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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
____________________________________________________________________________________________
FORM 10-Q
____________________________________________________________________________________________
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QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934 |
For the quarterly period ended March 31, 2021
or
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☐ |
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934 |
For the transition period from ______ to ______
Commission File Number: 001-37854
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Ekso Bionics Holdings, Inc.
(Exact name of registrant as specified in its
charter)
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Nevada |
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99-0367049 |
(State or other jurisdiction of
incorporation or organization) |
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(I.R.S. Employer
Identification No.) |
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1414 Harbour Way South, Suite 1201
Richmond, CA
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94804 |
(Address of principal executive offices) |
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(Zip Code) |
(510) 984-1761
(Registrant’s telephone number, including area code)
________________________________
(Former name, former address, and former fiscal year, if changed
since last report)
____________________________________________________________________________________________
Securities registered pursuant to Section 12(b) of the Act: Title
of each class Trading Name of each exchange on which
registered:
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Title of each class |
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Trading Symbol(s) |
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Name of each exchange on which registered |
Common Stock, $0.001 par value per share |
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EKSO |
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Nasdaq Capital Market
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Indicate by check mark whether the registrant (1) has filed
all reports required to be filed by Section 13 or
15(d) of the Securities Exchange Act of 1934 during the
preceding 12 months (or for such shorter period that the registrant
was required to file such reports), and (2) has been subject
to such filing requirements for the past 90
days. Yes x
No ¨
Indicate by check mark whether the registrant has submitted
electronically every Interactive Data File required to be submitted
pursuant to Rule 405 of Regulation S-T (§232.405 of this
chapter) during the preceding 12 months (or for such shorter period
that the registrant was required to submit such
files). Yes x
No ¨
Indicate by check mark whether the registrant is a large
accelerated filer, an accelerated filer, a non-accelerated filer, a
smaller reporting company, or an emerging growth company. See the
definitions of “large accelerated filer,” “accelerated filer,”
“smaller reporting company,” and “emerging growth company” in
Rule 12b-2 of the Exchange Act.
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Large accelerated filer |
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Accelerated filer |
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Non-accelerated filer |
☒ |
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Smaller reporting company |
☒ |
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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
☐
Indicate by check mark whether the registrant is a shell company
(as defined in Rule 12b-2 of the Exchange
Act). Yes ☐ No x
The number of shares of registrant’s common stock outstanding as of
April 26, 2021 was 12,654,994.
Ekso
Bionics Holdings, Inc.
Quarterly Report on Form 10-Q
Table of Contents
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
Ekso Bionics Holdings, Inc.
Condensed Consolidated Balance Sheets
(In thousands, except par value)
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March 31, 2021 |
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December 31, 2020 |
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(unaudited) |
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(Note 2) |
Assets |
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Current assets: |
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Cash |
$ |
49,539 |
|
|
$ |
12,862 |
|
Accounts receivable, net of allowances of $129 and $42,
respectively
|
2,276 |
|
|
3,224 |
|
Inventories, net |
2,154 |
|
|
1,978 |
|
Prepaid expenses and other current assets |
636 |
|
|
356 |
|
Total current assets |
54,605 |
|
|
18,420 |
|
Property and equipment, net |
1,096 |
|
|
1,172 |
|
Right-of-use assets |
568 |
|
|
685 |
|
Other assets |
235 |
|
|
320 |
|
Total assets |
$ |
56,504 |
|
|
$ |
20,597 |
|
Liabilities and Stockholders’ Equity |
|
|
|
Current liabilities: |
|
|
|
Accounts payable |
$ |
1,652 |
|
|
$ |
1,501 |
|
Accrued liabilities |
1,475 |
|
|
1,429 |
|
Deferred revenues, current |
1,493 |
|
|
1,496 |
|
Note payable, current |
814 |
|
|
— |
|
Lease liabilities, current |
547 |
|
|
548 |
|
Total current liabilities |
5,981 |
|
|
4,974 |
|
Deferred revenues |
1,644 |
|
|
1,806 |
|
Notes payable, net |
2,262 |
|
|
3,075 |
|
Lease liabilities |
99 |
|
|
233 |
|
Warrant liabilities |
5,501 |
|
|
6,037 |
|
Other non-current liabilities |
42 |
|
|
38 |
|
Total liabilities |
15,529 |
|
|
16,163 |
|
Commitments and contingencies (Note 13) |
|
|
|
Stockholders’ equity: |
|
|
|
Convertible preferred stock, $0.001 par value; 10,000 shares
authorized; none issued and outstanding at March 31, 2021 and
December 31, 2020
|
— |
|
|
— |
|
Common stock, $0.001 par value; 141,429 shares authorized; 12,655
and 8,349 shares issued and outstanding at March 31, 2021 and
December 31, 2020, respectively
|
13 |
|
|
8 |
|
Additional paid-in capital |
244,117 |
|
|
204,376 |
|
Accumulated other comprehensive loss |
(382) |
|
|
(847) |
|
Accumulated deficit |
(202,773) |
|
|
(199,103) |
|
Total stockholders’ equity |
40,975 |
|
|
4,434 |
|
Total liabilities and stockholders’ equity |
$ |
56,504 |
|
|
$ |
20,597 |
|
The accompanying notes are an integral part of these condensed
consolidated financial statements
Ekso Bionics Holdings, Inc.
Condensed Consolidated Statements of Operations and Comprehensive
Loss
(In thousands, except per share amounts)
(Unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended
March 31, |
|
|
|
2021 |
|
2020 |
|
|
|
|
Revenue |
$ |
1,910 |
|
|
$ |
1,468 |
|
|
|
|
|
Cost of revenue |
675 |
|
|
831 |
|
|
|
|
|
Gross profit |
1,235 |
|
|
637 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating expenses: |
|
|
|
|
|
|
|
Sales and marketing |
1,793 |
|
|
2,520 |
|
|
|
|
|
Research and development |
603 |
|
|
711 |
|
|
|
|
|
General and administrative |
1,978 |
|
|
2,187 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Total operating expenses |
4,374 |
|
|
5,418 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Loss from operations |
(3,139) |
|
|
(4,781) |
|
|
|
|
|
|
|
|
|
|
|
|
|
Other (expense) income, net: |
|
|
|
|
|
|
|
Interest expense |
(26) |
|
|
(52) |
|
|
|
|
|
Gain on revaluation of warrant liabilities |
11 |
|
|
2,519 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Other expense, net |
(516) |
|
|
(220) |
|
|
|
|
|
Total other (expense) income, net |
(531) |
|
|
2,247 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Net loss |
$ |
(3,670) |
|
|
$ |
(2,534) |
|
|
|
|
|
Other comprehensive income |
465 |
|
|
173 |
|
|
|
|
|
Comprehensive loss |
$ |
(3,205) |
|
|
$ |
(2,361) |
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic and diluted net loss per share applicable to common
shareholders |
$ |
(0.34) |
|
|
$ |
(0.44) |
|
|
|
|
|
Weighted average number of shares outstanding, basic and
diluted |
10,752 |
|
|
5,803 |
|
|
|
|
|
The accompanying notes are an integral part of these condensed
consolidated financial statements
Ekso Bionics Holdings, Inc.
Consolidated Statements of Stockholders’ Equity
(In thousands)
(Unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Convertible Preferred Stock |
|
Common Stock |
|
Additional Paid-in Capital |
|
Accumulated Other Comprehensive
(Loss) Income |
|
Accumulated Deficit |
|
Total Stockholders’
Equity |
|
Shares |
|
Amount |
|
Shares |
|
Amount |
|
|
|
|
Balance at December 31, 2020 |
— |
|
|
$ |
— |
|
|
8,349 |
|
|
$ |
8 |
|
|
$ |
204,376 |
|
|
$ |
(847) |
|
|
$ |
(199,103) |
|
|
$ |
4,434 |
|
Net loss |
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
(3,670) |
|
|
(3,670) |
|
Issuance of common stock under: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Equity financing, net |
— |
|
|
|
|
3,980 |
|
|
4 |
|
|
35,356 |
|
|
— |
|
|
— |
|
|
35,360 |
|
Exercise of warrants |
— |
|
|
— |
|
|
300 |
|
|
1 |
|
|
3,877 |
|
|
— |
|
|
— |
|
|
3,878 |
|
Matching contribution to 401(k) plan |
— |
|
|
— |
|
|
26 |
|
|
— |
|
|
152 |
|
|
— |
|
|
— |
|
|
152 |
|
Stock-based compensation expense |
— |
|
|
— |
|
|
— |
|
|
— |
|
|
356 |
|
|
— |
|
|
— |
|
|
356 |
|
Foreign currency translation adjustments |
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
465 |
|
|
— |
|
|
465 |
|
Balance at March 31, 2021 |
— |
|
|
$ |
— |
|
|
12,655 |
|
|
$ |
13 |
|
|
$ |
244,117 |
|
|
$ |
(382) |
|
|
$ |
(202,773) |
|
|
$ |
40,975 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Convertible Preferred Stock |
|
Common Stock |
|
Additional Paid-in Capital |
|
Accumulated Other Comprehensive Income |
|
Accumulated Deficit |
|
Total Stockholders’ Equity |
|
Shares |
|
Amount |
|
Shares |
|
Amount |
|
|
|
|
Balance at December 31, 2019 |
— |
|
|
$ |
— |
|
|
5,795 |
|
|
$ |
6 |
|
|
$ |
190,019 |
|
|
$ |
50 |
|
|
$ |
(183,278) |
|
|
$ |
6,797 |
|
Net loss |
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
(2,534) |
|
|
(2,534) |
|
Issuance of common stock under: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Matching contribution to 401(k) plan |
— |
|
|
— |
|
|
26 |
|
|
— |
|
|
155 |
|
|
— |
|
|
— |
|
|
155 |
|
In lieu of cash compensation |
— |
|
|
— |
|
|
9 |
|
|
— |
|
|
50 |
|
|
— |
|
|
— |
|
|
50 |
|
Shares issued as a result of rounding due to reverse-stock
split |
— |
|
|
— |
|
|
13 |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
Stock-based compensation expense |
— |
|
|
— |
|
|
— |
|
|
— |
|
|
587 |
|
|
— |
|
|
— |
|
|
587 |
|
Foreign currency translation adjustments |
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
173 |
|
|
— |
|
|
173 |
|
Balance at March 31, 2020 |
— |
|
|
$ |
— |
|
|
5,843 |
|
|
$ |
6 |
|
|
$ |
190,811 |
|
|
$ |
223 |
|
|
$ |
(185,812) |
|
|
$ |
5,228 |
|
The accompanying notes are an integral part of these condensed
consolidated financial statements
Ekso Bionics Holdings, Inc.
Condensed Consolidated Statements of Cash Flows
(In thousands)
(Unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended March 31, |
|
2021 |
|
2020 |
Operating activities: |
|
|
|
Net loss |
$ |
(3,670) |
|
|
$ |
(2,534) |
|
Adjustments to reconcile net loss to net cash used in operating
activities |
|
|
|
Depreciation and amortization |
126 |
|
|
164 |
|
Changes in allowance for doubtful accounts |
31 |
|
|
— |
|
Gain on revaluation of warrant liabilities |
(11) |
|
|
(2,519) |
|
|
|
|
|
Stock-based compensation expense |
356 |
|
|
587 |
|
Amortization of debt discount and accretion of final payment
fee |
1 |
|
|
13 |
|
Common stock contribution to 401(k) plan |
52 |
|
|
77 |
|
Unrealized loss on foreign currency transactions |
503 |
|
|
219 |
|
Changes in operating assets and liabilities: |
|
|
|
Accounts receivable |
917 |
|
|
2,550 |
|
Inventories |
(228) |
|
|
(32) |
|
Prepaid expenses, operating lease right-of-use assets, and other
assets current and noncurrent |
(78) |
|
|
(68) |
|
Accounts payable |
151 |
|
|
96 |
|
Accrued and lease liabilities |
15 |
|
|
37 |
|
Deferred revenues |
(165) |
|
|
(312) |
|
Net cash used in operating activities |
(2,000) |
|
|
(1,722) |
|
|
|
|
|
|
|
|
|
|
|
|
|
Financing activities: |
|
|
|
Proceeds from issuance of common stock and warrants,
net |
37,295 |
|
|
— |
|
Principal payments on note payable |
— |
|
|
(589) |
|
Proceeds from exercise of warrants |
1,417 |
|
|
— |
|
Net cash provided by (used in) financing activities |
38,712 |
|
|
(589) |
|
Effect of exchange rate changes on cash |
(35) |
|
|
(45) |
|
Net increase (decrease) in cash |
36,677 |
|
|
(2,356) |
|
Cash at beginning of period |
12,862 |
|
|
10,872 |
|
Cash at end of period |
$ |
49,539 |
|
|
$ |
8,516 |
|
|
|
|
|
Supplemental disclosure of cash flow activities |
|
|
|
Cash paid for interest |
$ |
23 |
|
|
$ |
32 |
|
Cash paid for income taxes |
— |
|
|
3 |
|
|
|
|
|
|
|
|
|
Supplemental disclosure of non-cash activities |
|
|
|
Fair value of warrants issued upon equity financing |
$ |
1,936 |
|
|
$ |
— |
|
Reclassification of warrant liability to equity upon exercise of
warrants |
2,461 |
|
|
— |
|
Transfer of inventory to property and equipment |
53 |
|
|
38 |
|
Share issuance for common stock contribution to 401(k)
plan |
152 |
|
|
155 |
|
Share issuance in lieu of cash compensation |
— |
|
|
50 |
|
The accompanying notes are an integral part of these condensed
consolidated financial statements
Ekso Bionics Holdings, Inc.
