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initially equal to $0.10, and from and after October 2, 2016, equal
to $0.20, for each disposableThe note was initially issued with 0%
interest, however interest increased to 6.0% interest 90 days after
the Company received $1,000,000 in financing
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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 September 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 November 14, 2022, the registrant had 48,578,721 shares of
Common Stock, $0.001 par value per share, outstanding.
GUIDED THERAPEUTICS, INC. AND
SUBSIDIARY
CONSOLIDATED BALANCE SHEETS
(in thousands)
|
|
September 30,
|
|
|
|
|
|
|
2022
|
|
|
December 31,
|
|
|
|
(unaudited)
|
|
|
2021
|
|
ASSETS
|
|
|
|
|
|
|
|
|
Current
Assets: |
|
|
|
|
|
|
Cash and cash equivalents
|
|
$ |
2,697 |
|
|
$ |
643 |
|
Accounts receivable, net of allowance for doubtful accounts of $48
and $126 at September 30, 2022 and December 31, 2021,
respectively
|
|
|
29 |
|
|
|
46 |
|
Inventory, net of reserves of $785 at September 30, 2022 and
December 31, 2021
|
|
|
596 |
|
|
|
571 |
|
Other current assets
|
|
|
169 |
|
|
|
377 |
|
Total current assets
|
|
|
3,491 |
|
|
|
1,637 |
|
|
|
|
|
|
|
|
|
|
Non-Current
Assets: |
|
|
|
|
|
|
|
|
Property and equipment, net
|
|
|
42 |
|
|
|
14 |
|
Operating lease right-of-use assets, net of amortization
|
|
|
321 |
|
|
|
372 |
|
Other assets
|
|
|
17 |
|
|
|
17 |
|
Total non-current assets
|
|
|
380 |
|
|
|
403 |
|
|
|
|
|
|
|
|
|
|
TOTAL ASSETS |
|
$ |
3,871 |
|
|
$ |
2,040 |
|
|
|
|
|
|
|
|
|
|
LIABILITIES AND STOCKHOLDERS DEFICIT
|
|
|
|
|
|
|
|
|
|
Current Liabilities:
|
|
|
|
|
|
|
|
|
Accounts payable
|
|
$ |
2,217 |
|
|
$ |
2,362 |
|
Accounts payable, related parties
|
|
|
60 |
|
|
|
87 |
|
Accrued liabilities
|
|
|
1,050 |
|
|
|
1,768 |
|
Deferred revenue
|
|
|
509 |
|
|
|
337 |
|
Current portion of lease liability
|
|
|
76 |
|
|
|
67 |
|
Current portion of long-term debt
|
|
|
32 |
|
|
|
88 |
|
Current portion of long-term debt, related parties
|
|
|
497 |
|
|
|
- |
|
Short-term notes payable
|
|
|
90 |
|
|
|
48 |
|
Short-term notes payable, related parties
|
|
|
17 |
|
|
|
40 |
|
Convertible notes payable in default
|
|
|
- |
|
|
|
161 |
|
Short-term convertible notes payable, including non-convertible
penalty
|
|
|
579 |
|
|
|
736 |
|
Derivative liability
|
|
|
19 |
|
|
|
- |
|
Total current liabilities
|
|
|
5,146 |
|
|
|
5,694 |
|
|
|
|
|
|
|
|
|
|
Long-Term
Liabilities |
|
|
|
|
|
|
|
|
Long-term lease liabilities
|
|
|
267 |
|
|
|
325 |
|
Derivative liability
|
|
|
- |
|
|
|
32 |
|
Long-term convertible debt
|
|
|
1,017 |
|
|
|
820 |
|
Long-term debt
|
|
|
- |
|
|
|
22 |
|
Long-term debt, related parties
|
|
|
92 |
|
|
|
592 |
|
Total long-term liabilities
|
|
|
1,376 |
|
|
|
1,791 |
|
|
|
|
|
|
|
|
|
|
Total liabilities
|
|
|
6,522 |
|
|
|
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 September 30,
2022 and December 31, 2021. Liquidation preference of $286 at
September 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
September 30, 2022 and December 31, 2021. Liquidation preference of
$1,049 at September 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
September 30, 2022 and December 31, 2021. Liquidation preference of
$3,263 at September 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
September 30, 2022 and December 31, 2021, respectively. Liquidation
preference of $438 and $763 at September 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
September 30, 2022 and December 31, 2021, respectively. Liquidation
preference of $888 and $1,736 at September 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
September 30, 2022 and December 31, 2021, respectively. Liquidation
preference of $1,071 and $1,426 at September 30, 2022 and December
31, 2021, respectively.
