Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 1-37897 RESHAPE LIFESCIENCES INC. (Exact name of registrant as specified in its charter) Delaware 26-1828101 (State or other ...

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K (Mark one) | | | For the fiscal year ended December 31, 2023 or ◻ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 1-37897 RESHAPE LIFESCIENCES INC. (Exact name of registrant as specified in its charter) Delaware 26-1828101 (State or other jurisdiction of incorporation or organization) (IRS Employer Identificatio ...

ReShape Lifesciences Inc. (NASDAQ:RSLS) Q3 2023 Earnings Conference Call November 8, 2023 5:00 PM ET Company Participants Michael Miller - Rx Communications Paul Hickey - President & Chief Executive Officer Caroline Apovian - Member-ReShape Scientific Advisory Tom Stankovich - Chief Financial Officer Conference Call Participants Anthony Vendetti - Maxim Group. Operator Good afternoon and thanks for joining the ReShape Lifesciences Third Quarter 2023 Conference Call. I would now like to turn the call over to ...

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 1-37897 RESHAPE LIFESCIENCES INC. (Exact name of registrant as specified in its charter) Delaware 26-1828101 (State or o ...

ReShape Lifesciences Inc. (NASDAQ:RSLS) Q2 2023 Earnings Conference Call August 7, 2023 5:00 PM ET Company Participants Michael Miller - Rx Communications, IR Paul Hickey - President and CEO Tom Stankovich - CFO Christine Ren-Fielding - Member, ReShape Scientific Advisory Board Conference Call Participants Anthony Vendetti - Maxim Operator Good afternoon, and thank you for joining the ReShape Lifesciences Second Quarter 2023 Conference Call. I would like to turn the call over to Michael Miller from Rx Comm ...

