Guided Therapeutics Inc 10-Q for FY2022 Q2

Guided Therapeutics Inc (GTHP)

10-Q 2022-08-15 For: 2022-06-30

Added on April 06, 2026

About this 10-Q

Guided Therapeutics Inc filed this 10-Q on August 15, 2022, covering the quarter ended June 30, 2022 (FY2022 Q2).

Headline figures

Quarter ended June 30, 2022, as reported in this filing, compared with the same period a year earlier where the filing states it.

Revenue: $5000; up 150.0% from $2000 a year earlier
Net loss: $926K; compared with a net loss of $1.03M a year earlier
Diluted EPS: -$0.04; compared with -$0.09 a year earlier

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☒	QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

☐	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT 1934

Large Accelerated filer	☐	Accelerated filer	☐
Non-accelerated Filer	☒	Smaller reporting company	☒
		Emerging growth company	☐

PART I — FINANCIAL INFORMATION
		Page
Item 1.	Financial Statements
	Consolidated Balance Sheets as of June 30, 2022 (Unaudited) and December 31, 2021	3
	Consolidated Statements of Operations for the Three and Six Months Ended June 30, 2022 and 2021 (Unaudited)	4
	Consolidated Statements of Stockholders' Deficit for the Three and Six Months Ended June 30, 2022 and 2021 (Unaudited)	5
	Consolidated Statements of Cash Flows for the Six Months Ended June 30, 2022 and 2021 (Unaudited)	9
	Notes to Unaudited Consolidated Financial Statements	10

Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	35
	Company Overview	36
	Results of Operations	38
	Disclosure About Off-Balance Sheet Arrangements	42
	Critical Accounting Policies and Estimates	37
	Liquidity and Capital Resources	41

Item 3.	Quantitative and Qualitative Disclosures About Market Risk	42

Item 4.	Controls and Procedures	42

PART II — OTHER INFORMATION

Item 1.	Legal Proceedings	43

Item 1A.	Risk Factors	43

Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	43

Item 3.	Defaults Upon Senior Securities	43

Item 4.	Mine Safety Disclosures

Item 5.	Other Information

Item 6.	Exhibits	43

Signatures		44

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

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

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

					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	)

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

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

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		$	-

	(in thousands)
	June 30, 2022		December 31, 2021

Compensation	$	544	$	621
Professional fees		53		98
Stock Subscription Payable		-		351
Interest		211		261
Vacation		41		39
Preferred dividends		327		349
Other accrued expenses		30		49

Total	$	1,206	$	1,768

	·	Step 1 – Identify the contract with a customer: a contract is defined as an agreement (including oral and implied), between two or more parties, that creates enforceable rights and obligations and sets out the criteria for each of those rights and obligations. The contract needs to have commercial substance and it is probable that the entity will collect the consideration to which it will be entitled.

	·	Step 2 – Identify the performance obligations in the contract: a performance obligation in a contract is a promise (including implicit) to transfer a good or service to the customer. Each performance obligation should be capable of being distinct and is separately identifiable in the contract.

	·	Step 3 – Determine the transaction price: transaction price is the amount of consideration that the entity can be entitled to, in exchange for transferring the promised goods and services to a customer, excluding amounts collected on behalf of third parties.

	·	Step 4 – Allocate the transaction price to the performance obligations in the contract: for a contract that has more than one performance obligation, the entity will allocate the transaction price to each performance obligation separately, in exchange for satisfying each performance obligation. The acceptable methods of allocating the transaction price include adjusted market assessment approach, expected cost plus a margin approach, and the residual approach in limited circumstances. Discounts given should be allocated proportionately to all performance obligations unless certain criteria are met and reallocation of changes in standalone selling prices after inception is not permitted.

	·	Step 5 – Recognize revenue as and when the entity satisfies a performance obligation: the entity should recognize revenue at a point in time, except if it meets any of the three criteria, which will require recognition of revenue over time: the entity’s performance creates or enhances an asset controlled by the customer, the customer simultaneously receives and consumes the benefit of the entity’s performance as the entity performs, and the entity does not create an asset that has an alternative use to the entity and the entity has the right to be paid for performance to date.

