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right to receive payments equal to 2% of the Company’s future sales
in the United States, up to an aggregate of $4.0 million.royalty
initially equal to $0.10, and from and after October 2, 2016, equal
to $0.20, for each disposableon September 26, 2021, 900,000 3-year
warrants with an exercise price of $0.30 and 400,000 common stock
shares; (2) on March 26, 2022, 900,000 3-year warrants with an
exercise price of $0.40 and 400,000 common stock shares; (3) on
September 26, 2022, 900,000 3-year warrants with an exercise price
of $0.50 and 400,000 common stock shares; and (4) on March 26,
2023, 900,000 3-year warrants with an exercise price of $0.60 and
400,000 common stock shares0100000016118400.12The exchange price
will be on a $1 for $1
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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
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☐
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT 1934
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For the quarterly period ended June 30, 2022
Commission File No. 0-22179
GUIDED THERAPEUTICS,
INC.
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(Exact Name of Registrant as Specified in Its Charter)
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Delaware
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58-2029543
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(State or other jurisdiction of
incorporation or organization)
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(I.R.S. Employer
Identification No.)
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5835 Peachtree Corners East, Suite B
Norcross, Georgia
30092
(Address of principal executive offices) (Zip Code)
(770)
242-8723
(Registrant’s telephone number, including area code)
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 ☒ No ☐
Indicate by check mark whether the registrant has submitted
electronically, if any, 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 ☒ No
☐
Indicate by check mark whether the registrant is a large
accelerated filer, an accelerated filer, a non-accelerated filer or
a smaller reporting company or an emerging growth company. See
definitions of “large accelerated filer,“ “accelerated filer“ and
“smaller reporting company“ and “emerging growth company“ in Rule
12b-2 of the Exchange Act (Check one):
Large Accelerated filer
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☐
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Accelerated filer
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☐
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Non-accelerated Filer
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☒
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Smaller reporting company
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☒
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Emerging growth company
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☐
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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 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 ☒
As of August 15, 2022, the registrant had 36,664,707 shares of
Common Stock, $0.001 par value per share, outstanding.
GUIDED THERAPEUTICS, INC. AND
SUBSIDIARY
|
|
CONSOLIDATED BALANCE SHEETS
|
|
(in thousands)
|
|
|
|
June 30,
|
|
|
December 31,
|
|
|
|
2022
|
|
|
2021
|
|
|
|
(unaudited)
|
|
|
|
|
ASSETS
|
|
|
|
|
|
|
|
|
Current Assets:
|
|
|
|
|
|
|
Cash and cash equivalents
|
|
$ |
446 |
|
|
$ |
643 |
|
Accounts receivable, net of allowance for doubtful accounts of $126
at June 30, 2022 and December 31, 2021
|
|
|
29 |
|
|
|
46 |
|
Inventory, net of reserves of $785 at June 30, 2022 and December
31, 2021
|
|
|
569 |
|
|
|
571 |
|
Other current assets
|
|
|
59 |
|
|
|
377 |
|
Total current assets
|
|
|
1,103 |
|
|
|
1,637 |
|
|
|
|
|
|
|
|
|
|
Non-Current Assets:
|
|
|
|
|
|
|
|
|
Property and equipment, net
|
|
|
45 |
|
|
|
14 |
|
Operating lease right-of-use assets, net of amortization
|
|
|
338 |
|
|
|
372 |
|
Other assets
|
|
|
17 |
|
|
|
17 |
|
Total non-current assets
|
|
|
400 |
|
|
|
403 |
|
|
|
|
|
|
|
|
|
|
TOTAL ASSETS
|
|
$ |
1,503 |
|
|
$ |
2,040 |
|
|
|
|
|
|
|
|
|
|
LIABILITIES AND STOCKHOLDERS’ DEFICIT
|
|
|
|
|
|
|
|
|
|
Current Liabilities:
|
|
|
|
|
|
|
|
|
Accounts payable
|
|
$ |
2,404 |
|
|
$ |
2,362 |
|
Accounts payable, related parties
|
|
|
75 |
|
|
|
87 |
|
Accrued liabilities
|
|
|
1,206 |
|
|
|
1,768 |
|
Deferred revenue
|
|
|
513 |
|
|
|
337 |
|
Current portion of lease liability
|
|
|
73 |
|
|
|
67 |
|
Current portion of long-term debt
|
|
|
47 |
|
|
|
88 |
|
Current portion of long-term debt, related parties
|
|
|
490 |
|
|
|
- |
|
Short-term notes payable
|
|
|
- |
|
|
|
48 |
|
Short-term notes payable, related parties
|
|
|
28 |
|
|
|
40 |
|
Convertible notes payable in default
|
|
|
786 |
|
|
|
161 |
|
Short-term convertible notes payable, including non-convertible
penalty
|
|
|
350 |
|
|
|
736 |
|
Derivative liability
|
|
|
24 |
|
|
|
- |
|
Total current liabilities
|
|
|
5,996 |
|
|
|
5,694 |
|
|
|
|
|
|
|
|
|
|
Long-Term Liabilities
|
|
|
|
|
|
|
|
|
Long-term lease liabilities
|
|
|
287 |
|
|
|
325 |
|
Derivative liability
|
|
|
- |
|
|
|
32 |
|
Long-term convertible debt
|
|
|
884 |
|
|
|
820 |
|
Long-term debt
|
|
|
- |
|
|
|
22 |
|
Long-term debt, related parties
|
|
|
102 |
|
|
|
592 |
|
Total long-term liabilities
|
|
|
1,273 |
|
|
|
1,791 |
|
|
|
|
|
|
|
|
|
|
Total liabilities
|
|
|
7,269 |
|
|
|
7,485 |
|
|
|
|
|
|
|
|
|
|
COMMITMENTS AND CONTINGENCIES (Note 7)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
STOCKHOLDERS’ DEFICIT:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Series C convertible preferred stock, $0.001 par value; 9.0 shares
authorized, 0.3 shares issued and outstanding as of June 30, 2022
and December 31, 2021. Liquidation preference of $286 at June 30,
2022 and December 31, 2021.
|
|
|
105 |
|
|
|
105 |
|
Series C1 convertible preferred stock, $0.001 par value; 20.3
shares authorized, 1.0 shares issued and outstanding as of June 30,
2022 and December 31, 2021. Liquidation preference of $1,049 at
June 30, 2022 and December 31, 2021.
|
|
|
170 |
|
|
|
170 |
|
Series C2 convertible preferred stock, $0.001 par value; 5,000
shares authorized, 3.3 shares issued and outstanding as of June 30,
2022 and December 31, 2021. Liquidation preference of $3,263 at
June 30, 2022 and December 31, 2021.
