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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

November 14, 2022

Date of Report (Date of earliest event reported)

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HELIUS MEDICAL TECHNOLOGIES, INC.

(Exact name of Registrant as Specified in Its Charter)

-

DELAWARE

001-38445

36-4787690

(State or Other Jurisdiction

of Incorporation)

(Commission File Number)

(IRS Employer

Identification No.)

642 Newtown Yardley Road, Suite 100

Newtown, PA

 

18940

(Address of Principal Executive Offices)

 

(Zip Code)

Registrant’s Telephone Number, Including Area Code: (215) 944-6100

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

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:

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

HSDT

The Nasdaq Stock Market LLC

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 2.02Results of Operations and Financial Condition.

On November 14, 2022, Helius Medical Technologies, Inc. (the “Registrant”) issued a press release announcing its financial results for the quarter ended September 30, 2022, as well as information regarding a conference call to discuss these financial results and the Registrant’s recent corporate highlights. A copy of this press release is furnished herewith as Exhibit 99.1 to this Current Report and is incorporated herein by reference.

In accordance with General Instruction B.2. of Form 8-K, the information in this Item 2.02, and Exhibit 99.1 hereto, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liability of that section, nor shall it be deemed incorporated by reference in any of the Registrant’s filings under the Securities Act of 1933, as amended, or the Exchange Act, whether made before or after the date hereof, regardless of any incorporation language in such a filing, except as expressly set forth by specific reference in such a filing.

Item 9.01

Financial Statements and Exhibits.

(d) Exhibits

Exhibit No.

    

Description

99.1

Press Release dated November 14, 2022.

104

Cover Page Interactive Data File (embedded within Inline XBRL document)

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SIGNATURE

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.

HELIUS MEDICAL TECHNOLOGIES, INC.

Dated: November 14, 2022

By:

/s/ Jeffrey S. Mathiesen

Jeffrey S. Mathiesen

Chief Financial Officer and Treasurer

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Exhibit 99.1

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Helius Medical Technologies, Inc. Reports Third Quarter 2022 Financial Results

-- Total Q3 revenue up 80% over prior year --

-- Cash on hand expected to fund operations through 2023 --

-- Company to host call at 8:30am today –

NEWTOWN, Pa., November 14, 2022 (GLOBE NEWSWIRE) -- Helius Medical Technologies, Inc. (Nasdaq:HSDT) (“Helius” or the “Company”), a neurotech company focused on neurological wellness, today reported financial results for the quarter ended September 30, 2022.

Third Quarter and Recent Business Updates

First full quarter of commercial availability of PoNS® in the U.S.

Introduced online, on-demand training module to standardize and streamline the training of physical therapists who wish to use PoNS Therapy to treat patients suffering gait impairment due to multiple sclerosis (MS).

Added  MGH Institute of Health Professions and Oregon Health & Science University as a Therapeutic Experience Program (TEP) centers of excellence joining Shepard Center in Atlanta and NYU Langone already enrolling patients.

Closed an $18 million public offering, raising net proceeds of approximately $16.3 million.

Q3 2022 revenue increased by 80% to $196 thousand compared to $109 thousand in Q3 2021, and by 65% compared to Q2 2022.

$16.7 million of cash on hand to fund operations through 2023.

“It was the first full quarter of commercial sales and the market response to PoNS Therapy remained strong, as demonstrated by the quarter over quarter increase in US sales. The Patient Therapy Access Program we introduced in June has been well received, and a significant percentage of patients have used PTAP to access on-label PoNS Therapy at a reduced price. We also addressed another major impediment to access by introducing an online training module which has allowed us to greatly accelerate the training of physical therapists. In the US, we have gone from less than half a dozen to close to 100 PTs trained over the past three months, with the large majority occurring since we kicked off the program. Because physical therapists can now receive PoNS Therapy training on-demand in three hours or less, instead of through an in-person, multi-day course, patients can have readily available access to PoNS trained therapist,” said Dane Andreeff, President and Chief Executive Officer of Helius.

“We also made progress with TEP, an important program that will help us gather information about the effectiveness of PoNS Therapy in a real-world environment. During the quarter, we began enrollment at the previously announced TEP locations and, more recently, added Mass General and OSHU as a Centers of Excellence. We are energized by all the Company has accomplished in 2022 so far and, fortified by our recent equity raise, look forward to continuing the momentum into next year and beyond, bringing relief to as many patients as possible who suffer from gait impairment,” concluded Mr. Andreeff.

Third Quarter 2022 Financial Results

Total revenue for the third quarter of 2022 was $196 thousand, an increase of 80% compared to $109 thousand in the third quarter of 2021 and was comprised primarily of product sales in both periods. Product sales in the U.S. during the third quarter totaling $139 thousand more than doubled over the second quarter 2022 levels.

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For the three months ended September 30, 2022, cost of sales was $101 thousand as compared to $86 thousand for the three months ended September 30, 2021. The increase was primarily attributable to overhead costs, including salaries and benefits of employees involved in management of the supply chain and, to a lesser extent, higher product sales in the current period. Gross profit for the third quarter of 2022 was $95 thousand, compared to gross profit of $23 thousand in the third quarter of 2021.