Notes to Condensed Consolidated Financial Statements
($ and share amounts in thousands, except per share
amounts)
(Unaudited)
1. Organization
Description of Business
Ekso Bionics Holdings, Inc. (the “Company”) designs, develops,
sells and rents exoskeleton products to augment human strength,
endurance and mobility. The Company’s exoskeleton technology serves
multiple markets and can be utilized both by able-bodied users and
persons with physical disabilities. The Company has sold and rented
devices that (i) enable individuals with neurological conditions
affecting gait (acquired brain injury and spinal cord injury) to
rehabilitate and to walk again, (ii) assist individuals with a
broad range of upper extremity impairments, and (iii) allow
industrial workers to perform difficult repetitive work for
extended periods. Founded in 2005, the Company is headquartered in
the San Francisco Bay area and listed on the Nasdaq Capital Market
under the symbol “EKSO”.
All common stock share and per share amounts have been adjusted to
reflect the one-for-fifteen reverse stock split effected on March
24, 2020. See Note 10,
Capitalization and Equity Structure – Reverse Stock
Split.
Liquidity and Going Concern
As of March 31, 2021, the Company had an accumulated deficit of
$202,773. Largely as a result of significant research and
development activities related to the development of the Company’s
advanced technology and commercialization of such technology into
its medical device business, the Company has incurred significant
operating losses and negative cash flows from operations since
inception. In the three months ended March 31, 2021, the Company
used $2,000 of cash in its operations. Cash on hand as of March 31,
2021 was $49,539.
As described in Note 8, Notes payable, net, borrowings under the
Company’s secured term loan agreement with Pacific Western Bank
have a liquidity covenant requiring minimum cash on hand equivalent
to the current outstanding principal balance. As of March 31, 2021,
$2,000 of cash must remain as restricted. After considering cash
restrictions, effective unrestricted cash as of March 31, 2021 is
approximately $47,539. With this unrestricted cash balance, the
Company believes that it currently has sufficient cash to fund its
operations beyond the look forward period of one year from the
issuance of these condensed consolidated financial
statements.
2. Basis of Presentation and Summary of
Significant Accounting Policies and Estimates
Basis of Presentation
The accompanying condensed consolidated financial statements have
been prepared in accordance with the rules and regulations of the
Securities and Exchange Commission (“SEC”). Certain information and
footnote disclosures normally included in financial statements
prepared in accordance with generally accepted accounting
principles in the United States (“U.S. GAAP”) have been condensed
or omitted pursuant to such rules and regulations. These financial
statements should be read in conjunction with the audited
consolidated financial statements and notes thereto included in the
Company’s Annual Report on Form 10-K for the fiscal year ended
December 31, 2020, which was filed with the SEC on February 25,
2021.
In the opinion of management, the accompanying unaudited condensed
consolidated financial statements have been prepared on a
consistent basis with the audited consolidated financial statements
for the fiscal year ended December 31, 2020, and include all
adjustments, consisting of only normal recurring adjustments,
necessary to fairly state the information set forth
herein.
Certain reclassifications have been made to the amounts in prior
periods to conform to the current period’s
presentation.
The results of operations for the three months ended March 31, 2021
are not necessarily indicative of the results to be expected for
the entire fiscal year or any future periods.
Ekso Bionics Holdings, Inc.
Notes to Condensed Consolidated Financial Statements
($ and share amounts in thousands, except per share
amounts)
(Unaudited)
Use of Estimates
The preparation of the consolidated financial statements in
conformity with U.S. GAAP requires management to make estimates and
assumptions that affect the reported amounts of assets and
liabilities and disclosure of contingent assets and liabilities at
the date of the balance sheet, and the reported amounts of revenues
and expenses during the reporting period. For the Company, these
estimates include, but are not limited to, revenue recognition,
deferred revenue and the deferral of the associated costs, the
valuation of warrants and employee stock options, future warranty
costs, accounting for leases, useful lives assigned to long-lived
assets, valuation of inventory, realizability of deferred tax
assets, and contingencies. Actual results could differ from those
estimates.
Foreign Currency
The assets and liabilities of foreign subsidiaries and equity
investments, where the local currency is the functional currency,
are translated from their respective functional currencies into
U.S. dollars at the rates in effect at the balance sheet date, and
revenue
and expense amounts are translated at average rates during the
period, with resulting foreign currency translation adjustments
recorded in accumulated other comprehensive income as a component
of stockholders’ equity. Gains and losses from the re-measurement
of balances denominated in currencies other than the entities'
functional currencies, are recorded in other expense,
net
in the accompanying condensed consolidated statements of operations
and comprehensive loss.
Inventory
Inventories are recorded at the lower of cost or net realizable
value. Cost is computed using the standard cost method, which
approximates actual cost on a first-in, first-out basis. Materials
from vendors are received and recorded as raw material. Once the
raw materials are incorporated in the fabrication of the product,
the related value of the component is recorded as work in progress
("WIP"). Direct and indirect labor and applicable overhead costs
are also allocated and recorded to WIP inventory. Finished goods
are comprised of completed products that are ready for customer
shipment. The Company periodically evaluates the carrying value of
inventory on hand for potential excess amounts over sales and
forecasted demand. Excess and obsolete inventories identified, if
any, are recorded as an inventory impairment charge within the
consolidated statements of operations and comprehensive loss. The
Company's estimate of write-downs for excess and obsolete inventory
is based on a detailed analysis which includes on-hand inventory
and purchase commitments in excess of forecasted demand. Subsequent
disposals of inventories are recorded as a reduction of
inventory.
Leases
At the inception of any lease arrangement, the Company determines
whether the arrangement is or contains a lease under ASC 842 based
on the unique facts and circumstances present. Operating lease
liabilities and their corresponding right-of-use assets are
recorded based on the present value of lease payments over the
expected lease term. The interest rate implicit in lease contracts
is typically not readily determinable. As such, the Company
utilizes its incremental borrowing rate, which is the rate incurred
to borrow on a collateralized basis over a similar term an amount
equal to the lease payments in a similar economic environment.
Certain adjustments to the right-of-use asset may be required for
items, such as initial direct costs paid or incentives
received.
Lease expense is recognized over the expected lease term on a
straight-line basis. Operating leases are recognized on the balance
sheet as right-of-use assets, lease liabilities current and lease
liabilities non-current.
Leases with an initial term of 12 months or less are not recorded
on the balance sheet. The Company recognizes the lease expense for
such leases on a straight-line basis over the lease
term.
Revenue Recognition
Revenue is recognized upon transfer of control of promised products
or services to customers in an amount that reflects the
consideration the Company expects to receive in exchange for those
products or services. The Company enters into contracts that can
include various combinations of products and services, which when
capable of being distinct, are accounted for as separate
performance obligations.
Ekso Bionics Holdings, Inc.
Notes to Condensed Consolidated Financial Statements
($ and share amounts in thousands, except per share
amounts)
(Unaudited)
The Company’s medical device segment (EksoHealth) revenue is
primarily generated through the sale and rental of the EksoNR and
EksoGT, associated software (SmartAssist and VariableAssist), the
sale and rental of the EksoUE, the sale of accessories, and the
sale of support and maintenance contracts (Ekso Care). Revenue from
medical device product sales is recognized at the point in time
when control of the product transfers to the customer. Transfer of
control generally occurs upon shipment from the Company’s facility
for sales of the EksoNR or EksoGT, software and accessories. Ekso
Care support and maintenance contracts extend coverage beyond the
Company’s standard warranty agreements. The separately priced Ekso
Care contracts range from 12 to 48 months. The
Company receives payment at the inception of the contract and
recognizes revenue over the term of the agreement. Revenue from
medical device rentals is recognized over the rental term,
typically over 12 months.
The Company’s industrial device segment (EksoWorks) revenue is
generated through the sale, subscription and rental of the upper
body exoskeletons (EksoVest and the recently introduced
EVOTM)
and the support arm (EksoZeroG). Revenue from industrial device
sales is recognized at the point in time when control of the
product transfers to the customer. Transfer of control generally
occurs upon shipment from the Company’s facility. Revenue from
industrial device subscriptions and rentals is recognized over the
subscription or rental term, typically 12 months.
Refer to Note 6,
Revenue Recognition
for further information, including revenue disaggregated by
source.
Going Concern
The Company assesses its ability to continue as a going concern at
every interim and annual period in accordance with ASC 205-40. The
accompanying condensed consolidated financial statements have been
prepared assuming that the Company will continue as a going
concern.
Concentration of Credit Risk and Other Risks and
Uncertainties
Financial instruments that potentially subject the Company to
concentrations of credit risk consist principally of cash and
accounts receivable. The Company maintains cash accounts in excess
of federally insured limits. However, the Company believes it is
not exposed to significant credit risk due to the financial
position of the depository institutions in which these deposits are
held. The Company extends credit to customers in the normal course
of business and performs ongoing credit evaluations of its
customers. Concentrations of credit risk with respect to accounts
receivable exist to the full extent of amounts presented in the
consolidated financial statements. The Company does not require
collateral from its customers to secure accounts
receivable.
Accounts receivable are derived from the sale of products shipped
and services performed for customers primarily located in the U.S.,
Europe, Asia, and Australia. Invoices are aged based on contractual
terms with the customer. The Company reviews accounts receivable
for collectability and provides an allowance for potential credit
losses. The Company has not experienced material losses related to
accounts receivable as of March 31, 2021 and December 31, 2020.
Many of the sales contracts with customers outside of the U.S. are
settled in a foreign currency other than the U.S. dollar. The
Company does not enter into any foreign currency hedging agreements
and is susceptible to gains and losses from foreign currency
fluctuations. To date, the Company has not experienced significant
gains or losses upon settling contracts denominated in a foreign
currency.
At March 31, 2021, the Company had one customer with an accounts
receivable balance totaling 10% or more of the Company’s total
accounts receivable (16%), as compared with two customers at
December 31, 2020 (13% and 10%).
During the three months ended March 31, 2021, the Company had two
customers with sales of 10% or more of the Company’s total revenue
(14% and 11%), as compared with one customer in the three months
ended March 31, 2020 (16%).
Recent Accounting Pronouncements
In June 2016, the Financial Accounting Standards Board ("FASB")
issued Accounting Standards Update ("ASU") No. 2016-13, Financial
Instruments-Credit Losses (Topic 326): Measurement of Credit Losses
on Financial Instruments and subsequent amendments to the initial
guidance under ASU 2018-19, ASU 2019-04, ASU 2019-05 and ASU
2019-10, which amends the current approach to estimate credit
losses on certain financial assets, including trade and other
receivables. Generally, this
Ekso Bionics Holdings, Inc.
Notes to Condensed Consolidated Financial Statements
($ and share amounts in thousands, except per share
amounts)
(Unaudited)
amendment requires entities to establish a valuation allowance for
the expected lifetime losses of these certain financial assets.
