8-K
0001964979false0001964979alur:WarrantsToPurchase1420455SharesOfCommonStockEachAtAnExercisePriceOf810PerShareOfCommonStockMember2025-05-142025-05-140001964979alur:CommonStockParValue00001PerShareMember2025-05-142025-05-1400019649792025-05-142025-05-14

 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): May 14, 2025

 

 

Allurion Technologies, Inc.

(Exact name of Registrant as Specified in Its Charter)

 

 

Delaware

001-41767

92-2182207

(State or Other Jurisdiction
of Incorporation)

(Commission File Number)

(IRS Employer
Identification No.)

 

 

 

 

 

11 Huron Drive

 

Natick, Massachusetts

 

01760

(Address of Principal Executive Offices)

 

(Zip Code)

 

Registrant’s Telephone Number, Including Area Code: (508) 647-4000

 

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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


Title of each class

 

Trading
Symbol(s)

 


Name of each exchange on which registered

Common stock, par value $0.0001 per share

 

ALUR

 

The New York Stock Exchange

Warrants to purchase 0.056818 shares of common stock, each at an exercise price of $202.50 per share of common stock

 

ALUR WS

 

The New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

 


Item 2.02 Results of Operations and Financial Condition.

On May 14, 2025, Allurion Technologies, Inc. issued a press release announcing its financial results for the three months ended March 31, 2025. The full text of that press release is attached to this Current Report on Form 8-K as Exhibit 99.1 and is incorporated herein by reference.

The information contained in this Item 2.02 of this Current Report on Form 8-K, including Exhibit 99.1 attached hereto, is intended to be furnished and shall not be deemed to be "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities of that section, and shall not be incorporated by reference into any registration statement or other document filed under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference to such filing.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

 

 

 

Exhibit

Description

99.1

Press Release issued by the registrant on May 14, 2025 furnished herewith.

104

Cover Page Interactive Data File (embedded within the Inline XBRL document)

 


SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

 

 

ALLURION TECHNOLOGIES, INC.

 

 

 

 

Date:

May 14, 2025

By:

/s/ Brendan M. Gibbons

 

 

Name:

Title:

Brendan M. Gibbons
Chief Legal Officer

 


Exhibit 99.1

Allurion Reports First Quarter 2025 Financial Results and Provides Business Update

NATICK, Mass.—May 14, 2025 — (BUSINESS WIRE) — Allurion Technologies, Inc. (NYSE: ALUR) (“Allurion” or the “Company”), a pioneer in metabolically healthy weight loss, today announced its financial results for the first quarter and provided a business update.

Recent Company Highlights and Outlook

 

Maintaining 2025 revenue guidance of approximately $30 million with a reduction of approximately 50% in operating expenses compared to 2024
First quarter revenue of $5.6 million and operating expenses of $11.4 million, a 37% decrease in operating expenses compared to prior year; adjusted operating expenses of $10.1 million, a 45% decrease compared to prior year
Net operating loss of $7.3 million, a 36% reduction compared to prior year; adjusted net operating loss of $5.9 million, a 48% reduction compared to prior year
Gross margin of 75% compared to 73% in the prior year and 45% in the previous quarter, with no material impact expected from tariffs
Presented topline AUDACITY results to FDA, successfully completed Pre-PMA meeting, and on track for submission of final module of PMA by end of June
Selected sites and drafted protocol for prospective trial on combination of Allurion Program with low-dose GLP-1 medications to maintain muscle mass and increase GLP-1 adherence

 

“We are excited about our strong start to 2025, a year we expect to be rich in potential catalysts,” said Dr. Shantanu Gaur, Founder and Chief Executive Officer. “Our financial results reflect increased efficiency as we move toward profitability, with expenses continuing to reduce, gross margin expanding, and operating loss narrowing. After completing our pre-PMA meeting with FDA, where we discussed our topline results from our AUDACITY trial, we expect to complete our PMA submission on schedule.

“We believe there is a massive and largely untapped opportunity for the Allurion Program to be not just an alternative to GLP-1 medications, but complementary to them,” continued Dr. Gaur. “Our focus on ‘Metabolically Healthy Weight Loss’—losing weight, keeping it off, and maintaining muscle—through the combination of the Allurion Program with low-dose GLP-1s has resonated with providers, patients, and potential partners, because, we believe, the combination addresses the shortcomings of GLP-1s. We look forward to further strengthening the evidence behind this combination approach in our prospective trial, which we expect to start enrolling this year.”

