Revenue and Financial Performance - Revenue for the nine months ended September 30, 2024, was 26.519million,comparedto45.232 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,comparedto35.067 million in the same period in 2023[9] - Total revenues for the three months ended September 30, 2024 were 5.367million,asignificantdecreasefrom18.2 million in the same period in 2023[75] - Revenue from Turkey dropped to 966,000inQ32024from3.517 million in Q3 2023, representing a 72.5% decline[75] - All Other Countries contributed 3.347million(62.411.122 million (61.1% of total) in Q3 2023[75] - For the nine months ended September 30, 2024, total revenues were 26.519millioncomparedto45.232 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]NetLossandProfitability−NetlossfortheninemonthsendedSeptember30,2024,was5.580 million, compared to a net loss of 61.427millioninthesameperiodin2023,showingasubstantialimprovement[9]−NetlosspersharefortheninemonthsendedSeptember30,2024,was2.62, compared to 50.01inthesameperiodin2023[9]−NetlossfortheninemonthsendedSeptember30,2024was5.58 million, compared to a net loss of 61.43millionforthesameperiodin2023[17]−Thecompanyincurredlossesfromoperationsof33.1 million and 53.3millionfortheninemonthsendedSeptember30,2024and2023,respectively[37]−BasicanddilutednetlosspershareforQ32024was(3.51), compared to (13.56)inQ32023,showingasignificantimprovement[168]−NetlossattributabletocommonshareholdersforQ32024was(9.004 million), compared to (21.885million)inQ32023[168]CashFlowandLiquidity−Cashandcashequivalentsdecreasedto28.654 million as of September 30, 2024, from 38.037millionasofDecember31,2023[6]−NetcashusedinoperatingactivitiesfortheninemonthsendedSeptember30,2024was29.03 million, compared to 43.11millionforthesameperiodin2023[17]−NetcashprovidedbyfinancingactivitiesfortheninemonthsendedSeptember30,2024was20.26 million, compared to 116.39millionforthesameperiodin2023[17]−CashandcashequivalentsandrestrictedcashattheendofSeptember30,2024was29.05 million, compared to 80.10millionattheendofSeptember30,2023[17]−Cashoutflowsfromoperatingactivitieswere29.0 million and 43.1millionfortheninemonthsendedSeptember30,2024and2023,respectively[37]−Thecompanyrepaid48 million for the Fortress Term Loan on April 16, 2024, including 43.1millionprincipalrepaymentand4.6 million in fees[96] - The company recorded an 8.7millionlossonextinguishmentofdebtrelatedtotheFortressTermLoanrepaymentintheninemonthsendedSeptember30,2024[96]AssetsandLiabilities−Accountsreceivabledecreasedto9.935 million as of September 30, 2024, from 18.194millionasofDecember31,2023[6]−Inventorydecreasedto4.568 million as of September 30, 2024, from 6.171millionasofDecember31,2023[6]−Totalcurrentassetsdecreasedto44.829 million as of September 30, 2024, from 64.816millionasofDecember31,2023[6]−Totalliabilitiesdecreasedto114.510 million as of September 30, 2024, from 142.199millionasofDecember31,2023[6]−Inventorydecreasedto4.568 million as of September 30, 2024 from 6.171millionatDecember31,2023,withfinishedgoodsinventorydown19.83.08 million as of September 30, 2024 from 3.381millionatDecember31,2023[81]−Totalaccruedexpensesandothercurrentliabilitiesdecreasedto7.973 million as of September 30, 2024 from 15.495millionatDecember31,2023[82]−Long−livedassetsintheUnitedStatesdecreasedfrom5,381 thousand in 2023 to 4,690thousandin2024,whileinFrance,theydecreasedfrom1,010 thousand to 673thousand[194]StockandEquityTransactions−Thecompanyissued2,260,159sharesofpreferredstockinconnectionwithaprivateplacement,netofissuancecosts,raising979,000[15] - The company issued 653,351 shares of common stock in connection with a public offering, net of issuance costs, raising 5.07million[15]−Thecompany′stotalstockholders′deficitdecreasedfrom70.49 million as of January 1, 2024 to 64.79millionasofSeptember30,2024[15]−Thecompany′saccumulateddeficitincreasedfrom212.80 million as of January 1, 2024 to 218.38millionasofSeptember30,2024[15]−Thecompany′sothercomprehensiveincomeincreasedfromalossof700,000 as of January 1, 2024 to a gain of 2.89millionasofSeptember30,2024[15]−Thecompanycompleteda1−for−25reversestockspliteffectiveJanuary3,2025[31][32]−Followingthereversestocksplit,eachpublicwarrantisexercisablefor0.056818sharesofcommonstockatanexercisepriceof202.50 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,totaling37.9 million[58] - Legacy Allurion convertible notes totaling 21.8millionwereconvertedinto132,049sharesofAllurionCommonStock[72]−Thecompanyassumed528,277publicwarrantstopurchase750,394sharesofAllurionCommonStockat202.50 per share, valued at 13.8million[73]−Earn−Outliabilitiesforpotentialissuanceofadditionalshareswereinitiallyvaluedat53.0 million[74] - The