|
|
|
531 |
|
|
|
531 |
|
Series D convertible preferred stock, $0.001 par value; 6.0 shares
authorized, 0.4 and 0.8 shares issued and outstanding as of June
30, 2022 and December 31, 2021, respectively Liquidation preference
of $438 and $763 at June 30, 2022 and December 31, 2021,
respectively.
|
|
|
159 |
|
|
|
276 |
|
Series E convertible preferred stock, $0.001 par value; 5.0 shares
authorized, 0.9 and 1.7 shares issued and outstanding as of June
30, 2022 and December 31, 2021, respectively. Liquidation
preference of $888 and $1,736 at June 30, 2022 and December 31,
2021, respectively.
|
|
|
839 |
|
|
|
1,639 |
|
Series F convertible preferred stock, $0.001 par value; 1.5 shares
authorized, 1.1 and 1.4 shares issued and outstanding as of June
30, 2022 and December 31, 2021, respectively Liquidation preference
of $1,071 and $1,426 at June 30, 2022 and December 31, 2021,
respectively.
|
|
|
892 |
|
|
|
1,187 |
|
Series F-2 convertible preferred stock, $0.001 par value; 5.0
shares authorized, 2.8 and 3.2 shares issued and outstanding as of
June 30, 2022 and December 31, 2021, respectively. Liquidation
preference of $2,771 and $3,237 at June 30, 2022 and December 31,
2021, respectively.
|
|
|
2,536 |
|
|
|
2,963 |
|
Series G convertible preferred stock, $0.001 par value; 1,000
shares authorized, nil shares issued and outstanding as of June 30,
2022 and December 31, 2021. Liquidation preference was nil at June
30, 2022 and December 31, 2021.
|
|
|
- |
|
|
|
- |
|
Common stock, $0.001 par value; 500,000 shares authorized, 27,583
and 13,673 shares issued and outstanding as of June 30, 2022 and
December 31, 2021, respectively
|
|
|
3,416 |
|
|
|
3,403 |
|
Additional paid-in capital
|
|
|
130,166 |
|
|
|
126,800 |
|
Treasury stock at cost
|
|
|
(132 |
) |
|
|
(132 |
) |
Accumulated deficit
|
|
|
(144,448 |
) |
|
|
(142,387 |
) |
|
|
|
|
|
|
|
|
|
Total stockholders’ deficit
|
|
|
(5,766 |
) |
|
|
(5,445 |
) |
|
|
|
|
|
|
|
|
|
TOTAL LIABILITIES AND STOCKHOLDERS’ DEFICIT
|
|
$ |
1,503 |
|
|
$ |
2,040 |
|
The accompanying notes are an integral part of these consolidated
statements.
GUIDED THERAPEUTICS, INC. AND
SUBSIDIARY
|
CONSOLIDATED STATEMENTS OF OPERATIONS
|
(unaudited, in thousands, except per share
data)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended
|
|
|
Six Months Ended
|
|
|
|
June 30,
|
|
|
June 30,
|
|
|
|
2022
|
|
|
2021
|
|
|
2022
|
|
|
2021
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Sales - devices and disposables
|
|
$ |
5 |
|
|
$ |
2 |
|
|
$ |
10 |
|
|
$ |
2 |
|
Cost of goods sold
|
|
|
1 |
|
|
|
- |
|
|
|
2 |
|
|
|
- |
|
Gross profit
|
|
|
4 |
|
|
|
2 |
|
|
|
8 |
|
|
|
2 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating expenses:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Research and development
|
|
|
9 |
|
|
|
20 |
|
|
|
31 |
|
|
|
36 |
|
Sales and marketing
|
|
|
37 |
|
|
|
30 |
|
|
|
77 |
|
|
|
66 |
|
General and administrative
|
|
|
675 |
|
|
|
513 |
|
|
|
1,062 |
|
|
|
1,340 |
|
Total operating expenses
|
|
|
721 |
|
|
|
563 |
|
|
|
1,170 |
|
|
|
1,442 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Loss from operations
|
|
|
(717 |
) |
|
|
(561 |
) |
|
|
(1,162 |
) |
|
|
(1,440 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other income (expenses):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest expense
|
|
|
(256 |
) |
|
|
(315 |
) |
|
|
(357 |
) |
|
|
(456 |
) |
Change in fair value of derivative liability
|
|
|
14 |
|
|
|
- |
|
|
|
8 |
|
|
|
(88 |
) |
Gain (loss) from extinguishment of debt
|
|
|
34 |
|
|
|
(185 |
) |
|
|
75 |
|
|
|
(185 |
) |
Change in fair value of warrants
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
448 |
|
Other income (expenses)
|
|
|
(1 |
) |
|
|
27 |
|
|
|
4 |
|
|
|
27 |
|
Total other income (expense)
|
|
|
(209 |
) |
|
|
(473 |
) |
|
|
(270 |
) |
|
|
(254 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Loss before income taxes
|
|
|
(926 |
) |
|
|
(1,034 |
) |
|
|
(1,432 |
) |
|
|
(1,694 |
) |
Provision for income taxes
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net loss
|
|
|
(926 |
) |
|
|
(1,034 |
) |
|
|
(1,432 |
) |
|
|
(1,694 |
) |
Preferred stock dividends
|
|
|
(81 |
) |
|
|
(125 |
) |
|
|
(629 |
) |
|
|
(177 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
NET LOSS ATTRIBUTABLE TO COMMON STOCKHOLDERS
|
|
$ |
(1,007 |
) |
|
$ |
(1,159 |
) |
|
$ |
(2,061 |
) |
|
$ |
(1,871 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
NET LOSS PER SHARE ATTRIBUTABLE TO COMMON STOCKHOLDERS
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic
|
|
$ |
(0.04 |
) |
|
$ |
(0.09 |
) |
|
$ |
(0.09 |
) |
|
$ |
(0.14 |
) |
Diluted
|
|
$ |
(0.04 |
) |
|
$ |
(0.09 |
) |
|
$ |
(0.09 |
) |
|
$ |
(0.14 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted average shares outstanding
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic
|
|
|
26,337 |
|
|
|
13,280 |
|
|
|
23,526 |
|
|
|
13,226 |
|
Diluted
|
|
|
26,337 |
|
|
|
13,280 |
|
|
|
23,526 |
|
|
|
13,226 |
|
The accompanying notes are an integral part of these consolidated
financial statements.