PART I – FINANCIAL INFORMATION [ITEM 1. CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)](index=4&type=section&id=Item%201.%20Condensed%20Consolidated%20Financial%20Statements%20(Unaudited)) This section presents ReShape Lifesciences Inc.'s unaudited condensed consolidated financial statements, including balance sheets, statements of operations, comprehensive loss, stockholders' equity, and cash flows, with accompanying notes, for the periods ended June 30, 2023, and December 31, 2022 [Condensed Consolidated Balance Sheets](index=4&type=section&id=Condensed%20Consolidated%20Balance%20Sheets) **Condensed Consolidated Balance Sheets (dollars in thousands):** | Metric | June 30, 2023 | December 31, 2022 | | :-------------------------------- | :------------ | :---------------- | | Cash and cash equivalents | $4,567 | $3,855 | | Total current assets | $10,544 | $9,911 | | Total assets | $11,852 | $11,142 | | Total current liabilities | $4,404 | $7,481 | | Total liabilities | $5,114 | $7,481 | | Total stockholders' equity | $6,738 | $3,661 | - Total assets increased by **$710 thousand**, and total stockholders' equity nearly doubled, while total liabilities decreased by **$2,367 thousand** from December 31, 2022, to June 30, 2023[13](index=13&type=chunk) [Condensed Consolidated Statements of Operations](index=5&type=section&id=Condensed%20Consolidated%20Statements%20of%20Operations) **Condensed Consolidated Statements of Operations (Three Months Ended June 30, dollars in thousands):** | Metric | 2023 | 2022 | Change ($k) | Change (%) | | :-------------------------------- | :--- | :--- | :---------- | :--------- | | Revenue | $2,254 | $2,892 | $(638) | (22.1)% | | Gross profit | $1,194 | $1,883 | $(689) | (36.6)% | | Operating loss | $(3,976) | $(9,244) | $5,268 | (57.0)% | | Net loss | $(3,493) | $(9,444) | $5,951 | (63.0)% | | Net loss per share - basic and diluted | $(1.08) | $(24.45) | $23.37 | (95.6)% | **Condensed Consolidated Statements of Operations (Six Months Ended June 30, dollars in thousands):** | Metric | 2023 | 2022 | Change ($k) | Change (%) | | :-------------------------------- | :--- | :--- | :---------- | :--------- | | Revenue | $4,541 | $5,332 | $(791) | (14.8)% | | Gross profit | $2,418 | $3,101 | $(683) | (22.0)% | | Operating loss | $(9,608) | $(17,356) | $7,748 | (44.6)% | | Net loss | $(6,155) | $(17,559) | $11,404 | (64.9)% | | Net loss per share - basic and diluted | $(2.48) | $(46.37) | $43.89 | (94.7)% | - The company significantly reduced its net loss for both the three and six months ended June 30, 2023, primarily due to a substantial decrease in operating expenses[15](index=15&type=chunk) [Condensed Consolidated Statements of Comprehensive Loss](index=6&type=section&id=Condensed%20Consolidated%20Statements%20of%20Comprehensive%20Loss) **Condensed Consolidated Statements of Comprehensive Loss (dollars in thousands):** | Metric | Three Months Ended June 30, 2023 | Three Months Ended June 30, 2022 | | :-------------------------------- | :------------------------------- | :------------------------------- | | Net loss | $(3,493) | $(9,444) | | Foreign currency translation adjustments | $(2) | $(1) | | Comprehensive loss | $(3,495) | $(9,445) | | Metric | Six Months Ended June 30, 2023 | Six Months Ended June 30, 2022 | | :-------------------------------- | :------------------------------- | :------------------------------- | | Net loss | $(6,155) | $(17,559) | | Foreign currency translation adjustments | $(7) | $20 | | Comprehensive loss | $(6,162) | $(17,539) | [Condensed Consolidated Statements of Stockholders' Equity](index=7&type=section&id=Condensed%20Consolidated%20Statements%20of%20Stockholders'%20Equity) - Total stockholders' equity increased from **$3,661 thousand** at December 31, 2022, to **$6,738 thousand** at June 30, 2023[19](index=19&type=chunk) - Key activities contributing to the increase in stockholders' equity for the six months ended June 30, 2023, include **$7,812 thousand** from the exercise of warrants and **$894 thousand** from common stock purchased, partially offset by a net loss of **$6,155 thousand**[19](index=19&type=chunk) [Condensed Consolidated Statements of Cash Flows](index=9&type=section&id=Condensed%20Consolidated%20Statements%20of%20Cash%20Flows) **Condensed Consolidated Statements of Cash Flows (Six Months Ended June 30, dollars in thousands):** | Activity | 2023 | 2022 | | :-------------------------------- | :--- | :--- | | Net cash used in operating activities | $(11,723) | $(13,800) | | Net cash (used in) provided by investing activities | $(10) | $20 | | Net cash provided by financing activities | $12,451 | $2,489 | | Net increase (decrease) in cash, cash equivalents and restricted cash | $712 | $(11,271) | - Net cash provided by financing activities significantly increased to **$12.5 million** in the first six months of 2023, primarily due to proceeds from public offerings, leading to a net increase in cash, cash equivalents, and restricted cash of **$712 thousand**, a reversal from a net decrease of **$11.3 million** in the prior year[21](index=21&type=chunk)[111](index=111&type=chunk) [Notes to Condensed Consolidated Financial Statements](index=10&type=section&id=Notes%20to%20Condensed%20Consolidated%20Financial%20Statements) - The company's financial statements are prepared on a going concern basis, but management acknowledges substantial doubt about its ability to continue as a going concern for more than twelve months due to insufficient revenue to offset operating