Upon the initial recognition of such assets, which will be based
on, among other things, historical information, current conditions,
and reasonable supportable forecasts. Subsequent changes in the
valuation allowance are recorded in current earnings and reversal
of previous losses are permitted. Currently, U.S. GAAP requires
entities to write down credit losses only when losses are probable
and loss reversals are not permitted. The update will be effective
for the Company in the first quarter of 2023. Early adoption is
permitted. The Company is currently evaluating the impact the
adoption of this standard will have on its consolidated financial
statements and related disclosures.
In August 2020, the FASB issued ASU No. 2020-06, Accounting for
Convertible Instruments and Contracts in an Entity's Own Equity,
which simplifies the accounting for convertible instruments. ASU
2020-06 eliminates certain models that require separate accounting
for embedded conversion features, in certain cases. Additionally,
among other changes, the guidance eliminates certain of the
conditions for equity classification for contracts in an entity’s
own equity. The guidance also requires entities to use the
if-converted method for all convertible instruments in the diluted
earnings per share calculation and include the effect of share
settlement for instruments that may be settled in cash or shares,
except for certain liability-classified share-based payment awards.
This guidance is effective for the Company beginning in the first
quarter of 2022 and must be applied using either a modified or full
retrospective approach. Early adoption is permitted. The Company is
currently evaluating the impact this guidance will have on its
consolidated financial statements.
3. Accumulated Other Comprehensive
Loss
The Company's accumulated other comprehensive loss consists of the
accumulated net unrealized gains or losses on foreign currency
translation adjustments. The change in accumulated other
comprehensive loss presented on the condensed consolidated balance
sheets for the three months ended March 31, 2021, is reflected in
the table below net of tax:
|
|
|
|
|
|
|
Accumulated Other Comprehensive Loss |
Balance at December 31, 2020 |
$ |
(847) |
|
Net unrealized gain on foreign currency translation |
465 |
|
Balance at March 31, 2021 |
$ |
(382) |
|
4. Fair Value Measurement
Fair value is defined as the exchange price that would be received
for an asset or paid to transfer a liability (an exit price) in the
principal or most advantageous market for the asset or liability in
an orderly transaction between market participants on the
measurement date. Valuation techniques used to measure fair value
must maximize the use of observable inputs and minimize the use of
unobservable inputs. Three levels of inputs, of which the first two
are considered observable and the last unobservable, may be used to
measure fair value which are the following:
•Level
1—Quoted
prices in active markets for identical assets or liabilities. The
Company considers a market to be active when transactions for the
asset occur with sufficient frequency and volume to provide pricing
information on an ongoing basis.
•Level
2—Inputs
other than Level 1 that are observable, either directly or
indirectly, such as quoted prices for similar assets or
liabilities; quoted prices in markets that are not active; or other
inputs that are observable or can be corroborated by observable
market data for substantially the full term of the assets or
liabilities.
•Level
3—Unobservable
inputs that are supported by little or no market activity and that
are significant to the fair value of the assets or liabilities. The
valuation of Level 3 investments requires the use of significant
management judgments or estimation.
Ekso Bionics Holdings, Inc.
Notes to Condensed Consolidated Financial Statements
($ and share amounts in thousands, except per share
amounts)
(Unaudited)
The Company’s fair value hierarchies for its financial assets and
liabilities, which require fair value measurement, on a recurring
basis are as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
Level 1 |
|
Level 2 |
|
Level 3 |
March 31, 2021 |
|
|
|
|
|
|
|
|
Liabilities |
|
|
|
|
|
|
|
|
Warrant liabilities |
|
$ |
5,501 |
|
|
$ |
— |
|
|
$ |
— |
|
|
$ |
5,501 |
|
|
|
|
|
|
|
|
|
|
December 31, 2020 |
|
|
|
|
|
|
|
|
Liabilities |
|
|
|
|
|
|
|
|
Warrant liabilities |
|
$ |
6,037 |
|
|
$ |
— |
|
|
$ |
— |
|
|
$ |
6,037 |
|
The following table sets forth a summary of the changes in the fair
value of the Company’s Level 3 financial liabilities for the period
ended March 31, 2021, which were measured at fair value on a
recurring basis:
|
|
|
|
|
|
|
|
|
|
|
Warrant Liability |
Balance at December 31, 2020 |
|
$ |
6,037 |
|
Initial fair value of warrants in connection with 2021
financing |
|
1,936 |
|
Gain on revaluation of warrants issued in connection with the
February 2021, June 2020, December 2019 and May 2019
financings |
|
(11) |
|
Reclassification of warrant liability to equity upon exercise of
warrants |
|
(2,461) |
|
Balance at March 31, 2021 |
|
$ |
5,501 |
|
Refer to
Note 10. Capitalization and Equity Structure – Warrants
for additional information regarding the valuation of
warrants.
5. Inventories, net
Inventories consisted of the following:
|
|
|
|
|
|
|
|
|
|
|
|
|
March 31, 2021 |
|
December 31, 2020 |
Raw materials |
$ |
1,530 |
|
|
$ |
1,724 |
|
Work in progress |
279 |
|
|
18 |
|
Finished goods |
345 |
|
|
236 |
|
|
|
|
|
|
|
|
|
Inventories, net |
$ |
2,154 |
|
|
$ |
1,978 |
|
6. Revenue Recognition
Revenue is recognized upon transfer of control of promised products
or services to customers in an amount that reflects the
consideration the Company expects to receive in exchange for those
products or services. The Company enters into contracts that can
include various combinations of products and services, which when
capable of being distinct, are accounted for as separate
performance obligations. Revenue recognition is evaluated based on
the following five steps: (i) identification of the contract with
the customer; (ii) identification of the performance obligations in
the contract; (iii) determination of the transaction price; (iv)
allocation of the transaction price to the performance obligations
in the contract; and (v) recognition of revenue when or as a
performance obligation is satisfied.
For multiple-element arrangements, revenue is allocated to each
performance obligation based on its relative standalone selling
price. Standalone selling prices are determined based on observable
prices at which the Company separately sells its products or
services. If a standalone selling price is not directly observable,
the Company estimates the selling price based on
market
Ekso Bionics Holdings, Inc.
Notes to Condensed Consolidated Financial Statements
($ and share amounts in thousands, except per share
amounts)
(Unaudited)
conditions and entity-specific factors including features and
functionality of the product and/or services, the geography of the
Company’s customers, and type of the Company’s markets. Any
discounts or other reductions to the transaction price are
allocated proportionately to all performance obligations within the
multiple-element arrangement.
Contract Balances
Timing of revenue recognition may differ from the timing of
invoicing to customers and receipt of payment. For the sale of its
products, the Company generally recognizes revenue at a point in
time through the ship-and-bill performance obligations. For the
rental of its products, the Company generally recognizes revenue
over the rental term commencing upon the completion of customer
training. For service agreements, the Company generally invoices
customers at the beginning of the coverage period and records
revenue related to the billed amounts over time, equivalent to the
coverage period of the maintenance and support
contract.
Deferred revenue is comprised mainly of unearned revenue related to
extended support and maintenance contracts (Ekso Care), but also
includes other offerings for which the Company has been paid in
advance and earns revenue when the Company transfers control of the
product or service.
Deferred revenue consisted of the following:
|
|
|
|
|
|
|
|
|
|
|
|
|
March 31, 2021 |
|
December 31, 2020 |
Deferred extended maintenance and support |
$ |
2,757 |
|
|
$ |
2,902 |
|
Deferred royalties |
280 |
|
|
282 |
|
Deferred device and advances |
100 |
|
|
118 |
|
Total deferred revenues |
3,137 |
|
|
3,302 |
|
Less current portion |
(1,493) |
|
|
(1,496) |
|
Deferred revenues, non-current |
$ |
1,644 |
|
|
$ |
1,806 |
|
Deferred revenue activity consisted of the following for the three
months ended March 31, 2021:
|
|
|
|
|
|
|
|
Beginning balance |
$ |
3,302 |
|
Deferral of revenue |
289 |
|
Recognition of deferred revenue |
(454) |
|
Ending balance |
$ |
3,137 |
|
As of March 31, 2021, the Company’s deferred revenue
was $3,137. The
Company expects to recognize approximately $1,193 of the
deferred revenue during the remainder
of 2021, $964 in 2022, and $980
thereafter.
In addition to deferred revenue, the Company has non-cancellable
backlog of $890 related to its contracts for rental units
with its customers. These rental contracts typically have 12-month
lease terms and rental income is recognized on a straight-line
basis over the lease term.
As of March 31, 2021 and December 31, 2020, accounts receivable,
net of allowance for doubtful accounts, were $2,276 and $3,224,
respectively, and are included in current assets on the Company’s
condensed consolidated balance sheets.
The allowance for doubtful accounts reflects the Company’s best
estimate of probable losses inherent in the accounts receivable
balance. The Company determines the allowance based on known
troubled accounts, historical experience, and other currently
available evidence. Payment terms and conditions vary by contract
type, although terms generally include a requirement of payment
within 30 to 90 days.
Disaggregation of revenue
The following table disaggregates the Company’s revenue by major
source for the three months ended March 31, 2021:
Ekso Bionics Holdings, Inc.
Notes to Condensed Consolidated Financial Statements
($ and share amounts in thousands, except per share
amounts)
(Unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
EksoHealth |
|
EksoWorks |
|
Total |
Device revenue |
$ |
1,019 |
|
|
$ |
98 |
|
|
$ |
1,117 |
|
Service and support |
488 |
|
|
— |
|
|
488 |
|
Rentals and subscriptions |
152 |
|
|
70 |
|
|
222 |
|
Parts and other |
54 |
|
|
15 |
|
|
69 |
|
Collaborative arrangements |
14 |
|
|
— |
|
|
14 |
|
|
$ |
1,727 |
|
|
$ |
183 |
|
|
$ |
1,910 |
|
The following table disaggregates the Company’s revenue by major
source for the three months ended March 31, 2020:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
EksoHealth |
|
EksoWorks |
|
Total |
Device revenue |
$ |
306 |
|
|
$ |
255 |
|
|
$ |
561 |
|
Service and support |
469 |
|
|
— |
|
|
469 |
|
Rentals |
194 |
|
|
— |
|
|
194 |
|
Parts and other |
155 |
|
|
22 |
|
|
177 |
|
Collaborative arrangements |
67 |
|
|
— |
|
|
67 |
|
|
$ |
1,191 |
|
|
$ |
277 |
|
|
$ |
1,468 |
|
7. Accrued Liabilities
Accrued liabilities consisted of the following:
|
|
|
|
|
|
|
|
|
|
|
|
|
March 31, 2021 |
|
December 31, 2020 |
Salaries, benefits and related expenses |
$ |
1,267 |
|
|
$ |
1,194 |
|
Device warranty |
153 |
|
|
188 |
|
|
|
|
|
|
|
|
|
Other |
55 |
|
|
47 |
|
Total |
$ |
1,475 |
|
|
$ |
1,429 |
|
The current portion of the warranty liability is classified as a
component of accrued liabilities, while the long-term portion of
the warranty liability is classified as a component of other
non-current liabilities in the condensed consolidated balance
sheets. A reconciliation of the changes in the device
warranty liability for the three months ended March
31, 2021 is as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
March 31, 2021 |
|
|
|
|
|
|
Balance at beginning of period |
$ |
226 |
|
|
|
|
|
|
|
Additions for estimated future expense |
46 |
|
|
|
|
|
|
|
Incurred costs |
(77) |
|
|
|
|
|
|
|
Balance at end of period |
$ |
195 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Current portion |
$ |
153 |
|
|
|
|
|
|
|
Long-term portion |
42 |
|
|
|
|
|
|
|
Total |
$ |
195 |
|
|
|
|
|
|
|
8. Notes Payable, net
WAB and PWB Term Loans
Ekso Bionics Holdings, Inc.
Notes to Condensed Consolidated Financial Statements
($ and share amounts in thousands, except per share
amounts)
(Unaudited)
WAB Term Loan
In December 2016, the Company entered into a loan agreement with
Western Alliance Bank (the "WAB loan") and received a loan in the
principal amount of $7,000 that bore interest on the outstanding
daily balance at a floating per annum rate equal to the 30-day U.S.
