangement, the businesses of Greenbrook and Neuronetics and of the combined company and product launches of such businesses and companies;

 

•

the non-performance of third-party vendors and contractors;

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•

the risks related to the combined company’s ability to successfully sell its products and the market reception to and performance of its products;

 

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Greenbrook’s, Neuronetics’, and the combined company’s compliance with, and changes to, applicable laws and regulations;

 

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the combined company’s limited operating history;

 

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the combined company’s ability to manage growth;

 

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the combined company’s ability to obtain additional or suitable financing;

 

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the combined company’s ability to expand product offerings;

 

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the combined company’s ability to compete with others in its industry;

 

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the combined company’s ability to protect its intellectual property;

 

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the retention of employees of Greenbrook and Neuronetics following the announcement of the Arrangement;

 

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Greenbrook’s, Neuronetics’, and the combined company’s ability to defend against legal proceedings;

 

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the combined company’s success in retaining or recruiting, or changes required in, its officers, key employees or directors;

 

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the combined company’s ability to achieve the expected benefits from the Arrangement within the expected time frames or at all;

 

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the incurrence of unexpected costs, liabilities or delays relating to the proposed Arrangement;

 

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the satisfaction (or waiver) of closing conditions to the consummation of the Arrangement;

 

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the occurrence of any event, change or other circumstance or condition that could give rise to the termination of the Arrangement Agreement (as such term is defined in the Neuronetics definitive proxy statement);

 

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the disruption of the attention of management of Greenbrook and Neuronetics from ongoing business operations due to the Arrangement Agreement;

 

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the outcome of any legal proceedings related to the Arrangement Agreement;

 

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the fact that the trading price of the Greenbrook Shares or the Neuronetics Shares may decline significantly if the Arrangement is not completed;

 

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the effect of the announcement or pendency of the transaction on the combined company’s business relationships, operating results and business generally; and

 

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other economic, business, competitive, and regulatory factors affecting the businesses of the companies generally, including, but not limited to, those set forth in Greenbrook’s filings with the SEC and the Canadian Securities Administrators, including in the “Risk Factors” section of the Greenbrook 10-K and any subsequent filings with the U.S. Securities and Exchange Commission (the “SEC”) and the Canadian Securities Administrators, and those set forth in Neuronetics’ filings with the SEC, including in the “Risk Factors” section of Neuronetics’ Annual Report on Form 10-K filed with the SEC on March 8, 2024 and any subsequent SEC filings. These documents with respect to Greenbrook can be accessed on Greenbrook’s website at https://www.greenbrooktms.com/investor-relations, on Greenbrook’s SEDAR+ profile at www.sedarplus.ca or on Greenbrook’s EDGAR profile at www.sec.gov and these documents with respect to Neuronetics can be accessed on Neuronetics’ website at https://ir.neuronetics.com/ or on Neuronetics’ EDGAR profile at www.sec.gov.

Readers are cautioned not to place undue reliance on forward-looking statements. It is uncertain whether any of the events anticipated by the forward-looking statements will transpire or occur, or, if any of them do, what impact they will have on the results of operations and financial condition of Greenbrook, Neuronetics or the combined company. Forward-looking

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statements speak only as of the date they are made, and Greenbrook, Neuronetics and the combined company undertake no obligation to update publicly or otherwise revise any forward-looking statements, whether as a result of new information, future events, or other factors that affect the subject of these statements, except where they are expressly required to do so by law.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

 

Exhibit Number				Description
	99.1			Press Release, dated November 12, 2024, of Neuronetics, Inc.
	104			Cover Page Interactive Data File (embedded within the Inline XBRL document)

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SIGNATURE

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.

