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Allurion Technologies(ALUR) - 2024 Q4 - Annual Results

Revenue and Financial Performance - Revenue for the nine months ended September 30, 2024, was 26.519million,comparedto26.519 million, compared to 45.232 million in the same period in 2023, reflecting a significant decrease[9] - Gross profit for the nine months ended September 30, 2024, was 18.970million,comparedto18.970 million, compared to 35.067 million in the same period in 2023[9] - Total revenues for the three months ended September 30, 2024 were 5.367million,asignificantdecreasefrom5.367 million, a significant decrease from 18.2 million in the same period in 2023[75] - Revenue from Turkey dropped to 966,000inQ32024from966,000 in Q3 2024 from 3.517 million in Q3 2023, representing a 72.5% decline[75] - All Other Countries contributed 3.347million(62.43.347 million (62.4% of total revenue) in Q3 2024, down from 11.122 million (61.1% of total) in Q3 2023[75] - For the nine months ended September 30, 2024, total revenues were 26.519millioncomparedto26.519 million compared to 45.232 million in the same period in 2023, a 41.4% decrease[78] - No revenue was generated in the United States for both the three and nine months ended September 30, 2024[78] - The Company recognized a reduction to revenues of 1.2millionduetocustomerreturnsoftheAllurionBalloonfollowingitssuspensioninFrance[190]NetLossandProfitabilityNetlossfortheninemonthsendedSeptember30,2024,was1.2 million due to customer returns of the Allurion Balloon following its suspension in France[190] Net Loss and Profitability - Net loss for the nine months ended September 30, 2024, was 5.580 million, compared to a net loss of 61.427millioninthesameperiodin2023,showingasubstantialimprovement[9]NetlosspersharefortheninemonthsendedSeptember30,2024,was61.427 million in the same period in 2023, showing a substantial improvement[9] - Net loss per share for the nine months ended September 30, 2024, was 2.62, compared to 50.01inthesameperiodin2023[9]NetlossfortheninemonthsendedSeptember30,2024was50.01 in the same period in 2023[9] - Net loss for the nine months ended September 30, 2024 was 5.58 million, compared to a net loss of 61.43millionforthesameperiodin2023[17]Thecompanyincurredlossesfromoperationsof61.43 million for the same period in 2023[17] - The company incurred losses from operations of 33.1 million and 53.3millionfortheninemonthsendedSeptember30,2024and2023,respectively[37]BasicanddilutednetlosspershareforQ32024was53.3 million for the nine months ended September 30, 2024 and 2023, respectively[37] - Basic and diluted net loss per share for Q3 2024 was (3.51), compared to (13.56)inQ32023,showingasignificantimprovement[168]NetlossattributabletocommonshareholdersforQ32024was(13.56) in Q3 2023, showing a significant improvement[168] - Net loss attributable to common shareholders for Q3 2024 was (9.004 million), compared to (21.885million)inQ32023[168]CashFlowandLiquidityCashandcashequivalentsdecreasedto(21.885 million) in Q3 2023[168] Cash Flow and Liquidity - Cash and cash equivalents decreased to 28.654 million as of September 30, 2024, from 38.037millionasofDecember31,2023[6]NetcashusedinoperatingactivitiesfortheninemonthsendedSeptember30,2024was38.037 million as of December 31, 2023[6] - Net cash used in operating activities for the nine months ended September 30, 2024 was 29.03 million, compared to 43.11millionforthesameperiodin2023[17]NetcashprovidedbyfinancingactivitiesfortheninemonthsendedSeptember30,2024was43.11 million for the same period in 2023[17] - Net cash provided by financing activities for the nine months ended September 30, 2024 was 20.26 million, compared to 116.39millionforthesameperiodin2023[17]CashandcashequivalentsandrestrictedcashattheendofSeptember30,2024was116.39 million for the same period in 2023[17] - Cash and cash equivalents and restricted cash at the end of September 30, 2024 was 29.05 million, compared to 80.10millionattheendofSeptember30,2023[17]Cashoutflowsfromoperatingactivitieswere80.10 million at the end of September 30, 2023[17] - Cash outflows from operating activities were 29.0 million and 43.1millionfortheninemonthsendedSeptember30,2024and2023,respectively[37]Thecompanyrepaid43.1 