EX-99.1 2 ef20046428_ex99-1.htm EXHIBIT 99.1

Exhibit 99.1

 
Venus Concept Announces Fourth Quarter and Fiscal Year 2024 Financial Results
 
TORONTO, March 31, 2025 (GLOBE NEWSWIRE) – Venus Concept Inc. (“Venus Concept” or the “Company”) (NASDAQ: VERO), a global medical aesthetic technology leader, announced financial results for the three and twelve months ended December 31, 2024.
 
Summary of Financial Results & Recent Progress:
 

Company continues to execute against Transformation Plan

o
Cash used in operations in 2024 of $11.1 million, down 14% year-over-year

The Company achieved a substantial reduction in outstanding debt in FY24, from $74.9 million to $39.7 million, down 47% year-over-year

Total revenue for the fourth quarter of $15.8 million, down 13% year-over-year, and up 5% quarter-over-quarter.

o
Fourth quarter operating expenses declined 11% year-over-year

o
Fourth quarter GAAP net loss improved 28% year-over-year

o
Fourth quarter Adjusted EBITDA loss of $6.1 million, compared to $5.9 million last year

On November 7, 2024, the Company announced the continued expansion of its international distributor network with several developments globally including Index International Ltd., a subsidiary of Paragon Meditech, in Taiwan, Quirugil S.A, in Colombia and certification of select products in India with the Company’s exclusive distribution partner, Spectra Medical Systems.

On February 27, 2025, the Company announced a 1-for-11 reverse stock split of the Company’s issued and outstanding common stock, which began trading on The Nasdaq Capital Market (“Nasdaq”) on a split-adjusted basis at the open of trading on March 4, 2025. On March 18, 2025, the Company received notification from Nasdaq that it has regained compliance with its minimum bid-price listing standard.

On March 27, 2025, the Company, Madryn Health Partners, LP and Madryn Health Partners (Cayman Master), LP, (collectively “Madryn”) amended the existing Bridge Loan Agreement to create an additional $10.0 million of financing capacity available to the Company.

Management Commentary:
 
“Difficulties in the industry persisted in the fourth quarter and impacted our results relative to the expectations we outlined during our third quarter report,” said Rajiv De Silva, Chief Executive Officer of Venus Concept. “Our focus remains on reducing our cash burn through disciplined cost management, while making targeted investments to regain growth of the business. In February, we announced important management structure changes, which by design, will enable us to be responsive and decisive in our strategic plan and continue our goal to position the Company for long-term success. Lastly, we appreciate the continued partnership with Madryn as evidenced by the latest bridge loan amendment.”
 
Fourth Quarter 2024 Financial Results:

   
Three Months Ended December 31,
 
   
2024
   
2023
 
   
(dollars in thousands)
 
Revenues by region:
           
United States
 
$
10,274
   
$
11,789
 
International
   
5,491
     
6,343
 
Total revenue
 
$
15,765
   
$
18,132
 


   
Three Months Ended December 31,
             
    2024
    2023
    Change  
(in thousands, except percentages)
  $    
% of
Total
    $    
% of
Total
    $    
%
 
Revenues by product:
                                         
Venus Prime / Subscription—Systems
 
$
2,533
     
16.1
   
$
6,064
     
33.4
   
$
(3,531
)
   
(58.2
)
Products—Systems
   
10,000
     
63.4
     
8,662
     
47.8
     
1,338
     
15.4
 
Products—Other
   
2,524
     
16.0
     
2,544
     
14.0
     
(20
)
   
(0.8
)
Services
   
708
     
4.5
     
862
     
4.8
     
(154
)
   
(17.9
)
Total
 
$
15,765
     
100.0
   
$
18,132
     
100.0
   
$
(2,367
)
   
(13.1
)

Total revenue for the fourth quarter of 2024 decreased $2.4 million, or 13%, to $15.8 million, compared to the fourth quarter of 2023. The decrease in total revenue, by region, was driven by a $1.5 million, or 13%, decrease year-over-year in United States revenue and a $0.9 million, or 13%, decrease year-over-year in International revenue. The decrease in total revenue, by product category, was driven primarily by a 58% decrease in lease revenue, partially offset by a 15% increase in products – systems revenue. The percentage of total systems revenue derived from the Company’s internal lease programs (Venus Prime and our legacy subscription model) was approximately 20% in the fourth quarter of 2024, compared to 41% in the prior year period.
 