 

				NEURONETICS, INC.
				(Registrant)
Date: November 13, 2024				By:		/s/ W. Andrew Macan
				Name:		W. Andrew Macan
				Title:		EVP, GC & Chief Compliance Officer

Exhibit 99.1

 

Correction: Neuronetics Reports Record Third Quarter 2024 Financial and Operating Results

MALVERN, PA., November 12, 2024 – In a release issued earlier today under the same headline by Neuronetics, Inc. (NASDAQ: STIM), please note that in the second paragraph of the “Stockholders Approve Acquisition of Greenbrook TMS,” it should say that the Company expects to achieve cash flow breakeven by the third quarter of 2025, not the second. The corrected release follows:

Neuronetics, Inc. (NASDAQ: STIM) (the “Company” or “Neuronetics”) a commercial stage medical technology company with a strategic vision of transforming the lives of patients whenever and wherever they need help, with the best neurohealth therapies in the world, today announced its financial and operating results for the third quarter of 2024.

Third Quarter 2024 Highlights

 

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Third quarter 2024 revenue of $18.5 million, a 4% increase as compared to the third quarter 2023

 

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U.S. NeuroStar Advanced Therapy system revenue of $4.1 million in the quarter, representing 48 systems

 

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U.S. treatment session revenue increased by 2% versus the third quarter of 2023

Recent Operational and Marketing Highlights

 

•

Neuronetics stockholders approved the acquisition of Greenbrook TMS on November 8, 2024

 

•

NeuroStar Oral Presentation at AACAP 2024 Highlights Largest Study Evaluating TMS Efficacy in Adolescents with Depression

 

•

Achieved milestone of over 188,000 global patients treated with 6.9 million treatment sessions

“We are very excited about the approval of the acquisition of Greenbrook TMS, which positions Neuronetics to be one of the largest, and most innovative provider of mental health care in the United States,” said Keith J. Sullivan, President and Chief Executive Officer of Neuronetics. “This strategic combination will significantly enhance our ability to expand access to mental health solutions through a unified commercial organization, while also creating opportunities to accelerate the rollout of additional services like SPRAVATO^® across our network. By leveraging our complementary strengths - including Greenbrook’s extensive presence in the U.S. and Neuronetics’ industry-leading technology and training programs – we’re building an organization with the unique ability to increase patient access, improve outcomes, and ultimately, drive value for stockholders.”

Keith J. Sullivan continued, “Beyond the Greenbrook acquisition, we saw continued progress across our strategic initiatives in the third quarter, highlighted by strong momentum in our adolescent treatment program and encouraging early results from our targeted marketing efforts. We’re more confident than ever in our ability to create meaningful value for patients, providers, and stockholders while advancing mental health treatment.”

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Third Quarter 2024 Financial and Operating Results for the Three Months Ended September 30, 2024

 

		Revenues by Geography Three Months Ended September 30,
		2024				2023
		Amount				Amount				% Change
		(Unaudited; in thousands, except percentages)
U.S.		$	17,922			$	17,211				4	%
International			608				673				(10	)%
Total revenues		$	18,530			$	17,884				4	%

Total revenue for the three months ended September 30, 2024 was $18.5 million, an increase of 4% compared to the revenue of $17.9 million in the third quarter of 2023. During the quarter, total U.S. revenue increased by 4% and international revenue decreased marginally over the third quarter of 2023. The increase in U.S. revenue was primarily attributable to an increase in U.S. treatment sessions and U.S. NeuroStar Advanced Therapy System sales period over period.

 

		U.S. Revenues by Product Category Three Months Ended September 30,
		2024				2023
		Amount				Amount				% Change
		(Unaudited; in thousands, except percentages)
NeuroStar Advanced Therapy System		$	4,108			$	3,597				14	%
Treatment sessions			13,326			$	13,060				2	%
Other			488			$	554				(12	)%
Total U.S. revenues		$	17,922			$	17,211				4	%

U.S. NeuroStar Advanced Therapy System revenue for the three months ended September 30, 2024 was $4.1 million, an increase of 14% compared to $3.6 million in the third quarter of 2023. For the three months ended September 30, 2024, and 2023, the Company shipped 49 and 43 systems, respectively.

