Financial Performance - For the year ended December 31, 2025, net sales were $8.27 million, a decrease of 5.4% from $8.74 million in 2024, primarily due to a 2% decrease in circuit sales and lower average selling prices [301]. - The gross profit for 2025 was $5.12 million, down from $5.68 million in 2024, reflecting a gross margin of 61.9% [349]. - The net loss for 2025 was $17.52 million, compared to a net loss of $11.17 million in 2024, resulting in a basic and diluted loss per share of $25.39 [349]. - Cash and cash equivalents decreased to $1.09 million as of December 31, 2025, from $5.10 million in 2024 [347]. - The Company had total current liabilities of $3.03 million as of December 31, 2025, an increase from $2.56 million in 2024 [347]. - The Company reported a net loss of $17,521,000 for the year ended December 31, 2025, compared to a net loss of $11,165,000 in 2024 [384]. - Basic and diluted loss per share for 2025 was $(25.39), significantly higher than $(353.30) in 2024, reflecting the increased net loss [384]. - The company reported net cash used in operations of $10.8 million for the year ended December 31, 2025, compared to $9.6 million for the previous year, indicating increased cash outflows [355]. - The company had an accumulated deficit of $316.3 million as of December 31, 2025, indicating ongoing financial challenges [360]. Capital Raising and Financing - Nuwellis completed a public offering on June 10, 2025, raising approximately $5.0 million by selling 61,444 shares of Common Stock and warrants [267]. - The Company raised approximately $3.1 million from a private placement on January 29, 2026, for working capital and general corporate purposes [271]. - The company has raised approximately $57.0 million in net proceeds from public and private equity offerings since 2021, which is essential for ongoing operations [293]. - The company plans to seek additional capital to support growth and strategic initiatives, with no assurance of success in raising such funds [294]. - The gross proceeds from the private placement on January 29, 2026, were approximately $3.1 million [325]. - The Company intends to use the net proceeds from various offerings for working capital and general corporate purposes [315][325]. - The Company plans to seek additional financing to support operations and growth, particularly in expanding the Aquadex Business [329]. Operational Changes and Strategy - Nuwellis plans to exit selected international operations to focus on the U.S. market, where it is experiencing the strongest growth and clinical demand [278]. - The Company announced its decision to exit substantially all international operations to focus on the U.S. market, accruing approximately $246,000 in contractual exit fees [444]. - The Company is acquiring Rendiatech primarily to gain access to certain assets following the bankruptcy of RenalSense Ltd. [460]. - On January 29, 2026, Nuwellis entered into a Securities Purchase Agreement to acquire Rendiatech Ltd., a company focused on automated kidney function monitoring [279]. Research and Development - Research and development expenses decreased by 15.5% to $2.712 million in 2025 from $3.209 million in 2024, primarily due to reduced project spending [302][305]. - A research and development collaboration agreement was established with Koronis Biomedical Corporation, involving a non-refundable technology license fee of $600,000 [445]. - Research and development costs include expenses related to the Aquadex System and clinical trials, with a collaboration agreement with Koronis Biomedical Corporation involving a $600,000 technology license fee [386][385]. Stock and Equity - The Company issued warrants to purchase up to 623,585 shares of common stock, generating approximately $1.9 million in gross proceeds [327]. - The Series A warrants were valued at $10.6 million at issuance, decreasing to $10.0 million by June 30, 2025, indicating a $0.8 million reduction in warrant liability [268]. - The Series A Warrants were reset to an exercise price of $7.00 per share following a reverse stock split on July 3, 2025, where every 42 shares converted into one share [416]. - As of December 31, 2025, there were 1,334,937 warrants outstanding, exercisable at prices ranging from $7.00 to $36,750 per share [428]. Management and Governance - The Company appointed Carisa Schultz as Chief Financial Officer effective February 2, 2026, following the resignation of Robert B. Scott [461]. - E.F. Hutton & Co. filed a lawsuit against the Company alleging breach of engagement, seeking compensatory and punitive damages [462]. Compliance and Regulatory - The Company received a Deficiency Notice from Nasdaq on June 18, 2025, due to its stock price falling below $1.00 for 30 consecutive trading days, but later resolved the deficiency [266]. - The Company has adopted new accounting standards for segment reporting and income tax disclosures, effective for fiscal years 2024 and 2025 respectively [387][388].
Nuwellis(NUWE) - 2025 Q4 - Annual Report