million for the nine months ended September 30, 2024 and 2023, respectively[37] - The company repaid 48 million for the Fortress Term Loan on April 16, 2024, including 43.1millionprincipalrepaymentand43.1 million principal repayment and 4.6 million in fees[96] - The company recorded an 8.7millionlossonextinguishmentofdebtrelatedtotheFortressTermLoanrepaymentintheninemonthsendedSeptember30,2024[96]AssetsandLiabilitiesAccountsreceivabledecreasedto8.7 million loss on extinguishment of debt related to the Fortress Term Loan repayment in the nine months ended September 30, 2024[96] Assets and Liabilities - Accounts receivable decreased to 9.935 million as of September 30, 2024, from 18.194millionasofDecember31,2023[6]Inventorydecreasedto18.194 million as of December 31, 2023[6] - Inventory decreased to 4.568 million as of September 30, 2024, from 6.171millionasofDecember31,2023[6]Totalcurrentassetsdecreasedto6.171 million as of December 31, 2023[6] - Total current assets decreased to 44.829 million as of September 30, 2024, from 64.816millionasofDecember31,2023[6]Totalliabilitiesdecreasedto64.816 million as of December 31, 2023[6] - Total liabilities decreased to 114.510 million as of September 30, 2024, from 142.199millionasofDecember31,2023[6]Inventorydecreasedto142.199 million as of December 31, 2023[6] - Inventory decreased to 4.568 million as of September 30, 2024 from 6.171millionatDecember31,2023,withfinishedgoodsinventorydown19.86.171 million at December 31, 2023, with finished goods inventory down 19.8%[79] - Property and equipment net value decreased to 3.08 million as of September 30, 2024 from 3.381millionatDecember31,2023[81]Totalaccruedexpensesandothercurrentliabilitiesdecreasedto3.381 million at December 31, 2023[81] - Total accrued expenses and other current liabilities decreased to 7.973 million as of September 30, 2024 from 15.495millionatDecember31,2023[82]LonglivedassetsintheUnitedStatesdecreasedfrom15.495 million at December 31, 2023[82] - Long-lived assets in the United States decreased from 5,381 thousand in 2023 to 4,690thousandin2024,whileinFrance,theydecreasedfrom4,690 thousand in 2024, while in France, they decreased from 1,010 thousand to 673thousand[194]StockandEquityTransactionsThecompanyissued2,260,159sharesofpreferredstockinconnectionwithaprivateplacement,netofissuancecosts,raising673 thousand[194] Stock and Equity Transactions - The company issued 2,260,159 shares of preferred stock in connection with a private placement, net of issuance costs, raising 979,000[15] - The company issued 653,351 shares of common stock in connection with a public offering, net of issuance costs, raising 5.07million[15]Thecompanystotalstockholdersdeficitdecreasedfrom5.07 million[15] - The company's total stockholders' deficit decreased from 70.49 million as of January 1, 2024 to 64.79millionasofSeptember30,2024[15]Thecompanysaccumulateddeficitincreasedfrom64.79 million as of September 30, 2024[15] - The company's accumulated deficit increased from 212.80 million as of January 1, 2024 to 218.38millionasofSeptember30,2024[15]Thecompanysothercomprehensiveincomeincreasedfromalossof218.38 million as of September 30, 2024[15] - The company's other comprehensive income increased from a loss of 700,000 as of January 1, 2024 to a gain of 2.89millionasofSeptember30,2024[15]Thecompanycompleteda1for25reversestockspliteffectiveJanuary3,2025[31][32]Followingthereversestocksplit,eachpublicwarrantisexercisablefor0.056818sharesofcommonstockatanexercisepriceof2.89 million as of September 30, 2024[15] - The company completed a 1-for-25 reverse stock split effective January 3, 2025[31][32] - Following the reverse stock split, each public warrant is exercisable for 0.056818 shares of common stock at an exercise price of 202.50 per share[33] - Legacy Allurion common stock holders received Allurion Common Stock at an exchange ratio of approximately 0.9780[52] - The total number of Allurion Common Stock shares outstanding after the Business Combination and Reverse Stock Split was 1,892,058[56] - PIPE Investors purchased 215,468 shares of Allurion Common Stock at 176.00pershare,totaling176.00 per share, totaling 37.9 million[58] - Legacy Allurion convertible