U.S. treatment session revenue for the three months ended September 30, 2024 was $13.3 million, an increase of 2% compared to $13.1 million in the third quarter of 2023.

In the third quarter of 2024, U.S. treatment session revenue per active site was $11,390 compared to $11,917 in the third quarter of 2023.

Gross margin for the third quarter of 2024 was 75.6%, an increase of approximately 980 basis points from the third quarter of 2023 gross margin of 65.8%. The increase in gross margin was a result of the change in product mix, the absence of one-time manufacturing cost by our new contract manufacturer and inventory impairment incurred in 2023.

Operating expenses during the third quarter of 2024 were $21.7 million, an increase of $1.1 million, or 5%, compared to $20.6 million in the third quarter of 2023.

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Net loss for the third quarter of 2024 was $(13.3) million, or $(0.44) per share, as compared to $(9.4) million, or $(0.33) per share, in the third quarter of 2023. Net loss per share was based on 30,267,236 and 28,875,720 weighted average common shares outstanding for the third quarters of 2024 and 2023, respectively.

EBITDA for the third quarter of 2024 was $(11.6) million as compared to the third quarter of 2023 EBITDA of $(7.7) million. See the accompanying financial table that reconciles EBITDA, which is a non-GAAP financial measure, to net loss.

Cash and cash equivalents were $20.9 million as of September 30, 2024. This compares to cash and cash equivalents of $59.7 million as of December 31, 2023.

Stockholders Approve Acquisition of Greenbrook TMS

On November 8, 2024, Neuronetics’ stockholders approved the previously announced acquisition of Greenbrook TMS Inc. (“Greenbrook”), in which Neuronetics will acquire all of the outstanding common shares of Greenbrook in an all-stock transaction. The next step in finalizing the transaction is a hearing in respect of the Final Order pursuant to the Ontario Business Corporations Act scheduled for November 15, 2024. The transaction will create a vertically integrated organization capable of providing access to mental health treatment with significant scale in the U.S. The transaction offers multiple strategic benefits for Neuronetics and its customers, including increased brand awareness for NeuroStar, more consistent delivery of best practices, and the ability to offer a variety of positive benefits for all NeuroStar customers. Beyond the strategic benefits, the transaction is expected to create compelling financial benefits, including increased revenue scale and a strong growth trajectory, material cost synergies, an accelerated path to profitability, and a bolstered balance sheet.

The Company has outlined several key strategic initiatives, including merging Neuronetics’ sales team with Greenbrook’s regional area managers to optimize commercial operations, implementing the Better Me Provider Program best practices across all Greenbrook sites, and accelerating the rollout of SPRAVATO^® treatment across the combined network. Through these initiatives and additional identified opportunities to optimize the combined company’s cost structure in connection with the transaction, the Company now expects to achieve cash flow breakeven by the third quarter of 2025.

NeuroStar TMS Data Presented at Leading Child & Adolescent Psychiatry Conference Shows Strong Efficacy in Treating Teen Depression

At the 2024 American Academy of Child and Adolescent Psychiatry (“AACAP”) annual meeting, Neuronetics presented data from the largest study to date evaluating transcranial magnetic stimulation (“TMS”) in adolescents with major depressive disorder. In an oral presentation, Paul E. Croarkin, DO, MS of Mayo Clinic shared compelling results showing NeuroStar’s strong efficacy in treating Major Depressive Disorder (“MDD”) in adolescent patients, with impressive response and remission rates of 78% and 48% respectively. The findings were similar to those previously reported in adult populations treated with NeuroStar TMS including clinically meaningful improvement in anxiety symptoms in this MDD population. As the only FDA-cleared TMS device for first-line adjunct treatment of MDD in patients aged 15-21, these findings further establish NeuroStar’s leadership in providing innovative solutions for adolescent mental health treatment.

Business Outlook

For the fourth quarter of 2024, on a stand alone basis, the Company expects total worldwide revenue between $19.0 million and $20.0 million.

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For the full year 2024, on a stand alone basis the Company now expects total worldwide revenue to be between $71.0 million and $72.0 million.

For the full year 2024, on a stand alone basis, the Company now expects total operating expenses to be between $81.0 million and $82.0 million. This forecast excludes pre-closing transaction costs of approximately $2.0 million.

Webcast and Conference Call Information

Neuronetics’ management team will host a conference call on November 12, 2024, beginning at 8:30 a.m. Eastern Time.

The conference call will be broadcast live in listen-only mode via webcast at https://edge.media-server.com/mmc/p/yk5bidgv. To listen to the conference call on your telephone, you may register for the call here. While it is not required, it is recommended you join 10 minutes prior to the event start.

About Neuronetics

Neuronetics, Inc. believes that mental health is as important as physical health. As a global leader in neuroscience, Neuronetics is redefining patient and physician expectations with its NeuroStar Advanced Therapy for Mental Health. NeuroStar is a non-drug, noninvasive treatment that can improve the quality of life for people suffering from neurohealth conditions when traditional medication hasn’t helped. The NeuroStar Advanced Therapy System is cleared by the U.S. Food and Drug Administration (the “FDA”) for adults with MDD, as an adjunct for adults with obsessive-compulsive disorder, and to decrease anxiety symptoms in adult patients with MDD that may exhibit comorbid anxiety symptoms (anxious depression), and as a first line adjunct for the treatment of MDD in adolescent patients aged 15-21. NeuroStar Advanced Therapy is the leading TMS treatment for MDD in adults with more than 6.9 million treatments delivered. NeuroStar is backed by the largest clinical data set of any TMS treatment system for depression, including the world’s largest depression outcomes registry. Neuronetics is committed to transforming lives by offering an exceptional treatment that produces extraordinary results. For safety information and indications for use, visit NeuroStar.com.

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“Safe harbor” statement under the Private Securities Litigation Reform Act of 1995:

Statements in the press release regarding the Company that are not historical facts constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements may be identified by terms such as “outlook,” “potential,” “believe,” “expect,” “plan,” “anticipate,” “predict,” “may,” “will,” “could,” “would” and “should” as well as the negative of these terms and similar expressions. These statements include those relating to the Company’s business outlook and current expectations for upcoming quarters and fiscal year 2024, including with respect to revenue, expenses, growth, and any statements of assumptions underlying any of the foregoing items. These statements are subject to significant risks and uncertainties and actual results could differ materially from those projected. The Company cautions investors not to place undue reliance on the forward-looking statements contained in this release. These risks and uncertainties include, without limitation, risks and uncertainties related to: the effect of the Arrangement with Greenbrook, initially announced on August 11, 2024 and approved by Greenbrook’s shareholders and Neuronetics stockholders on November 8, 2024, on our business relationships, operating results and business generally; the Company’s ability to execute its business strategy; the Company’s ability to achieve or sustain profitable operations due to its history of losses; the Company’s reliance on the sale and use of its NeuroStar Advanced Therapy system to generate revenues; the scale and efficacy of the Company’s salesforce; the Company’s ability to retain talent; availability of coverage and reimbursement from third-party payors for treatments using the Company’s products; physician and patient demand for treatments using the Company’s products; developments in competing technologies and therapies for the indications that the Company’s products treat; product defects; our revenue has been concentrated among a small number of customers; the Company’s ability to obtain and maintain intellectual property protection for its technology; developments in clinical trials or regulatory review of NeuroStar Advanced Therapy system for additional indications; developments in regulation in the U.S. and other applicable jurisdictions; the terms of our credit facility; our ability to successfully roll-out our Better Me Provider program on the planned timeline; our self-sustainability and existing cash balances; and our ability to achieve cash flow break-even in the third quarter of 2025. For a discussion of these and other related risks, please refer to the Company’s recent filings with the U.S. Securities and Exchange Commission (the “SEC”), which are available on the SEC’s website at www.sec.gov. These forward-looking statements are based on the Company’s expectations and assumptions as of the date of this press release. Except as required by law, the Company undertakes no duty or obligation to update any forward-looking statements contained in this press release as a result of new information, future events, or changes in the Company’s expectations.