|
|
|
892 |
|
|
|
1,187 |
|
Series F-2 convertible preferred stock, $0.001 par value; 5.0
shares authorized, 0.5 and 3.2 shares issued and outstanding as of
September 30, 2022 and December 31, 2021, respectively. Liquidation
preference of $535 and $3,237 at September 30, 2022 and December
31, 2021, respectively.
|
|
|
489 |
|
|
|
2,963 |
|
Series G convertible preferred stock, $0.001 par value; 1,000
shares authorized, nil shares issued and outstanding as of
September 30, 2022 and December 31, 2021. Liquidation preference
was nil at September 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 September 30, 2022
and December 31, 2021, respectively
|
|
|
3,432 |
|
|
|
3,403 |
|
Additional paid-in capital
|
|
|
136,366 |
|
|
|
126,800 |
|
Treasury stock at cost
|
|
|
(132 |
) |
|
|
(132 |
) |
Accumulated deficit
|
|
|
(145,502 |
) |
|
|
(142,387 |
) |
|
|
|
|
|
|
|
|
|
Total stockholders deficit
|
|
|
(2,651 |
) |
|
|
(5,445 |
) |
|
|
|
|
|
|
|
|
|
TOTAL LIABILITIES AND
STOCKHOLDERS DEFICIT |
|
$ |
3,871 |
|
|
$ |
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
|
|
|
Nine Months Ended
|
|
|
|
September 30,
|
|
|
September 30,
|
|
|
|
2022
|
|
|
2021
|
|
|
2022
|
|
|
2021
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Sales - devices and
disposables |
|
$ |
3 |
|
|
$ |
19 |
|
|
$ |
13 |
|
|
$ |
21 |
|
Cost of goods sold |
|
|
- |
|
|
|
42 |
|
|
|
2 |
|
|
|
42 |
|
Gross profit (loss)
|
|
|
3 |
|
|
|
(23 |
) |
|
|
11 |
|
|
|
(21 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating expenses: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Research and development
|
|
|
8 |
|
|
|
16 |
|
|
|
38 |
|
|
|
52 |
|
Sales and marketing
|
|
|
52 |
|
|
|
41 |
|
|
|
129 |
|
|
|
107 |
|
General and administrative
|
|
|
1,167 |
|
|
|
407 |
|
|
|
2,229 |
|
|
|
1,747 |
|
Total operating expenses
|
|
|
1,227 |
|
|
|
464 |
|
|
|
2,396 |
|
|
|
1,906 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Loss from operations |
|
|
(1,224 |
) |
|
|
(487 |
) |
|
|
(2,385 |
) |
|
|
(1,927 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other income (expenses):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest expense
|
|
|
(155 |
) |
|
|
(594 |
) |
|
|
(512 |
) |
|
|
(1,050 |
) |
Change in fair value of derivative liability
|
|
|
5 |
|
|
|
(1 |
) |
|
|
13 |
|
|
|
(89 |
) |
Gain from extinguishment of debt
|
|
|
270 |
|
|
|
763 |
|
|
|
345 |
|
|
|
578 |
|
Change in fair value of warrants
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
448 |
|
Other income
|
|
|
2 |
|
|
|
387 |
|
|
|
5 |
|
|
|
414 |
|
Total other income (expense)
|
|
|
122 |
|
|
|
555 |
|
|
|
(149 |
) |
|
|
301 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Loss before income taxes |
|
|
(1,102 |
) |
|
|
68 |
|
|
|
(2,534 |
) |
|
|
(1,626 |
) |
Provision for income taxes |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income (loss) |
|
|
(1,102 |
) |
|
|
68 |
|
|
|
(2,534 |
) |
|
|
(1,626 |
) |
Preferred stock dividends |
|
|
48 |
|
|
|
(119 |
) |
|
|
(581 |
) |
|
|
(296 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
NET LOSS ATTRIBUTABLE TO
COMMON STOCKHOLDERS |
|
$ |
(1,054 |
) |
|
$ |
(51 |
) |
|
$ |
(3,115 |
) |
|
$ |
(1,922 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
NET LOSS PER SHARE ATTRIBUTABLE
TO COMMON STOCKHOLDERS |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic
|
|
$ |
(0.03 |
) |
|
$ |
(0.00 |
) |
|
$ |
(0.11 |
) |
|
$ |
(0.14 |
) |
Diluted
|
|
$ |
(0.03 |
) |
|
$ |
(0.00 |
) |
|
$ |
(0.11 |
) |
|
$ |
(0.14 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted average shares
outstanding |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic
|
|
|
34,829 |
|
|
|
13,417 |
|
|
|
27,335 |
|
|
|
13,291 |
|
Diluted
|
|
|