notes totaling 21.8millionwereconvertedinto132,049sharesofAllurionCommonStock[72]Thecompanyassumed528,277publicwarrantstopurchase750,394sharesofAllurionCommonStockat21.8 million were converted into 132,049 shares of Allurion Common Stock[72] - The company assumed 528,277 public warrants to purchase 750,394 shares of Allurion Common Stock at 202.50 per share, valued at 13.8million[73]EarnOutliabilitiesforpotentialissuanceofadditionalshareswereinitiallyvaluedat13.8 million[73] - Earn-Out liabilities for potential issuance of additional shares were initially valued at 53.0 million[74] - The company issued 2,260,159 shares of Series A Preferred Stock and 90,407 Private Placement Warrants, raising net proceeds of 2.5millionafterdeducting2.5 million after deducting 0.2 million in offering costs[147] - The company issued 576,261 shares of Common Stock and 662,701 Public Offering Warrants, raising net proceeds of 15.2millionafterdeducting15.2 million after deducting 1.0 million in underwriting discounts and 1.0millioninofferingcosts[156]AsofSeptember30,2024,thecompanyhad2,574,783sharesofCommonStockoutstanding,upfrom1,907,529sharesasofDecember31,2023[155]Thecompanyhas769,257warrantsoutstandingtopurchaseCommonStock,withaweightedaverageexercisepriceof1.0 million in offering costs[156] - As of September 30, 2024, the company had 2,574,783 shares of Common Stock outstanding, up from 1,907,529 shares as of December 31, 2023[155] - The company has 769,257 warrants outstanding to purchase Common Stock, with a weighted average exercise price of 30.00[162] - The company entered into a Chardan Equity Facility, allowing it to sell up to 100millioninCommonStock,with5,730sharessoldfor100 million in Common Stock, with 5,730 shares sold for 0.4 million as of September 30, 2024[166][167] - The company has 528,269 outstanding Public Warrants exercisable for 750,383 shares of Common Stock, with no redemptions as of September 30, 2024[165] - The company has reserved 2,294,777 shares of Common Stock for potential conversion or exercise of its securities as of September 30, 2024[159] Debt and Financing - The company borrowed 60.0millionundertheFortressTermLoan,usedtorepaythe2021TermLoan[63]InterestexpenseforthethreemonthsendedSeptember30,2023relatedtotheFortressTermLoanwas60.0 million under the Fortress Term Loan, used to repay the 2021 Term Loan[63] - Interest expense for the three months ended September 30, 2023 related to the Fortress Term Loan was 1.7 million, with an average interest rate of 14.94%[97] - Interest expense for the nine months ended September 30, 2024 related to the Fortress Term Loan was 2.3million,withnointerestexpenseforthethreemonthsendedSeptember30,2024duetoloanextinguishment[98]The2021ConvertibleNoteswereconvertedinto5,345sharesofAllurionCommonStockwithacorrespondingrecognitionofAPICof2.3 million, with no interest expense for the three months ended September 30, 2024 due to loan extinguishment[98] - The 2021 Convertible Notes were converted into 5,345 shares of Allurion Common Stock with a corresponding recognition of APIC of 2.2 million on August 1, 2023[101] - The 2022 Convertible Notes were converted into 3,329 shares of Allurion Common Stock with a corresponding recognition of APIC of 1.2milliononAugust1,2023[104]The2023ConvertibleNoteswereissuedforgrossproceedsof1.2 million on August 1, 2023[104] - The 2023 Convertible Notes were issued for gross proceeds of 28.7 million with a stated interest rate of 7.0% per annum[105] - Interest expense for the nine months ended September 30, 2023 related to the 2023 Convertible Notes was 0.5million[107]TheRTWConvertibleNoteswereissuedfor0.5 million[107] - The RTW Convertible Notes were issued for 48.0 million with an annual interest rate of 6% and a maturity date of April 16, 2031[115] - The fair value of the RTW Convertible Notes at issuance was 49.1million,withacorresponding49.1 million, with a corresponding 1.1 million loss recognized in Other income, net[116] - RTW paid Allurion an aggregate of 40.0millionInvestmentAmount,withrevenueinterestpaymentsupto6.040.0 million Investment Amount, with revenue interest payments up to 6.0% of annual net sales prior to December 31, 2026, and up to 10.0% thereafter until December 31, 