costs[33](index=33&type=chunk)[36](index=36&type=chunk)[37](index=37&type=chunk) - Amortization expenses for finite-lived intangible assets decreased significantly from **$0.9 million** for the six months ended June 30, 2022, to **$22 thousand** for the same period in 2023[42](index=42&type=chunk) - The company completed two public offerings in February and April 2023, raising approximately **$12.7 million** in gross proceeds, primarily for growth strategies, working capital, and general corporate purposes[49](index=49&type=chunk)[53](index=53&type=chunk)[54](index=54&type=chunk) - Revenue is primarily derived from the Lap-Band system, with minimal revenue from ReShapeCare and no revenue from the Obalon Balloon System or the developing Diabetes Bloc-Stim Neuromodulation (DBSN) device[64](index=64&type=chunk) - The company paid a **$1.35 million** judgment and the first **$275,000** installment of attorneys' fees related to a lawsuit with Cowen and Company, LLC, with **$400,000** of attorneys' fees remaining accrued as of June 30, 2023[73](index=73&type=chunk) [ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS](index=25&type=section&id=Item%202.%20Management's%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management discusses the company's financial condition, operational results, revenue trends, expense management, and liquidity for the three and six months ended June 30, 2023, compared to the prior year [Overview](index=25&type=section&id=Overview) - ReShape Lifesciences is a global weight-loss solutions company offering products like the Lap-Band System, ReShapeCare, ReShape Marketplace, Obalon Balloon System, and the developing Diabetes Bloc-Stim Neuromodulation (DBSN) device[80](index=80&type=chunk) - The Obalon Balloon System and DBSN device currently generate no revenue, with DBSN still in the development stage[80](index=80&type=chunk) [Recent Developments](index=25&type=section&id=Recent%20Developments) - On March 13, 2023, the company relocated its principal executive offices to Irvine, California, under a new 36-month lease commencing May 1, 2023[81](index=81&type=chunk) [Results of Operations - Three Months Ended June 30, 2023 and 2022](index=28&type=section&id=Results%20of%20Operations%20-%20Three%20Months%20Ended%20June%2030,%202023%20and%202022) **Revenue by Geographic Location (Three Months Ended June 30, dollars in thousands):** | Region | 2023 | 2022 | Change ($k) | Change (%) | | :------------- | :--- | :--- | :---------- | :--------- | | United States | $1,929 | $2,308 | $(379) | (16.4)% | | Australia | $123 | $188 | $(65) | (34.6)% | | Europe | $193 | $389 | $(196) | (50.4)% | | Rest of world | $9 | $7 | $2 | 28.6% | | **Total revenue** | **$2,254** | **$2,892** | **$(638)** | **(22.1)%** | - Gross profit decreased by **$0.7 million** (36.6%) to **$1.2 million**, with the gross profit percentage declining from **65.1% to 53.0%** due to decreased sales and consistent overhead costs[91](index=91&type=chunk) - Total operating expenses decreased by **$5.9 million** (53.5%) to **$5.2 million**, driven by a **$2.5 million** reduction in sales and marketing expenses (due to a shift to targeted digital marketing) and a **$2.9 million** reduction in general and administrative expenses (primarily from lower legal and payroll costs)[92](index=92&type=chunk)[93](index=93&type=chunk) [Results of Operations - Six Months Ended June 30, 2023 and 2022](index=30&type=section&id=Results%20of%20Operations%20-%20Six%20Months%20Ended%20June%2030,%202023%20and%202022) **Revenue by Geographic Location (Six Months Ended June 30, dollars in thousands):** | Region | 2023 | 2022 | Change ($k) | Change (%) | | :------------- | :--- | :--- | :---------- | :--------- | | United States | $3,742 | $4,152 | $(410) | (9.9)% | | Australia | $280 | $369 | $(89) | (24.1)% | | Europe | $497 | $803 | $(306) | (38.1)% | | Rest of world | $22 | $8 | $14 | 175.0% | | **Total revenue** | **$4,541** | **$5,332** | **$(791)** | **(14.8)%** | - Gross profit decreased by **$0.7 million** (22.0%) to **$2.4 million**, with the gross profit percentage declining from **58.2% to 53.2%** due to decreased sales and additional fixed costs[99](index=99&type=chunk) - Total operating expenses decreased by **$8.4 million** (41.2%) to **$12.0 million**, primarily due to a **$5.0 million** reduction in sales and marketing expenses and a **$2.6 million** reduction in general and administrative expenses, partially offset by an increase in audit and professional services[100](index=100&type=chunk)[101](index=101&type=chunk) [Liquidity and Capital Resources](index=34&type=section&id=Liquidity%20and%20Capital%20Resources) - As of June 30, 2023, the company had net working capital of approximately **$6.1 million**, with cash and cash equivalents and restricted cash totaling **$4.7 million**[105](index=105&type=chunk) - The company does not generate sufficient revenue to offset operating costs, raising substantial doubt about its ability to continue as a going concern for more than twelve months[105](index=105&type=chunk) - Net cash used in operating activities was **$11.7 million** for the six months ended June 30, 2023, an improvement from **$13.8 million** in the prior year[107](index=107&type=chunk) - Net cash provided by financing activities was **$12.5 million** for the six months ended June 30, 2023, primarily from public offerings, significantly higher than **$2.5 million** in the prior year[111](index=111&type=chunk) [Critical Accounting Policies and Estimates](index=38&type=section&id=Critical%20Accounting%20Policies%20and%20Estimates) - There have been no significant changes to the company's critical accounting policies and estimates from those discussed in its Annual Report on Form 10-K for the year ended December 31, 2022[116](index=116&type=chunk)[117](index=117&type=chunk) [ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK](index=38&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) As a smaller reporting company, ReShape Lifesciences Inc. is not required to provide quantitative and qualitative disclosures about market risk in this report - The company is exempt from providing market risk disclosures due to its status as a smaller reporting company[119](index=119&type=chunk) [ITEM 4. CONTROLS AND PROCEDURES](index=38&type=section&id=Item%204.