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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): July 26, 2021

 

TRxADE HEALTH, INC.

(Exact name of Registrant as specified in its charter)

 

Delaware   001-39199   46-3673928

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

 

3840 Land O’ Lakes Blvd

Land O’ Lakes, Florida 34639

(Address of principal executive offices) (zip code)

 

Registrant’s telephone number, including area code: 800-261-0281

 

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 (see General Instruction A.2. below):

 

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,

$0.00001 Par Value Per Share

  MEDS  

The NASDAQ Stock Market LLC

(Nasdaq Capital Market)

 

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 July 26, 2021, TRxADE HEALTH, INC., formerly Trxade Group, Inc. (“Trxade” or the “Company”) issued a press release and will hold a conference call and webcast regarding its financial results for the three and six months ended June 30, 2021. A copy of the press release, which includes information on the conference call and webcast and a summary of such financial results is furnished as Exhibit 99.1 to this Form 8-K.

 

The information contained in this Current Report (and included as exhibits hereto) shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

 

The press release furnished as Exhibit 99.1, to this Current Report on Form 8-K, contains forward-looking statements within the safe harbor provisions under The Private Securities Litigation Reform Act of 1995, and, as such, may involve known and unknown risks, uncertainties and assumptions. These forward-looking statements relate to the Company’s current expectations and are subject to the limitations and qualifications set forth in the press release as well as in the Company’s other filings with the Securities and Exchange Commission, including, without limitation, that actual events and/or results may differ materially from those projected in such forward-looking statements. These statements also involve known and unknown risks, which may cause the results of the Company, its divisions and concepts to be materially different than those expressed or implied in such statements. Accordingly, readers should not place undue reliance on any forward-looking statements. Forward-looking statements may include comments as to the Company’s beliefs and expectations as to future financial performance, events and trends affecting its business and are necessarily subject to uncertainties, many of which are outside the Company’s control. More information on potential factors that could affect the Company’s financial results is included from time to time in the “Forward-Looking Statements,” “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” sections of the Company’s periodic and current filings with the SEC, including the Form 10-Qs and Form 10-Ks, filed with the SEC and available at www.sec.gov and in the “NASDAQ:MEDS” — “SEC Filings” section of the Company’s website at https://www.trxadegroup.com/investors, and specifically including the Company’s Annual Report on Form 10-K for the year ended December 31, 2021 and its Quarterly Report on Form 10-Q for the quarter ended June 30, 2021. Forward-looking statements speak only as of the date they are made. The Company undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise that occur after that date, except as otherwise provided by law.

 

Item 9.01 Financial Statements and Exhibits.

 

Exhibit

No.

  Description
     
99.1   Press Release of TRxADE HEALTH, INC. dated July 26, 2021

 

 

 

 

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.

 

  TRXADE HEALTH, INC.
   
Date: July 26, 2021 By: /s/ Suren Ajjarapu
  Name: Suren Ajjarapu
  Title: Chief Executive Officer

 

 

 

 

 

Exhibit 99.1

 

 

TRxADE HEALTH Reports Second Quarter 2021 Financial Results

 

Q2 2021 Gross Profit Margin Expands Significantly to 44.3%

 

TAMPA, FL, July 26, 2021 — TRxADE HEALTH, INC. (NASDAQ: MEDS), a health services IT company focused on digitalizing the retail pharmacy experience by optimizing drug procurement, the prescription journey and patient engagement in the U.S., today announced its financial results for the second quarter ended June 30, 2021.

 

Recent Operational Highlights:

 

Trxade continued to expand the Trxade drug procurement marketplace nationwide, adding approximately 195 new registered members in Q2 2021, bringing the total registered members to 12,700+.
   
Signed enterprise retail partnerships with Winn-Dixie, Big Y, SpartanNash and Brookshire Grocery to onboard new customers to the Company’s telehealth platform. Over 500 stores offer the Company’s Bonum Health product to thousands of customers which is available in all 50 states.
   
Secured group purchasing agreement with QualityCare Pharmacies, an independent pharmacy prescription drug buying group, joining TRxADE’s rapidly growing GPO offering to spearhead significant increases in wallet share amongst independent pharmacies on the TRxADE platform.
   
Launched government-oriented health passport solution with accompanying mobile app to enable expedited post-COVID-19 reopening.

 

Management Commentary

 

“We continue to drive forward telehealth which supports the core strength of our pharmaceutical exchange platform,” said Suren Ajjarapu, Chairman and Chief Executive Officer of TRxADE HEALTH. “Despite the ongoing challenges to the pharmaceutical supply chain posted by the COVID-19 pandemic, we continue to position the Company for future success in its complementary business segments.”