2030[120] - If RTW has not received at least 100% of the Investment Amount by December 31, 2027, the company must make a cash payment to catch up to 100%, and if not 240% by December 31, 2030, a payment to reach 240%, with a Hard Cap of 260%[121] - The company has made 3.6 million in royalty payments to RTW as of September 30, 2024[122] - The RIFA Amendment increased the rate of revenue interest payments to 12% for net sales ≤ 100millionpriortoDecember31,2026,andafterJanuary1,2027[123]ThefairvalueoftheRevenueInterestFinancingandPIPEConversionOptionwere100 million prior to December 31, 2026, and after January 1, 2027[123] - The fair value of the Revenue Interest Financing and PIPE Conversion Option were 38.5 million and 9.9million,respectively,asofSeptember30,2024[126]ForthethreemonthsendedSeptember30,2024,thecompanyrecordeda9.9 million, respectively, as of September 30, 2024[126] - For the three months ended September 30, 2024, the company recorded a 6.7 million loss and a 5.8milliongainontheRevenueInterestFinancing[127]ThefairvalueofRTWConvertibleNoteswas5.8 million gain on the Revenue Interest Financing[127] - The fair value of RTW Convertible Notes was 36.09 million as of September 30, 2024, classified under Level 3[128] Stock-Based Compensation and Employee Benefits - Stock-based compensation expense for the nine months ended September 30, 2024 was 2.22million,comparedto2.22 million, compared to 6.35 million for the same period in 2023[17] - Total stock-based compensation expense for Q3 2024 was 860,000,comparedto860,000, compared to 5.539 million in Q3 2023[172] - As of September 30, 2024, 284,332 stock options were outstanding with a weighted average exercise price of 57.00peroption[173]Thecompanyhas57.00 per option[173] - The company has 5.6 million of unrecognized compensation costs related to unvested stock options, expected to be recognized over 3.0 years[173] - Total stock compensation expense related to RSUs for Q3 2024 was 0.2million,with0.2 million, with 1.0 million of unrecognized compensation costs remaining[178] - The company's 2023 ESPP reserves 89,045 shares of Common Stock for issuance, with no shares issued as of September 30, 2024[180] - The company's 401(k) retirement plan matching contributions were less than 0.1millionforbothQ32024andQ32023[181]LeasesandRealEstateThecompanyhas51,000squarefeetofleasedoffice,manufacturing,andlaboratoryspaceacrosssixleases,expiringbetweenMarch2025andMarch2028[184]OperatingleasecostsforQ32024were0.1 million for both Q3 2024 and Q3 2023[181] Leases and Real Estate - The company has 51,000 square feet of leased office, manufacturing, and laboratory space across six leases, expiring between March 2025 and March 2028[184] - Operating lease costs for Q3 2024 were 259,000, compared to 285,000inQ32023[186]Futurecommitmentsundernoncancelableoperatingleaseagreementstotal285,000 in Q3 2023[186] - Future commitments under non-cancelable operating lease agreements total 2,810 thousand, with a present value adjustment of 354thousand,resultingintotalleaseliabilitiesof354 thousand, resulting in total lease liabilities of 2,456 thousand[187] - The weighted-average remaining lease term decreased from 3.7 years in 2023 to 2.9 years in 2024, while the weighted-average discount rate remained at 9.9%[187] Fair Value Measurements - The fair value of Public Warrants was 531,000asofSeptember30,2024,basedonaLevel1input[128]ThefairvalueofLegacyAllurionCommonStockWarrantLiabilitieswas531,000 as of September 30, 2024, based on a Level 1 input[128] - The fair value of Legacy Allurion Common Stock Warrant Liabilities was 71,000 as of September 30, 2024, classified under Level 3[128] - The fair value of the PIPE Conversion Option was 9.85millionasofSeptember30,2024,classifiedunderLevel3[128]ThefairvalueofPreferredStockWarrantsdecreasedfrom9.85 million as of September 30, 2024, classified under Level 3[128] - The fair value of Preferred Stock Warrants decreased from 2,679 thousand to 715thousandfromJune30,2023,toSeptember30,2023,adeclineof73.3715 thousand from June 30, 2023, to September 30, 2023, a decline of 73.3%[132] - The fair value of Common Stock Warrants decreased from 1,351 thousand to 207thousandfromJune30,2023,toSeptember30,2023,adeclineof84.7207 