%20Controls%20and%20Procedures) Management concluded the company's internal control over financial reporting was ineffective as of June 30, 2023, due to material weaknesses, with remediation plans underway - Management concluded that the company's internal control over financial reporting was *not effective* at a reasonable assurance level as of June 30, 2023[120](index=120&type=chunk) - Identified material weaknesses include insufficient internal accounting resources, ineffective management review controls over purchase accounting and income taxes, and segregation of duties conflicts in journal entry processing and IT system access[122](index=122&type=chunk)[123](index=123&type=chunk)[124](index=124&type=chunk)[125](index=125&type=chunk) - Remediation plans involve hiring additional accounting personnel, formalizing roles and review responsibilities, designing formal financial close processes, and implementing a formal review of monthly journal entry reports[129](index=129&type=chunk) PART II – OTHER INFORMATION [ITEM 1. LEGAL PROCEEDINGS](index=40&type=section&id=Item%201.%20Legal%20Proceedings) This section details a legal proceeding where Cowen and Company, LLC was awarded a judgment and attorneys' fees against ReShape Lifesciences Inc., with payments made and remaining fees accrued - A final judgment was issued on May 11, 2023, in favor of Cowen & Company, LLC for **$1.35 million** plus **9% interest** and **$675,000** in attorneys' fees[128](index=128&type=chunk) - The company has paid the **$1.35 million** judgment (including interest) and the first **$275,000** installment of attorneys' fees, with **$400,000** of attorneys' fees accrued as of June 30, 2023[128](index=128&type=chunk)[130](index=130&type=chunk) - The company is not aware of any other pending or threatened litigation that could have a material adverse effect on its business, operating results, or financial condition[130](index=130&type=chunk) [ITEM 1A. RISK FACTORS](index=42&type=section&id=Item%201A.%20Risk%20Factors) There have been no material changes to the risk factors previously disclosed in the company's 2022 Annual Report on Form 10-K - No material changes to the risk factors set forth in Item 1A of the 2022 Annual Report on Form 10-K[132](index=132&type=chunk) [ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS](index=42&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) The company reports no unregistered sales of equity securities, no uses of proceeds from registered securities, and no purchases of equity securities, beyond what is already described in this Form 10-Q - No unregistered sales of equity securities, uses of proceeds from registered securities, or purchases of equity securities, except as described elsewhere in this Form 10-Q[133](index=133&type=chunk)[134](index=134&type=chunk)[135](index=135&type=chunk) [ITEM 3. DEFAULTS UPON SENIOR SECURITIES](index=42&type=section&id=Item%203.%20Defaults%20Upon%20Senior%20Securities) The company reports no defaults upon senior securities - No defaults upon senior securities[136](index=136&type=chunk) [ITEM 4. MINE SAFETY DISCLOSURES](index=42&type=section&id=Item%204.%20Mine%20Safety%20Disclosures) This item is not applicable to the company - This disclosure item is not applicable to ReShape Lifesciences Inc[137](index=137&type=chunk) [ITEM 5. OTHER INFORMATION](index=42&type=section&id=Item%205.%20Other%20Information) No other information is reported under this item - No other information is reported under this item[138](index=138&type=chunk) [ITEM 6. EXHIBITS](index=43&type=section&id=Item%206.%20Exhibits) This section lists all exhibits filed as part of the Form 10-Q, including forms of common stock purchase warrants, pre-funded warrants, a securities purchase agreement, certifications of executive officers, and the financial statements formatted in Inline XBRL - Key exhibits include forms of Common Stock Purchase Warrant (4.1), Pre-funded Warrant (4.2), and the Securities Purchase Agreement (10.1)[140](index=140&type=chunk) - Certifications of the Chief Executive Officer and Chief Financial Officer (31.1, 31.2, 32.1, 32.2) are filed herewith[140](index=140&type=chunk) - The financial statements from the Quarterly Report on Form 10-Q are formatted in Inline XBRL (101)[140](index=140&type=chunk) SIGNATURES [Signatures](index=45&type=section&id=Signatures) The report is officially signed on behalf of ReShape Lifesciences Inc. by its President and Chief Executive Officer, Paul F. Hickey, and its Senior Vice President and Chief Financial Officer, Thomas Stankovich, affirming its submission - The report was signed by Paul F. Hickey, President and Chief Executive Officer, and Thomas Stankovich, Senior Vice President and Chief Financial Officer[144](index=144&type=chunk) - The report was dated August 7, 2023[144](index=144&type=chunk)