GUIDED THERAPEUTICS, INC. AND
SUBSIDIARY
|
CONSOLIDATED STATEMENTS OF STOCKHOLDERS’
DEFICIT
|
FOR THE THREE MONTHS ENDED JUNE 30, 2022
|
(unaudited, in thousands)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Preferred Stock
|
|
Preferred Stock
|
|
Preferred Stock
|
|
Preferred Stock
|
|
|
|
Series C
|
|
Series C1
|
|
Series C2
|
|
Series D
|
|
|
|
Shares
|
|
|
Amount
|
|
|
Shares
|
|
|
Amount
|
|
|
Shares
|
|
|
Amount
|
|
|
Shares
|
|
|
Amount
|
|
Balance at March 31, 2022
|
|
|
- |
|
|
$ |
105 |
|
|
|
1 |
|
|
$ |
170 |
|
|
|
3 |
|
|
$ |
531 |
|
|
|
1 |
|
|
$ |
276 |
|
Common stock warrants exercised
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Issuance of common stock for payment of Series D preferred
dividends
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Issuance of common stock for payment of Series E preferred
dividends
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Issuance of common stock for payment of Series F preferred
dividends
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Issuance of common stock for payment of Series F-2 preferred
dividends
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Conversion of Series D preferred stock to common stock
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
(117 |
) |
Conversion of Series E preferred stock to common stock
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Conversion of Series F preferred stock to common stock
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Conversion of Series F-2 preferred stock to common stock
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Stock-based compensation
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Accrued preferred dividends
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Net loss
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Balance at June 30, 2022
|
|
|
- |
|
|
$ |
105 |
|
|
|
1 |
|
|
$ |
170 |
|
|
|
3 |
|
|
$ |
531 |
|
|
|
1 |
|
|
$ |
159 |
|
|
|
Preferred Stock
|
|
|
Preferred Stock
|
|
|
Preferred Stock
|
|
|
|
Series E
|
|
|
Series F
|
|
|
Series F2
|
|
|
|
Shares
|
|
|
Amount
|
|
|
Shares
|
|
|
Amount
|
|
|
Shares
|
|
|
Amount
|
|
Balance at March 31, 2022
|
|
|
1 |
|
|
$ |
914 |
|
|
|
1 |
|
|
$ |
1,174 |
|
|
|
3 |
|
|
$ |
2,963 |
|
Common stock warrants exercised
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Issuance of common stock for payment of Series D preferred
dividends
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Issuance of common stock for payment of Series E preferred
dividends
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Issuance of common stock for payment of Series F preferred
dividends
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Issuance of common stock for payment of Series F-2 preferred
dividends
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Conversion of Series D preferred stock to common stock
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Conversion of Series E preferred stock to common stock
|
|
|
- |
|
|
|
(75 |
) |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Conversion of Series F preferred stock to common stock
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
(282 |
) |
|
|
- |
|
|
|
- |
|
Conversion of Series F-2 preferred stock to common stock
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
(427 |
)
|
Stock-based compensation
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Accrued preferred dividends
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Net loss
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Balance at June 30, 2022
|
|
|
1 |
|
|
$ |
839 |
|
|
|
1 |
|
|
$ |
892 |
|
|
|
3 |
|
|
$ |
2,536 |
|
|
|
|
|
|
Additional
|
|
|
|
|
|
|
|
|
|
|
|
|
Common Stock
|
|
|
Paid-In
|
|
|
Treasury
|
|
|
Accumulated
|
|
|
|
|
|
|
|
Shares
|
|
|
Amount
|
|
|
Capital
|
|
|
Stock
|
|
|
Deficit
|
|
|
Total
|
|
Balance at March 31, 2022
|
|
|
22,315 |
|
|
$ |
3,411 |
|
|
$ |
129,041 |
|
|
$ |
(132 |
) |
|
$ |
(143,441 |
) |
|
$ |
(4,988 |
) |
Common stock warrants exercised
|
|
|
650 |
|
|
|
1 |
|
|
|
129 |
|
|
|
- |
|
|
|
- |
|
|
|
130 |
|
Issuance of common stock for payment of Series D preferred
dividends
|
|
|
25 |
|
|
|
- |
|
|
|
13 |
|
|
|
- |
|
|
|
- |
|
|
|
13 |
|
Issuance of common stock for payment of Series E preferred
dividends
|
|
|
51 |
|
|
|
- |
|
|
|
26 |
|
|
|
- |
|
|
|
- |
|
|
|
26 |
|
Issuance of common stock for payment of Series F preferred
dividends
|
|
|
4 |
|
|
|
- |
|
|
|
2 |
|
|
|
- |
|
|
|
- |
|
|
|
2 |
|
Issuance of common stock for payment of Series F-2 preferred
dividends
|
|
|
19 |
|
|
|
- |
|
|
|
12 |
|
|
|
- |
|
|
|
- |
|
|
|
12 |
|
Conversion of Series D preferred stock to common stock
|
|
|
975 |
|
|
|
1 |
|
|
|
117 |
|
|
|
- |
|
|
|
- |
|
|
|
1 |
|
Conversion of Series E preferred stock to common stock
|
|
|
320 |
|
|
|
- |
|
|
|
75 |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Conversion of Series F preferred stock to common stock
|
|
|
1,360 |
|
|
|
1 |
|
|
|
282 |
|
|
|
- |
|
|
|
- |
|
|
|
1 |
|
Conversion of Series F-2 preferred stock to common stock
|
|
|
1,864 |
|
|
|
2 |
|
|
|
425 |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Stock-based compensation
|
|
|
- |
|
|
|
- |
|
|
|
44 |
|
|
|
- |
|
|
|
- |
|
|
|
44 |
|
Accrued preferred dividends
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
(81 |
) |
|
|
(81 |
) |
Net loss
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
(926 |
) |
|
|
(926 |
) |
Balance at June 30, 2022
|
|
|
27,583 |
|
|
$ |
3,416 |
|
|
$ |
130,166 |
|
|
$ |
(132 |
) |
|
$ |
(144,448 |
) |
|
$ |
(5,766 |
) |
The accompanying notes are an integral part of these consolidated
statements.