First Quarter Financial Results

Total revenue for the quarter ended March 31, 2025 was $5.6 million, compared to $9.4 million for the same period in 2024.

Gross profit for the first quarter ended March 31, 2025 was $4.2 million, or 75% of revenue, compared to $6.9 million, or 73% of revenue, for the same period in 2024.

 

Total operating expenses for the first quarter ended March 31, 2025 were $11.4 million, compared to $18.3 million for the same period in 2024. Adjusted operating expenses for the first quarter were $10.1 million, excluding $1.4 million of one-time costs related to financings.


 

Sales and marketing expenses for the first quarter ended March 31, 2025 were $3.6 million, compared to $6.1 million for the same period in 2024. The reduction in expense was primarily driven by increased operating efficiency and the restructuring initiatives implemented during the fourth quarter of 2024, which re-focused spending on more efficient channels.

Research and Development expenses for the first quarter ended March 31, 2025 were $2.6 million, compared to $5.7 million for the same period in 2024. The reduction was primarily driven by reduced costs related to the AUDACITY trial and restructuring initiatives implemented during the fourth quarter of 2024.

General and administrative (“G&A”) expenses for the first quarter ended March 31, 2025 were $5.2 million, compared to $6.4 million for the same period in 2024. Adjusted G&A expenses were $3.8 million, excluding one-time financing costs of $1.4 million. The reduction was primarily driven by the restructuring initiatives implemented during the fourth quarter of 2024.

 

Net operating loss for the first quarter ended March 31, 2025 was $7.3 million, which included $1.4 million of one-time financing costs, compared to $11.4 million for the same period in 2024. Adjusted loss from operations for the first quarter ended March 31, 2025 was $5.9 million, which excluded one-time financing costs of $1.4 million. The reduction compared to prior year was driven by restructuring initiatives implemented during the fourth quarter of 2024.

Cash balance on March 31, 2025 was $20.4 million.

 

Conference Call and Webcast Details

 

Company management will host a conference call to discuss financial results and provide a business update on May 14, 2025 at 8:30 AM ET.

 

To access the conference call by telephone, please dial (888) 330-3417 (domestic) or +1 646 960 0804 (international) and use Conference ID 1905455. To listen to the conference call via live audio webcast, please visit the Events section of Allurion’s Investor Relations website at Allurion - Events & Presentations.

 

About Allurion

 

Allurion is a pioneer in metabolically healthy weight loss. The Allurion Program is a weight loss platform that features the Allurion Gastric Balloon, the world’s first and only swallowable, procedure-less™ intragastric balloon for weight loss, and offers access to the Allurion Virtual Care Suite, including the Allurion Mobile App for consumers, Allurion Insights for health care providers featuring the Coach Iris AI Platform, and the Allurion Connected Scale. The Allurion Virtual Care Suite is also available to providers separately from the Allurion Program to help customize, monitor and manage weight loss therapy for patients regardless of their treatment plan, which may include a gastric balloon, surgical treatment, medical treatment, or nutritional solutions. The Allurion Gastric Balloon is an investigational device in the United States.

 

For more information about Allurion and the Allurion Program, please visit www.allurion.com.

 

Allurion is a trademark of Allurion Technologies, Inc. in the United States and countries around the world.

 


 

Non-GAAP Financial Measures

 

Relevant income statement items contained in this release are also presented on an "adjusted" basis, which exclude items that are of a one-time nature that do not impact the ongoing performance of the business and reflect the way the Company's management and the Board of Directors view the performance of the Company internally. The Company believes that excluding the effects of these items from its operating results allows management and investors to effectively compare the true underlying financial performance of its business from period to period and against its global peers.

 

Forward-Looking Statements

 

This press release contains forward-looking statements that reflect Allurion’s beliefs and assumptions based on information currently available. In some cases, you can identify forward-looking statements by the following words: “may,” “will,” “could,” “would,” “should,” “expect,” “intend,” “plan,” “anticipate,” “believe,” “estimate,” “predict,” “project,” “potential,” “continue,” “ongoing” or the negative of these terms or other comparable terms, although not all forward-looking statements contain these words. Although Allurion believes it has a reasonable basis for each forward-looking statement contained in this release, these statements involve risks and uncertainties that may cause actual results, levels of activity, performance or achievements to be materially different from the information expressed or implied by these forward-looking statements.

