AWHL 10-Q

Aspira Women's Health Inc. (AWHL)

10-Q 2021-08-12 For: 2021-06-30

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Added on April 06, 2026

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Delaware		33-0595156
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)
12117 Bee Caves Road, Building Three, Suite 100, Austin, Texas		78738
(Address of principal executive offices)		(Zip Code)


Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, par value $0.001 per share	AWH	The NASDAQ Stock Market



		Page
PART I	Financial Information	3
Item 1	Financial Statements	3
	Condensed Consolidated Balance Sheets as of June 30, 2021 and December 31, 2020 (unaudited)	3
	Condensed Consolidated Statements of Operations for the three and six months ended June 30, 2021 and 2020 (unaudited)	4
	Condensed Consolidated Statements of Changes in Stockholders’ Equity for the three and six months ended June 30, 2021 and 2020 (unaudited)	5
	Condensed Consolidated Statements of Cash Flows for the six months ended June 30, 2021 and 2020 (unaudited)	6
	Notes to Condensed Consolidated Financial Statements (unaudited)	7
Item 2	Management's Discussion and Analysis of Financial Condition and Results of Operations	15
Item 3	Quantitative and Qualitative Disclosures About Market Risk	30
Item 4	Controls and Procedures	30
PART II	Other Information	30
Item 1	Legal Proceedings	30
Item 1A	Risk Factors	30
Item 6	Exhibits	32
SIGNATURES		33


	June 30,		December 31,
	2021		2020
Assets
Current assets:
Cash and cash equivalents	$	52,993	$	16,631
Accounts receivable		1,073		865
Prepaid expenses and other current assets		740		1,077
Inventories		101		30
Total current assets		54,907		18,603
Property and equipment, net		546		583
Right-of-use assets		376		406
Other assets		-		13
Total assets	$	55,829	$	19,605
Liabilities and Stockholders’ Equity
Current liabilities:
Accounts payable	$	1,436	$	1,103
Accrued liabilities		3,900		3,618
Current portion long-term debt		199		645
Short-term debt		204		611
Lease liability		52		23
Total current liabilities		5,791		6,000
Non-current liabilities:
Long-term debt		2,818		3,477
Lease liability		382		409
Total liabilities		8,991		9,886
Commitments and contingencies (Note 3)
Stockholders’ equity:
Common stock, par value $0.001 per share, 150,000,000 shares authorized at June 30, 2021 and December 31, 2020; 112,058,034 and 104,619,876 shares issued and outstanding at June 30, 2021 and December 31, 2020, respectively		112		105
Additional paid-in capital		499,786		449,680
Accumulated deficit		(453,060)		(440,066)
Total stockholders’ equity		46,838		9,719
Total liabilities and stockholders’ equity	$	55,829	$	19,605


	Three Months Ended				Six Months Ended
	June 30,				June 30,
	2021		2020		2021		2020
Revenue:
Product	$	1,718	$	726	$	3,134	$	1,911
Genetics		79		17		159		42
Service		2		3		2		13
Total revenue		1,799		746		3,295		1,966
Cost of revenue⁽¹⁾:
Product		825		458		1,473		1,123
Genetics		278		131		523		261
Service		-		4		-		9
Total cost of revenue		1,103		593		1,996		1,393
Gross profit		696		153		1,299		573
Operating expenses:
Research and development⁽²⁾		1,471		380		2,343		775
Sales and marketing⁽³⁾		4,018		1,733		7,126		3,848
General and administrative⁽⁴⁾		3,279		1,866		5,788		3,576
Total operating expenses		8,768		3,979		15,257		8,199
Loss from operations		(8,072)		(3,826)		(13,958)		(7,626)
Interest income (expense), net		3		1		(21)		9
Other income (expense), net		995		(6)		985		80
Net loss	$	(7,074)	$	(3,831)	$	(12,994)	$	(7,537)
Net loss per share - basic and diluted	$	(0.06)	$	(0.04)	$	(0.12)	$	(0.08)
Weighted average common shares used to compute basic and diluted net loss per common share		111,958,928		98,123,789		110,311,666		97,707,904
Non-cash stock-based compensation expense included in cost of revenue and operating expenses:
(1) Cost of revenue	$	53	$	28	$	87	$	53
(2) Research and development		94		1		120		1
(3) Sales and marketing		337		43		476		85
(4) General and administrative		798		369		1,088		571


	Common Stock
	Shares	Amount		Additional Paid-In Capital		Accumulated Deficit		Total Stockholders’ Equity
Balance at December 31, 2020	104,619,876	$	105	$	449,680	$	(440,066)	$	9,719
Net loss	-		-		-		(5,920)		(5,920)
Common stock issued in conjunction with exercise of stock options	196,976		-		317		-		317
Common stock issued in conjunction with public offering, net of issuance costs of $0.5 million	6,900,000		7		47,713		-		47,720
Stock compensation charge	-		-		489		-		489
Balance at March 31, 2021	111,716,852	$	112	$	498,199	$	(445,986)	$	52,325
Net loss	-		-		-		(7,074)		(7,074)
Common stock issued in conjunction with exercise of stock options	305,090		-		304		-		304
Common stock issued for restricted stock awards	36,092		-		267		-		267
Common stock issued in conjunction with public offering, net of issuance costs	-		-		1		-		1
Stock compensation charge	-		-		1,015		-		1,015
Balance at June 30, 2021	112,058,034	$	112	$	499,786	$	(453,060)	$	46,838