company issued 2,260,159 shares of Series A Preferred Stock and 90,407 Private Placement Warrants, raising net proceeds of 2.5millionafterdeducting0.2 million in offering costs[147] - The company issued 576,261 shares of Common Stock and 662,701 Public Offering Warrants, raising net proceeds of 15.2millionafterdeducting1.0 million in underwriting discounts and 1.0millioninofferingcosts[156]−AsofSeptember30,2024,thecompanyhad2,574,783sharesofCommonStockoutstanding,upfrom1,907,529sharesasofDecember31,2023[155]−Thecompanyhas769,257warrantsoutstandingtopurchaseCommonStock,withaweightedaverageexercisepriceof30.00[162] - The company entered into a Chardan Equity Facility, allowing it to sell up to 100millioninCommonStock,with5,730sharessoldfor0.4 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]−InterestexpenseforthethreemonthsendedSeptember30,2023relatedtotheFortressTermLoanwas1.7 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]−The2021ConvertibleNoteswereconvertedinto5,345sharesofAllurionCommonStockwithacorrespondingrecognitionofAPICof2.2 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]−The2023ConvertibleNoteswereissuedforgrossproceedsof28.7 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]−TheRTWConvertibleNoteswereissuedfor48.0 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,withacorresponding1.1 million loss recognized in Other income, net[116] - RTW paid Allurion an aggregate of 40.0millionInvestmentAmount,withrevenueinterestpaymentsupto6.03.6 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]−ThefairvalueoftheRevenueInterestFinancingandPIPEConversionOptionwere38.5 million and 9.9million,respectively,asofSeptember30,2024[126]−ForthethreemonthsendedSeptember30,2024,thecompanyrecordeda6.7 million loss and a 5.8milliongainontheRevenueInterestFinancing[127]−ThefairvalueofRTWConvertibleNoteswas36.09 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,comparedto6.35 million for the same period in 2023[17] - Total stock-based compensation expense for Q3 2024 was 860,000,comparedto5.539 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]−Thecompanyhas5.6 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,with1.0 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]LeasesandRealEstate−Thecompanyhas51,000squarefeetofleasedoffice,manufacturing,andlaboratoryspaceacrosssixleases,expiringbetweenMarch2025andMarch2028[184]−OperatingleasecostsforQ32024were259,000, compared to 285,000inQ32023[186]−Futurecommitmentsundernon−cancelableoperatingleaseagreementstotal2,810 thousand, with a present value adjustment of 354thousand,resultingintotalleaseliabilitiesof2,456 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]−ThefairvalueofLegacyAllurionCommonStockWarrantLiabilitieswas71,000 as of September 30, 2024, classified under Level 3[128] - The fair value of the PIPE Conversion Option was 9.85millionasofSeptember30,2024,classifiedunderLevel3[128]−ThefairvalueofPreferredStockWarrantsdecreasedfrom2,679 thousand to 715thousandfromJune30,2023,toSeptember30,2023,adeclineof73.31,351 thousand to 207thousandfromJune30,2023,toSeptember30,2023,adeclineof84.75,970 thousand as of September 30, 2024, following a fair value issuance of 13,157thousandandachangeinfairvalueof(7,187) thousand[132] - The fair value of Private Placement Warrants was 810thousandasofSeptember30,2024,followingafairvalueissuanceof1,670 thousand and a change in fair value of (860)thousand[132]−ThefairvalueoftheRevenueInterestFinancingwasremeasuredasofSeptember30,2024,usingadiscountrateof23.515.25 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 90.0%[142] Taxes - The company recorded income tax expense of 0.1millionforthethreemonthsendedSeptember30,2024,representinganeffectivetaxrateof(0.8218.4 million[37] Other Transactions and Agreements - The company incurred 22.7millionintransactioncosts,including15.2 million recorded to additional paid-in capital and 5.0millionasgeneralandadministrativeexpenses[54]−NetproceedsfromtheBusinessCombinationwere61.652 million after deducting transaction costs and other liabilities[56] - RTW paid 40.0millionforrevenueinterestpayments,withratesupto6.01.8 million and 3.1millionforthethreemonthsendedSeptember30,2024throughthecondensedconsolidatedstatementsofoperationsandothercomprehensiveincome(loss),respectively[117]−TheCompanyisincompliancewiththefinancialmaintenancecovenantsintheAmendedNotePurchaseAgreementasofSeptember30,2024[118]−TheCompanyenteredintoaconsultingagreementwithKKGEnterprisesandRemusGroupManagement,paying0.2 million and 0.3millionrespectively,whichwereterminatedinJune2023[196]−Allurionsold13 million of 2023 Convertible Notes to Hunter Ventures Limited, a related party