GUIDED THERAPEUTICS, INC. AND SUBSIDIARY
|
CONSOLIDATED STATEMENTS OF STOCKHOLDERS’
DEFICIT
|
FOR THE SIX MONTHS ENDED JUNE 30, 2022
|
(unaudited, in thousands)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Preferred Stock
|
|
|
Preferred Stock
|
|
|
Preferred Stock
|
|
|
Preferred Stock
|
|
|
|
Series C
|
|
|
Series C1
|
|
|
Series C2
|
|
|
Series D
|
|
|
|
Shares
|
|
|
Amount
|
|
|
Shares
|
|
|
Amount
|
|
|
Shares
|
|
|
Amount
|
|
|
Shares
|
|
|
Amount
|
|
Balance at December 31, 2021
|
|
|
- |
|
|
$ |
105 |
|
|
|
1 |
|
|
$ |
170 |
|
|
|
3 |
|
|
$ |
531 |
|
|
|
1 |
|
|
$ |
276 |
|
Common stock warrants exercised
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Issuance of common stock for payment of Series D preferred
dividends
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Issuance of common stock for payment of Series E preferred
dividends
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Issuance of common stock for payment of Series F preferred
dividends
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Issuance of common stock for payment of Series F-2 preferred
dividends
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Issuance of common stock for payment of interest
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Issuance of common stock for Series F and Series F-2 one-time 15%
dividends
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Conversion of Series D preferred stock to common stock
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
(117 |
) |
Conversion of Series E preferred stock to common stock
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Conversion of Series F preferred stock to common stock
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Conversion of Series F-2 preferred stock to common stock
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Stock-based compensation
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Expense for warrants issued to consultants
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Accrued preferred dividends
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Net loss
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Balance at June 30, 2022
|
|
|
- |
|
|
$ |
105 |
|
|
|
1 |
|
|
$ |
170 |
|
|
|
3 |
|
|
$ |
531 |
|
|
|
1 |
|
|
$ |
159 |
|
|
|
Preferred Stock
|
|
|
Preferred Stock
|
|
|
Preferred Stock
|
|
|
|
Series E
|
|
|
Series F
|
|
|
Series F2
|
|
|
|
Shares
|
|
|
Amount
|
|
|
Shares
|
|
|
Amount
|
|
|
Shares
|
|
|
Amount
|
|
Balance at December 31, 2021
|
|
|
2 |
|
|
$ |
1,639 |
|
|
|
1 |
|
|
$ |
1,187 |
|
|
|
3 |
|
|
$ |
2,963 |
|
Common stock warrants exercised
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Issuance of common stock for payment of Series D preferred
dividends
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Issuance of common stock for payment of Series E preferred
dividends
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Issuance of common stock for payment of Series F preferred
dividends
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Issuance of common stock for payment of Series F-2 preferred
dividends
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Issuance of common stock for payment of interest
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Issuance of common stock for Series F and Series F-2 one-time 15%
dividends
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Conversion of Series D preferred stock to common stock
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Conversion of Series E preferred stock to common stock
|
|
|
(1 |
) |
|
|
(800 |
) |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Conversion of Series F preferred stock to common stock
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
(295 |
) |
|
|
- |
|
|
|
- |
|
Conversion of Series F-2 preferred stock to common stock
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
(427 |
) |
Stock-based compensation
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Expense for warrants issued to consultants
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Accrued preferred dividends
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Net loss
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Balance at June 30, 2022
|
|
|
1 |
|
|
$ |
839 |
|
|
|
1 |
|
|
$ |
892 |
|
|
|
3 |
|
|
$ |
2,536 |
|
|
|
|
|
|
Additional
|
|
|
|
|
|
|
|
|
|
|
|
|
Common Stock
|
|
|
Paid-In
|
|
|
Treasury
|
|
|
Accumulated
|
|
|
|
|
|
|
|
Shares
|
|
|
Amount
|
|
|
Capital
|
|
|
Stock
|
|
|
Deficit
|
|
|
Total
|
|
Balance at December 31, 2021
|
|
|
13,674 |
|
|
$ |
3,403 |
|
|
$ |
126,800 |
|
|
$ |
(132 |
) |
|
$ |
(142,387 |
) |
|
$ |
(5,445 |
) |
Common stock warrants exercised
|
|
|
5,128 |
|
|
|
5 |
|
|
|
841 |
|
|
|
- |
|
|
|
- |
|
|
|
846 |
|
Issuance of common stock for payment of Series D preferred
dividends
|
|
|
48 |
|
|
|
- |
|
|
|
29 |
|
|
|
- |
|
|
|
- |
|
|
|
29 |
|
Issuance of common stock for payment of Series E preferred
dividends
|
|
|
64 |
|
|
|
- |
|
|
|
34 |
|
|
|
- |
|
|
|
- |
|
|
|
34 |
|
Issuance of common stock for payment of Series F preferred
dividends
|
|
|
161 |
|
|
|
- |
|
|
|
107 |
|
|
|
- |
|
|
|
- |
|
|
|
107 |
|
Issuance of common stock for payment of Series F-2 preferred
dividends
|
|
|
114 |
|
|
|
- |
|
|
|
75 |
|
|
|
- |
|
|
|
- |
|
|
|
75 |
|
Issuance of common stock for payment of interest
|
|
|
121 |
|
|
|
- |
|
|
|
81 |
|
|
|
- |
|
|
|
- |
|
|
|
81 |
|
Issuance of common stock for Series F and Series F-2 one-time 15%
dividends
|
|
|
624 |
|
|
|
1 |
|
|
|
399 |
|
|
|
- |
|
|
|
- |
|
|
|
400 |
|
Conversion of Series D preferred stock to common stock
|
|
|
975 |
|
|
|
1 |
|
|
|
117 |
|
|
|
- |
|
|
|
- |
|
|
|
1 |
|
Conversion of Series E preferred stock to common stock
|
|
|
3,390 |
|
|
|
3 |
|
|
|
797 |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Conversion of Series F preferred stock to common stock
|
|
|
1,420 |
|
|
|
1 |
|
|
|
294 |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Conversion of Series F-2 preferred stock to common stock
|
|
|
1,864 |
|
|
|
2 |
|
|
|
425 |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Stock-based compensation
|
|
|
- |
|
|
|
- |
|
|
|
88 |
|
|
|
- |
|
|
|
- |
|
|
|
88 |
|
Expense for warrants issued to consultants
|
|
|
- |
|
|
|
- |
|
|
|
79 |
|
|
|
- |
|
|
|
- |
|
|
|
79 |
|
Accrued preferred dividends
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
(629 |
) |
|
|
(629 |
) |
Net loss
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
(1,432 |
) |
|
|
(1,432 |
) |
Balance at June 30, 2022
|
|
|
27,583 |
|
|
$ |
3,416 |
|
|
$ |
130,166 |
|
|
$ |
(132 |
) |
|
$ |
(144,448 |
) |
|
$ |
(5,766 |
) |
The accompanying notes are an integral part of these consolidated
financial statements.