34,829 |
|
|
|
13,417 |
|
|
|
27,335 |
|
|
|
13,291 |
|
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 SEPTERMBER 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 June 30,
2022 |
|
|
- |
|
|
$ |
105 |
|
|
|
1 |
|
|
$ |
170 |
|
|
|
3 |
|
|
$ |
531 |
|
|
|
1 |
|
|
$ |
159 |
|
Issuances of common stock to
investors |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Issuances of warrants to
investors |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
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 interest |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Conversion of Series F-2 preferred
stock to common stock |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Stock-based compensation |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Issuances of warrants to
consultants |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Accrued preferred dividends |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Net loss |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Balance at September 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 June 30,
2022 |
|
|
1 |
|
|
$ |
839 |
|
|
|
1 |
|
|
$ |
892 |
|
|
|
3 |
|
|
$ |
2,536 |
|
Issuances of common stock to
investors |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Issuances of warrants to
investors |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
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 interest |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Conversion of Series F-2 preferred
stock to common stock |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
(3 |
) |
|
|
(2,047 |
) |
Stock-based compensation |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Issuances of warrants to
consultants |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Accrued preferred dividends |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Net loss |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Balance at September 30,
2022 |
|
|
1 |
|
|
$ |
839 |
|
|
|
1 |
|
|
$ |
892 |
|
|
|
- |
|
|
$ |
489 |
|
|
|
|
|
|
Additional
|
|
|
|
|
|
|
|
|
|
|
|
|
Common Stock
|
|
|
Paid-in
|
|
|
Treasury
|
|
|
Accumulated
|
|
|
|
|
|
|
|
Shares
|
|
|
Amount
|
|
|
Capital
|
|
|
Stock
|
|
|
Deficit
|
|
|
Total
|
|
Balance at June 30, 2022
|
|
|
27,583 |
|
|
$ |
3,416 |
|
|
$ |
130,166 |
|
|
$ |
(132 |
) |
|
$ |
(144,448 |
) |
|
$ |
(5,766 |
) |
Issuances of common stock to investors
|
|
|
6,637 |
|
|
|
7 |
|
|
|
1,389 |
|
|
|
- |
|
|
|
- |
|
|
|
1,396 |
|
Issuances of warrants to investors
|
|
|
- |
|
|
|
- |
|
|
|
1,796 |
|
|
|
- |
|
|
|
- |
|
|
|
1,796 |
|
Issuance of common stock for payment of Series D preferred
dividends
|
|
|
17 |
|
|
|
- |
|
|
|
10 |
|
|
|
- |
|
|
|
- |
|
|
|
10 |
|
Issuance of common stock for payment of Series E preferred
dividends
|
|
|
117 |
|
|
|
- |
|
|
|
67 |
|
|
|
- |
|
|
|
- |
|
|
|
67 |
|
Issuance of common stock for payment of interest
|
|
|
121 |
|
|
|
- |
|
|
|
70 |
|
|
|
- |
|
|
|
- |
|
|
|
70 |
|
Conversion of Series F-2 preferred stock to common stock
|
|
|
8,944 |
|
|
|
9 |
|
|
|
2,038 |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Stock-based compensation
|
|
|
- |
|
|
|
- |
|
|
|
44 |
|
|
|
- |
|
|
|
- |
|
|
|
44 |
|
Issuances of warrants to consultants
|
|
|
- |
|
|
|
- |
|
|
|
786 |
|
|
|
- |
|
|
|
- |
|
|
|
786 |
|
Accrued preferred dividends
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
48 |
|
|
|
48 |
|
Net loss
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
(1,102 |
) |
|
|
(1,102 |
) |
Balance at September 30, 2022
|
|
|
43,419 |
|
|
$ |
3,432 |
|
|
$ |
136,366 |
|
|
$ |
(132 |
) |
|
$ |
(145,502 |
) |
|
$ |
(2,651 |
) |
The accompanying notes are an integral part of these consolidated
statements.