Gross profit for the fourth quarter of 2024 decreased $1.2 million, or 10%, to $10.9 million compared to the fourth quarter of 2023. The decrease in gross profit is primarily due to the effects of tighter third-party lending practices which negatively impacted capital equipment sales in both the U.S. and international markets. Gross margin was 69.1% of revenue, compared to 66.5% of revenue for the fourth quarter of 2023.
 
Operating expenses for the fourth quarter of 2024 decreased $2.1 million, or 11%, to $17.6 million, compared to the fourth quarter of 2023. The change in total operating expenses was driven by a decrease of $1.3 million, or 13%, in general and administrative expenses, a decrease of $0.7 million, or 8%, in selling and marketing expenses, and a decrease of $0.2 million, or 12%, in research and development expenses. The reduction in fourth quarter of 2024 general and administrative expenses reflects our continued progress in cost containment and streamlining of our operations.
 
Operating loss for the fourth quarter of 2024 was $6.7 million, compared to operating loss of $7.6 million for the fourth quarter of 2023.
 
Net loss attributable to stockholders for the fourth quarter of 2024 was $8.0 million, or $11.23 per share, compared to net loss of $11.1 million, or $20.14 per share for the fourth quarter of 2023. Weighted-average shares outstanding for the fourth quarter of 2024 and 2023 gives effect for the Company’s 1 for 11 reverse stock split effective March 3, 2025. Adjusted EBITDA loss for the fourth quarter of 2024 was $6.1 million, compared to adjusted EBITDA loss of $5.9 million for the fourth quarter of 2023.
 
As of December 31, 2024, the Company had cash and cash equivalents of $4.3 million and total debt obligations of approximately $39.7 million, compared to $5.4 million and $74.9 million, respectively, as of December 31, 2023.
 
Fiscal Year 2024 Financial Results:

   
Twelve Months Ended December 31,
 
   
2024
   
2023
 
   
(dollars in thousands)
 
Revenues by region:
           
United States
 
$
38,176
   
$
43,454
 
International
   
26,657
     
32,900
 
Total revenue
 
$
64,833
   
$
76,354
 


   
Twelve Months Ended December 31,
             
   
2024
   
2023
   
Change
 
(in thousands, except percentages)
 
$
   
% of
Total
   
$
   
% of
Total
    $    
%
 
Revenues by product:
                                         
Venus Prime / Subscription—Systems
 
$
13,265
     
20.6
   
$
20,504
     
26.9
   
$
(7,239
)
   
(35.3
)
Products—Systems
   
38,020
     
58.6
     
41,874
     
54.8
     
(3,854
)
   
(9.2
)
Products—Other
   
10,469
     
16.1
     
10,563
     
13.8
     
(94
)
   
(0.9
)
Services
   
3,709
     
4.7
     
3,413
     
4.5
     
(334
)
   
(9.8
)
Total
 
$
64,833
     
100.0
   
$
76,354
     
100.0
   
$
(11,521
)
   
(15.1
)

Total revenue for fiscal year 2024 decreased $11.5 million, or 15%, to $64.8 million, compared to fiscal year 2023. The decrease in total revenue, by region, was driven by a $6.2 million, or 19%, decrease year-over-year in International revenue and a $5.3 million, or 12%, decrease year-over-year in United States revenue. The decrease in total revenue, by product category, was driven primarily by a 35% decrease in lease revenue and by a 9% decrease in products – systems revenue. The percentage of total systems revenue derived from the Company’s internal lease programs (Venus Prime and our legacy subscription model) was approximately 26% in fiscal year 2024, compared to 33% in the prior year period.
 