GUIDED THERAPEUTICS, INC. AND SUBSIDIARY
|
CONSOLIDATED STATEMENTS OF STOCKHOLDERS’
DEFICIT
|
FOR THE THREE MONTHS ENDED JUNE 30, 2021
|
(unaudited, in thousands)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Preferred Stock
|
|
|
Preferred Stock
|
|
|
Preferred Stock
|
|
|
Preferred Stock
|
|
|
|
Series C
|
|
|
Series C1
|
|
|
Series C2
|
|
|
Series D
|
|
|
|
Shares
|
|
|
Amount
|
|
|
Shares
|
|
|
Amount
|
|
|
Shares
|
|
|
Amount
|
|
|
Shares
|
|
Amount
|
|
Balance at March 31, 2021
|
|
|
- |
|
|
$ |
105 |
|
|
|
1 |
|
|
$ |
170 |
|
|
|
3 |
|
|
$ |
531 |
|
|
1
|
|
$ |
276 |
|
Series F preferred offering
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
-
|
|
|
- |
|
Series F-2 preferred offering
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
-
|
|
|
- |
|
Conversion of debt and expenses for Series F-2 preferred stock
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
-
|
|
|
- |
|
Issuance of common stock for Series D preferred dividends
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
-
|
|
|
- |
|
Series G redemption
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
-
|
|
|
- |
|
Issuance of common stock to finders
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
-
|
|
|
- |
|
Issuance of warrants to consultants
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
-
|
|
|
- |
|
Stock-based compensation
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
-
|
|
|
- |
|
Accrued preferred dividends
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
-
|
|
|
- |
|
Net loss
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
-
|
|
|
- |
|
Balance at June 30, 2021
|
|
|
- |
|
|
$ |
105 |
|
|
|
1 |
|
|
$ |
170 |
|
|
|
3 |
|
|
$ |
531 |
|
|
1
|
|
$ |
276 |
|
|
|
Preferred Stock
|
|
|
Preferred Stock
|
|
|
Preferred Stock
|
|
|
Preferred Stock
|
|
|
|
Series E
|
|
|
Series F
|
|
|
Series F-2
|
|
|
Series G
|
|
|
|
Shares
|
|
|
Amount
|
|
|
Shares
|
|
|
Amount
|
|
|
Shares
|
|
|
Amount
|
|
|
Shares
|
|
|
Amount
|
|
Balance at March 31, 2021
|
|
|
2 |
|
|
$ |
1,639 |
|
|
|
1 |
|
|
$ |
1,195 |
|
|
|
- |
|
|
$ |
- |
|
|
|
153 |
|
|
$ |
- |
|
Series F preferred offering
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Series F-2 preferred offering
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
1 |
|
|
|
404 |
|
|
|
- |
|
|
|
- |
|
Conversion of debt and expenses for Series F-2 preferred stock
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
2 |
|
|
|
2,559 |
|
|
|
- |
|
|
|
- |
|
Issuance of common stock for Series D preferred dividends
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Series G redemption
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
(91 |
) |
|
|
- |
|
Issuance of common stock to finders
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Issuance of warrants to consultants
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Stock-based compensation
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Accrued preferred dividends
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Net loss
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Balance at June 30, 2021
|
|
|
2 |
|
|
$ |
1,639 |
|
|
|
1 |
|
|
$ |
1,195 |
|
|
|
3 |
|
|
$ |
2,963 |
|
|
|
62 |
|
|
$ |
- |
|
|
|
|
|
|
Additional
|
|
|
|
|
|
|
|
|
|
|
|
|
Common Stock
|
|
|
Paid-In
|
|
|
Treasury
|
|
|
Accumulated
|
|
|
|
|
|
|
|
Shares
|
|
|
Amount
|
|
|
Capital
|
|
|
Stock
|
|
|
Deficit
|
|
|
|
Total
|
|
Balance at March 31, 2021
|
|
|
13,180 |
|
|
$ |
3,403 |
|
|
$ |
125,489 |
|
|
$ |
(132 |
) |
|
$ |
(140,668 |
) |
|
$ |
(7,992 |
) |
Series F preferred offering
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Series F-2 preferred offering
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
404 |
|
Conversion of debt and expenses for Series F-2 preferred stock
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
|
|
|
|
2,559 |
|
Issuance of common stock for Series D preferred dividends
|
|
|
19 |
|
|
|
- |
|
|
|
14 |
|
|
|
- |
|
|
|
- |
|
|
|
14 |
|
Series G redemption
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Issuance of common stock to finders
|
|
|
98 |
|
|
|
- |
|
|
|
54 |
|
|
|
- |
|
|
|
- |
|
|
|
54 |
|
Issuance of warrants to consultants
|
|
|
- |
|
|
|
- |
|
|
|
736 |
|
|
|
- |
|
|
|
- |
|
|
|
736 |
|
Stock-based compensation
|
|
|
- |
|
|
|
- |
|
|
|
60 |
|
|
|
- |
|
|
|
- |
|
|
|
60 |
|
Accrued preferred dividends
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
(125 |
) |
|
|
(125 |
) |
Net loss
|
|
|
|
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
(1,034 |
) |
|
|
(1,034 |
) |
Balance at June 30, 2021
|
|
|
13,297 |
|
|
$ |
3,403 |
|
|
$ |
126,353 |
|
|
$ |
(132 |
) |
|
$ |
(141,827 |
) |
|
$ |
(5,324 |
) |
The accompanying notes are an integral part of these consolidated
financial statements.