GUIDED THERAPEUTICS, INC. AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF STOCKHOLDERS’
DEFICIT
FOR THE NINE MONTHS ENDED SEPTEMBER 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
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Issuances of common stock to investors
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Issuances of warrants to investors
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
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
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Issuances of warrants to consultants
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Accrued preferred dividends
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Net loss
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Balance at September 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
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Issuances of common stock to investors
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Issuances of warrants to investors
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
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
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
(3 |
) |
|
|
(2,474 |
) |
Stock-based compensation
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Issuances of warrants to consultants
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Accrued preferred dividends
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Net loss
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Balance at September 30, 2022
|
|
|
1 |
|
|
$ |
839 |
|
|
|
1 |
|
|
$ |
892 |
|
|
|
- |
|
|
$ |
489 |
|
|
|
|
|
|
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 |
|
Issuances of common stock to investors
|
|
|
6,637 |
|
|
|
7 |
|
|
|
1,389 |
|
|
|
- |
|
|
|
- |
|
|
|
1,396 |
|
Issuances of warrants to investors
|
|
|
- |
|
|
|
- |
|
|
|
1,796 |
|
|
|
- |
|
|
|
- |
|
|
|
1,796 |
|
Issuance of common stock for payment of Series D preferred
dividends
|
|
|
65 |
|
|
|
- |
|
|
|
39 |
|
|
|
- |
|
|
|
- |
|
|
|
39 |
|
Issuance of common stock for payment of Series E preferred
dividends
|
|
|
181 |
|
|
|
- |
|
|
|
102 |
|
|
|
- |
|
|
|
- |
|
|
|
102 |
|
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
|
|
|
242 |
|
|
|
- |
|
|
|
150 |
|
|
|
- |
|
|
|
- |
|
|
|
150 |
|
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
|
|
|
10,808 |
|
|
|
11 |
|
|
|
2,463 |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Stock-based compensation
|
|
|
- |
|
|
|
- |
|
|
|
132 |
|
|
|
- |
|
|
|
- |
|
|
|
132 |
|
Issuances of warrants to consultants
|
|
|
- |
|
|
|
- |
|
|
|
865 |
|
|
|
- |
|
|
|
- |
|
|
|
865 |
|
Accrued preferred dividends
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
(581 |
) |
|
|
(581 |
) |
Net loss
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
(2,534 |
) |
|
|
(2,534 |
) |
Balance at September 30, 2022
|
|
|
43,419 |
|
|
$ |
3,432 |
|
|
$ |
136,366 |
|
|
$ |
(132 |
) |
|
$ |
(145,502 |
) |
|
$ |
(2,651 |
) |
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 SEPTEMBER 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 June 30, 2021
|
|
|
- |
|
|
$ |
105 |
|
|
|
1 |
|
|
$ |
170 |
|
|
|
3 |
|
|
$ |
531 |
|
|
|
1 |
|
|
$ |
276 |
|
Issuance of common stock for Series D preferred dividends
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Issuance of common stock for Series E preferred dividends
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Series G redemption
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Stock-based compensation
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Accrued preferred dividends
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Net income
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Balance at September 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 June 30, 2021
|
|
|
2 |
|
|
$ |
1,639 |
|
|
|
1 |
|
|
$ |
1,195 |
|
|
|
3 |
|
|
$ |
2,963 |
|
|
|
62 |
|
|
$ |
- |
|
Issuance of common stock for Series D preferred dividends
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Issuance of common stock for Series E preferred dividends
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Series G redemption
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
(62 |
) |
|
|
- |
|
Stock-based compensation
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Accrued preferred dividends
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Net income
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Balance at September 30, 2021
|
|
|
2 |
|
|
$ |
1,639 |
|
|
|
1 |
|
|
$ |
1,195 |
|
|
|
3 |
|
|
$ |
2,963 |
|
|
|
- |
|
|
$ |
- |
|
|
|
|
|
|
Additional
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Common Stock
|
|
|
Paid-In
|
|
|
Treasury
|
|
|
Accumulated
|
|
|
|
|
|
|
|
Shares
|
|
|
Amount
|
|
|
Capital
|
|
|
Stock
|
|
|
Deficit
|
|
|
|
Total
|
|
Balance at June 30, 2021
|
|
|
13,297 |
|
|
$ |
3,403 |
|
|
$ |
126,353 |
|
|
$ |
(132 |
) |
|
$ |
(141,878 |
) |
|
$ |
(7,992 |
) |
Issuance of common stock for Series D preferred dividends
|
|
|
22 |
|
|
|
- |
|
|
|
11 |
|
|
|
- |
|
|
|
- |
|
|
|
11 |
|
Issuance of common stock for Series E preferred dividends
|
|
|
288 |
|
|
|
- |
|
|
|
118 |
|
|
|
- |
|
|
|
- |
|
|
|
118 |
|
Series G redemption
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Stock-based compensation
|
|
|
- |
|
|
|
- |
|
|
|
56 |
|
|
|
- |
|
|
|
- |
|
|
|
56 |
|
Accrued preferred dividends
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
(119 |
) |
|
|
(119 |
) |
Net income
|
|
|
|
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
68 |
|
|
|
68 |
|
Balance at September 30, 2021
|
|
|
13,607 |
|
|
$ |
3,403 |
|
|
$ |
126,650 |
|
|
$ |
(132 |
) |
|
$ |
(141,929 |
) |
|
$ |
(7,746 |
) |
The accompanying notes are an integral part of these consolidated
financial statements.
GUIDED THERAPEUTICS, INC. AND SUBSIDIARY
|
CONSOLIDATED STATEMENTS OF STOCKHOLDERS’
DEFICIT
|
FOR THE NINE MONTHS ENDING SEPTEMBER 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
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Issuance of common stock for Series E preferred dividends
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Series G preferred offering
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Series G redemption
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Issuance of common stock to finders
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Issuance of warrants to consultants
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Warrants issued
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Conversions of warrants from liability to equity
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Stock-based compensation
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Accrued preferred dividends
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Net loss
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Balance at September 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
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Issuance of common stock for Series E preferred dividends
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Series G preferred offering
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
153 |
|
|
|
- |
|
Series G redemption
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
(153 |
) |
|
|
- |
|
Issuance of common stock to finders
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Issuance of warrants to consultants