	·	Level 1–Quoted market prices in active markets for identical assets and liabilities;
	·	Level 2–Inputs, other than level 1 inputs, either directly or indirectly observable; and
	·	Level 3–Unobservable inputs developed using internal estimates and assumptions (there is little or no market date) which reflect those that market participants would use.

	Fair Value at June 30, 2022 (in thousands)
	Level 1		Level 2		Level 3			Total

Derivative liability/bifurcated conversion option in connection with Auctus $400,000 loan on December 17, 2019	$	-	$	-	$	(24	)	$	(24	)

Total short-term liabilities at fair value	$	-	$	-	$	(24	)	$	(24	)

	Fair Value at December 31, 2021 (in thousands)
	Level 1		Level 2		Level 3			Total

Derivative liability/bifurcated conversion option in connection with Auctus $400,000 loan on December 17, 2019		-		-		(32	)		(32	)

Total long-term liabilities at fair value	$	-	$	-	$	(32	)	$	(32	)

	(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

	(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

Subtotal		1,793			1,761
Less accumulated depreciation		(1,748	)		(1,747	)
Property, equipment and leasehold improvements, net
	$	45		$	14

	(in thousands)
	Senior Secured		Derivative			Total

Balance, December 31, 2021	$	-	$	(32	)	$	(32	)
Change in fair value during the period		-		8			8

Balance, June 30, 2022	$	-	$	(24	)	$	(24	)

	Number of Shares
Issuance of common stock for warrants exercised		5,127,923
Issuance of common stock for payment of Series D Preferred dividends		48,397
Issuance of common stock for payment of Series E Preferred dividends		62,662
Issuance of common stock for payment of Series F Preferred dividends		162,436
Issuance of common stock for payment of Series F-2 Preferred dividends		114,304
Issuance of common stock for payment of interest		121,262
Issuance of common stock for Series F one-time 15% dividend		255,401
Issuance of common stock for Series F-2 one-time 15% dividend		368,505
Conversion of Series D Preferred stock to common stock		975,000
Conversion of Series E Preferred stock to common stock		3,390,000
Conversion of Series F Preferred stock to common stock		1,420,000
Conversion of Series F-2 Preferred stock to common stock		1,864,000
Issued during the six months ended June 30, 2022		13,909,890

Summary table of common stock share transactions:
Shares outstanding at December 31, 2021		13,673,583
Issued in 2022		13,909,890
Shares outstanding at June 30, 2022		27,583,473

	Warrants (Underlying Shares)			Weighted-Average Exercise Price Per Share
Outstanding, December 31, 2021		27,669,634		$	0.29
Warrants exercised		(2,934,324	)	$	0.17
Outstanding, June 30, 2022		24,735,310		$	0.30

	June 30,
	2021
Expected term (years)		10 years
Volatility		153.12	%
Risk-free interest rate		0.98	%
Dividend yield		0.00	%

	(in thousands) Operating Lease Payments

2022 (remaining)	$	55
2023		112
2024		115
2025		118
2026		50
Total future lease payments		450
Less: discount		(90	)
Total lease liabilities	$	360

	Six Months Ended June 30,
	2022

Weighted average remaining lease term (years)		3.9
Weighted average discount rate		11.4	%

	Short-term notes payable, including related parties
	June 30, 2022		December 31, 2021
Dr. Cartwright	$	28	$	34
Mr. Fowler		-		6
Premium Finance (insurance)		-		48
Short-term notes payable	$	28	$	88

	Short-term convertible notes payable , including debt in default
	June 30, 2022		December 31, 2021
Auctus Tranche 2	$	400	$	400
Auctus Tranche 2 default penalty		225		-
Auctus prepayment penalty		350		350
Auctus (March 31, 2020 Note)		161		161
Debt discount and issuance costs to be amortized		-		(14	)
Convertible notes payable - short-term	$	1,136	$	897

For Dr. Faupel:

Salary	$	134
Bonus		20
Vacation		95
Interest on compensation		67
Loans to Company		196
Interest on loans		149
Total outstanding prior to exchange		661