LIBOR plus 5.41%. The Company was required to pay accrued interest
on the WAB loan on the first day of each month through and
including January 1, 2018. Commencing on February 1, 2018, the
Company was required to make equal monthly payments of principal,
together with accrued and unpaid interest maturing on January 1,
2021. On April 29, 2020 the Company entered into a second amendment
to the WAB loan to defer principal payments for three months
beginning in May 2020, with adjustments when the principal payments
resumed on August 1, 2020. During the three-month deferral period
the Company was required to make interest only
payments.
The final payment fee, debt issuance costs, and the initial fair
value of the success fee combined with the stated interest resulted
in an effective interest rate for the WAB loan of 8.49% for the
year ended December 31, 2020. The final payment fee, debt issuance
costs and the initial fair value of the success fee were
accreted/amortized to interest expense using the effective interest
method over the life of the loan.
PWB Term Loan
In August 2020, the Company entered into a new loan agreement (the
"PWB Loan Agreement") with a different lender, Pacific Western
Bank, and received a loan in the principal amount of $2,000 (the
"PWB Term Loan") that bears interest on the outstanding daily
balance at a rate equal to the greater of: (a) 0.50% above the
variable rate of interest announced by the lender as its “prime
rate” then in effect; or (b) 4.50%. The PWB Loan Agreement created
a first priority security interest with respect to substantially
all assets of the Company, including proceeds of intellectual
property, but expressly excluding intellectual property
itself.
The proceeds of the PWB Term Loan were used to pay off the entire
amount of the Company's indebtedness on the WAB loan, which
amounted to $1,512. Pursuant to the PWB Loan Agreement, the
remainder of the PWB Term Loan proceeds may be used for general
corporate purposes, which totaled $480, net of debt discounts and
issuance costs.
The Company is required to pay accrued interest on the current loan
on the 13th day of each month through and including August 13,
2023. The principal balance of the PWB Term Loan matures on August
13, 2023, at which time all unpaid principal and accrued and unpaid
interest shall be due and payable in full. The interest rate of the
PWB Term Loan is subject to increase in the event of late payments
and after occurrence of and during the continuation of an event of
default. Upon maturity, all unpaid principal and accrued and unpaid
interest shall be due and payable in full. The Company may elect to
prepay the PWB Term Loan at any time, in whole or in part, without
penalty or premium.
The PWB Loan Agreement contains a liquidity covenant, which
requires that the Company maintain unrestricted cash and cash
equivalents in accounts of the lender or subject to control
agreements in favor of the lender in an amount equal to at least
the outstanding balance of the PWB Term Loan, which was $2,000 as
of March 31, 2021. On March 31, 2021, with cash on hand of $49,539,
the Company was compliant with this liquidity covenant and all
other covenants.
The debt issuance costs and debt discounts combined with the stated
interest resulted in an effective interest rate of 4.70% for the
three months ended March 31, 2021. The debt issuance costs will be
amortized to interest expense using the effective interest method
over the life of the loan.
The following table presents scheduled principal payments of the
Company’s PWB term loan as of March 31, 2021:
Ekso Bionics Holdings, Inc.
Notes to Condensed Consolidated Financial Statements
($ and share amounts in thousands, except per share
amounts)
(Unaudited)
|
|
|
|
|
|
|
|
|
Period |
|
Amount |
Remainder of 2021 - 2022 |
|
$ |
— |
|
2023 |
|
2,000 |
|
Total principal payments |
|
2,000 |
|
Less debt discount and issuance cost |
|
10 |
|
Note payable, net |
|
$ |
1,990 |
|
|
|
|
Current portion |
|
$ |
— |
|
Long-term portion |
|
1,990 |
|
Note payable, net |
|
$ |
1,990 |
|
Paycheck Protection Program Loan
On April 20, 2020, the Company received an unsecured loan in the
principal amount of $1,086 under the Paycheck Protection Program
(the “PPP”) administered by the U.S. Small Business Administration,
or the SBA, pursuant to the Coronavirus Aid, Relief, and Economic
Security Act (the “CARES Act”), or the PPP loan. The PPP loan
provides for an interest rate of 1.00% per year, and matures two
years after the date of initial disbursement. The terms of the PPP
Loan were subsequently revised in accordance with the provisions of
the Paycheck Protection Flexibility Act of 2020, or the PPP
Flexibility Act, which was enacted on June 5, 2020. Based on
management's interpretation of the PPP Flexibility Act, the Company
expects to begin making principal and interest payments on the PPP
loan beginning in 2022. The overall timing of payments with respect
to the amounts of principal and interest due could change based on
the ultimate determination of what may or may not be forgiven. The
PPP loan may be used for payroll costs, costs related to certain
group health care benefits and insurance premiums, rent payments,
utility payments, mortgage interest payments and interest payments
on any other debt obligation that were incurred before February 15,
2020. Under the terms of the CARES Act and the PPP Flexibility Act,
the Company may apply for and be granted forgiveness for all or a
portion of loan granted under the PPP loan, with such forgiveness
to be determined, subject to limitations (including where employees
of the Company have been terminated and not re-hired by a certain
date), based on the use of the loan proceeds for payment of payroll
costs and any payments of mortgage interest, rent, and utilities.
The terms of any forgiveness may also be subject to further
requirements in regulations and guidelines adopted by the SBA.
While the Company currently believes that the majority of the use
of the PPP loan proceeds will meet the conditions for forgiveness
under the PPP, no assurance is provided that the Company will
obtain partial forgiveness of the loan. The Company expects to
apply for forgiveness of the loan in the second quarter of 2021.
Terms of the loan may change subject to future enactments relating
to the PPP.
The follow table presents the scheduled principal payments of the
Company's PPP loan note payable as of March 31, 2021, if the loan
is not forgiven:
|
|
|
|
|
|
|
|
|
Period |
|
Amount |
Remainder of 2021 |
|
$ |
— |
|
2022 |
|
1,086 |
|
Total principal payments |
|
$ |
1,086 |
|
|
|
|
Current portion |
|
$ |
814 |
|
Long-term portion |
|
272 |
|
Note payable, net |
|
$ |
1,086 |
|
9. Lease Obligations
Ekso Bionics Holdings, Inc.
Notes to Condensed Consolidated Financial Statements
($ and share amounts in thousands, except per share
amounts)
(Unaudited)
The Company maintains a five-year operating lease agreement for its
headquarters and manufacturing facility in Richmond, California, or
the Richmond Lease, which expires in May 2022, with no further
options to extend or terminate. The lease includes non-lease
components (i.e. common area maintenance costs) that are paid
separately from rent based on actual costs incurred. In June 2020,
the Company entered into an amendment to the Richmond Lease to make
a one-time payment of $300 to cover its remaining lease obligations
for the remainder of 2020, resulting in a $48 abatement and a lease
payment deferral of $79 to be paid in equal monthly installments in
2021.
The Company's five-year operating lease agreement for its European
operations office in Hamburg, Germany expires in July 2022. The
Company has an option to extend the lease for another five-year
term.
The Company’s future lease payments as of March 31, 2021 are as
follows, which are presented as lease liabilities on the Company’s
condensed consolidated balance sheets:
|
|
|
|
|
|
|
|
|
Period |
|
Operating Leases |
Remainder of 2021 |
|
$ |
447 |
|
2022 |
|
235 |
|
|
|
|
|
|
|
|
|
|
Total lease payments |
|
682 |
|
Less: imputed interest |
|
(36) |
|
Present value of lease liabilities |
|
$ |
646 |
|
|
|
|
Lease liabilities, current |
|
$ |
547 |
|
Lease liabilities, noncurrent |
|
99 |
|
Total lease liabilities |
|
$ |
646 |
|
|
|
|
Weighted-average remaining lease term (in years) |
|
1.19 |
Weighted-average discount rate |
|
10.5 |
% |
Lease expense under the Company’s operating leases was $132 and
$138 for the three months ended March 31, 2021 and March 31, 2020,
respectively.
Practical Expedients
Leases with an initial term of 12 months or less are not recorded
on the balance sheet. The Company recognizes the lease expense for
such leases on a straight-line basis over the lease
term.
10. Capitalization and Equity
Structure
Reverse Stock Split
After the close of the stock market on March 24, 2020, the Company
effected a 1-for-15 reverse split of its common stock (the "Reverse
Stock Split"). As a result, all common stock share amounts included
in this filing have been retroactively reduced by a factor of
fifteen, rounded up to the nearest whole share, and all common
stock per share amounts have been increased by a factor of fifteen,
with the exception of the Company's common stock par value and the
Company's authorized shares. Amounts affected include common stock
outstanding, restricted stock units, common stock underlying stock
options and warrants.
Summary
The Company’s authorized capital stock at March 31, 2021 consisted
of 141,429 shares of common stock and 10,000 shares of preferred
stock. As of March 31, 2021, there were 12,655 shares of common
stock issued and outstanding and no shares of preferred stock
issued and outstanding.
Ekso Bionics Holdings, Inc.
Notes to Condensed Consolidated Financial Statements
($ and share amounts in thousands, except per share
amounts)
(Unaudited)
Common Stock
February 2021 Offering
In February 2021, the Company entered into an amended and restated
underwriting agreement (the "Underwriting Agreement") with H.C.
Wainwright & Co., LLC ("Wainwright"), to sell 3,902 shares of
the Company's common stock for a public price of $10.25 per share,
for gross proceeds of $40,000 (the "February 2021 Offering"). The
Company received net proceeds of $36,504 from the February 2021
Offering after deducting underwriting discounts, commissions and
estimated offering expenses. Pursuant to the Underwriting
Agreement, the Company issued, to certain designees of Wainwright,
five year warrants (the “2021 Warrants”) to purchase shares of
Common Stock in an amount equal to 7.0% of the aggregate number of
shares sold in the February 2021 Offering, or 273 shares, at an
exercise price of $12.81 per share.
At the Market Offering
In October 2020, the Company entered into an At The Market Offering
Agreement (the "ATM Agreement") with H.C. Wainwright & Co., LLC
(the "Agent"), under which the Company may issue and sell shares of
its common stock, from time to time, to or through the Agent. The
Company may offer and sell shares having an aggregate offering
price of up to $7,500 under the registration statement and
prospectus supplement filed with the SEC related to such offering.
Under the ATM Agreement, shares of the Company's common stock may
not be sold for a price lower than $6.75 per share.
During the three months ended March 31, 2021, the Company sold 78
shares of common stock at an average price per share of $10.72 for
proceeds of $791, net of commission and issuance costs, under the
ATM Agreement. As of March 31, 2021, the Company has $6,668
available for future offerings under the prospectus filed with
respect to the ATM Agreement.
Warrants
Warrant shares outstanding as of December 31, 2020 and March 31,
2021 were as follows:
|
|
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|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Source |
|
Exercise
Price |
|
Term
(Years) |
|
December 31, 2020 |
|
Issued |
|
Exercised |
|
March 31, 2021 |
2021 Warrants |
|
$ |
12.81 |
|
|
5 |
|
— |
|
|
273 |
|
|
— |
|
|
273 |
|
June 2020 Investor Warrants |
|
$ |
5.18 |
|
|
5.5 |
|
397 |
|
|
— |
|
|
(270) |
|
|
127 |
|
June 2020 Placement Agent Warrants |
|
$ |
5.64 |
|
|
5 |
|
122 |
|
|
— |
|
|
(83) |
|
|
39 |
|
December 2019 Warrants |
|
$ |
8.10 |
|
|
5 |
|
556 |
|
|
— |
|
|
— |
|
|
556 |
|
December 2019 Placement Agent Warrants |
|
$ |
8.44 |
|
|
5 |
|
52 |
|
|
— |
|
|
— |
|
|
52 |
|
May 2019 Warrants |
|
$ |
3.52 |
|
|
5 |
|
198 |
|
|
— |
|
|
(5) |
|
|
193 |
|
|
|
|
|
|
|
1,325 |
|
|
— |
|
|
(358) |
|
|
1,240 |
|
During the three months ended March 31, 2021, the Company received
net proceeds of $1,417 from the exercise of 358
warrants.
2021 Warrants
In February 2021, the Company issued the 2021 Warrants, exercisable
for up to 273 shares of the Company’s common stock at an exercise
price of $12.81 per share. The 2021 Warrants were issued as
exercisable immediately, and will expire five years from the date
of issuance, or on February 11, 2026.