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Warrants issued
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Conversions of warrants from liability to equity
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Stock-based compensation
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Accrued preferred dividends
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Net loss
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Balance at September 30, 2021
|
|
|
2 |
|
|
$ |
1,639 |
|
|
|
1 |
|
|
$ |
1,195 |
|
|
|
3 |
|
|
$ |
2,963 |
|
|
|
- |
|
|
$ |
- |
|
|
|
|
|
|
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
|
|
|
83 |
|
|
|
- |
|
|
|
39 |
|
|
|
- |
|
|
|
- |
|
|
|
39 |
|
Issuance of common stock for Series E preferred dividends
|
|
|
288 |
|
|
|
- |
|
|
|
118 |
|
|
|
- |
|
|
|
- |
|
|
|
118 |
|
Series G preferred offering
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Series G redemption
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Issuance of common stock to finders
|
|
|
98 |
|
|
|
- |
|
|
|
54 |
|
|
|
- |
|
|
|
- |
|
|
|
54 |
|
Issuance of warrants to consultants
|
|
|
- |
|
|
|
- |
|
|
|
1,093 |
|
|
|
- |
|
|
|
- |
|
|
|
1,093 |
|
Warrants issued
|
|
|
- |
|
|
|
- |
|
|
|
304 |
|
|
|
- |
|
|
|
- |
|
|
|
304 |
|
Conversions of warrants from liability to equity
|
|
|
- |
|
|
|
- |
|
|
|
1,755 |
|
|
|
- |
|
|
|
- |
|
|
|
1,755 |
|
Stock-based compensation
|
|
|
- |
|
|
|
- |
|
|
|
178 |
|
|
|
- |
|
|
|
- |
|
|
|
178 |
|
Accrued preferred dividends
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
(296 |
) |
|
|
(296 |
) |
Net loss
|
|
|
|
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
(1,626 |
) |
|
|
(1,626 |
) |
Balance at September 30, 2021
|
|
|
13,607 |
|
|
$ |
3,403 |
|
|
$ |
126,650 |
|
|
$ |
(132 |
) |
|
$ |
(141,878 |
) |
|
$ |
(5,078 |
) |
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)
|
|
|
|
|
|
|
|
|
|
Nine Months ended
|
|
|
|
September 30,
|
|
|
|
2022
|
|
|
2021
|
|
CASH FLOWS FROM OPERATING ACTIVITIES:
|
|
|
|
|
|
|
Net loss
|
|
$ |
(2,534 |
) |
|
$ |
(1,626 |
) |
Adjustments to reconcile net loss to net cash used in operating
activities:
|
|
|
|
|
|
|
|
|
Depreciation
|
|
|
1 |
|
|
|
1 |
|
Amortization of debt issuance costs and discounts
|
|
|
111 |
|
|
|
250 |
|
Amortization of beneficial conversion feature
|
|
|
- |
|
|
|
37 |
|
Stock based compensation
|
|
|
132 |
|
|
|
178 |
|
Change in fair value of warrants
|
|
|
- |
|
|
|
(448 |
) |
Extinguishment of derivative liability
|
|
|
- |
|
|
|
(84 |
) |
Change in fair value of derivative liability
|
|
|
(13 |
) |
|
|
89 |
|
Amortization of lease right-of-use-asset
|
|
|
50 |
|
|
|
66 |
|
Expense for warrants issued to consultants
|
|
|
865 |
|
|
|
585 |
|
Gain from extinguishment of debt
|
|
|
(345 |
) |
|
|
(578 |
) |
Other non-cash expenses
|
|
|
156 |
|
|
|
109 |
|
Change in operating assets and liabilities:
|
|
|
|
|
|
|
|
|
Accounts
receivable
|
|
|
16 |
|
|
|
- |
|
Inventory
|
|
|
(25 |
) |
|
|
14 |
|
Other current
assets
|
|
|
332 |
|
|
|
(88 |
) |
Other non-current
assets
|
|
|
- |
|
|
|
(17 |
) |
Accounts payable
and accrued liabilities
|
|
|
(7 |
) |
|
|
(435 |
) |
Lease
liabilities
|
|
|
(51 |
) |
|
|
(41 |
) |
Deferred
revenue
|
|
|
172 |
|
|
|
237 |
|
NET CASH USED IN OPERATING ACTIVITIES
|
|
|
(1,140 |
) |
|
|
(1,751 |
) |
|
|
|
|
|
|
|
|
|
CASH FLOWS FROM INVESTING ACTIVITIES:
|
|
|
|
|
|
|
|
|
Purchase of property and equipment
|
|
|
(28 |
) |
|
|
(10 |
) |
NET
CASH USED FOR INVESTING ACTIVITIES
|
|
|
(28 |
) |
|
|
(10 |
) |
|
|
|
|
|
|
|
|
|
CASH FLOWS FROM FINANCING ACTIVITIES:
|
|
|
|
|
|
|
|
|
Proceeds from warrant
exercises
|
|
|
495 |
|
|
|
- |
|
Proceeds from debt
financing
|
|
|