Operating loss for fiscal year 2024 was $27.2 million, compared to operating loss of $28.3 million for fiscal year 2023. Net loss attributable to stockholders for fiscal year 2024 was $47.0 million, or $71.17 per share, compared to net loss of $37.1 million, or $68.11 per share for fiscal year 2023. Weighted-average shares outstanding for fiscal year 2024 and 2023 gives effect for the Company’s 1-for-11 reverse stock split effective March 3, 2025. Adjusted EBITDA loss for fiscal year 2024 was $21.2 million, compared to adjusted EBITDA loss of $20.3 million for fiscal year 2023.
 
Fiscal Year 2025 Financial Outlook:
 
Given the Company’s active dialogue with existing lenders and investors and the ongoing evaluation of strategic alternatives with various interested parties to maximize shareholder value, the Company is not providing full year 2025 financial guidance at this time. The Company expects total revenue for the three months ending March 31, 2025, of at least $14.0 million.

Conference Call Details:
 
Management will host a conference call at 8:00 a.m. Eastern Time on March 31, 2025 to discuss the results of the quarter and the year with a question and answer session. Those who would like to participate may dial 877-407-2991 (201-389-0925 for international callers) and provide access code 13751985. A live webcast of the call will also be provided on the investor relations section of the Company’s website at ir.venusconcept.com.
 
For those unable to participate, a replay of the call will be available for two weeks at: 877-660-6853 (201-612-7415 for international callers); access code 13751985. The webcast will be archived at ir.venusconcept.com.
 
About Venus Concept
 
Venus Concept is an innovative global medical aesthetic technology leader with a broad product portfolio of minimally invasive and non-invasive medical aesthetic and hair restoration technologies and reach in over 60 countries and 10 direct markets. Venus Concept’s product portfolio consists of aesthetic device platforms, including Venus Versa, Venus Versa Pro, Venus Legacy, Venus Velocity, Venus Viva, Venus Glow, Venus Bliss, Venus Bliss MAX, Venus Epileve, Venus Viva MD and AI.ME. Venus Concept’s hair restoration systems include NeoGraft® and the ARTAS iX® Robotic Hair Restoration system. Venus Concept has been backed by leading healthcare industry growth equity investors, including EW Healthcare Partners (formerly Essex Woodlands), HealthQuest Capital, Longitude Capital Management and Aperture Venture Partners.
 

Cautionary Statement Regarding Forward-Looking Statements
 
This communication contains “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended and Section 21E of the Securities Exchange Act of 1934, as amended. Any statements contained herein that are not of historical facts may be deemed to be forward-looking statements. In some cases, you can identify these statements by words such as such as “anticipates,” “believes,” “plans,” “expects,” “projects,” “future,” “intends,” “may,” “should,” “could,” “estimates,” “predicts,” “potential,” “continue,” “guidance,” and other similar expressions that are predictions of or indicate future events and future trends. These forward-looking statements include, but are not limited to, but are not limited to, statements about our financial performance and metrics; the growth in demand for our systems and other products; the efficacy of the restructuring plan; the identification and efficacy of strategic alternatives to maximize shareholder value; the reduction in our cash burn; and the continued implementation of turnaround plans, including debt restructurings and financings.  These forward-looking statements are based on current expectations, estimates, forecasts, and projections about our business and the industry in which the Company operates and management’s beliefs and assumptions and are not guarantees of future performance or developments and involve known and unknown risks, uncertainties, and other factors that are in some cases beyond our control. As a result, any or all of our forward-looking statements in this communication may turn out to be inaccurate. Factors that could materially affect our business operations and financial performance and condition include, but are not limited to, those risks and uncertainties described under Part II Item 1A—“Risk Factors” in our Quarterly Reports on Form 10-Q and Part I Item 1A—“Risk Factors” in our Annual Report on Form 10-K for the fiscal year ended December 31, 2024. You are urged to consider these factors carefully in evaluating the forward-looking statements and are cautioned not to place undue reliance on the forward-looking statements. The forward-looking statements are based on information available to us as of the date of this communication. Unless required by law, the Company does not intend to publicly update or revise any forward-looking statements to reflect new information or future events or otherwise.
 
Investor Relations Contact:
 
ICR Healthcare on behalf of Venus Concept:
Mike Piccinino, CFA
VenusConceptIR@westwicke.com
 

Venus Concept Inc.
 