Operating expenses for the third quarter of 2022 increased to $4.9 million, compared to $4.4 million in the third quarter of 2021. The increase was primarily due to a net increase in stock-based compensation expense, including $1.2 million attributable to performance-based options that vested during current year quarter, partially offset by lower research and development costs following the U.S. commercial launch.

Operating loss for the third quarter of 2022 increased $0.5 million to a loss of $4.9 million, compared to an operating loss of $4.4 million in the third quarter of 2021.

Net loss was $1.0 million for the third quarter of 2022, compared to a net loss of $4.7 million, in the corresponding prior year period. The basic and diluted net loss per share for the third quarter 2022 was $0.12, compared to net loss per share of $2.01 in the third quarter 2021.

As of September 30, 2022, the Company had cash of $16.7 million, compared to $11.0 million at December 31, 2021. The Company had no debt outstanding at September 30, 2022.

Fourth Quarter and Near-Term Guidance

The Company currently expects fourth quarter revenue to be modestly above the third quarter levels, factoring in the timing required to pair patients with trained physical therapists. In addition, as we near the end of the fourth quarter, we may experience some patients delaying PoNS treatment until after the holidays, which could temper sales growth as we expand our U.S. market penetration. As we continue to build momentum and expand our sales coverage, the Company expects future quarterly revenue to continue increasing sequentially quarter over quarter throughout 2023 as the U.S. commercialization of PoNS develops.

Conference Call

As previously announced, management will host a conference call as follows:

Date:Monday, November 14, 2022

Time:8:30 AM ET

Register* (Audio Only):Click Here

Webcast:https://edge.media-server.com/mmc/p/k92nxahw

The webcast will be archived under the Newsroom section of the Company’s investor relations website.

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About Helius Medical Technologies, Inc.

Helius Medical Technologies is a leading neurotech company in the medical device field focused on neurologic deficits using non-implantable platform technologies that amplify the brain’s ability to compensate and promote neuroplasticity, improving the lives of people dealing with neurologic diseases.

The Company’s first commercial product is the Portable Neuromodulation Stimulator (PoNS®) For more information, visit www.heliusmedical.com.

About the PoNS Device and PoNS Therapy

The Portable Neuromodulation Stimulator (PoNS) is an innovative non-surgical medical device, inclusive of a controller and mouthpiece, which delivers electrical stimulation to the surface of the tongue to improve balance and gait. The PoNS device is indicated for use in the United States as a short-term treatment of gait deficit due to mild-to-moderate symptoms from multiple sclerosis (“MS”) and is to be used as an adjunct to a supervised therapeutic exercise program in patients 22 years of age and over by prescription only. Helius is advancing PoNS post-approval research in MS through a recently launched Therapeutic Experience Program (TEP) designed to partner with neurologists and neurorehabilitation therapists at 10-12 US centers of excellence, who express an interest in becoming “early adopters” of PoNS therapy. For more information visit www.ponstherapy.com.

PoNS is also authorized for sale in Canada for two indications: (i) for use as a short-term treatment (14 weeks) of chronic balance deficit due to mild-to-moderate traumatic brain injury (“mmTBI”) and is to be used in conjunction with physical therapy; and (ii) for use as a short term treatment (14 weeks) of gait deficit due to mild and moderate symptoms from MS and is to be used in conjunction with physical therapy. PoNS is also authorized for sale in Australia for short term use by healthcare professionals as an adjunct to a therapeutic exercise program to improve balance and gait.

Cautionary Disclaimer Statement:

Certain statements in this news release are not based on historical facts and constitute forward-looking statements or forward-looking information within the meaning of the U.S. Private Securities Litigation Reform Act of 1995 and Canadian securities laws. All statements other than statements of historical fact included in this news release are forward-looking statements that involve risks and uncertainties. Forward-looking statements are often identified by terms such as “believe,” “continue,” “expect,” “will,” “goal,” “aim to” and similar expressions. Such forward-looking statements include, among others, statements regarding the Company’s future growth and operational progress, including commercial activities for the PoNS device, projected revenue from sales of our products, progress of commercialization of the PoNS device in the U.S., the ability and timing of our customers’ ability to seek reimbursement for the PoNS device in the U.S., expectations for the Therapeutic Experience Program, clinical development plans, and product development activities.