Financial Data and Key Metrics Changes - Revenue for Q1 2023 totaled $2.3 million, representing a contraction of 6.3% or $200,000 compared to Q1 2022, primarily due to decreased sales in Europe [57] - Gross profit for Q1 2023 was $1.2 million, with a gross profit margin of 53.5%, up from 49.9% in Q1 2022, attributed to improved efficiency and cost reductions in manufacturing [39] - Operating expenses were reduced by 43% in Q1 2023 compared to Q1 2022, allowing for investment in growth initiatives [27][18] Business Line Data and Key Metrics Changes - Sales and marketing expenses decreased by $2.5 million or 53.5% to $2.2 million in Q1 2023, primarily due to a shift to a targeted digital marketing campaign [19] - Research and development expenses decreased by $300,000 or 39.2% to $500,000 in Q1 2023, mainly due to reduced payroll and consulting costs [20] Market Data and Key Metrics Changes - The global obesity market is projected to reach $300 billion by 2030, with a compound annual growth rate of 6.7% from 2019 to 2026 [28] - The bariatric surgical device market is expected to reach $2.8 billion by 2025, with the U.S. portion accounting for $1.8 billion [8] Company Strategy and Development Direction - The company aims to expand its product portfolio and pipeline across the care continuum, focusing on evidence-based weight loss solutions [6][5] - A targeted digital media campaign is expected to positively impact revenue and move the company closer to cash flow breakeven [18][57] - The company is engaging with large self-insured employers to provide the ReShapeCare program, which supports healthy lifestyle changes [36] Management's Comments on Operating Environment and Future Outlook - Management expressed optimism about the market opportunity in the obesity sector, noting a shift in consumer perception and increased demand for medically managed weight loss [9] - The company anticipates revenue growth through 2023, driven by marketing efforts and new product launches [57][59] Other Important Information - The company has a strong intellectual property portfolio with 155 patents, enhancing its competitive position [17] - The Lap-Band 2.0 is expected to receive FDA feedback by year-end, with anticipated broad adoption among surgeons [14] Q&A Session Summary Question: Metrics for gauging the success of the new marketing campaign - The company will track metrics related to lead generation and conversion rates, sharing updates quarterly as improvements are observed [44][63] Question: Impact of weight loss drugs on patient decisions regarding surgery - Management noted that while some surgeons reported a slowdown due to weight loss drugs, overall engagement with patients has increased, leading to more inquiries about surgery [65][48] Question: Reception of the ReShapeCare program and cross-selling opportunities - The company has received positive interest from larger self-insured employers for the ReShapeCare program, which is being marketed alongside the Lap-Band [70][68]

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to (State or other jurisdiction of incorporation or organization) (IRS Employer Identification No.) 1001 Calle Amanecer, San Clemente, California 92673 ...

PAUL HICKEY President and Chief Executive Officer Global Multi-Billion Dollar Underserved Market Executing our growth pillars will provide a path to profitability. 5 If the Lap-Band needs to be removed for any reason, it is easily reversible. 9 Fighting Obesity: A Lifelong Patient Weight Loss Journey Lifesciences. Over 25 years of executive leadership and consulting experience in medical device regulatory affairs, clinical research, compliance, and reimbursement. Zoey ReShaped since 2018 Expanded gastric ca ...

ReShape Lifesciences Inc. (NASDAQ:RSLS) Q4 2022 Earnings Conference Call April 25, 2023 4:30 PM ET Company Participants Michael Miller - Investor Relations Paul Hickey - President & Chief Executive Officer Thomas Stankovich - Chief Financial Officer Conference Call Participants Anthony Vendetti - Maxim Group Operator Good afternoon, and thank you for joining the ReShape Lifesciences' Year-End 2022 Conference Call. I would like to turn the call over to Michael Miller from Rx Communications. Please go ahead. ...