Condensed Consolidated Balance Sheets
(In thousands of U.S. dollars, except share and per share data)

   
December 31,
 
   
2024
   
2023
 
ASSETS
           
CURRENT ASSETS:
           
Cash and cash equivalents
 
$
4,271
   
$
5,396
 
Accounts receivable, net of allowance of $3,402 and $7,338 as of December 31, 2024, and 2023
   
18,721
     
29,151
 
Inventories
   
17,561
     
23,072
 
Prepaid expenses
   
828
     
1,298
 
Advances to suppliers
   
6,027
     
5,604
 
Other current assets
   
1,104
     
1,925
 
Total current assets
   
48,512
     
66,446
 
LONG-TERM ASSETS:
               
Long-term receivables, net of allowance of $384 and $77 as of December 31, 2024, and 2023
   
8,534
     
11,318
 
Deferred tax assets
   
1,459
     
1,032
 
Severance pay funds
   
488
     
573
 
Property and equipment, net
   
936
     
1,322
 
Operating right-of-use assets, net
   
3,282
     
4,517
 
Intangible assets
   
4,973
     
8,446
 
Total long-term assets
   
19,672
     
27,208
 
TOTAL ASSETS
 
$
68,184
   
$
93,654
 
LIABILITIES AND STOCKHOLDERS’ EQUITY (DEFICIT)
               
CURRENT LIABILITIES:
               
Trade payables
 
$
6,484
   
$
9,038
 
Accrued expenses and other current liabilities
   
11,433
     
12,437
 
Note Payable
   
8,271
     
 
Current portion of long-term debt
   
     
4,155
 
Income taxes payable
   
     
366
 
Unearned interest income
   
907
     
1,468
 
Warranty accrual
   
917
     
1,029
 
Deferred revenues
   
953
     
1,076
 
Operating lease liabilities
   
1,322
     
1,590
 
Total current liabilities
   
30,287
     
31,159
 
LONG-TERM LIABILITIES:
               
Long-term debt
   
31,437
     
70,790
 
Accrued severance pay
   
528
     
634
 
Deferred tax liabilities
   
     
15
 
Unearned interest revenue
   
364
     
671
 
Warranty accrual
   
222
     
334
 
Operating lease liabilities
   
1,997
     
3,162
 
Other long-term liabilities
   
511
     
338
 
Total long-term liabilities
   
35,059
     
75,944
 
TOTAL LIABILITIES
   
65,346
     
107,103
 
Commitments and Contingencies (Note 9)
               
STOCKHOLDERS’ EQUITY (DEFICIT):
               
Common Stock, $0.0001 par value: 300,000,000 shares authorized as of December 31, 2024 and 2023; 709,130 and 552,205 issued and outstanding as of December 31, 2024 and 2023, respectively
   
30
     
30
 
Additional paid-in capital
   
311,238
     
247,854
 
Accumulated deficit
   
(308,899
)
   
(261,903
)
TOTAL STOCKHOLDERS’ EQUITY (DEFICIT)
   
2,369
     
(14,019
)
Non-controlling interests
   
469
     
570
 
     
2,838
     
(13,449
)
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY (DEFICIT)
 
$
68,184
   
$
93,654
 


Venus Concept Inc.
Condensed Consolidated Statements of Operations
(In thousands of U.S. dollars, except per share data)

   
Three Months Ended December 31
   
Year Ended December 31,
 
   
2024
   
2023
   
2024
   
2023
 
Revenue
                       
Leases
 
$
2,533
   
$
6,064
   
$
13,265
   
$
20,504
 
Products and services
   
13,232
     
12,068
     
51,568
     
55,850
 
     
15,765
     
18,132
     
64,833
     
76,354
 
Cost of goods sold
                               
Leases
   
711
     
679
     
3,249
     
4,312
 
Products and services
   
4,165
     
5,390
     
17,278
     
19,875
 
     
4,876
     
6,069
     
20,527
     
24,187
 
Gross profit
   
10,889
     
12,063
     
44,306
     
52,167
 
Operating expenses:
                               