GUIDED THERAPEUTICS, INC. AND SUBSIDIARY
|
CONSOLIDATED STATEMENTS OF STOCKHOLDERS’
DEFICIT
|
FOR THE SIX MONTHS ENDED JUNE 30, 2021
|
(unaudited, in thousands)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Preferred Stock
|
|
|
Preferred Stock
|
|
|
Preferred Stock
|
|
|
Preferred Stock
|
|
|
|
Series C
|
|
|
Series C1
|
|
|
|
Series C2
|
|
|
Series D
|
|
|
|
Shares
|
|
|
Amount
|
|
|
Shares
|
|
|
Amount
|
|
|
Shares
|
|
|
Amount
|
|
|
Shares
|
|
|
Amount
|
|
Balance at December 31, 2020
|
|
|
- |
|
|
$ |
105 |
|
|
|
1 |
|
|
$ |
170 |
|
|
|
3 |
|
|
$ |
531 |
|
|
|
1 |
|
|
$ |
276 |
|
Series F preferred offering
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Series F-2 preferred offering
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Conversion of debt and expenses for Series F-2 preferred stock
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Issuance of common stock for Series D preferred dividends
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Series G preferred offering
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Series G redemption
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Issuance of common stock to finders
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Issuance of warrants to consultants
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Conversions of warrants from liability to equity
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Stock-based compensation
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Accrued preferred dividends
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Net loss
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Balance at June 30, 2021
|
|
|
- |
|
|
$ |
105 |
|
|
|
1 |
|
|
$ |
170 |
|
|
|
3 |
|
|
$ |
531 |
|
|
|
1 |
|
|
$ |
276 |
|
|
|
Preferred Stock
|
|
|
Preferred Stock
|
|
|
Preferred Stock
|
|
|
Preferred Stock
|
|
|
|
Series E
|
|
|
Series F
|
|
|
Series F-2
|
|
|
Series G
|
|
|
|
Shares
|
|
|
Amount
|
|
|
Shares
|
|
|
Amount
|
|
|
Shares
|
|
|
Amount
|
|
|
Shares
|
|
|
Amount
|
|
Balance at December 31, 2020
|
|
|
2 |
|
|
$ |
1,639 |
|
|
|
- |
|
|
$ |
- |
|
|
|
- |
|
|
$ |
- |
|
|
|
- |
|
|
$ |
- |
|
Series F preferred offering
|
|
|
- |
|
|
|
- |
|
|
|
1 |
|
|
|
1,195 |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Series F-2 preferred offering
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
1 |
|
|
|
404 |
|
|
|
- |
|
|
|
- |
|
Conversion of debt and expenses for Series F-2 preferred stock
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
2 |
|
|
|
2,559 |
|
|
|
- |
|
|
|
- |
|
Issuance of common stock for Series D preferred dividends
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Series G preferred offering
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
153 |
|
|
|
- |
|
Series G redemption
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
(91 |
) |
|
|
- |
|
Issuance of common stock to finders
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Issuance of warrants to consultants
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Conversions of warrants from liability to equity
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Stock-based compensation
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Accrued preferred dividends
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Net loss
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Balance at June 30, 2021
|
|
|
2 |
|
|
$ |
1,639 |
|
|
|
1 |
|
|
$ |
1,195 |
|
|
|
3 |
|
|
$ |
2,963 |
|
|
|
62 |
|
|
$ |
- |
|
|
|
|
|
|
Additional
|
|
|
|
|
|
|
|
|
|
|
|
|
Common Stock
|
|
|
Paid-In
|
|
|
Treasury
|
|
|
Accumulated
|
|
|
|
|
|
|
|
Shares
|
|
|
Amount
|
|
|
Capital
|
|
|
Stock |
|
|
Deficit
|
|
|
Total
|
|
Balance at December 31, 2020
|
|
|
13,138 |
|
|
$ |
3,403 |
|
|
$ |
123,109 |
|
|
$ |
(132 |
) |
|
$ |
(139,956 |
) |
|
$ |
(10,855 |
) |
Series F preferred offering
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
1,195 |
|
Series F-2 preferred offering
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
404 |
|
Conversion of debt and expenses for Series F-2 preferred stock
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
|
|
|
|
2,559 |
|
Issuance of common stock for Series D preferred dividends
|
|
|
61 |
|
|
|
- |
|
|
|
28 |
|
|
|
- |
|
|
|
- |
|
|
|
28 |
|
Series G preferred offering
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Series G redemption
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Issuance of common stock to finders
|
|
|
98 |
|
|
|
- |
|
|
|
54 |
|
|
|
- |
|
|
|
- |
|
|
|
54 |
|
Issuance of warrants to consultants
|
|
|
- |
|
|
|
- |
|
|
|
1,285 |
|
|
|
- |
|
|
|
- |
|
|
|
1,285 |
|
Conversions of warrants from liability to equity
|
|
|
- |
|
|
|
- |
|
|
|
1,755 |
|
|
|
- |
|
|
|
- |
|
|
|
1,755 |
|
Stock-based compensation
|
|
|
- |
|
|
|
- |
|
|
|
122 |
|
|
|
- |
|
|
|
- |
|
|
|
122 |
|
Accrued preferred dividends
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
(177 |
) |
|
|
(177 |
) |
Net loss
|
|
|
|
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
(1,694 |
) |
|
|
(1,694 |
) |
Balance at June 30, 2021
|
|
|
13,297 |
|
|
$ |
3,403 |
|
|
$ |
126,353 |
|
|
$ |
(132 |
) |
|
$ |
(141,827 |
) |
|
$ |
(5,324 |
) |
The accompanying notes are an integral part of these consolidated
financial statements.
GUIDED THERAPEUTICS, INC. AND
SUBSIDIARY
|
CONSOLIDATED STATEMENTS OF CASH FLOWS
|
(unaudited, in thousands)
|
|
|
|
|
|
|
|
|
|
Six Months Ended
|
|
|
|
June 30,
|
|
|
|
2022
|
|
|
2021
|
|
CASH FLOWS FROM OPERATING ACTIVITIES:
|
|
|
|
|
|
|
Net loss
|
|
$ |
(1,432 |
) |
|
$ |
(1,694 |
) |
Adjustments to reconcile net loss to net cash used in operating
activities:
|
|
|
|
|
|
|
|
|
Amortization of debt issuance costs and discounts
|
|
|
78 |
|
|
|
236 |
|
Amortization of beneficial conversion feature
|
|
|
- |
|
|
|
8 |
|
Stock based compensation
|
|
|
88 |
|
|
|
122 |
|
Change in fair value of warrants
|
|
|
- |
|
|
|
(448 |
) |
Change in fair value of derivative liability
|
|
|
(8 |
) |
|
|
88 |
|
Amortization of lease right-of-use-asset
|
|
|
33 |
|
|
|
- |
|
Expense for warrants issued to consultants
|
|
|
79 |
|
|
|
477 |
|
(Gain) loss from forgiveness of debt
|
|
|
(75 |
) |
|
|
185 |
|
Other non-cash expenses (income)
|
|
|
157 |
|
|
|
- |
|
Change in operating assets and liabilities:
|
|
|
|
|
|
|
|
|
Accounts
receivable
|
|
|
16 |
|
|
|
(2 |
) |
Inventory
|
|
|
2 |
|
|
|
(26 |
) |
Other current
assets
|
|
|
317 |
|
|
|
24 |
|
Other non-current
assets
|
|
|
- |
|
|
|
(17 |
) |
Accounts payable
and accrued liabilities
|
|
|
74 |
|
|
|
15 |
|
Lease
liabilities
|
|
|
(32 |
) |
|
|
- |
|
Deferred
revenue
|
|
|