 

“In continued efforts to expand the reach of our telehealth offering Bonum Health, we inked partnerships with over 500 retail locations nationwide – serving a rapidly growing base of customers in all 50 states. I anticipate the pace of onboarding to accelerate in the coming quarters as consumers naturally gravitate towards our affordable, easy-to-use telehealth platform. We believe that this business, when paired with potentially lucrative digital health passport opportunities abroad, positions us for continued success.”

 

“Our core exchange business continues to gain momentum through several catalysts, most notably, the addition of new group purchasing organizations that should drive a near-term return to operating profitability. Taken in tandem with our complementary telehealth and health passport businesses, we are better positioned than ever to grow into a much more diversified, profitable company in the near term while creating sustainable, long-term value for our shareholders,” concluded Ajjarapu.

 

 

 

 

Second Quarter 2021 Financial Summary

 

Revenues for the second quarter of 2021 were $1.9 million, as compared to revenues of $6.6 million in the same quarter last year. The decrease in revenue was primarily a result of non-recurring sales of personal protective equipment (PPE) in 2020 related to the COVID-19 pandemic.
Gross profit in the second quarter of 2021 totaled $0.8 million, or 44.3% of revenues, compared to gross profit of $2.0 million, or 30.4% of revenues, in the same quarter last year. The significant increase in gross profit margin was a result of fewer lower margin PPE sales in 2021.
Operating expenses in the second quarter of 2021 were $3.4 million, compared to $2.5 million in the same quarter last year, primarily as a result of an inventory investment loss of $1.2 million.
Net loss in the second quarter of 2021 was $2.6 million, or ($0.32) per basic and diluted share outstanding, compared to a net loss of $0.5 million, or ($0.07) per basic share outstanding, in the same quarter last year.
Adjusted EBITDA, a non-GAAP financial measure, was ($1.2) million in the second quarter of 2021, compared to $0.27 million in the same quarter last year.1
Cash and cash equivalents were $4.5 million as of June 30, 2021, compared with $5.2 million as of March 31, 2021.

 

1Adjusted EBITDA is a non-GAAP financial measure and is described in relation to its most directly comparable GAAP measure under “Use of Non-GAAP Financial Information” below.

 

Conference Call and Webcast

 

Management will host a conference call on Monday, July 26, 2021, at 5:00 p.m. Eastern time to discuss TRxADE HEALTH’s second quarter 2021 financial results. The call will conclude with Q&A from participants.

To participate, please use the following information:

 

Q2 2021 Conference Call and Webcast

Date: Monday, July 26, 2021

Time: 5:00 p.m. Eastern time

U.S. Dial-in: 1-877-425-9470

International Dial-in: 1-201-389-0878

Conference ID: 13720923

Webcast: http://public.viavid.com/index.php?id=145434

 

Please dial in at least 10 minutes before the start of the call to ensure timely participation.

 

A playback of the call will be available through August 26, 2021. To listen, call 1-844-512-2921 within the United States or 1-412-317-6671 when calling internationally and enter replay pin number 13720923. A webcast will also be available for 30 days on the IR section of the TRxADE HEALTH website or by clicking the webcast link above.

 

 

 

 

About TRxADE HEALTH, INC.

 

TRxADE HEALTH (NASDAQ: MEDS) is a health services IT company focused on digitalizing the retail pharmacy experience by optimizing drug procurement, the prescription journey and patient engagement in the U.S. The Company operates the TRxADE drug procurement marketplace serving a total of 12,100+ members nationwide, fostering price transparency and under the Bonum Health brand, offering patient centric telehealth services. For info on TRxADE HEALTH, please visit the Company’s IR website at investors.trxadegroup.com.

 

Use of Non-GAAP Financial Information

 

This earnings release discusses EBITDA and Adjusted EBITDA. These measurements are not recognized in accordance with generally accepted accounting principles (GAAP) and should not be viewed as an alternative to GAAP measures of performance. EBITDA represents net income before interest, taxes, depreciation and amortization. Adjusted EBITDA is defined as EBITDA before stock-based compensation expense, loss on inventory investment and gain (loss) in equity investment. EBITDA and Adjusted EBITDA are presented because we believe they provide additional useful information to investors due to the various noncash items during the period. EBITDA and Adjusted EBITDA have limitations as analytical tools, and you should not consider them in isolation, or as a substitute for analysis of our operating results as reported under GAAP. Some of these limitations are EBITDA and Adjusted EBITDA do not reflect cash expenditures, future requirements for capital expenditures, or contractual commitments; EBITDA and Adjusted EBITDA do not reflect changes in, or cash requirements for, working capital needs; and EBITDA and Adjusted EBITDA do not reflect the significant interest expense, or the cash requirements necessary to service interest or principal payments, on debt or cash income tax payments. Although depreciation and amortization are noncash charges, the assets being depreciated and amortized will often have to be replaced in the future, and EBITDA and Adjusted EBITDA do not reflect any cash requirements for such replacements. Additionally, other companies in our industry may calculate EBITDA and Adjusted EBITDA differently than TRxADE HEALTH, Inc. does, limiting its usefulness as a comparative measure. See also “Reconciliation of Net Income attributable to TRxADE HEALTH, INC., to Earnings before Interest, Taxes, Depreciation and Amortization (EBITDA) and Adjusted EBITDA”, below.