In addition, the 2021 Warrants contain a cashless exercise
provision, whereby, if, at the time a holder exercises its 2021
Warrants, a registration statement registering the issuance or the
resale of the shares of common stock underlying the 2021 Warrants
under the Securities Act is not then effective or available for the
issuance of such shares, then in lieu of making the cash payment
otherwise contemplated to be made to the Company upon such exercise
in payment of the aggregate exercise price, the holder may elect to
instead receive, upon such exercise (either in whole or in part),
the net number of shares of the Company’s common stock determined
according to a formula set forth in the 2021 Warrant. The 2021
Warrants will be automatically exercised on a cashless basis on
their expiration date.
Ekso Bionics Holdings, Inc.
Notes to Condensed Consolidated Financial Statements
($ and share amounts in thousands, except per share
amounts)
(Unaudited)
The 2021 Warrants could also require payment of liquidated damages
by the Company in the form of cash payments in the event of a
failure by the Company to timely deliver shares of common stock
upon exercise of such warrants.
The 2021 Warrants also contain a put option, under which, if the
Company enters into a Fundamental Transaction, as defined in the
2021 Warrants, the Company or any successor entity will, at the
option of a holder of a 2021 Warrant, exercisable concurrently with
or at any time within 30 days after the consummation of such
Fundamental Transaction, purchase such holder’s 2021 Warrant by
paying to such holder an amount of cash equal to the Black-Scholes
value of the remaining unexercised portion of such holder’s 2021
Warrant within
five trading days after the notice of exercise by the holder
of the put option. Because of this put-option provision, the 2021
Warrants are classified as a liability and are marked to market at
each reporting date.
The warrant liability related to the 2021 Warrants is measured at
fair value upon issuance and at each reporting date using certain
estimated inputs, which are classified within Level 3 of the fair
value hierarchy. The following assumptions were used in the
Black-Scholes Model to measure the fair value of the 2021
Warrants:
|
|
|
|
|
|
|
|
|
|
|
|
|
March 31, 2021 |
|
February 11, 2021 |
Current share price |
$ |
6.17 |
|
|
$ |
9.61 |
|
Conversion price |
$ |
12.81 |
|
|
$ |
12.81 |
|
Risk-free interest rate |
0.881 |
% |
|
0.46 |
% |
Expected term (years) |
4.86 |
|
5.00 |
Volatility of stock |
108.82 |
% |
|
107.1 |
% |
June 2020 Investor Warrants
In June 2020, the Company issued warrants (the "June 2020 Investor
Warrants"), exercisable for up to 874 shares of the Company’s
common stock at an exercise price of $5.18 per share. The June 2020
Investor Warrants were issued as exercisable immediately, and will
expire five and one-half years from the date of issuance, or on
December 10, 2025.
In addition, the June 2020 Investor Warrants contain a cashless
exercise provision, whereby, if, at the time a holder exercises its
June 2020 Investor Warrants, a registration statement registering
the issuance or the resale of the shares of common stock underlying
the June 2020 Investor Warrants under the Securities Act is not
then effective or available for the issuance of such shares, then
in lieu of making the cash payment otherwise contemplated to be
made to the Company upon such exercise in payment of the aggregate
exercise price, the holder may elect to instead receive, upon such
exercise (either in whole or in part), the net number of shares of
the Company’s common stock determined according to a formula set
forth in the June 2020 Investor Warrant. The June 2020 Investor
Warrants will be automatically exercised on a cashless basis on
their expiration date.
The June 2020 Investor Warrants could also require payment of
liquidated damages by the Company in the form of cash payments in
the event of a failure by the Company to timely deliver shares of
common stock upon exercise of such warrants. During the year ended
December 31, 2020 and the three months ended March 31, 2021, 477
and 270 shares of the June 2020 Investor Warrants were exercised,
respectively.
The June 2020 Investor Warrants also contain a put option, under
which, if the Company enters into a Fundamental Transaction, as
defined in the June 2020 Investor Warrants, the holders of the June
2020 Investor Warrants will be entitled to receive upon exercise of
the June 2020 Investor Warrants the kind and amount of securities,
cash or other property that the holders would have received had
they exercised the June 2020 Investor Warrants immediately prior to
such fundamental transaction. Alternatively, the Company or any
successor entity will, at the option of a holder of a June 2020
Investor Warrant, exercisable concurrently with or at any time
within 30 days after the consummation of such Fundamental
Transaction, purchase such holder’s June 2020 Investor Warrant by
paying to such holder an amount of cash equal to the Black-Scholes
value of the remaining unexercised portion of such holder’s June
2020 Investor Warrant. Because of this put-option provision, the
June 2020 Investor Warrants are classified as a liability and are
marked to market at each reporting date.
The warrant liability related to the June 2020 Investor Warrants is
measured at fair value at each reporting and exercise date using
certain estimated inputs, which are classified within Level 3 of
the fair value hierarchy. The following assumptions were used in
the Black-Scholes Model to measure the fair value of the June 2020
Investor Warrants:
Ekso Bionics Holdings, Inc.
Notes to Condensed Consolidated Financial Statements
($ and share amounts in thousands, except per share
amounts)
(Unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
|
March 31, 2021 |
|
December 31, 2020 |
Current share price |
$ |
6.17 |
|
|
$ |
6.13 |
|
Conversion price |
$ |
5.18 |
|
|
$ |
5.18 |
|
Risk-free interest rate |
0.83 |
% |
|
0.35 |
% |
Expected term (years) |
4.69 |
|
4.94 |
Volatility of stock |
109.55 |
% |
|
105.3 |
% |
June 2020 Placement Agent Warrants
In June 2020, the Company issued warrants (the "June 2020 Placement
Agent Warrants"), exercisable for up to 122 shares of the Company’s
common stock, to the placement agent for such offering. The June
2020 Placement Agent Warrants have substantially the same form as
the June 2020 Investor Warrants, including the put option described
above, except that they have an exercise price per share equal to
$5.64, subject to adjustment in certain circumstances, and will
expire on June 7, 2025. During the three months ended March 31,
2021, 83 shares of the June 2020 Placement Agent Warrants were
exercised.
Because of the put-option provision in the June 2020 Placement
Agent Warrants, these warrants are classified as a liability and
are marked to market at each reporting date.
The warrant liability related to the June 2020 Placement Agent
Warrants is measured at fair value at each reporting and exercise
date using certain estimated inputs, which are classified within
Level 3 of the fair value hierarchy. The following assumptions were
used in the Black-Scholes Model to measure the fair value of the
June 2020 Placement Agent Warrants:
|
|
|
|
|
|
|
|
|
|
|
|
|
March 31, 2021 |
|
December 31, 2020 |
Current share price |
$ |
6.17 |
|
|
$ |
6.13 |
|
Conversion price |
$ |
5.64 |
|
|
$ |
5.64 |
|
Risk-free interest rate |
0.69 |
% |
|
0.31 |
% |
Expected term (years) |
4.19 |
|
4.44 |
Volatility of stock |
111.05 |
% |
|
106.8 |
% |
December 2019 Warrants
In December 2019, pursuant to a securities purchase agreement (the
"December 2019 Offering"), the Company issued warrants (the
"December 2019 Warrants") to purchase 556 shares of common stock.
The December 2019 Warrants are currently exercisable, have an
exercise price of $8.10 per share, and will expire five years from
the date they initially became exercisable, or on June 21,
2025.
The December 2019 Warrants also contain a put option, under which,
if the Company enters into a Fundamental Transaction, as defined in
the December 2019 Warrants, the Company or any successor entity
will, at the option of a holder of a December 2019 Warrant,
exercisable concurrently with or at any time within 30 days after
the consummation of such Fundamental Transaction, purchase such
holder’s December 2019 Warrant by paying to such holder an amount
of cash equal to the Black-Scholes value of the remaining
unexercised portion of such holder’s December 2019 Warrant within
five trading days after the notice of exercise by the holder
of the put option. Because of this put-option provision, the
December 2019 Warrants are classified as a liability and are marked
to market at each reporting date.
The warrant liability related to the December 2019 Warrants is
measured at fair value at each reporting date using certain
estimated inputs, which are classified within Level 3 of the fair
value hierarchy. The following assumptions were used in the
Black-Scholes Model to measure the fair value of the December 2019
Warrants:
Ekso Bionics Holdings, Inc.
Notes to Condensed Consolidated Financial Statements
($ and share amounts in thousands, except per share
amounts)
(Unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
March 31, 2021 |
|
December 31, 2020 |
|
Current share price |
$ |
6.17 |
|
|
$ |
6.13 |
|
|
Conversion price |
$ |
8.10 |
|
|
$ |
8.10 |
|
|
Risk-free interest rate |
0.7 |
% |
|
0.31 |
% |
|
Expected term (years) |
4.22 |
|
4.47 |
|
Volatility of stock |
110.65 |
% |
|
107.9 |
% |
|
December 2019 Placement Agent Warrants
In December 2019, in connection with the December 2019 Offering,
the Company issued warrants to purchase 52 shares of the Company’s
common stock to the placement agent for such offering (the
"December 2019 Placement Agent Warrants"). The December 2019
Placement Agent Warrants have substantially the same form as the
December 2019 Warrants, except that they have an exercise price per
share equal to $8.44, subject to adjustment in certain
circumstances, and will expire on December 18, 2025.
The warrant liability related to the December 2019 Placement Agent
Warrants is measured at fair value at each reporting date using
certain estimated inputs, which are classified within Level 3 of
the fair value hierarchy. The following assumptions were used in
the Black-Scholes Model to measure the fair value of the December
2019 Placement Agent Warrants:
|
|
|
|
|
|
|
|
|
|
|
|
|
March 31, 2021 |
|
December 31, 2020 |
Current share price |
$ |
6.17 |
|
|
$ |
6.13 |
|
Conversion price |
$ |
8.44 |
|
|
$ |
8.44 |
|
Risk-free interest rate |
0.56 |
% |
|
0.26 |
% |
Expected term (years) |
3.72 |
|
3.97 |
Volatility of stock |
109.32 |
% |
|
109.4 |
% |
Management has assessed that the likelihood of a Change of Control
(as defined in the December 2019 Placement Agent Warrants),
occurring during the term of the December 2019 Placement Agent
Warrants is low, and that if such an event were to occur, the
difference between the cashless exercise value and the warrants
fair value is nominal.
May 2019 Warrants
In May 2019, pursuant to an underwriting agreement, (the "May 2019
Offering"), the Company issued the warrants (the "May 2019
Warrants") to purchase 444 shares of common stock. The May 2019
Warrants are currently exercisable and have a current exercise
price of $3.52 per share and will expire five years from the date
of their issuance, or on May 24, 2024. The May 2019 Warrants
contain a price protection feature, pursuant to which, subject to
certain exceptions, if shares of common stock are sold or issued in
the future, or securities convertible or exercisable for shares of
the Company’s common stock are sold or issued in the future, for
consideration, or with an exercise price or conversion price, as
applicable, per share less than the exercise price per share then
in effect for the May 2019 Warrants, the exercise price of the May
2019 Warrants is reduced to the consideration paid for, or the
exercise price or conversion price of, as the case may be, the
securities issued in such offering. Pursuant to this provision, in
connection with the June 2020 Offering, the exercise price of the
May 2019 Warrants was reduced to $3.52 per share, being the amount
that is equal to the lower of (x) the consideration paid for the
securities issued in the June 2020 Offering, or $4.51 per share,
(y) the lowest exercise price of the June 2020 Investor Warrants,
or $5.18, and (z) the lowest one-day volume-weighted average price
of the Company’s Common Stock on the Nasdaq Capital Market as
measured each day during the five trading day period starting on
June 8, 2020, rounded to the nearest share, or $3.52. During the
year ended December 31, 2020 and the three months ended March 31,
2021, 246 and 5 shares of the May 2019 warrants were exercised,
respectively.
In addition, if the Company effects or enters into any issuance of
common stock or options or convertible securities exercisable for
or convertible into common stock at a price which varies or may
vary with the market price of the shares of the Company's common
stock, subject to certain exceptions, a May 2019 Warrant holder
may, at the time of exercise of the holder’s warrant, elect to
exercise the warrant at such variable price.
Ekso Bionics Holdings, Inc.
Notes to Condensed Consolidated Financial Statements
($ and share amounts in thousands, except per share
amounts)
(Unaudited)
The May 2019 Warrants include a put option, whereby while the May
2019 Warrants are outstanding, if the Company enters into a Change
of Control, as defined in the May 2019 Warrants, the Company or any
successor entity will, at the option of a 2019 Warrant holder
exercise within 90 days after the public disclosure of the Change
of Control transaction, purchase such holder’s May 2019 Warrants by
paying to such holder an amount of cash equal to the Black-Scholes
value of the remaining unexercised portion of such warrants on the
later date of consummation of the Change of Control transaction or
two trading days after the notice of such request. Because of this
put option provision, the May 2019 Warrants are classified as a
liability and are marked to market at each reporting
date.
The warrant liability related to the May 2019 Warrants is measured
at fair value at each reporting and exercise date using certain
estimated inputs, which are classified within Level 3 of the fair
value hierarchy. The following assumptions were used in a
combination of the Black-Scholes Model and the Lattice Model to
measure the fair value of the May 2019 Warrants:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
March 31, 2021 |
|
December 31, 2020 |
|
Current share price |
$ |
6.17 |
|
|
$ |
6.13 |
|
|
Conversion price |
$ |
3.52 |
|
|
$ |
3.52 |
|
|
Risk-free interest rate |
0.39 |
% |
|
0.21 |
% |
|
Expected term (years) |
3.2 |
|
3.4 |
|
Volatility of stock |
105.7 |
% |
|
107.2 |
% |
|
Management has assessed that the likelihood of a Change of Control
occurring during the term of the warrants is low, and that if such
an event were to occur, the difference between the cashless
exercise value and the May 2019 Warrants fair value is
nominal.
11. Stock-based Compensation
See Note 10,
Capitalization and Equity Structure – Reverse Stock
Split.
As of March 31, 2021, the total shares authorized for grant under
the 2014 Plan was 1,974, of which 937 were available for future
grants.
Stock Options
The following table summarizes information about the Company’s
stock options outstanding as of March 31, 2021, and activity during
the three months then ended:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Stock
Awards |
|
Weighted-
Average
Exercise Price |
|
Weighted-
Average
Remaining
Contractual
Life (Years) |
|
Aggregate
Intrinsic
Value |
Balance as of December 31, 2020 |
529 |
|
|
$ |
31.62 |
|
|
|
|
|
Options granted |
— |
|
|
— |
|
|
|
|
|
Options exercised |
— |
|
|
— |
|
|
|
|
|
Options forfeited |
(3) |
|
|
15.65 |
|
|
|
|
|
Options cancelled |
(4) |
|
|
40.54 |
|
|
|
|
|
Balance as of March 31, 2021 |
522 |
|
|
$ |
31.63 |
|
|
6.93 |
|
$ |
45 |
|
Vested and expected to vest at March 31, 2021 |
522 |
|
|
$ |
31.63 |
|
|
6.93 |
|
$ |
45 |
|
Exercisable as of March 31, 2021 |
364 |
|
|
$ |
38.79 |
|
|
6.34 |
|
$ |
31 |
|
Ekso Bionics Holdings, Inc.
Notes to Condensed Consolidated Financial Statements
($ and share amounts in thousands, except per share
amounts)
(Unaudited)
As of March 31, 2021, total unrecognized compensation cost related
to unvested stock options was $1,869. This amount is expected to be
recognized as stock-based compensation expense in the Company’s
condensed consolidated statements of operations and comprehensive
income over the remaining weighted average vesting period of 1.84
years.
The per-share fair value of each stock option was determined on the
date of grant using the Black-Scholes Model using the following
assumptions:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended March 31, |
|
|
|
2021 |
|
2020 |
|
|
|
|
Dividend yield |
— |
|
|
— |
|
|
|
|
|
Risk-free interest rate |
N/A |
|
1.58 |
% |
|
|
|
|
Expected term (in years) |
N/A |
|
6 |
|
|
|
|
Volatility |
N/A |
|
102 |
% |
|
|
|
|
Restricted Stock Units
The Company issues time-based restricted stock units (“RSUs”) and
performance-based restricted stock units ("PSUs") to employees and
non-employee service providers. Each RSU and PSU represents the
right to receive one share of the Company’s common stock upon
vesting and subsequent settlement. PSUs vest upon achievement of
performance targets based on the Company's annual operating
plan.
The fair values of RSUs and PSUs are determined based on the
closing price of the Company’s common stock on the date of
grant.
RSU and PSU activity for the three months ended March 31, 2021 is
summarized below:
|
|
|
|
|
|
|
|
|
|
|
|
|
Number of
Shares |
|
Weighted-
Average Grant
Date Fair Value |
Unvested as of December 31, 2020 |
143 |
|
|
$ |
6.21 |
|
Granted |
208 |
|
|
6.91 |
|
Vested |
(2) |
|
|
5.74 |
|
Forfeited |
(24) |
|
|
8.16 |
|
Unvested at March 31, 2021 |
325 |
|
|
$ |
6.60 |
|
As of March 31, 2021, $1,935 of total unrecognized compensation
expense related to unvested RSUs and PSUs was expected to be
recognized over a weighted average period of 2.67
years.
Compensation Expense
Total stock-based compensation expense related to options, RSUs and
PSUs granted to employees is included in the condensed consolidated
statements of operations and comprehensive loss as
follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended March 31, |
|
|
|
2021 |
|
2020 |
|
|
|
|
Sales and marketing |
$ |
99 |
|
|
$ |
138 |
|
|
|
|
|
Research and development |
52 |
|
|
73 |
|
|
|
|
|
General and administrative |
205 |
|
|
376 |
|
|
|
|
|
|
$ |
356 |
|
|
$ |
587 |
|
|
|
|
|
Ekso Bionics Holdings, Inc.
Notes to Condensed Consolidated Financial Statements
($ and share amounts in thousands, except per share
amounts)
(Unaudited)
401(k) Plan Share Match
During the three months ended March 31, 2021, the Company issued 26
shares of common stock to eligible employees’ deferral accounts for
the 401(k) Plan matching contribution representing 50% of each
eligible employee’s elected deferral (up to the statutory limit)
for the fiscal year ended December 31, 2020. The expense related to
the contribution was $152 for the three months ended March 31,
2021.
12. Income Taxes
There were no material changes to the unrecognized tax benefits in
the three months ended March 31, 2021, and the Company does not
expect significant changes to unrecognized tax benefits through the
end of the fiscal year. Because of the Company’s history of tax
losses, all years remain open to tax examination.
13. Commitments and
Contingencies
Material Contracts
The Company enters various license, research collaboration and
development agreements, which provide for payments to the Company
primarily for technology transfer and license fees, and royalty
payments on sales.
The Company has two license agreements with the Regents of the
University of California to maintain exclusive rights to certain
patents. The Company is required to pay 1% of net sales of licensed
medical devices sold to entities other than the U.S. government. In
addition, the Company is required to pay 21% of consideration
collected from any sub-licensee for the grant of the
sub-license.
In connection with acquisition of Equipois, LLC ("Equipois"), the
Company assumed the rights and obligations of Equipois under a
license agreement with the developer of certain intellectual
property related to mechanical balance and support arm
technologies, which grants the Company an exclusive license with
respect to the technology and patent rights for certain fields of
use. Pursuant to the terms of the license agreement, the Company is
required to pay the developer a single-digit royalty on net
receipts, subject to a $50 annual minimum royalty
requirement.
Purchase Obligations
The Company purchases components from a variety of suppliers and
uses contract manufacturers to provide manufacturing services for
its products. Purchase obligations are defined as agreements that
are enforceable and legally binding and that specify all
significant terms, including: fixed or minimum quantities to be
purchased; fixed, minimum or variable price provisions; and the
approximate timing of the transaction. The Company had purchase
obligations primarily for purchases of inventory and manufacturing
related service contracts totaling $919 as of March 31,
2021, which is expected to be paid within a year. Timing of
payments and actual amounts paid may be different depending on the
time of receipt of goods or services or changes to agreed-upon
amounts for some obligations. Timing of payments and actual amounts
paid may be different depending on the time of receipt of goods or
services or changes to agreed-upon amounts for some
obligations.
Contingencies
In the normal course of business, the Company is subject to various
legal matters. In the opinion of management, the resolution of such
matters will not have a material adverse effect on the Company’s
condensed consolidated financial statements.
Ekso Bionics Holdings, Inc.
Notes to Condensed Consolidated Financial Statements
($ and share amounts in thousands, except per share
amounts)
(Unaudited)
14. Net Loss Per Share
The following table sets forth the computation of basic and diluted
net loss per share:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended
March 31, |
|
|
|
2021 |
|
2020 |
|
|
|
|
Numerator: |
|
|
|
|
|
|
|
Net loss applicable to common stockholders, basic and
diluted |
$ |
(3,670) |
|
|
$ |
(2,534) |
|
|
|
|
|
Denominator: |
|
|
|
|
|
|
|
Weighted-average number of shares, basic and diluted |
10,752 |
|
|
5,803 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Net loss per share, basic and diluted |
$ |
(0.34) |
|
|
$ |
(0.44) |
|
|
|
|
|
The following table sets forth potential shares of common stock
that are not included in the calculation of diluted net loss per
share because to do so would be anti-dilutive as of the end of each
period presented:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended
March 31, |
|
|
|
2021 |
|
2020 |
|
|
|
|
Options to purchase common stock |
522 |
|
|
576 |
|
|
|
|
|
Restricted stock units |
325 |
|
|
99 |
|
|
|
|
|
Warrants for common stock |
1,240 |
|
|
1,172 |
|
|
|
|
|
Total common stock equivalents |
2,087 |
|
|
1,847 |
|
|
|
|
|
15. Segment Disclosures
The Company has two reportable segments: EksoHealth and EksoWorks.
The EksoHealth segment designs, engineers, manufactures, sells and
rents exoskeletons for applications in the medical markets. The
EksoWorks segment designs, engineers, manufactures, sells, and
rents exoskeleton devices to allow able-bodied users to perform
difficult repetitive work for extended periods. The reportable
segments are each managed separately because they serve distinct
markets.
The Company evaluates performance and allocates resources based on
segment gross profit margin. The Company does not consider net
assets as a segment measure and, accordingly, assets are not
allocated.
Segment reporting information is as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
EksoHealth |
|
EksoWorks |
|
Total |
Three months ended March 31, 2021 |
|
|
|
|
|
Revenue |
$ |
1,727 |
|
|
$ |
183 |
|
|
$ |
1,910 |
|
Cost of revenue |
542 |
|
|
133 |
|
|
675 |
|
Gross profit |
$ |
1,185 |
|
|
$ |
50 |
|
|
$ |
1,235 |
|
|
|
|
|
|
|
Three months ended March 31, 2020 |
|
|
|
|
|
Revenue |
$ |
1,191 |
|
|
$ |
277 |
|
|
$ |
1,468 |
|
Cost of revenue |
618 |
|
|
213 |
|
|
831 |
|
Gross profit |
$ |
573 |
|
|
$ |
64 |
|
|
$ |
637 |
|
Geographic information for revenue based on location of customers
is as follows:
Ekso Bionics Holdings, Inc.
Notes to Condensed Consolidated Financial Statements
($ and share amounts in thousands, except per share
amounts)
(Unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended March 31, |
|
|
|
2021 |
|
2020 |
|
|
|
|
United States |
$ |
1,041 |
|
|
$ |
1,249 |
|
|
|
|
|
All Other |
869 |
|
|
219 |
|
|
|
|
|
|
$ |
1,910 |
|
|
$ |
1,468 |
|
|
|
|
|
Item 2. Management’s Discussion and Analysis of
Financial Condition and Results of Operations
In this Quarterly Report, the “Company”, “we”, “its” and “our”
refers to Ekso Bionics Holdings, Inc. and its wholly-owned
subsidiaries. The following discussion of our financial condition
and results of operation should be read in conjunction with the
condensed consolidated financial statements and the notes thereto
included elsewhere in this Quarterly Report on Form 10-Q for the
quarter ended March 31, 2021 (this “Quarterly Report”) and in our
Annual Report on Form 10-K for the fiscal year ended December 31,
2020 (the “Annual Report”).
This Quarterly Report contains forward-looking statements. These
forward-looking statements include statements other than statements
of historical facts contained or incorporated by reference in this
Quarterly Report, including statements regarding (i) the plans and
objectives of management for future operations, including those
relating to the design, development and commercialization of
exoskeleton products for humans, (ii) a projection of income
(including income/loss), earnings (including earnings/loss) per
share, capital expenditures, dividends, capital structure or other
financial items, (iii) our future financial performance, including
any such statement contained in a discussion and analysis of
financial condition by management or in the results of operations
included pursuant to the rules and regulations of the Securities
and Exchange Commission, (iv) our beliefs regarding the potential
for commercial opportunities for exoskeleton technology in general
and our exoskeleton products in particular, (v) our beliefs
regarding potential clinical and other health benefits of our
medical devices, and (vi) the assumptions underlying or relating to
any statement described in points (i), (ii), (iii), (iv) or (v)
above. The words “may,” “might,” “would,” “should,” “could,”
“project,” “estimate,” “pro-forma,” “predict,” “potential,”
“strategy,” “anticipate,” “attempt,” “develop,” “plan,” “help,”
“believe,” “continue,” “intend,” “expect,” “future,” and similar
expressions (including the negative of any of the foregoing) are
intended to identify forward-looking statements.
The following factors, among others, including those described in
the section titled “Risk Factors” included in our Annual Report, as
updated and supplemented in this Quarterly Report under the heading
“Part II – Item 1A. Risk Factors,” could cause our future results
to differ materially from those expressed in the forward-looking
information:
•our
ability to obtain adequate financing to fund operations and to
develop or enhance our technology;
•scope,
scale and duration of the impact of
outbreaks of a pandemic disease, such as COVID-19
(coronavirus);
•our
ability to obtain or maintain regulatory approval to market our
medical devices;
•our
ability to complete clinical trials on a timely basis and that
completed clinical trials will be sufficient to support
commercialization of our products;
•the
anticipated timing, cost and progress of the development and
commercialization of new products or services, and improvements to
our existing products, and related impacts on our profitability and
cash position;
•our
ability to effectively market and sell our products and expand our
business, both in unit sales and product
diversification;
•our
ability to achieve broad customer adoption of our products and
services;
•existing
or increased competition;
•rapid
changes in technological solutions available to our
markets;
•volatility
with our business, including long and variable sales cycles, which
could have a negative impact on our results of operations for any
given quarter;
•changes
to our domestic or international sales and operations;
•our
ability to obtain or maintain patent protection for our
intellectual property;
•the
scope, validity and enforceability of our and third-party
intellectual property rights;
•significant
government regulation of medical devices and the healthcare
industry;
•our
ability to receive regulatory clearance from certain government
authorities, such as CFIUS (as defined below), including any
conditions, limitations or restrictions placed on such
approvals;
•our
customers’ ability to get third-party reimbursement for our
products and services associated with them;
•the
potential for our products to be subject to voluntary or
involuntary recall;
•our
product liability insurance may not adequately cover potential
claims;
•warrant
claims and our accelerated maintenance program results in
additional operating costs to us;
•our
failure to implement our business plan or strategies;
•our
early termination of leases, difficulty filling vacancies or
negotiating improved lease terms;
•our
ability to retain or attract key employees;
•stock
volatility or illiquidity;
•our
ability to maintain adequate internal controls over financial
reporting; and
•overall
economic and market conditions.
Although we believe that the assumptions underlying the
forward-looking statements and forward-looking information
contained herein are reasonable, any of the assumptions could be
inaccurate, and therefore, such statements and information included
in this Quarterly Report may not prove to be accurate. In light of
the significant uncertainties inherent in the forward-looking
statements and forward-looking information included herein, the
inclusion of such statements and information should not be regarded
as a representation by us or any other person that the results or
conditions described in such statements and information or that our
objectives and plans will be achieved. Such forward-looking
statements speak only as of the date of this Quarterly Report.
Except as required by law, we undertake no obligation to update any
forward-looking statements to reflect events or circumstances after
the date of such statements.
Overview
Our Business
We design, develop, sell and rent exoskeleton products that augment
human strength, endurance and mobility. Our exoskeleton technology
serves multiple markets and can be utilized both by able-bodied
persons and persons with physical disabilities. We have sold or
rented devices that (i) enable individuals with neurological
conditions affecting gait (acquired brain injury and spinal cord
injury) to rehabilitate, and in some cases, to walk again, (ii)
assist individuals with a broad range of upper extremity
impairments, and (iii) allow industrial workers to perform
difficult repetitive work for extended periods.
We believe that the commercial opportunity for exoskeleton
technology adoption is accelerating as a result of recent
advancements in material technologies, electronic and electrical
engineering, control technologies, and sensor and software
development. Taken individually, many of these advancements have
become ubiquitous in peoples’ everyday lives. We believe that we
have learned how to integrate these existing technologies and wrap
the result around a human being efficiently, elegantly and safely,
supported by an industry leading intellectual property portfolio.
We further believe that we can do so across a broad spectrum of
applications, from persons with lower limb paralysis to able-bodied
users.
EksoHealth
EksoHealth is our business unit focused on developing, marketing,
and selling exoskeletons for medical applications.
Our leading product in EksoHealth, the EksoNR, is a robotic
exoskeleton used to provide physical therapy for patients with
lower extremity impairment. EksoNR, which in 2019 superseded our
EksoGT product in this segment, includes unique features designed
specifically to assist physical therapists and other clinicians to
teach patients to walk again after suffering a neurological
impairment. Typical conditions that can be treated with the
assistance of EksoNR include acquired brain injuries, such as
stroke and traumatic brain injuries, as well as spinal cord
injuries and others. The benefits of using EksoNR for
rehabilitation can include earlier mobilization of patients, longer
and more intense rehab sessions, and better quality of sessions
compared to alternative therapies. The product is most typically
used in a clinical setting, with the most common among those being
inpatient rehab facilities and stroke centers.
EksoUE is a wearable upper body exoskeleton that is also used as a
tool during rehabilitation. EksoUE is designed to assists patients
with a broad range of upper extremity impairments and aims to
provide them with a wider active range of motion and increased
endurance for rehabilitation sessions of higher
intensity.
EksoWorks
EksoWorks is our business unit focused on developing, marketing,
and selling exoskeletons and other assistive tools for industrial
applications. The target users for these devices are generally
able-bodied, and as such the goal of these products is to reduce
fatigue for workers. The benefits of fatigue reduction can include
reduced rates of injuries, higher productivity, higher worker
morale, and lower turnover. Currently, we sell these products
primarily directly to companies that deploy them for use in their
operations.
Within EksoWorks we have two main categories of products. Our
wearable exoskeleton products include EksoVest and the new EVO,
both of which support the weight of a worker’s arms and tools,
reducing the fatigue associated with working at or above shoulder
height for extended periods. These products are currently targeted
at end markets in Manufacturing, Aerospace, Construction and Food
Processing.
EksoZeroG is a tool holder that can mount on aerial lift platform
or scaffolding. This effectively reduces the weight of heavy tools
as felt by the operator. EksoZeroG has been sold primarily through
rental companies into the construction market.
First Quarter 2021 Highlights
•Reported
revenue of $1.9 million in the first quarter of 2021
•Achieved
record gross margins of approximately 65% in the first quarter of
2021, compared to 43% in the same period of 2020
•Cash
at March 31, 2021 was $49.5 million, compared to $12.9 million at
December 31, 2020
•Received
$40 million in gross proceeds from February 2021 public offering,
proceeds of $1.4 million from the exercise of warrants, and $0.8
million from sales under our ATM program
COVID-19
In March 2020, the World Health Organization declared the COVID-19
outbreak to be a global pandemic. In response to this pandemic,
public health officials and governments across the world have
recommended and mandated actions to curb the spread of the
SARS-COV-2 virus, the pathogen that causes COVID-19. The COVID-19
pandemic and the related responses to the pandemic have caused a
significant adverse impact on the global economy, including
disruptions to supply chains, sharp increases in unemployment and
overall economic uncertainty.
This pandemic has negatively impacted our business, including our
employees, suppliers, customers and other business partners,
resulting in our terminating 23 employees in 2020. We have seen
demand for our exoskeleton products decrease in the current
business environment, as many inpatient rehabilitation facilities
temporarily shifted priorities and delayed capital expenditures. We
have seen that the clinical need has not diminished as more data is
coming out about the increased prevalence of strokes during this
pandemic. As such, we continue to engage with our current and
prospective customers through video conferencing, virtual training
events and online education demos to offer our support and showcase
the value of our Ekso devices. Although market uncertainties
related to the pandemic make it difficult for us to project the
full impact on our business and customers, we believe that we are
well-positioned to serve our customers when business conditions
begin to normalize.
We continue to instruct the majority of our employees to work from
home, restrict non-critical business travel and have enhanced the
use of personal protective equipment in our
facilities.
We are hopeful that COVID-19 cases and hospitalizations will
continue to decrease, and now that our clinical team is fully
vaccinated and are active onsite at rehab centers, we expect to see
an uptick in live in-person interactions going forward. The number
of onsite product demonstrations in the first quarter of 2021
compared to the previous three quarters combined. Further, the
successful completion of our first virtual training sessions leave
us well-positioned to address existing pipeline opportunities,
mitigating the effects of future COVID-related lock downs or travel
restrictions.
Management continues to actively monitor the global situation and
its effects on our financial position and operations.
Critical Accounting Policies and Estimates
Our discussion and analysis of our financial condition and results
of operations is based upon our condensed consolidated financial
statements, which have been prepared in accordance with generally
accepted accounting principles in the United States. The
preparation of these condensed consolidated financial statements
requires us to make estimates, judgments and assumptions that
affect the reported amounts of assets, liabilities, revenue and
expenses, and the related disclosure of contingent assets and
liabilities. We base our estimates on historical experience and on
various other assumptions that we believe are reasonable under the
circumstances. Our estimates form the basis for our judgments about
the carrying values of assets and liabilities that are not readily
apparent from other sources. Actual results may differ from these
estimates.
An accounting policy is considered to be critical if it requires an
accounting estimate to be made based on assumptions about matters
that are highly uncertain at the time the estimate is made, and if
different estimates that reasonably could have been used, or
changes in the accounting estimate that are reasonably likely to
occur, could materially impact the condensed consolidated financial
statements. We believe that our critical accounting policies
reflect the more significant estimates and assumptions used in the
preparation of the condensed consolidated financial
statements.
Results of Operations
The following table presents our results of operations (in
thousands, except percentages):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three months ended March 31, |
|
|
|
|
|
2021 |
|
2020 |
|
Change |
|
% Change |
|
|
|
|
|
|
|
|
Revenue |
$ |
1,910 |
|
|
$ |
1,468 |
|
|
$ |
442 |
|
|
30 |
% |
Cost of Revenue |
675 |
|
|
831 |
|
|
(156) |
|
|
(19) |
% |
Gross profit |
1,235 |
|
|
637 |
|
|
598 |
|
|
94 |
% |
Gross profit % |
65 |
% |
|
43 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
Operating expenses: |
|
|
|
|
|
|
|
Sales and marketing |
1,793 |
|
|
2,520 |
|
|
(727) |
|
|
(29) |
% |
Research and development |
603 |
|
|
711 |
|
|
(108) |
|
|
(15) |
% |
General and administrative |
1,978 |
|
|
2,187 |
|
|
(209) |
|
|
(10) |
% |
Total operating expenses |
4,374 |
|
|
5,418 |
|
|
(1,044) |
|
|
(19) |
% |
Loss from operations |
(3,139) |
|
|
(4,781) |
|
|
1,642 |
|
|
(34) |
% |
Other (expense) income, net: |
|
|
|
|
|
|
|
Interest expense |
(26) |
|
|
(52) |
|
|
26 |
|
|
(50) |
% |
Gain on warrant liabilities |
11 |
|
|
2,519 |
|
|
(2,508) |
|
|
n/m(1)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other expense, net |
(516) |
|
|
(220) |
|
|
(296) |
|
|
135 |
% |
Total other (expense) income, net |
(531) |
|
|
2,247 |
|
|
(2,778) |
|
|
(124) |
% |
Net loss |
$ |
(3,670) |
|
|
$ |
(2,534) |
|
|
$ |
(1,136) |
|
|
45 |
% |
(1)
Not meaningful
Revenue
Revenue increased $0.4 million, or 30%, for the three months ended
March 31, 2021, compared to the same period of 2020. This increase
was comprised of a $0.5 million increase in EksoHealth revenue
primarily due to an increase in volume of device sales driven by
business conditions normalizing from the impact of the COVID-19
pandemic, as COVID-19 cases and hospitalizations continue to
decrease.