175 |
|
|
|
20 |
|
NET CASH USED IN OPERATING ACTIVITIES
|
|
|
(528 |
) |
|
|
(1,012 |
) |
|
|
|
|
|
|
|
|
|
CASH FLOWS FROM INVESTING ACTIVITIES:
|
|
|
|
|
|
|
|
|
Purchase of property and equipment
|
|
|
(31 |
) |
|
|
(5 |
) |
|
|
|
|
|
|
|
|
|
CASH FLOWS FROM FINANCING ACTIVITIES:
|
|
|
|
|
|
|
|
|
Proceeds from warrant
exercises
|
|
|
495 |
|
|
|
- |
|
Payments made on notes
payable
|
|
|
(133 |
) |
|
|
(1,368 |
) |
Proceeds from debt financing, net of discounts and debt
issuance costs
|
|
|
- |
|
|
|
1,044 |
|
Note payable default
penalty
|
|
|
- |
|
|
|
56 |
|
Proceeds from Series F
offering, net of costs
|
|
|
- |
|
|
|
1,436 |
|
Proceeds from Series F-2
offering, net of costs
|
|
|
- |
|
|
|
539 |
|
Proceeds from Series G
offering, net of costs
|
|
|
- |
|
|
|
125 |
|
Redemption of Series G
preferred stock
|
|
|
- |
|
|
|
(75 |
) |
NET CASH PROVIDED BY FINANCING ACTIVITIES
|
|
|
362 |
|
|
|
1,757 |
|
|
|
|
|
|
|
|
|
|
NET CHANGE IN CASH
|
|
|
(197 |
) |
|
|
740 |
|
|
|
|
|
|
|
|
|
|
Cash at beginning of period
|
|
|
643 |
|
|
|
182 |
|
|
|
|
|
|
|
|
|
|
CASH AT END OF PERIOD
|
|
$ |
446 |
|
|
$ |
922 |
|
|
|
|
|
|
|
|
|
|
SUPPLEMENTAL DISCLOSURE FOR OPERATING
ACTIVITIES:
|
|
|
|
|
|
|
|
|
Cash paid for interest
|
|
$ |
14 |
|
|
$ |
541 |
|
|
|
|
|
|
|
|
|
|
SUPPLEMENTAL DISCLOSURE FOR NON-CASH INVESTING AND
FINANCING ACTIVITIES:
|
|
|
|
|
|
|
|
|
Dividends on preferred stock
|
|
$ |
629 |
|
|
$ |
177 |
|
Settlement of interest through common stock issuance
|
|
$ |
81 |
|
|
$ |
- |
|
Issuance of series F-2 preferred stock
|
|
$ |
- |
|
|
$ |
2,559 |
|
Issuance of warrants to finders in connection with Series F and
Series F-2 preferred stock
|
|
$ |
- |
|
|
$ |
377 |
|
Settlement of dividends through common stock issuance
|
|
$ |
646 |
|
|
$ |
31 |
|
Settlement of accounts payable through common stock issuance
|
|
$ |
- |
|
|
$ |
24 |
|
Warrants exchanged for fixed price warrants
|
|
$ |
- |
|
|
$ |
1,755 |
|
Conversion of Series D Preferred Shares into Common Stock
|
|
$ |
118 |
|
|
$ |
- |
|
Conversion of Series E Preferred Shares into Common Stock
|
|
$ |
800 |
|
|
$ |
- |
|
Conversion of Series F Preferred Shares into Common Stock
|
|
$ |
296 |
|
|
$ |
- |
|
Conversion of Series F-2 Preferred Shares into Common Stock
|
|
$ |
426 |
|
|
$ |
- |
|
The accompanying notes are an integral part of these consolidated
financial statements.
GUIDED THERAPEUTICS, INC. AND
SUBSIDIARY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
1. ORGANIZATION, BACKGROUND, AND BASIS OF
PRESENTATION
Guided Therapeutics, Inc. (formerly SpectRx, Inc.), together with
its wholly owned subsidiary, InterScan, Inc. (formerly Guided
Therapeutics, Inc.), collectively referred to herein as the
“Company“, is a medical technology company focused on developing
innovative medical devices that have the potential to improve
healthcare. The Company’s primary focus is the continued
commercialization of its LuViva non-invasive cervical cancer
detection device and extension of its cancer detection technology
into other cancers, including esophageal. The Company’s technology,
including products in research and development, primarily relates
to biophotonics technology for the non-invasive detection of
cancers.
During the year ended December 31, 2021, the Board simultaneously
approved a 1-for-20 reverse stock split of our common stock and
decreased the total number of authorized common shares to
500,000,000. On November 18, 2021, the Company submitted an Issuer
Company Related Action Notification regarding the reverse stock
split to the Financial Industry Regulatory Authority (“FINRA“). On
July 25, 2022, the Company filed a Certificate of Correction with
the Secretary of State of Delaware to render null and void ab
initio the Reverse Split Amendment and as a result, the
Reverse Split was deemed null and void.
Basis of Presentation
The accompanying unaudited consolidated financial statements have
been prepared in accordance with U.S. generally accepted accounting
principles (“GAAP“) for interim financial information and with the
instructions to Form 10-Q and Article 10 of Regulation S-X.
Accordingly, they do not include all of the information and
footnotes required by GAAP for complete financial statements.
Therefore, these financial statements should be read in conjunction
with our Annual Report on Form 10-K for the fiscal year ended
December 31, 2021 filed with the Securities and Exchange Commission
(“SEC“) pursuant to Section 13 or 15(d) under the Securities
Exchange Act of 1934. The December 31, 2021 balances reported
herein are derived from the audited consolidated financial
statements for the year ended December 31, 2021. The results of
operations for the interim periods are not necessarily indicative
of the results of operations to be expected for the full year.
All intercompany transactions and balances have been eliminated in
consolidation. In the opinion of management, all adjustments
(consisting of normal recurring adjustments) considered necessary
for a fair presentation of the Company as of June 30, 2022 and
December 31, 2021, and the consolidated results of operations and
cash flows for the three and six-month periods ended June 30, 2022
and 2021 have been included.
The Company’s prospects must be considered in light of the
substantial risks, expenses and difficulties encountered by
entrants into the medical device industry. This industry is
characterized by an increasing number of participants, intense
competition and a high failure rate. The Company has experienced
net losses since its inception and, as of June 30, 2022, it had an
accumulated deficit of approximately $144.4 million. To date, the
Company has engaged primarily in research and development efforts
and the early stages of marketing its products. The Company may not
be successful in growing sales for its products. Moreover, required
regulatory clearances or approvals may not be obtained in a timely
manner, or at all. The Company’s products may not ever gain market
acceptance and the Company may not ever generate significant
revenues or achieve profitability. The development and
commercialization of the Company’s products requires substantial
development, regulatory, sales and marketing, manufacturing and
other expenditures. The Company expects operating losses to
continue for the foreseeable future as it continues to expend
substantial resources to complete development of its products,
obtain regulatory clearances or approvals, build its marketing,
sales, manufacturing and finance capabilities, and conduct further
research and development.