 

Forward-looking statements in this press release include, but are not limited to, statements regarding: the Company’s financial outlook for 2025, including the anticipated impact of the 2024 restructuring plan on the Company’s operating expenses and its ability to achieve profitability; the outcome of the Company’s PMA seeking FDA approval of the Allurion Balloon following the topline readout of the AUDACITY clinical trial; the performance and market acceptance of Allurion’s products for patients using different weight loss therapies, as well as the Company’s ability to expand this aspect of its business further in 2025; the outcomes of anticipated studies on the combination of GLP-1s with the Allurion Balloon and the impact on demand for our products and services; ; and the market and demand for our products and weight-loss solutions in general, including GLP-1 drugs and elective procedures.

 

Allurion cannot assure you that the forward-looking statements in this press release will prove to be accurate. These forward looking statements are subject to a number of risks and uncertainties, including, among others, general economic, political and business conditions; the ability of Allurion to obtain and maintain regulatory approval for, and successfully commercialize, the Allurion Program; the timing of, and results from, Allurion’s clinical studies and trials, including with respect to the combination of GLP-1s with the Allurion Balloon; the evolution of the markets in which Allurion competes, including the impact of GLP-1 drugs; the ability of Allurion to maintain its listing on the New York Stock Exchange; a changing regulatory landscape in the highly competitive industry in which Allurion competes; and those factors discussed under the heading “Risk Factors” in the Company's Annual Report on Form 10-K filed with the Securities and Exchange Commission (“SEC”) on March 27, 2025, and updated from time to time by its other filings with the SEC. Undue reliance should not be placed on forward-looking statements, which speak only as of the date they are made. Allurion undertakes no obligation to update any forward-looking statements to reflect any new information, events, or circumstances after the date they are made, or to reflect the occurrence of unanticipated events, other than as required by applicable law.

 

 


 

 

Condensed Consolidated Statements of Operations

(dollars in thousands, except per share amounts)(unaudited)

 

 

Three Months Ended March 31,

 

 

2025

 

 

2024

 

Revenue

 

$

5,580

 

 

$

9,386

 

Cost of revenue

 

 

1,419

 

 

 

2,520

 

Gross profit

 

 

4,161

 

 

 

6,866

 

Operating expenses:

 

 

 

 

 

 

Sales and marketing

 

 

3,621

 

 

 

6,145

 

Research and development

 

 

2,624

 

 

 

5,725

 

General and administrative

 

 

5,198

 

 

 

6,386

 

Total operating expenses:

 

 

11,443

 

 

 

18,256

 

Loss from operations

 

 

(7,282

)

 

 

(11,390

)

Other income (expense):

 

 

 

 

 

 

Interest expense

 

 

 

 

 

(1,931

)

Changes in fair value of warrants

 

 

5,669

 

 

 

3,131

 

Changes in fair value of debt

 

 

6,170

 

 

 

 

Changes in fair value of Revenue Interest Financing and PIPE Conversion Option

 

 

2,220

 

 

 

1,490

 

Changes in fair value of earn-out liabilities

 

 

910

 

 

 

14,190

 

Other income (expense), net

 

 

(213

)

 

 

172

 

Total other income (expense):

 

 

14,756

 

 

 

17,052

 

Income before income taxes

 

 

7,474

 

 

 

5,662

 

Provision for income taxes

 

 

(95

)

 

 

(76

)

Net income

 

$

7,379

 

 

$

5,586

 

Net income per share

 

 

 

 

 

 

Basic

 

$

1.54

 

 

$

2.92

 

Diluted

 

$

0.20

 

 

$

2.78

 

Weighted-average shares outstanding

 

 

 

 

 

 

Basic

 

 

4,778,542

 

 

 

1,911,181

 

Diluted

 

 

6,017,438

 

 

 

1,967,885

 

 


 

 

Condensed Consolidated Balance Sheets

(dollars in thousands, except share amounts)(unaudited)

 

 

March 31,

 

 

December 31,

 

 

2025

 

 

2024

 

Assets

 

 

 

 

 

 

Current assets:

 

 

 

 

 

 

Cash and cash equivalents

 

$

20,408

 

 

$

15,379

 

Accounts receivable, net of allowance of doubtful accounts of $6,455 and $6,701, respectively

 

 

8,309

 

 

 

7,134

 

Inventory, net

 

 

3,352

 

 

 

3,400

 

Prepaid expenses and other current assets

 

 

1,097

 

 

 

1,243

 

Total current assets

 

 

33,166

 

 

 

27,156

 

Property and equipment, net

 

 

2,297

 

 

 

2,469

 

Right-of-use asset

 

 

1,870

 

 

 

2,079

 

Other long-term assets

 

 

1,081

 

 

 

1,109

 

Total assets

 

$

38,414

 

 

$

32,813

 

Liabilities and Stockholders’ Deficit

 

 

 

 

 

 

Current liabilities:

 

 

 

 

 

 

Accounts payable

 

$

4,976

 

 

$

6,572

 

Current portion of lease liabilities

 

 

829

 

 

 

869

 

Accrued expenses and other current liabilities

 

 

10,092

 

 

 

11,422

 

Total current liabilities

 

 

15,897

 

 

 

18,863

 

Convertible notes payable

 

 

30,960

 

 

 

35,710

 

Warrant liabilities

 

 

9,264

 

 

 

4,567

 

Revenue Interest Financing liability

 

 

50,000

 

 

 

49,200

 

Earn-out liabilities

 

 

180

 

 

 

1,090

 

Lease liabilities, net of current portion

 

 

1,186

 

 

 

1,344

 

Other liabilities

 

 

717

 

 

 

17

 

Total liabilities

 

$

108,204

 

 

$

110,791

 

Commitments and Contingencies

 

 

 

 

 

 

Stockholders’ deficit:

 

 

 

 

 

 

Preferred stock, $0.0001 par value — 100,000,000 shares authorized as of March 31, 2025; no shares issued and outstanding as of March 31, 2025 and December 31, 2024

 

 

 

 

 

 

Common stock, $0.0001 par value - 1,000,000,000 shares authorized as of March 31, 2025; 5,963,549 and 2,710,607 shares issued and outstanding as of March 31, 2025 and December 31, 2024, respectively

 

5

 

 

3

 

Additional paid-in capital

 

 

157,843

 

 

 

152,596

 

Accumulated other comprehensive income

 

 

3,930

 

 

 

8,370

 

Accumulated deficit

 

 

(231,568

)

 

 

(238,947

)

Total stockholders’ deficit

 

 

(69,790

)

 

 

(77,978

)

Total liabilities and stockholders’ deficit

 

$

38,414

 

 

$

32,813

 

 


 

Non-GAAP Net Operating Loss Reconciliation

(dollars in thousands)(unaudited)

 

 

Three Months Ended March 31, 2025

 

 

GAAP Results

 

 

One-time Financing Costs

 

 

Adjusted Results

 

Revenue

 

$

5,580

 

 

$

 

 

$

5,580

 

Cost of revenue

 

 

1,419

 

 

 

 

 

 

1,419

 

Gross profit

 

 

4,161

 

 

 

 

 

 

4,161

 

Operating expenses:

 

 

 

 

 

 

 

 

 

Sales and marketing

 

 

3,621

 

 

 

 

 

 

3,621

 

Research and development

 

 

2,624

 

 

 

 

 

 

2,624

 

General and administrative

 

 

5,198

 

 

 

1,390

 

 

 

3,808

 

Total operating expenses:

 

 

11,443

 

 

 

1,390

 

 

 

10,053

 

Loss from operations

 

 

(7,282

)

 

 

(1,390

)

 

 

(5,892

)

Other income (expense):

 

 

 

 

 

 

 

 

 

Interest expense

 

 

 

 

 

 

 

 

 

Changes in fair value of warrants

 

 

5,669

 

 

 

 

 

 

5,669

 

Changes in fair value of debt

 

 

6,170

 

 

 

 

 

 

6,170

 

Changes in fair value of Revenue Interest Financing and PIPE Conversion Option

 

 

2,220

 

 

 

 

 

 

2,220

 

Changes in fair value of earn-out liabilities

 

 

910

 

 

 

 

 

 

910

 

Other income (expense), net

 

 

(213

)

 

 

 

 

 

(213

)

Total other income:

 

 

14,756

 

 

 

 

 

 

14,756

 

Income before income taxes

 

 

7,474

 

 

 

(1,390

)

 

 

8,864

 

Provision for income taxes

 

 

(95

)

 

 

 

 

 

(95

)

Net income

 

$

7,379

 

 

$

(1,390

)

 

$

8,769

 

 

Additional Non-GAAP Reconciliations

(unaudited)

 

 

Three Months Ended March 31, 2025

 

Change in Operating Expenses, as reported

 

 

(37

)%

Non-GAAP adjustments

 

 

(8

)%

Change in Operating Expenses, adjusted

 

 

(45

)%

 

 

Three Months Ended March 31, 2025

 

Change in Net Operating Loss, as reported

 

 

(36

)%

Non-GAAP adjustments

 

 

(12

)%

Change in Net Operating Loss, adjusted

 

 

(48

)%

 


 

Investor / Media Contact
[email protected]
 

Source: Allurion Technologies, Inc.