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Investor Contact:

Mike Vallie or Mark Klausner

ICR Healthcare

443-213-0499

[e-mail]

Media Contact:

EvolveMKD

646-517-4220

[e-mail]

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NEURONETICS, INC.

Statements of Operations

(Unaudited; In thousands, except per share data)

 

		Three Months ended September 30,								Nine months ended September 30,
		2024				2023				2024				2023
Revenues		$	18,530			$	17,884			$	52,397			$	51,034
Cost of revenues			4,529				6,120				13,129				15,100
Gross profit			14,001				11,764				39,268				35,934
Operating expenses:
Sales and marketing			11,877				12,141				35,820				35,602
General and administrative			7,436				6,339				19,540				19,151
Research and development			2,416				2,155				6,999				7,308
Total operating expenses			21,729				20,635				62,359				62,061
Loss from operations			(7,728	)			(8,871	)			(23,091	)			(26,127	)
Other (income) expense:
Interest expense			1,725				1,184				5,529				3,580
Loss on extinguishment of debt			4,427				—				4,427				—
Other income, net			(539	)			(664	)			(2,001	)			(4,895	)
Net loss		$	(13,341	)		$	(9,391	)		$	(31,046	)		$	(24,812	)
Net loss per share of common stock outstanding, basic and diluted		$	(0.44	)		$	(0.33	)		$	(1.04	)		$	(0.87	)
Weighted average common shares outstanding, basic and diluted			30,267				28,876				29,931				28,505

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NEURONETICS, INC.

Balance Sheets

(Unaudited; In thousands, except per share data)

 

		September 30, 2024				December 31, 2023
Assets
Current assets:
Cash and cash equivalents		$	20,867			$	59,677
Accounts receivable, net			16,825				15,782
Inventory			4,960				8,093
Current portion of net investments in sales-type leases			572				905
Current portion of prepaid commission expense			2,921				2,514
Current portion of note receivables			2,477				2,056
Prepaid expenses and other current assets			4,837				4,766
Total current assets			53,459				93,793
Property and equipment, net			1,639				2,009
Operating lease right-of-use assets			2,328				2,773
Net investments in sales-type leases			140				661
Prepaid commission expense			8,733				8,370
Long-term notes receivable			2,878				3,795
Other assets			4,940				4,430
Total assets		$	74,117			$	115,831
Liabilities and Stockholders’ Equity
Current liabilities:
Accounts payable		$	3,295			$	4,752
Accrued expenses			11,429				12,595
Deferred revenue			1,311				1,620
Current portion of operating lease liabilities			862				845
Total current liabilities			16,897				19,812
Long-term debt, net			46,002				59,283
Deferred revenue			4				200
Operating lease liabilities			1,833				2,346
Total liabilities			64,736				81,641
Commitments and contingencies (Note 18)			—				—
Stockholders’ equity:
Preferred stock, $0.01 par value: 10,000 shares authorized; no shares issued or outstanding on September 30, 2024 and December 31, 2023			—				—
Common stock, $0.01 par value: 200,000 shares authorized; 30,317 and 29,092 shares issued and outstanding on September 30, 2024 and December 31, 2023, respectively			303				291
Additional paid-in capital			416,205				409,980
Accumulated deficit			(407,127	)			(376,081	)
Total Stockholders’ equity			9,381				34,190
Total liabilities and Stockholders’ equity		$	74,117			$	115,831

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NEURONETICS, INC.