thousand from June 30, 2023, to September 30, 2023, a decline of 84.7%[132] - The fair value of Public Offering Warrants was 5,970 thousand as of September 30, 2024, following a fair value issuance of 13,157thousandandachangeinfairvalueof13,157 thousand and a change in fair value of (7,187) thousand[132] - The fair value of Private Placement Warrants was 810thousandasofSeptember30,2024,followingafairvalueissuanceof810 thousand as of September 30, 2024, following a fair value issuance of 1,670 thousand and a change in fair value of (860)thousand[132]ThefairvalueoftheRevenueInterestFinancingwasremeasuredasofSeptember30,2024,usingadiscountrateof23.5(860) thousand[132] - The fair value of the Revenue Interest Financing was remeasured as of September 30, 2024, using a discount rate of 23.5%[136] - The fair value of the PIPE Conversion Option was measured using a stock price of 15.25 and an expected volatility of 130.0% as of September 30, 2024[137] - The fair value of the Earn-Out Liability was measured using a stock price of 15.25andanexpectedvolatilityof105.015.25 and an expected volatility of 105.0% as of September 30, 2024[138] - The fair value of the RTW Convertible Notes was remeasured as of September 30, 2024, using a stock price of 15.25 and an expected volatility of 90.0%[142] Taxes - The company recorded income tax expense of 0.1millionforthethreemonthsendedSeptember30,2024,representinganeffectivetaxrateof(0.80.1 million for the three months ended September 30, 2024, representing an effective tax rate of (0.8%)[144] - The company maintained a full valuation allowance against its net deferred tax assets as of September 30, 2024, due to significant operating losses[145] Customer Concentration - Customer A accounted for 18% and 19% of total revenue for the three months ended September 30, 2024 and 2023, respectively[46] - Customer A accounted for 15% and 16% of accounts receivable as of September 30, 2024 and December 31, 2023, respectively[46] - Customer B accounted for 11% of total revenue for the three months ended September 30, 2023[46] Going Concern and Future Outlook - The company has concluded there is substantial doubt about its ability to continue as a going concern for one year from the date of the financial statements[38] - The company expects to continue generating significant operating losses for the foreseeable future[37] - As of September 30, 2024, the company had an accumulated deficit of 218.4 million[37] Other Transactions and Agreements - The company incurred 22.7millionintransactioncosts,including22.7 million in transaction costs, including 15.2 million recorded to additional paid-in capital and 5.0millionasgeneralandadministrativeexpenses[54]NetproceedsfromtheBusinessCombinationwere5.0 million as general and administrative expenses[54] - Net proceeds from the Business Combination were 61.652 million after deducting transaction costs and other liabilities[56] - RTW paid 40.0millionforrevenueinterestpayments,withratesupto6.040.0 million for revenue interest payments, with rates up to 6.0% of annual net sales before December 31, 2026, and up to 10.0% thereafter[59] - The Company recorded gains of 1.8 million and 3.1millionforthethreemonthsendedSeptember30,2024throughthecondensedconsolidatedstatementsofoperationsandothercomprehensiveincome(loss),respectively[117]TheCompanyisincompliancewiththefinancialmaintenancecovenantsintheAmendedNotePurchaseAgreementasofSeptember30,2024[118]TheCompanyenteredintoaconsultingagreementwithKKGEnterprisesandRemusGroupManagement,paying3.1 million for the three months ended September 30, 2024 through the condensed consolidated statements of operations and other comprehensive income (loss), respectively[117] - The Company is in compliance with the financial maintenance covenants in the Amended Note Purchase Agreement as of September 30, 2024[118] - The Company entered into a consulting agreement with KKG Enterprises and Remus Group Management, paying 0.2 million and 0.3millionrespectively,whichwereterminatedinJune2023[196]Allurionsold0.3 million respectively, which were terminated in June 2023[196] - Allurion sold 13 million of 2023 Convertible Notes to Hunter Ventures Limited, a related party