	Common Stock
	Shares	Amount		Additional Paid-In Capital		Accumulated Deficit		Total Stockholders’ Equity
Balance at December 31, 2019	97,286,157	$	97	$	430,802	$	(422,161)	$	8,738
Net loss	-		-		-		(3,706)		(3,706)
Common stock issued in conjunction with exercise of stock options	2,500		-		1		-		1
Stock compensation charge	-		-		269		-		269
Balance at March 31, 2020	97,288,657	$	97	$	431,072	$	(425,867)	$	5,302
Net loss	-		-		-		(3,831)		(3,831)
Common stock issued in conjunction with exercise of stock options	247,625		-		295		-		295
Common stock issued for restricted stock awards	178,470		-		121		-		121
Common stock issued in conjunction with warrant exercises	2,810,338		4		5,056		-		5,060
Stock compensation charge	-		-		320		-		320
Balance at June 30, 2020	100,525,090	$	101	$	436,864	$	(429,698)	$	7,267


		Payments Due by Period
(in thousands)		Total		2021		2022		2023		2024		2025		Thereafter
DECD Loan	$	3,034	$	101	$	204	$	406	$	452	$	461	$	1,410
Total	$	3,034	$	101	$	204	$	406	$	452	$	461	$	1,410


		Three Months Ended June, 30
Lease Cost	Classification	2021		2020
Operating rent expense
	Cost of revenue	$	19	$	18
	Research and development		13		13
	Sales and marketing		11		4
	General and administrative		21		13
Variable rent expense
	Cost of revenue	$	1	$	1
	Research and development		-		-
	Sales and marketing		11		11
	General and administrative		13		13

		Six Months Ended June, 30
Lease Cost	Classification	2021		2020
Operating rent expense
	Cost of revenue	$	38	$	33
	Research and development		26		24
	Sales and marketing		22		10
	General and administrative		42		27
Variable rent expense
	Cost of revenue	$	2	$	4
	Research and development		-		1
	Sales and marketing		23		22
	General and administrative		26		27


Weighted-average remaining lease term (in years)		5.0
Weighted-average discount rate		9.35%


Grant Date	Number of Shares	Type of Award	Exercise Price / Share	Fair Value / Share
1/28/2021	262,000	Options	$ 7.79	$ 4.95
3/19/2021	1,971,912	Options	$ 7.40	$ 4.71
3/19/2021	350,000	Performance Options	$ 7.40	$ 4.71
3/19/2021	75,988	Restricted Stock Units	$ -	$ -
	2,659,900


	Three Months Ended
	June 30,				Increase (Decrease)
(dollars in thousands)	2021		2020		Amount		%
Revenue:
Product	$	1,718	$	726	$	992	137
Genetics		79		17		62	365
Service		2		3		(1)	(33)
Total revenue		1,799		746		1,053	141
Cost of revenue:
Product		825		458		367	80
Genetics		278		131		147	112
Service		-		4		(4)	-
Total cost of revenue		1,103		593		510	86
Gross profit		696		153		543	355
Operating expenses:
Research and development		1,471		380		1,091	287
Sales and marketing		4,018		1,733		2,285	132
General and administrative		3,279		1,866		1,413	76
Total operating expenses		8,768		3,979		4,789	120
Loss from operations		(8,072)		(3,826)		(4,246)	111
Interest income, net		3		1		2	(200)
Other income (expense), net		995		(6)		1,001	16,683
Net loss	$	(7,074)	$	(3,831)	$	(3,243)	85


ITEM 3.	QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK


	Aspira Women’s Health Inc.
Date: August 12, 2021	/s/ Valerie B. Palmieri
	Valerie B. Palmieri President and Chief Executive Officer (Duly Authorized Officer and Principal Executive Officer)
Date: August 12, 2021	/s/ Robert Beechey
	Robert Beechey Chief Financial Officer (Duly Authorized Officer, Principal Financial Officer and Principal Accounting Officer)


	Six Months Ended
	June 30,
	2021		2020
Cash flows from operating activities:
Net loss	$	(12,994)	$	(7,537)
Adjustments to reconcile net loss to net cash used in operating activities:
Non-cash lease expense		32		-
Depreciation and amortization		172		114
Stock-based compensation expense		1,771		710
Loss on sale and disposal of property and equipment		1		2
Forgiveness of PPP loan		(1,006)		-
Changes in operating assets and liabilities:
Accounts receivable		(208)		105
Prepaid expenses and other assets		350		(99)
Inventories		(71)		(41)
Accounts payable, accrued liabilities and other liabilities		208		(165)
Net cash used in operating activities		(11,745)		(6,911)
Cash flows from investing activities:
Purchase of property and equipment		(136)		(123)
Net cash used in investing activities		(136)		(123)
Cash flows from financing activities:
Principal repayment of DECD loan		(99)		(96)
Proceeds from issuance of common stock from exercise of stock options		621		296
Proceeds from PPP loan		-		1,006
Proceeds from exercise of warrants		-		5,060
Proceeds from public offering		48,236		-
Payment of offering costs for public offering		(515)		-
Net cash provided by financing activities		48,243		6,266
Net increase (decrease) in cash and cash equivalents		36,362		(768)
Cash and cash equivalents, beginning of period		16,631		11,703
Cash and cash equivalents, end of period	$	52,993	$	10,935
Supplemental disclosure of cash flow information:
Cash paid during the period for interest		38		18
Supplemental disclosure of noncash investing and financing activities:
Net (decrease) increase in right-of-use assets		(30)		11


ITEM 4.	CONTROLS AND PROCEDURES


ITEM 1.	LEGAL PROCEEDINGS