Selling and marketing
   
7,256
     
7,912
     
28,332
     
31,231
 
General and administrative
   
8,830
     
10,115
     
36,470
     
41,048
 
Research and development
   
1,474
     
1,670
     
6,688
     
8,197
 
Total operating expenses
   
17,560
     
19,697
     
71,490
     
80,476
 
Loss from operations
   
(6,671
)
   
(7,634
)
   
(27,184
)
   
(28,309
)
Other expenses:
                               
Foreign exchange (gain) loss
   
980
     
(674
)
   
2,135
     
(295
)
Finance expenses
   
1,100
     
2,227
     
6,885
     
6,893
 
Loss on disposal of subsidiaries
   
23
     
97
     
23
     
174
 
Loss on debt extinguishment
   
-
     
2,040
     
11,355
     
2,040
 
Loss before income taxes
   
(8,774
)
   
(11,324
)
   
(47,582
)
   
(37,121
)
Income tax benefit
   
(758
)
   
(174
)
   
(611
)
   
(71
)
Net loss
   
(8,016
)
   
(11,150
)
   
(46,971
)
   
(37,050
)
Net loss attributable to stockholders of the Company
   
(7,965
)
   
(11,116
)
   
(46,996
)
   
(37,250
)
Net loss attributable to non-controlling interest
   
(51
)
   
(34
)
   
25
     
200
 
                                 
Net loss per share:
                               
Basic
 
$
(11.23
)
 
$
(20.14
)
 
$
(71.21
)
 
$
(68.47
)
Diluted
 
$
(11.23
)
 
$
(20.14
)
 
$
(71.21
)
 
$
(68.47
)
Weighted-average number of shares used in per share calculation:
                               
Basic
   
709
     
552
     
660
     
544
 
Diluted
   
709
     
552
     
660
     
544
 


Venus Concept Inc.
Condensed Consolidated Statements of Cash Flows
(in thousands)

   
Year Ended December 31,
 
   
2024
   
2023
 
CASH FLOWS FROM (USED IN) OPERATING ACTIVITIES:
           
Net loss
 
$
(46,971
)
 
$
(37,050
)
Adjustments to reconcile net loss to net cash used in operating activities:
               
Depreciation and amortization
   
3,889
     
4,115
 
Stock-based compensation
   
1,043
     
1,569
 
Provision for bad debt
   
1,426
     
1,350
 
Provision for inventory obsolescence
   
1,048
     
1,158
 
Finance expenses and accretion
   
5,391
     
2,206
 
Deferred tax recovery
   
(443
)
   
(69
)
Loss on sale of subsidiary
   
23
     
174
 
Loss on disposal of property and equipment
   
93
     
10
 
Loss on debt extinguishment
   
11,355
     
2,040
 
Changes in operating assets and liabilities:
               
Accounts receivable short- and long-term
   
12,487
     
14,891
 
Inventories
   
4,463
     
(324
)
Prepaid expenses
   
470
     
390
 
Advances to suppliers
   
(423
)
   
277
 
Other current assets
   
800
     
1,603
 
Operating right-of-use assets, net
   
1,235
     
1,345
 
Other long-term assets
   
(699
)
   
47
 
Trade payables
   
(2,211
)
   
1,005
 
Accrued expenses and other current liabilities
   
(1,607
)
   
(5,089
)
Current operating lease liabilities
   
(268
)
   
(217
)
Severance pay funds
   
85
     
168
 
Unearned interest income
   
(868
)
   
(1,215
)
Long-term operating lease liabilities
   
(1,165
)
   
(1,059
)
Other long-term liabilities
   
(219
)
   
(184
)
Net cash used in operating activities
   
(11,066
)
   
(12,859
)
CASH FLOWS FROM (USED IN) INVESTING ACTIVITIES:
               
Purchases of property and equipment
   
(123
)
   
(116
)
Net cash used in investing activities
   
(123
)
   
(116
)
CASH FLOWS FROM FINANCING ACTIVITIES:
               
2024 Registered Direct Offering shares and warrants, net of costs $222
   
977
     
6,261
 
2024 Convertible Notes issued to EW, net of costs $393
   
1,607
     
-
 
Proceeds from issuance of common stock
   
10
     
816
 
Proceeds from Short-term Bridge Financing by Madryn, net of costs $342
   
7,596
     
 
Dividends from subsidiaries paid to non-controlling interest
   
(126
)
   
