Core Points - Venus Concept Inc. will release its third quarter financial results for fiscal year 2025 on November 13, 2025, before market opening [1] - A conference call will be held at 8:00 a.m. Eastern Time on the same day to discuss the results and answer questions [2] - A replay of the conference call will be available for two weeks for those unable to participate live [3] Company Overview - Venus Concept is a global leader in medical aesthetic technology, offering a wide range of minimally invasive and non-invasive products [4] - The company operates in over 60 countries and has 9 direct markets, with a diverse product portfolio including various aesthetic device platforms and hair restoration systems [4] - Venus Concept is supported by prominent healthcare industry growth equity investors [4]

Company Overview - Venus Concept Inc. is a global leader in medical aesthetic technology, offering a wide range of minimally invasive and non-invasive products for aesthetic and hair restoration [4] - The company operates in over 60 countries and has 9 direct markets, showcasing its extensive reach in the industry [4] - Venus Concept's product portfolio includes various aesthetic device platforms and hair restoration systems, such as NeoGraft® and the ARTAS iX® Robotic Hair Restoration system [4] Financial Results Announcement - The company will release its second quarter fiscal year 2025 financial results after market close on August 14, 2025 [1] - A conference call will be held at 5:00 p.m. Eastern Time on the same day to discuss the results and answer questions [2] - For those unable to attend, a replay of the call will be available for two weeks, and a webcast will be archived on the company's investor relations website [3] Investor Relations - Investor relations contact for Venus Concept is managed by ICR Healthcare, with Mike Piccinino, CFA, as the point of contact [5]

Core Insights - Venus Concept Inc. has successfully exchanged $6.5 million of subordinated convertible notes for 325,651 shares of Series Y preferred stock, resulting in a 14% reduction in total debt obligations from $39.7 million to approximately $34.3 million [1][2] