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Nevada
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000-52985
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20-1176000
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(State or Other Jurisdiction
of Incorporation)
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(Commission
File Number)
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(I.R.S. Employer
Identification No.)
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Title of each class
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Trading Symbol(s)
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Name of each exchange on which registered
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Common
stock, par value $0.001 per share
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SNWV.QB
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OTC
Bulletin Board
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Exhibit
No.
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Description
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Press release,
dated May 18, 2020, issued by SANUWAVE Health, Inc., titled
“SANUWAVE Health reports first quarter 2020 financial
results.”
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SANUWAVE HEALTH, INC.
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Date:
May 18, 2020
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By:
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/s/
Lisa E.
Sundstrom
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Lisa E.
Sundstrom
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Controller
and Chief Financial Officer
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March
31,
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December
31,
|
|
|
|
2020
|
2019
|
|
ASSETS
|
(Unaudited)
|
|
|
|
CURRENT
ASSETS
|
|
|
|
|
Cash and cash
equivalents
|
|
$1,346,892
|
$1,760,455
|
|
Accounts
receivable, net of allowance for doubtful accounts
|
103,611
|
75,543
|
|
|
Inventory
|
|
518,767
|
542,955
|
|
Prepaid expenses
and other current assets
|
|
229,519
|
125,405
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|
TOTAL CURRENT
ASSETS
|
|
2,198,789
|
2,504,358
|
|
|
|
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PROPERTY AND
EQUIPMENT, net
|
|
591,485
|
512,042
|
|
|
|
|
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RIGHT OF USE
ASSETS, net
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|
283,456
|
323,661
|
|
|
|
|
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OTHER
ASSETS
|
|
43,096
|
41,931
|
|
TOTAL
ASSETS
|
|
$3,116,826
|
$3,381,992
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|
|
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LIABILITIES
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CURRENT
LIABILITIES
|
|
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Accounts
payable
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|
$1,116,372
|
$1,439,413
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|
Accrued
expenses
|
|
1,176,235
|
1,111,109
|
|
Accrued employee
compensation
|
|
1,741,816
|
1,452,910
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|
Contract
liabilities
|
|
555,208
|
66,577
|
|
Operating lease
liability
|
|
176,397
|
173,270
|
|
Finance lease
liability
|
|
159,789
|
121,634
|
|
Advances from
related parties
|
|
16,000
|
18,098
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|
Line of credit,
related parties
|
|
214,505
|
212,388
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|
Accrued interest,
related parties
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|
2,042,541
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1,859,977
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Short term notes
payable
|
|
323,249
|
587,233
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Notes payable,
related parties, net
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|
5,372,743
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5,372,743
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TOTAL CURRENT
LIABILITIES
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|
12,894,855
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12,415,352
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NON-CURRENT
LIABILITIES
|
|
|
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Contract
liabilities
|
|
61,938
|
573,224
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Operating lease
liability
|
|
139,333
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185,777
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Finance lease
liability
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332,641
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271,240
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TOTAL NON-CURRENT
LIABILITIES
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|
533,912
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1,030,241
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TOTAL
LIABILITIES
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13,428,767
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13,445,593