There can be no assurance that such statements will prove to be accurate and actual results and future events could differ materially from those expressed or implied by such statements. Important factors that could cause actual results to differ materially from the Company’s expectations include uncertainties associated with the Company’s capital requirements to achieve its business objectives, availability of funds, the ability to find additional sources of funding, the impact of the COVID-19 pandemic, manufacturing, labor shortage and supply chain risks, the Company’s ability to train physical therapists in the supervision of the use of the PoNS treatment, the Company’s ability to secure contracts with rehabilitation clinics, the Company’s ability to obtain national Medicare coverage and to obtain a reimbursement code so that the PoNS device is covered by Medicare and Medicaid, the Company’s ability to build internal commercial infrastructure, secure state distribution licenses, build a commercial team and build relationships with Key Opinion Leaders, neurology experts and neurorehabilitation centers, market awareness of the PoNS device, future clinical trials and the clinical development process, ongoing government regulation and other factors, and other risks detailed from time to time in the “Risk Factors” section of the Company’s Annual Report on Form 10-K for the year ended December 31, 2021, its Quarterly Reports on Form 10-Q for the quarters ended March 31, 2022 and June 30, 2022 and its other filings with the United States Securities and Exchange Commission and the Canadian securities regulators, which can be obtained from either at www.sec.gov or www.sedar.com.

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The reader is cautioned not to place undue reliance on any forward-looking statement. The forward-looking statements contained in this news release are made as of the date of this news release and the Company assumes no obligation to update any forward-looking statement or to update the reasons why actual results could differ from such statements except to the extent required by law.

Investor Relations Contact:

Lisa M. Wilson, In-Site Communications, Inc.
T: 212-452-2793
E: lwilson@insitecony.com

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Helius Medical Technologies, Inc.

Unaudited Condensed Consolidated Statements of Operations

(Amounts in thousands except shares and per share data)

Three Months Ended

Nine Months Ended

September 30, 

September 30, 

2022

    

2021

    

2022

2021

Revenue

    

  

    

  

Product sales, net

$

195

$

102

$

497

$

242

Other revenue

 

1

 

7

 

8

 

22

Total revenue

 

196

 

109

 

505

 

264

Cost of revenue

 

101

 

86

 

313

 

169

Gross profit

 

95

 

23

 

192

 

95

Operating expenses

 

  

 

  

Selling, general and administrative

 

3,393

 

2,859

 

8,673

 

9,800

Research and development

 

751

 

1,489

 

3,468

 

4,182

Amortization expense

 

47

 

48

 

141

 

153

Goodwill impairment

757

757

Total operating expenses

 

4,948

 

4,396

 

13,039

 

14,135

Loss from operations

 

(4,853)

 

(4,373)

 

(12,847)

 

(14,040)

Nonoperating income (expense)

 

  

 

  

Interest expense, net

(919)

(919)

Change in fair value of derivative liability

5,489

5,489

Foreign exchange (loss) gain

 

(747)

 

(314)

 

(910)

 

10

Other income, net

 

 

 

1

 

Nonoperating income (expense), net

 

3,823

 

(314)

 

3,661

 

10

Loss before provision for income taxes

(1,030)

(4,687)

(9,186)

(14,030)

Provision for income taxes

Net loss

$

(1,030)

$

(4,687)

$

(9,186)

$

(14,030)

Net loss per share

 

  

 

  

Basic

$

(0.12)

$

(2.01)

$

(0.52)

$

(6.29)

Diluted

$

(0.12)

$

(2.01)

$

(0.52)

$

(6.29)

Weighted average number of common shares outstanding

 

  

 

  

Basic

 

8,543,303

 

2,326,893

 

17,761,752

 

2,229,422

Diluted

 

8,543,303

 

2,326,893

 

17,761,752

 

2,229,422

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Helius Medical Technologies, Inc.

Unaudited Condensed Consolidated Balance Sheets

(Except for share data, amounts in thousands)

    

September 30, 2022

    

December 31, 2021

ASSETS

 

  

 

  

Current assets

 

  

 

  

Cash

$

16,658

$

11,005

Accounts receivable, net

 

21

 

66

Other receivables

 

196

 

185

Inventory, net

 

609

 

476

Prepaid expenses and other current assets

 

733

 

862

Total current assets

 

18,217

 

12,594

Property and equipment, net

 

348

 

409

Goodwill

 

 

763

Intangible assets, net

 

178

 

333

Operating lease right-of-use asset, net

 

116

 

3

Total assets

$

18,859

$

14,102

LIABILITIES AND STOCKHOLDERS’ EQUITY

 

  

 

  

Current liabilities

 

  

 

  

Accounts payable

$

570

$

1,069

Accrued liabilities

 

551

 

1,433

Operating lease liabilities

 

53

 

3

Deferred revenue

 

26

 

148

Total current liabilities

 

1,200

 

2,653

Operating lease liabilities

 

70

 

Deferred revenue

 

173

 

193

Derivative liability

4,455

Total liabilities

 

5,898

 

2,846

STOCKHOLDERS’ EQUITY

 

  

 

  

Class A common stock, $0.001 par value; 150,000,000 shares authorized; 28,201,282 and 3,780,674 shares issued and outstanding as of September 30, 2022 and December 31, 2021, respectively

 

28

 

4

Additional paid-in capital

 

159,386

 

149,412

Accumulated deficit

 

(146,221)

 

(137,035)

Accumulated other comprehensive loss

 

(232)

 

(1,125)

Total stockholders' equity

 

12,961

 

11,256

Total liabilities and stockholders' equity

$

18,859

$

14,102

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