- |
|
|
|
1,248 |
|
Payments made on notes
payable
|
|
|
(465 |
) |
|
|
(1,415 |
) |
Payments of debt issuance costs
|
|
|
- |
|
|
|
(86 |
) |
Note payable default
penalty
|
|
|
- |
|
|
|
398 |
|
Proceeds from issuances of
common stock, net of costs
|
|
|
1,396 |
|
|
|
- |
|
Proceeds from issuances of
warrants, net of costs
|
|
|
1,796 |
|
|
|
- |
|
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
|
|
|
- |
|
|
|
(125 |
) |
NET CASH PROVIDED BY FINANCING ACTIVITIES
|
|
|
3,222 |
|
|
|
2,120 |
|
|
|
|
|
|
|
|
|
|
NET CHANGE IN CASH
|
|
|
2,054 |
|
|
|
359 |
|
|
|
|
|
|
|
|
|
|
Cash at beginning of period
|
|
|
643 |
|
|
|
182 |
|
|
|
|
|
|
|
|
|
|
CASH AT END OF PERIOD
|
|
$ |
2,697 |
|
|
$ |
541 |
|
|
|
|
|
|
|
|
|
|
SUPPLEMENTAL DISCLOSURE FOR OPERATING
ACTIVITIES:
|
|
|
|
|
|
|
|
|
Cash paid for interest
|
|
$ |
89 |
|
|
$ |
552 |
|
|
|
|
|
|
|
|
|
|
SUPPLEMENTAL DISCLOSURE FOR NON-CASH INVESTING AND
FINANCING ACTIVITIES:
|
|
|
|
|
|
|
|
|
Dividends on preferred stock
|
|
$ |
581 |
|
|
$ |
296 |
|
Settlement of interest through common stock issuance
|
|
$ |
151 |
|
|
$ |
- |
|
Debt from related parties exchanged for Preferred series F-2
shares
|
|
$ |
- |
|
|
$ |
323 |
|
Issuance of series F-2 preferred stock
|
|
$ |
- |
|
|
$ |
2,236 |
|
Issuance of warrants to finders in connection with Series F and
Series F-2 preferred stock
|
|
$ |
- |
|
|
$ |
377 |
|
Settlement of dividends through common stock issuance
|
|
$ |
722 |
|
|
$ |
157 |
|
Settlement of accounts payable through common stock issuance
|
|
$ |
- |
|
|
$ |
62 |
|
Warrants exchanged for fixed price warrants
|
|
$ |
- |
|
|
$ |
1,755 |
|
Warrants issued with debt
|
|
$ |
- |
|
|
$ |
304 |
|
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
|
|
$ |
2,473 |
|
|
$ |
- |
|
Directors and officers insurance obtained with financing
|
|
$ |
124 |
|
|
$ |
- |
|
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 September 30, 2022 and
December 31, 2021, and the consolidated results of operations and
cash flows for the three and nine-month periods ended September 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 September 30, 2022, it
had an accumulated deficit of approximately $145.5 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 September 30, 2022, the Company had a negative working capital
of approximately $1.8 million, accumulated deficit of $145.5
million and incurred a net loss including preferred dividends of
$3.1 million for the nine months then ended. Stockholders’ deficit
totaled approximately $2.7 million at September 30, 2022, primarily
due to recurring net losses from operations.
During the nine-month period ended September 30, 2022, the Company
raised $3.2 million from the sale of common stock and warrants (net
of expenses), and $495 thousand 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 40.1 million
shares of its common stock outstanding at September 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 $8.6 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 September 30, 2022 and December 31, 2021:
|
|
(in thousands)
|
|
|
|
September 30,
|
|
|
December 31,
|
|
|
|
2022
|
|
|
2021
|
|
|
|
|
|
|
|
|
Raw materials
|
|
$ |
1,274 |
|
|
$ |
1,255 |
|
Work-in-progress
|
|
|
70 |
|
|
|
69 |
|
Finished goods
|
|
|
37 |
|
|
|
32 |
|
Inventory reserve
|
|
|
(785 |
) |
|
|
(785 |
) |
|
|
|
|
|
|
|
|
|
Total inventory
|
|
$ |
596 |
|
|
$ |
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 September 30, 2022 and December 31, 2021:
|
|
|
(in thousands)
|
|
|
|
|
September 30,
|
|
|
December 31,
|
|
|
|
|
2022
|
|
|
2021
|
|
|
|
|
|
|
|
|
|
Equipment
|
|
|
$ |
1,085 |
|
|
$ |
1,048 |
|
Software
|
|
|
|
653 |
|
|
|
652 |
|
Furniture and fixtures
|
|
|
|
|