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COMMITMENTS AND
CONTINGENCIES
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REDEEMABLE
PREFERRED STOCK, SERIES C CONVERTIBLE, par value
$0.001,
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90 designated; 90
shares issued and outstanding in 2020
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2,250,000
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-
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STOCKHOLDERS'
DEFICIT
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PREFERRED STOCK,
par value $0.001, 5,000,000
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shares authorized;
6,175 and 293 shares designated Series A and
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-
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-
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Series B,
respectively; none issued and outstanding in 2020 and
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2019,
respectively
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COMMON STOCK, par
value $0.001, 350,000,000 shares authorized;
|
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297,663,672 and
293,780,400 issued and outstanding in 2020 and
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2019,
respectively
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|
297,664
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293,781
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ADDITIONAL PAID-IN
CAPITAL
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|
115,951,907
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115,457,808
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ACCUMULATED
DEFICIT
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(128,754,104)
|
(125,752,956)
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ACCUMULATED OTHER
COMPREHENSIVE LOSS
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|
(57,408)
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(62,234)
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TOTAL STOCKHOLDERS'
DEFICIT
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|
(12,561,941)
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(10,063,601)
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TOTAL LIABILITIES,
MEZZANINE EQUITY AND STOCKHOLDERS' DEFICIT
|
$3,116,826
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$3,381,992
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Three
Months Ended
|
Three
Months Ended
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March
31,
|
March
31,
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2020
|
2019
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REVENUES
|
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Product
|
$74,559
|
$64,565
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License
fees
|
10,000
|
106,250
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Other
revenue
|
64,033
|
7,148
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TOTAL
REVENUES
|
148,592
|
177,963
|
|
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COST OF
REVENUES
|
|
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Product
|
78,915
|
65,112
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Other
|
9,962
|
28,741
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TOTAL COST OF
REVENUES
|
88,877
|
93,853
|
|
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GROSS
MARGIN
|
59,715
|
84,110
|
|
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OPERATING
EXPENSES
|
|
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Research and
development
|
286,754
|
261,002
|
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Selling and
marketing
|
607,850
|
158,083
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General and
administrative
|
1,907,917
|
1,517,100
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Depreciation
|
53,023
|
8,357
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TOTAL OPERATING
EXPENSES
|
2,855,544
|
1,944,542
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|
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OPERATING
LOSS
|
(2,795,829)
|
(1,860,432)
|
|
|
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OTHER INCOME
(EXPENSE)
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|
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Gain on warrant
valuation adjustment
|
-
|
32,359
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|
Interest
expense
|
(18,732)
|
(148,261)
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|
Interest expense,
related party
|
(182,564)
|
(219,687)
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Loss on foreign
currency exchange
|
(4,023)
|
(1,296)
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TOTAL OTHER INCOME
(EXPENSE), NET
|
(205,319)
|
(336,885)
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NET
LOSS
|
(3,001,148)
|
(2,197,317)
|
|
|
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OTHER COMPREHENSIVE
INCOME (LOSS)
|
|
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Foreign currency
translation adjustments
|
4,628
|
(2,398)
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|
TOTAL COMPREHENSIVE
LOSS
|
$(2,996,520)