Statements of Cash Flows

(Unaudited; In thousands)

 

		Nine months ended September 30,
		2024				2023
Cash flows from Operating activities:
Net loss		$	(31,046	)		$	(24,812	)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation and amortization			1,627				1,503
Allowance for credit losses			1,947				369
Inventory impairment			346				1,905
Share-based compensation			4,320				5,693
Non-cash interest expense			580				460
Loss on extinguishment of debt			4,427				—
Changes in certain assets and liabilities:
Accounts receivable, net			(3,834	)			(7,933	)
Inventory			2,718				(2,742	)
Net investment in sales-type leases			854				1,092
Prepaid commission expense			(770	)			(804	)
Prepaid expenses and other assets			(374	)			(3,338	)
Accounts payable			(1,524	)			54
Accrued expenses			(1,166	)			(4,801	)
Deferred revenue			(506	)			(817	)
Net Cash used in Operating activities			(22,401	)			(34,171	)
Cash flows from Investing activities:
Purchases of property and equipment and capitalized software			(1,377	)			(1,490	)
Repayment of notes receivable			1,340				731
Net Cash used in Investing activities			(37	)			(759	)
Cash flows from Financing activities:
Payments of debt issuance costs			(2,188	)			(863	)
Proceeds from issuance of long-term debt			48,084				2,500
Proceeds from issuance of warrants			1,916				—
Repayment of long-term debt			(60,000	)			(1,200	)
Payment for debt extinguishment cost			(4,185	)			—
Proceeds from exercises of stock options			1				—
Net Cash (used in) provided by Financing activities			(16,372	)			437
Net decrease in Cash and Cash equivalents			(38,810	)			(34,493	)
Cash and Cash equivalents, Beginning of Period			59,677				70,340
Cash and Cash equivalents, End of Period		$	20,867			$	35,847

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Non-GAAP Financial Measures (Unaudited)

EBITDA is not a measure of financial performance under generally accepted accounting principles in the U.S. (“GAAP”), and should not be construed as a substitute for, or superior to, GAAP net loss. However, management uses both the GAAP and non-GAAP financial measures internally to evaluate and manage the Company’s operations and to better understand its business. Further, management believes that the addition of the non-GAAP financial measure provides meaningful supplementary information to, and facilitates analysis by, investors in evaluating the Company’s financial performance, results of operations and trends. The Company’s calculation of EBITDA may not be comparable to similarly designated measures reported by other companies, because companies and investors may differ as to what type of events warrant adjustment.

The following table reconciles reported net loss to EBITDA:

 

		Three Months ended September 30,								Nine months ended September 30,
		2024				2023				2024				2023
		(in thousands)								(in thousands)
Net loss		$	(13,341	)		$	(9,391	)		$	(31,046	)		$	(24,812	)
Interest expense, net			1,186				1,184				3,528				3,580
Income taxes			—				—				—				—
Depreciation and amortization			512				500				1,627				1,503
EBITDA		$	(11,643	)		$	(7,707	)		$	(25,891	)		$	(19,729	)

Document and Entity Information	Nov. 12, 2024
Cover [Abstract]
Document Type	8-K/A
Amendment Flag	true
Document Period End Date	Nov. 12, 2024
Entity Registrant Name	NEURONETICS, INC.
Entity Incorporation State Country Code	DE
Entity File Number	001-38546
Entity Tax Identification Number	33-1051425
Entity Address Address Line 1	3222 Phoenixville Pike
Entity Address City Or Town	Malvern
Entity Address State Or Province	PA
Entity Address Postal Zip Code	19355
City Area Code	610
Local Phone Number	640-4202
Security 12b Title	Common Stock ($0.01 par value)
Trading Symbol	STIM
Security Exchange Name	NASDAQ
Written Communications	false
Soliciting Material	false
Pre Commencement Tender Offer	false
Pre Commencement Issuer Tender Offer	false
Entity Emerging Growth Company	false
Amendment Description	This Current Report on Form 8-K amends the Current Report on Form 8-K filed by Neuronetics, Inc. (“Neuronetics” or the “Company”) on November 12, 2024 (the “Initial 8-K”), to furnish a corrected version of its press release to clarify that the Company expects to achieve cash flow breakeven by the third quarter of 2025 and is attached as Exhibit 99.1 hereto and is incorporated by reference herein.
Entity Central Index Key	0001227636

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