Gross Profit
Gross profit increased $0.6 million, or 94%, for the three months
ended March 31, 2021, compared to the same period of 2020,
primarily attributed to an increased volume of device sales and
average selling price for EksoNR. Gross margin was approximately
65% for the three months ended March 31, 2021, compared to a gross
margin of 43% for the same period in 2020. Gross margins increased
primarily due to higher average selling prices for EksoNR, an
increased proportion of medical device sales in overall revenue
composition, lower production costs of the EVO compared to the
previous generation vest, and higher service margins.
Operating Expenses
Sales and marketing expenses decreased $0.7 million, or 29%, for
the three months ended March 31, 2021, compared to the same period
of 2020, primarily due to a decrease in employee compensation
expenses as a result of a furlough and a reduction in force in
March and May of 2020, respectively, lower selling expense as we
shifted to video conferencing, virtual training events and online
education demonstrations, and lower general marketing and trade
show activities.
Research and development expenses decreased $0.1 million, or 15%,
for the three months ended March 31, 2021, compared to the same
period of 2020, primarily due to a decrease in employee
compensation expenses as a result of a furlough and a reduction in
force in March and May of 2020, respectively, and a decrease in
product development activity expenses.
General and administrative expenses decreased $0.2 million, or 10%,
for the three months ended March 31, 2021, compared to the same
period of 2020, primarily due to a decrease in employee
compensation expenses as a result of a furlough and a reduction in
force in March and May of 2020, respectively, and a decrease in
outside legal expenses.
The reduction in operating expenses reflects the continuation of
the company-wide initiatives we implemented last year, as well as
improving overall operational efficiencies. Our focus remains on
optimizing the cost structure of our organization.
Total Other (Expense) Income, Net
Gain on revaluation of warrant liabilities was de minimis for the
three months ended March 31, 2021, was associated with the
revaluation of warrants issued in 2019, 2020 and 2021. Gain on
warrant liabilities of $2.5 million for the three months ended
March 31, 2020, was associated with the revaluation of warrants
issued in 2015, 2019 and 2020. Gains and losses on revaluation of
warrants are primarily driven by changes in our stock
price.
Other expense, net for the three months ended March 31, 2021 was
$0.5 million, as compared to $0.2 million for the same period of
2020. The primary reason for the $0.3 million increase in expenses
is due to higher unrealized losses on foreign currency revaluations
of our inter-company monetary assets and liabilities.
Financial Condition, Liquidity and Capital Resources
Since our inception, we have devoted substantially all of our
efforts toward the development of exoskeletons for the medical and
industrial markets, toward the commercialization of medical
exoskeletons to rehabilitation centers and toward raising capital.
We have financed our operations primarily through the issuance and
sale of equity securities for cash consideration and through bank
debt.
Liquidity and Capital Resources
At March 31, 2021, we had working capital of $48.6 million,
compared to working capital of $13.4 million at December 31, 2020.
The increase in working capital is primarily due to a higher cash
balance from equity financings and warrant exercises. Our cash and
cash equivalents as of March 31, 2021, consisted of bank deposits
with third party financial institutions. As of March 31, 2021, of
our $49.5 million of cash, $48.8 million was held domestically
while $0.7 million was held by foreign
subsidiaries.
As described in Note 8 in the notes to our consolidated financial
statements under the caption Notes Payable, net, borrowings under
our new secured term loan agreement with Pacific Western Bank have
a requirement of minimum cash on hand equivalent to the current
outstanding principal balance. As of March 31, 2021, $2.0 million
of cash must remain as restricted. After considering cash
restrictions, effective unrestricted cash as of March 31, 2021 is
estimated to be $47.5 million. With this unrestricted cash balance,
we believe that we currently have sufficient cash to fund our
operations beyond the look forward period of one year from the
issuance of these consolidated financial statements.
Cash and Cash Equivalents
The following table summarizes the sources and uses of cash (in
thousands). We held no cash equivalents for any of the periods
presented.
|
|
|
|
|
|
|
|
|
|
|
|
|
Three months ended March 31, |
|
2021 |
|
2020 |
Net cash used in operating activities |
$ |
(2,000) |
|
|
$ |
(1,722) |
|
|
|
|
|
Net cash provided by (used in) financing activities |
38,712 |
|
|
(589) |
|
Effect of exchange rate changes on cash |
(35) |
|
|
(45) |
|
Net increase (decrease) in cash |
36,677 |
|
|
(2,356) |
|
Cash at the beginning of the period |
12,862 |
|
|
10,872 |
|
Cash at the end of the period |
$ |
49,539 |
|
|
$ |
8,516 |
|
Net Cash Used in Operating Activities
Net cash used in operations increased $0.3 million, or 16%, for the
three months ended March 31, 2021, compared to the same period of
2020 primarily due to lower cash collections as a result of lower
sales in the three months ended December 31, 2020, partially offset
by a reduction in operating expenses by improving overall
operational efficiencies, including but not limited to, the
reduction of employee headcount.
Net Cash Provided by (Used in) Financing Activities
Net cash provided by financing activities of $38.7 million for the
three months ended March 31, 2021, was from the sale of common
stock and warrants for net proceeds of $36.5 million in connection
with the equity financing, net proceeds of $0.7 million from our
“at the market offering” program, and proceeds of $1.4 million from
the exercise of warrants.
Net cash used in financing activities of $0.6 million for the three
months ended March 31, 2020, was due to aggregate principal
payments against our term loan.
Contractual Obligations and Commitments
The following table summarizes our outstanding contractual
obligations as of March 31, 2021, and the effect those obligations
are expected to have on our liquidity and cash flows in future
periods (in thousands):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Payments Due By Period: |
|
Total |
|
Less than
One Year |
|
1-3 Years |
|
3-5 Years |
|
After
5 Years |
Note payable, principal and interest |
$ |
3,324 |
|
|
$ |
924 |
|
|
$ |
2,400 |
|
|
$ |
— |
|
|
$ |
— |
|
Facility operating leases |
646 |
|
|
547 |
|
|
99 |
|
|
— |
|
|
— |
|
Purchase obligations |
919 |
|
|
919 |
|
|
— |
|
|
— |
|
|
— |
|
Total |
$ |
4,889 |
|
|
$ |
2,390 |
|
|
$ |
2,499 |
|
|
$ |
— |
|
|
$ |
— |
|
In addition to the table above, which reflects only fixed payment
obligations, we have two license agreements to maintain exclusive
rights to certain patents. Under these license agreements, we are
required to pay 1% of net sales of licensed medical products sold
to entities other than the U.S. government. In addition, we are
required to pay 21% of consideration collected from any
sub-licensee for the grant of the sub-license. The license
agreements also stipulate minimum annual royalties of $50,000 per
year.
In connection with our acquisition of Equipois in December 2015, we
assumed the rights and obligations of Equipois under a license
agreement with the developer of certain intellectual property
related to mechanical balance and support arm technologies, which
grants us an exclusive license with respect to the technology and
patent rights for certain fields of use. Pursuant to the terms of
the license agreement, we are required to pay the developer a
single-digit royalty on net receipts, subject to a $50,000 annual
minimum royalty requirement.
We purchase components from a variety of suppliers and use contract
manufacturers to provide manufacturing services for our products.
Purchase obligations are defined as agreements that are enforceable
and legally binding and that specify all significant terms,
including: fixed or minimum quantities to be purchased; fixed,
minimum or variable price provisions; and the approximate timing of
the transaction. We had purchase obligations primarily for
purchases of inventory and manufacturing related service contracts
totaling $0.9 million as of March 31, 2021, which is
expected to be paid within a year. Timing of payments and actual
amounts paid may be different depending on the time of receipt of
goods or services or changes to agreed-upon amounts for some
obligations.
Item 3. Quantitative and Qualitative Disclosure About Market
Risk
We are exposed to market risks in the ordinary course of our
business, including inflation risks.
We do not believe that inflation has had a material effect on our
business, financial condition or results of operations. If our
costs were to become subject to significant inflationary pressures,
we may not be able to fully offset such higher costs through price
increases. Our inability or failure to do so could harm our
business, financial condition and results of
operations.
In addition, we conduct business in foreign countries and have
subsidiaries based in Germany and Singapore. Accordingly, we are
exposed to exchange rate risk. See Item 7A. Quantitative and
Qualitative Disclosures About Market Risk in our Annual
Report.
Item 4. Controls and Procedures
Disclosure Controls and Procedures.
Our management, with the participation of our principal executive
officer and principal financial officer, conducted an evaluation of
our disclosure controls and procedures (as defined in Rules
13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934,
as amended (“Exchange Act”)) as of the end of the period covered by
this Quarterly Report. Based upon that evaluation, our principal
executive officer and principal financial officer concluded that,
as of such date, our disclosure controls and procedures were
effective to ensure that information required to be disclosed in
reports filed by us under the Exchange Act is recorded, processed,
summarized and reported within the required time periods and is
accumulated and communicated to our management, including our
principal executive officer and principal financial officer, as
appropriate, to allow timely decisions regarding required
disclosure.
It should be noted that any controls and procedures, no matter how
well designed and operated, can provide only reasonable assurance
of achieving their objectives and management necessarily applies
its judgment and makes assumptions about the likelihood of future
events. There can be no assurance that any design will succeed in
achieving its stated goals under all potential future conditions,
regardless of how remote. Management believes that the financial
statements included in this Quarterly Report fairly present in all
material respects our financial condition, results of operations
and cash flows for the periods presented.
Changes in Internal Control Over Financial Reporting
There were no changes in our internal control over financial
reporting that occurred during the most recent fiscal quarter that
have materially affected, or are reasonably likely to materially
affect, our internal control over financial
reporting.
PART II. OTHER INFORMATION
Item 1. Legal Proceedings
We are not the subject of any pending legal proceedings; and to the
best of our management’s knowledge, no such proceeding is presently
threatened, the results of which would have a material impact on
the Companies properties, results of operations, or financial
condition. Further, to the knowledge of management, no director or
executive officer is party to any action in which any has an
interest adverse to us.
Item 1A. Risk Factors
Other than as described below, we have not identified any material
changes to the risk factors previously disclosed in Part I - Item
1A - “Risk Factors” in our Annual Report. Our business, financial
condition and operating results can be affected by a number of
factors, whether currently known or unknown, including, but not
limited to, those described below or in our Annual Report, any one
or more of which could, directly or indirectly, cause our actual
financial condition and operating results to vary materially from
our past, or anticipated future, financial condition and operating
results. Any of these factors, in whole or in part, could
materially and adversely affect our business, financial condition,
operating results and stock price. You should carefully consider
the risks and uncertainties described below, together with all of
the other information in this Quarterly Report, including the
section titled “Part I - Item 2 - Management’s Discussion and
Analysis of Financial Condition and Results of Operations” and the
condensed consolidated financial statements and related
notes.
Item 6. Exhibits
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Exhibit
Number |
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Description |
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101* |
|
The following financial statements from the Ekso Bionics Holdings,
Inc. Quarterly Report on Form 10-Q for the quarter ended March 31,
2021, formatted in Extensible Business Reporting Language
(“XBRL”): |
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• |
unaudited condensed consolidated balance sheets; |
|
|
• |
unaudited condensed consolidated statements of operations and
comprehensive income (loss); |
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• |
unaudited condensed consolidated statements of stockholders’
equity; |
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|
• |
unaudited condensed consolidated statement of cash flows;
and |
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|
• |
notes to unaudited condensed consolidated financial
statements. |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of
1934, Ekso Bionics Holdings, Inc. has duly caused this report
to be signed on its behalf by the undersigned, thereunto duly
authorized.
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EKSO BIONICS HOLDINGS, INC. |
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Date: April 29, 2021 |
By: |
/s/ Jack Peurach |
|
|
Jack Peurach |
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President and Chief Executive Officer |
|
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|
Date: April 29, 2021 |
By: |
/s/ John F. Glenn |
|
|
John F. Glenn |
|
|
Chief Financial Officer |
|
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|
(Duly Authorized Officer and Principal Financial and Accounting
Officer) |
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