|
$(2,199,715)
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LOSS PER
SHARE:
|
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|
Net loss - basic
and diluted
|
$(0.01)
|
$(0.01)
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|
|
|
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|
Weighted average
shares outstanding - basic and diluted
|
296,061,866
|
157,112,875
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|
|
Preferred
Stock
|
Common
Stock
|
|
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||
|
|
Number
of
|
|
Number
of
|
|
|
|
Accumulated
|
|
|
|
Shares
|
|
Shares
|
|
Additional
|
Other
|
|
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|
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Issued
and
|
|
Issued
and
|
|
Paid-
|
Accumulated
|
Comprehensive
|
|
|
|
Outstanding
|
Par
Value
|
Outstanding
|
Par
Value
|
in
Capital
|
Deficit
|
Loss
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Total
|
|
|
|
|
|
|
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|
Balances as of
Janaury 1, 2019
|
-
|
$-
|
155,665,138
|
$155,665
|
$101,153,882
|
$(116,602,778)
|
$(62,868)
|
$(15,356,099)
|
|
Net
loss
|
-
|
-
|
-
|
-
|
-
|
(2,197,317)
|
-
|
(2,197,317)
|
|
Cashless warrant
exercises
|
-
|
-
|
704,108
|
704
|
(704)
|
-
|
-
|
-
|
|
Proceeds from
warrant exercise
|
-
|
-
|
620,000
|
620
|
52,580
|
-
|
-
|
53,200
|
|
Conversion of short
term notes and convertible notes payable
|
-
|
-
|
3,333,334
|
3,334
|
263,333
|
-
|
-
|
266,667
|
|
Reclassification of
warrant liability to equity due to adoption of ASU
2017-11
|
-
|
-
|
-
|
-
|
262,339
|
1,279,661
|
-
|
1,542,000
|
|
Foreign currency
translation adjustment
|
-
|
-
|
-
|
-
|
-
|
-
|
(2,398)
|
(2,398)
|
|
|
|
|
|
|
|
|
|
|
|
Balances as of
March 31, 2019
|
-
|
$-
|
160,322,580
|
$160,323
|
$101,731,430
|
$(117,520,434)
|
$(65,266)
|
$(15,693,947)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balances as of
Janaury 1, 2020
|
-
|
$-
|
293,780,400
|
$293,781
|
$115,457,808
|
$(125,752,956)
|
$(62,234)
|
$(10,063,601)
|
|
Net
loss
|
-
|
-
|
-
|
-
|
-
|
(3,001,148)
|
-
|
(3,001,148)
|
|
Proceeds from
warrant exercise
|
-
|
-
|
1,000,000
|
1,000
|
9,000
|
-
|
-
|
10,000
|
|
Shares issued for
services
|
-
|
-
|
1,000,000
|
1,000
|
199,000
|
-
|
-
|
200,000
|
|
Stock-based
compensation
|
-
|
-
|
-
|
-
|
21,900
|
-
|
-
|
21,900
|
|
Conversion of short
term notes
|
-
|
-
|
1,820,461
|
1,820
|
262,164
|
-
|
-
|
263,984
|
|
Conversion of
advances from related partis
|
-
|
-
|
62,811
|
63
|
2,035
|
-
|
-
|
2,098
|
|
Foreign currency
translation adjustment
|
-
|
-
|
-
|
-
|
-
|
-
|
4,826
|
4,826
|
|
|
|
|
|
|
|
|
|
|
|
Balances as of
March 31, 2020
|
-
|
$-
|
297,663,672
|
$297,664
|
$115,951,907
|
$(128,754,104)
|
$(57,408)
|
$(12,561,941)
|
|
|
Three
Months Ended
|
Three
Months Ended
|
|
|
March
31,
|
March
31,
|
|
|
2020
|
2019
|
|
|
|
|
|
CASH FLOWS FROM
OPERATING ACTIVITIES
|
|
|
|
Net
loss
|
$(3,001,148)
|
$(2,197,317)
|
|
Adjustments
to reconcile net loss
|
|
|
|
to
net cash used by operating activities
|
|
|
|
Depreciation
|
53,023
|
8,357
|
|
Change in allowance
for doubtful accounts
|
83,306
|
(8,645)
|
|
Share-based
payment
|
221,900
|
-
|
|
Gain on warrant
valuation adjustment
|
-
|
(32,359)
|
|
Amortization of
operating leases
|
(3,112)
|
(1,735)
|
|
Accrued
interest
|
2,117
|
147,028
|
|
Interest payable,
related parties
|
182,564
|
219,687
|
|
Changes in
operating assets and liabilities
|
|
|
|
Accounts
receivable - trade
|
(111,374)
|
103,579
|
|
Inventory
|
24,188
|
29,436
|
|
Prepaid
expenses
|
(104,114)
|
(71,450)
|
|
Due
from related parties
|
-
|
(1,471)
|
|
Other
assets
|
(1,165)
|
(7,013)
|
|
Operating
leases
|
-
|
44,623
|
|
Accounts
payable
|
(323,041)
|
187,465
|
|
Accrued
expenses
|
65,126
|
64,114
|
|
Accrued
employee compensation
|
288,906
|
236,807
|
|
Contract
liabilties
|
(22,655)
|
(6,657)
|
|
NET CASH USED BY
OPERATING ACTIVITIES
|
(2,645,479)
|
(1,285,551)
|
|
|
|
|
|
CASH FLOWS FROM
INVESTING ACTIVITIES
|
|
|
|
Purchases of
property and equipment
|
(4,855)
|
(22,054)
|
|
NET CASH USED BY
INVESTING ACTIVITIES
|
(4,855)
|
(22,054)
|
|
|
|
|
|
CASH FLOWS FROM
FINANCING ACTIVITIES
|
|
|
|
Proceeds from sale
of convertible preferred stock
|
2,250,000
|
-
|
|
Proceeds from
warrant exercise
|
10,000
|
53,200
|
|
Proceeds from short
term note
|
-
|
965,000
|
|
Advances from
related parties
|
-
|
26,200
|
|
Payments of
principal on finance leases
|
(28,055)
|
-
|
|
NET CASH PROVIDED
BY FINANCING ACTIVITIES
|
2,231,945
|
1,044,400
|
|
|
|
|
|
EFFECT OF EXCHANGE
RATES ON CASH
|
4,826
|
(2,398)
|
|
|
|
|
|
NET DECREASE IN
CASH AND CASH EQUIVALENTS
|
(413,563)
|
(265,603)
|
|
|
|
|
|
CASH AND CASH
EQUIVALENTS, BEGINNING OF PERIOD
|
1,760,455
|
364,549
|
|
CASH AND CASH
EQUIVALENTS, END OF PERIOD
|
$1,346,892
|
$98,946
|
|
|
|
|
|
NONCASH INVESTING
AND FINANCING ACTIVITIES
|
|
|
|
Conversion of short
term notes payable to equity
|
$263,984
|
$266,667
|
|
|
|
|
|
|
|
|
|
Conversion of
advances from related parties to equity
|
$2,098
|
$-
|
|
|
|
|
|
|
|
|
|
Additions to right
of use assets from new finance lease liabilities
|
$127,611
|
$-
|
|
|
|
|
|
|
|
|
|
Reclassification of
warrant liability to equity
|
$-
|
$262,339
|