(275
)
Net cash provided by financing activities
   
10,064
     
6,802
 
NET (DECREASE) INCREASE IN CASH AND CASH EQUIVALENTS AND RESTRICTED CASH
   
(1,125
)
   
(6,173
)
CASH AND CASH EQUIVALENTS AND RESTRICTED CASH — Beginning of year
   
5,396
     
11,569
 
CASH AND CASH EQUIVALENTS AND RESTRICTED CASH — End of year
 
$
4,271
   
$
5,396
 
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION:
               
Cash paid for income taxes
 
$
128
   
$
124
 
Cash paid for interest
 
$
1,610
   
$
4,473
 


Use of Non-GAAP Financial Measures
 
Adjusted EBITDA is a non-GAAP measure defined as net income (loss) before foreign exchange (gain) loss, financial expenses, income tax expense (benefit), depreciation and amortization, stock-based compensation and non-recurring items for a given period. Adjusted EBITDA is not a measure of our financial performance under U.S. GAAP and should not be considered an alternative to net income or any other performance measures derived in accordance with U.S. GAAP. Accordingly, you should consider Adjusted EBITDA along with other financial performance measures, including net income, and our financial results presented in accordance with U.S. GAAP. Other companies, including companies in our industry, may calculate Adjusted EBITDA differently or not at all, which reduces its usefulness as a comparative measure. We understand that although Adjusted EBITDA is frequently used by securities analysts, lenders and others in their evaluation of companies, Adjusted EBITDA has limitations as an analytical tool, and you should not consider it in isolation, or as a substitute for analysis of our results as reported under U.S. GAAP. Some of these limitations are: Adjusted EBITDA does not reflect our cash expenditures or future requirements for capital expenditures or contractual commitments; Adjusted EBITDA does not reflect changes in, or cash requirements for, our working capital needs; and although depreciation and amortization are non-cash charges, the assets being depreciated will often have to be replaced in the future, and Adjusted EBITDA does not reflect any cash requirements for such replacements.

We believe that Adjusted EBITDA is a useful measure for analyzing the performance of our core business because it facilitates operating performance comparisons from period to period and company to company by backing out potential differences caused by changes in foreign exchange rates that impact financial assets and liabilities denominated in currencies other than the U.S. dollar, tax positions (such as the impact on periods or companies of changes in effective tax rates), the age and book depreciation of fixed assets (affecting relative depreciation expense), amortization of intangible assets, stock-based compensation expense (because it is a non-cash expense) and non-recurring items as explained below.

 The following is a reconciliation of net loss to Adjusted EBITDA for the periods presented:
 
Venus Concept Inc.
Reconciliation of Net loss to Non-GAAP Adjusted EBITDA

   
Three Months Ended December
31,
   
Twelve Months Ended December
31,
 
   
2024
   
2023
   
2024
   
2023
 
Reconciliation of net loss to adjusted EBITDA
 
(in thousands)
   
(in thousands)
 
Net loss
 
$
(8,016
)
 
$
(11,150
)
 
$
(46,971
)
 
$
(37,050
)
Foreign exchange loss
   
980
     
(674
)
   
2,135
     
(295
)
Loss on disposal of subsidiaries
   
23
     
97
     
23
     
174
 
Loss on debt extinguishment
   
--
     
2,040
     
11,355
     
2,040
 
Finance expenses
   
1,100
     
2,227
     
6,885
     
6,893
 
Income tax (benefit) expense
   
(758
)
   
(174
)
   
(611
)
   
(71
)
Depreciation and amortization
   
965
     
1,073
     
3,889
     
4,115
 
Stock-based compensation expense
   
226
     
355
     
1,043
     
1,569
 
Other adjustments (1)
   
(618
)
   
280
     
1,020
     
2,362
 
Adjusted EBITDA
 
$
(6,098
)
 
$
(5,926
)
 
$
(21,232
)
 
$
(20,263
)

(1). For the three and twelve months ended December 31, 2024 and December 31, 2023 the other adjustments are represented by restructuring activities designed to improve the Company’s operations and cost structure.