 

 

 

 

Forward-Looking Statements

 

This press release may contain forward-looking statements, including information about management’s view of Trxade’s future expectations, plans and prospects, within the safe harbor provisions under The Private Securities Litigation Reform Act of 1995 (the “Act”). In particular, when used in the preceding discussion, the words “may,” “could,” “expect,” “intend,” “plan,” “seek,” “anticipate,” “believe,” “estimate,” “predict,” “potential,” “continue,” “likely,” “will,” “would” and variations of these terms and similar expressions, or the negative of these terms or similar expressions are intended to identify forward-looking statements within the meaning of the Act, and are subject to the safe harbor created by the Act. Any statements made in this news release other than those of historical fact, about an action, event or development, are forward-looking statements. These statements involve known and unknown risks, uncertainties and other factors, which may cause the results of Trxade, its divisions and concepts to be materially different than those expressed or implied in such statements. These risks include risks of our operations not being profitable; claims relating to alleged violations of intellectual property rights of others; technical problems with our websites; risks relating to implementing our acquisition strategies; challenges to the pharmaceutical supply chain posted by the COVID-19 pandemic and related matters; our ability to manage our growth; negative effects on our operations associated with the opioid pain medication health crisis; regulatory and licensing requirement risks; risks related to changes in the U.S. healthcare environment; the status of our information systems, facilities and distribution networks; risks associated with the operations of our more established competitors; regulatory changes; healthcare fraud; COVID-19, governmental responses thereto, economic downturns and possible recessions caused thereby; risks associated with the market for health passports, adoption thereof, consumer acceptance thereof, and changes in the market for such products; changes in laws or regulations relating to our operations; privacy laws; system errors; dependence on current management; our growth strategy; and others that are included from time to time in filings made by Trxade with the Securities and Exchange Commission, including, but not limited to, in the “Risk Factors” sections in its Form 10-Ks and Form 10-Qs and in its Form 8-Ks, which it has filed, and files from time to time, with the U.S. Securities and Exchange Commission. These reports are available at www.sec.gov. Other unknown or unpredictable factors also could have material adverse effects on Trxade’s future results and/or could cause our actual results and financial condition to differ materially from those indicated in the forward-looking statements. The forward-looking statements included in this press release are made only as of the date hereof. Trxade cannot guarantee future results, levels of activity, performance or achievements. Accordingly, you should not place undue reliance on these forward-looking statements. We undertake no obligation to update publicly any of these forward-looking statements to reflect actual results, new information or future events, changes in assumptions or changes in other factors affecting forward-looking statements, except to the extent required by applicable laws. If we update one or more forward-looking statements, no inference should be drawn that we will make additional updates with respect to those or other forward-looking statements.

 

Investor Relations:

Lucas Zimmerman

Director

MZ Group - MZ North America

(949) 259-4987

[email protected]

www.mzgroup.us

 

 

 

 

TRxADE HEALTH, INC.

Consolidated Balance Sheets

June 30, 2021, and December 31, 2020

(unaudited)

 

   June 30, 2021   December 31, 2020 
Assets          
Current Assets          
Cash  $4,519,983   $5,919,578 
Accounts Receivable, net   1,504,037    805,043 
Inventory   139,117    1,257,754 
Prepaid Assets   373,030    151,248 
Other Receivables   -    1,087,675 
Total Current Assets   6,536,167    9,221,298 
           
Property Plant and Equipment, Net   15,006    162,397 
           
Other Assets          
Deposits   21,636    21,636 
Right of use leased assets   323,221    387,371 
           
Total Assets  $6,896,030   $9,792,702 
           
Liabilities and Stockholders’ Equity          
           
Current Liabilities          
Accounts Payable  $168,374   $256,829 
Accrued Liabilities   377,049    219,256 
Current Portion Lease Liabilities   90,628    131,153 
Customer Deposits   -    10,000 
Notes Payables– Related Party   225,000    225,000 
Total Current Liabilities   861,051    842,238 
           
Long Term Liabilities          
Other Long-Term Liabilities — Leases   248,002    271,306 
Total Liabilities   1,109,053    1,113,544 
           
Stockholders’ Equity          
Series A Preferred Stock, $0.00001 par value; 10,000,000 shares authorized; none issued and outstanding as of June 30, 2021, and December 31, 2020   -    - 
Common Stock, $0.00001 par value; 100,000,000 shares authorized; 8,161,457 and 8,093,199 shares issued and outstanding as of June 30, 2021, and December 31, 2020, respectively   81    81 
Additional Paid-in Capital   19,948,245    19,610,631 
Accumulated Deficit   (14,161,349)   (10,931,554)
Total Stockholders’ Equity   5,786,977    8,679,158 
           
Total Liabilities and Stockholders’ Equity  $6,896,030   $9,792,702 

 

 

 

 

TRxADE HEALTH, INC.