The Company is not organized by multiple operating segments for the
purpose of making operating decisions or assessing performance.
Accordingly, the Company operates in one reportable operating
segment. The Company’s principal decision makers are the Chief
Executive Officer and its Chief Financial Officer. Management
believes that its business operates as one reportable segment
because: a) the Company measures profit and loss as a whole; b) the
principal decision makers do not review information based on any
operating segment; c) the Company does not maintain discrete
financial information on any specific segment; d) the Company has
not chosen to organize its business around different products and
services, and e) the Company has not chosen to organize its
business around geographic areas.
Going Concern
The Company’s consolidated financial statements have been prepared
and presented on a basis assuming it will continue as a going
concern. The factors below raise substantial doubt about the
Company’s ability to continue as a going concern. The financial
statements do not include any adjustments that might be necessary
from the outcome of this uncertainty.
At June 30, 2022, the Company had a negative working capital of
approximately $4.9 million, accumulated deficit of $144.4 million,
and incurred a net loss including preferred dividends of $2.1
million for the six months then ended. Stockholders’ deficit
totaled approximately $5.8 million at June 30, 2022, primarily due
to recurring net losses from operations.
During the six-month period ended June 30, 2022, the Company raised
$0.5 million of proceeds from warrant exercises. The Company will
need to continue to raise capital in order to provide funding for
its operations and FDA approval process. If sufficient capital
cannot be raised, the Company will continue its plans of curtailing
operations by reducing discretionary spending and staffing levels
and attempting to operate by only pursuing activities for which it
has external financial support. However, there can be no assurance
that such external financial support will be sufficient to maintain
even limited operations or that the Company will be able to raise
additional funds on acceptable terms, or at all. In such a case,
the Company might be required to enter into unfavorable agreements
or, if that is not possible, be unable to continue operations, and
to the extent practicable, liquidate and/or file for bankruptcy
protection.
The Company had warrants exercisable for approximately 24.7 million
shares of its common stock outstanding at June 30, 2022, with
exercise prices ranging between $0.15 and $0.80 per share.
Exercises of in-the-money warrants would generate a total of
approximately $4.2 million in cash, assuming full exercise,
although the Company cannot be assured that holders will exercise
any warrants. Management may obtain additional funds through the
public or private sale of debt or equity, and grants, if
available.
2. SIGNIFICANT ACCOUNTING POLICIES
Use of Estimates
The preparation of financial statements in conformity with
accounting principles generally accepted in the United States
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 financial
statements and the reported amounts of revenues and expenses during
the reporting period. Actual results could differ from those
estimates. Significant areas where estimates are used include the
allowance for doubtful accounts, inventory valuation and input
variables for Black-Scholes, Monte Carlo simulations and binomial
calculations. The Company uses the Monte Carlo simulations and
binomial calculations in the calculation of the fair value of the
warrant liabilities and the valuation of embedded conversion
options and freestanding warrants.
Accounting Standard Updates
A variety of proposed or otherwise potential accounting standards
are currently under consideration by standard-setting organizations
and certain regulatory agencies. Because of the tentative and
preliminary nature of such proposed standards, management has not
yet determined the effect, if any that the implementation of such
proposed standards would have on the Company’s consolidated
financial statements.
Cash Equivalents
The Company considers all highly liquid investments with an
original maturity of three months or less when purchased to be a
cash equivalent.
Accounts Receivable
The Company performs periodic credit evaluations of its
distributors’ financial conditions and generally does not require
collateral. The Company reviews all outstanding accounts receivable
for collectability on a quarterly basis. An allowance for doubtful
accounts is recorded for any amounts deemed uncollectable.
Uncollectibility is determined based on the determination that a
distributor will not be able to make payment and the time frame has
exceeded one year. The Company does not accrue interest receivables
on past due accounts receivable.
Concentrations of Credit Risk
The Company, from time to time during the years covered by these
consolidated financial statements, may have bank balances in excess
of its insured limits. Management has deemed this a normal business
risk.
Inventory Valuation
All inventories are stated at lower of cost or net realizable
value, with cost determined substantially on a “first-in,
first-out“ basis. Selling, general, and administrative expenses are
not inventoried, but are charged to expense when incurred. The
following is a summary of the Company’s inventories as of June 30,
2022 and December 31, 2021:
|
|
(in thousands)
|
|
|
|
June 30,
|
|
|
December 31,
|
|
|
|
2022
|
|
|
|
2021
|
|
|
|
|
|
|
|
|
Raw materials
|
|
$ |
1,252 |
|
|
$ |
1,255 |
|
Work-in-progress
|
|
|
70 |
|
|
|
69 |
|
Finished goods
|
|
|
32 |
|
|
|
32 |
|
Inventory reserve
|
|
|
(785 |
) |
|
|
(785 |
) |
|
|
|
|
|
|
|
|
|
Total inventory
|
|
$ |
569 |
|
|
$ |
571 |
|
The company periodically reviews the value of items in inventory
and provides write-downs or write-offs of inventory based on its
assessment of market conditions. Write-downs and write-offs are
charged to cost of goods sold.
Property and Equipment
Property and equipment are recorded at cost. Depreciation is
computed using the straight-line method over estimated useful lives
of three to seven years. Leasehold improvements are amortized at
the shorter of the useful life of the asset or the remaining lease
term. Depreciation and amortization expense are included in general
and administrative expense on the statement of operations.
Expenditures for repairs and maintenance are expensed as incurred.
The following is a summary of the Company’s property and equipment
at June 30, 2022 and December 31, 2021:
|
|
|
(in thousands)
|
|
|
|
|
June 30,
|
|
|
December 31,
|
|
|
|
|
2022
|
|
|
2021
|
|
|
|
|
|
|
|
|
|
Equipment
|
|
|
$ |
1,049 |
|
|
$ |
1,048 |
|
Software
|
|
|
|
652 |
|
|
|
652 |
|
Furniture and fixtures
|
|
|
|
41 |
|
|
|
41 |
|
Leasehold improvements
|
|
|
|
12 |
|
|
|
12 |
|
Construction in progress
|
|
|
|
39 |
|
|
|
8 |
|
|