Amount forgiven in prior years		(454	)
Amount exchanged for Series F-2 Preferred Stock		(85	)
Total interest accrued through December 31, 2021		39
Balance outstanding at December 31, 2021	$	161

Interest accrued through June 30, 2022		5
Balance outstanding at June 30, 2022	$	166

For Dr. Cartwright

Salary	$	337
Bonus		675
Loans to Company		528
Interest on loans		81
Total outstanding prior to exchange		1,621

Amount forgiven in prior years		(1,302	)
Amount exchanged for Series F-2 Preferred Stock		(100	)
Total interest accrued through December 31, 2021		62
Balance outstanding at December 31, 2021	$	281

Interest accrued through June 30, 2022		8
Balance outstanding at June 30, 2022	$	289

Year	Amount
2022	$	17
2023		492
2024		39
2025		41
2026		3
Thereafter		-
Total	$	592

	June 30, 2022			December 31, 2021
10% Senior Unsecured Convertible Debentures	$	1,130		$	1,130
Debt Issuance costs to be amortized		(55	)		(69	)
Debt Discount		(191	)		(241	)
Long-term convertible debt	$	884		$	820

	·	access to sufficient debt or equity capital to meet our operating and financial needs;
	·	the extent of dilution of the holdings of our existing stockholders upon the issuance, conversion or exercise of securities issued as part of our capital raising efforts;
	·	the extent to which certain debt holders may call the notes to be paid;
	·	the effectiveness and ultimate market acceptance of our products and our ability to generate sufficient sales revenues to sustain our growth and strategy plans;
	·	whether our products in development will prove safe, feasible and effective;
	·	whether and when we or any potential strategic partners will obtain required regulatory approvals in the markets in which we plan to operate;
	·	our need to achieve manufacturing scale-up in a timely manner, and our need to provide for the efficient manufacturing of sufficient quantities of our products;
	·	the lack of immediate alternate sources of supply for some critical components of our products;
	·	our ability to establish and protect the proprietary information on which we base our products, including our patent and intellectual property position;
	·	the current outbreak of the Coronavirus SARS-CoV-2, the pathogen responsible for COVID-19, which has already had an impact on financial markets, could result in additional repercussions in our operating business, including but not limited to, the sourcing of materials for product candidates, manufacture of supplies for preclinical and/or clinical studies, delays in clinical operations, which may include the availability or the continued availability of patients for trials due to such things as quarantines, conduct of patient monitoring and clinical trial data retrieval at investigational study sites;
	·	The future impact of the outbreak is highly uncertain and cannot be predicted, and we cannot provide any assurance that the outbreak will not have a material adverse impact on our operations or future results or filings with regulatory health authorities. The extent of the impact, if any, we will depend on future developments, including actions taken to contain the coronavirus;
	·	The impact of the conflict between Russia and Ukraine on economic conditions in general and on our business and operations;
	·	the need to fully develop the marketing, distribution, customer service and technical support and other functions critical to the success of our product lines;
	·	the dependence on potential strategic partners or outside investors for funding, development assistance, clinical trials, distribution and marketing of some of our products; and
	·	other risks and uncertainties described from time to time in our reports filed with the SEC.

Exhibit Number		Exhibit Description

31*		Rule 13a-14(a)/15d-14(a) Certification
32*		Section 1350 Certification
101.1*		XBRL

GUIDED THERAPEUTICS, INC.

By:	/s/ Gene S. Cartwright
	Gene S. Cartwright
	President, Chief Executive Officer and Acting Chief Financial Officer

1.	I have reviewed this quarterly report on Form 10-Q of Guided Therapeutics Inc.;

2.	Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.	Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4.	The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a 15(e) and 15d 15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f) for the registrant and have:

	(a)	Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

	(b)	Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

	(c)	Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

	(d)	Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant ‘s internal control over financial reporting.

	(a)	All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

	(b)	Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

	(a)	The Quarterly Report on Form 10-Q of the Company for the period ended June 30, 2022 filed on the date hereof with the Securities and Exchange Commission (the “Quarterly Report”) fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

	(b)	The information contained in the Quarterly Report fairly presents, in all material respects, the financial condition and results of operations of the Company as of and for the period covered by the Report.