Consolidated Statements of Operations

For the Three and Six Months Ended June 30, 2021, and 2020

(unaudited)

 

   Three months ended   Six months ended 
   2021   2020   2021   2020 
                 
Revenues  $1,898,254    6,592,637    4,951,489    8,795,957 
                     
Cost of Sales   1,056,863    4,587,865    2,726,787    5,151,049 
Gross Profit   841,391    2,004,772    2,224,702    3,644,908 
                     
Operating Expenses                    
Loss on Inventory Investment   1,225,141    -    1,225,141    - 
General and Administrative   2,185,838    2,540,049    4,213,404    3,991,958 
                     
Operating (Loss) Income   (2,569,588)   (535,277)   (3,213,843)   (347,050)
                     
Interest Expense   (8,688)   (7,310)   (15,952)   (15,234)
Net (Loss) Income  $(2,578,276)  $(542,587)  $(3,229,795)  $(362,284)
                     
Net (Loss) Income per Common Share – Basic and Diluted:  $(0.32)  $(0.07)  $(0.40)  $(0.05)
                     
Weighted average Common Shares Outstanding – Basic and Diluted   8,122,206    7,580,977    8,107,864    7,324,512 

 

 

 

 

TRxADE HEALTH, INC.

Consolidated Statements of Cash Flows

For the Six months ended June 30, 2021, and 2020

(unaudited)

 

   2021   2020 
         
Operating Activities:          
Net Income (Loss)  $(3,229,795)  $(362,284)
Adjustments to reconcile net income (loss) to net cash used in operating activities:          
Depreciation Expense   3,500    2,500 
Options expense   137,130    245,903 
Warrant Expense   -    100,383 
Common Stock Issued for Services   198,663    829,867 
Bad Debt Expense   (10,000)   9,000 
Loss on Inventory Investments   1,225,141    - 
Amortization of right of use asset   64,150    47,799 
Changes in operating assets and liabilities:          
Accounts Receivable   (688,994)   (2,761,331)
Prepaid Assets and other Current Assets   (221,782)   (217,615)
Inventory   1,118,637    (1,762,113)
Deposits for Inventory Purchases   -    (309,000)
Other Receivables   6,425    - 
Lease Liability   (63,829)   (42,477)
Accounts Payable   (88,455)   (17,871)
Customer Deposits   (10,000)   3,574 
Accrued Liabilities and Other Liabilities   157,793    250,998 
Net Cash used in operating activities   (1,401,416)   (3,982,667)
           
Investing Activities:          
Purchase of Fixed Assets   -    (23,505)
Net Cash used in Investing activities   -    (23,505)
           
Financing Activities:          
Stock Issuance Costs   -    (732,355)
Proceeds from exercise of Warrants   -    22,952 
Proceeds from exercise of Stock Options   1,821    501 
Proceeds from Issuance of Common Stock   -    5,994,424 
Net Cash provided by financing activities   1,821    5,285,522 
           
Net increase (decrease) in Cash   (1,399,595)   1,279,350 
Cash at Beginning of the Period   5,919,578    2,871,694 
Cash at End of the Period  $4,519,983   $4,151,044 
           
Supplemental Cash Flow Information          
Cash Paid for Interest  $4,702   $3,984 
Cash Paid for Income Taxes  $-   $- 

 

 

 

 

Reconciliation of Net Income (Loss) attributable to TRxADE HEALTH, INC., to Earnings before Interest, Taxes, Depreciation and Amortization (EBITDA) and Adjusted EBITDA*

 

  

For the three months ended

June 30,

  

For the six months ended

June 30,

 
   2021   2020   2021   2020 
Net Income (loss) attributable to Trxade Group, Inc.  $(2,578,276)  $(542,587)  $(3,229,795)  $(362,284)
Add (deduct):                    
Interest, net   8,688    7,310    15,952    15,234 
Depreciation and amortization   1,750    1,250    3,500    2,500 
EBITDA   (2,567,838)   (534,027)   (3,210,343)   (344,550)
Add (deduct):                    
Loss on Inventory Investment   1,225,141    -    1,225,141    - 
Stock-based compensation   161,808    1,035,373    335,793    1,176,153 
Adjusted EBITDA *  $(1,180,889)  $268,389   $(1,649,409)  $831,603 

 

* EBITDA and Adjusted EBITDA are non-GAAP financial measures. These measurements are not recognized in accordance with GAAP and should not be viewed as an alternative to GAAP measures of performance.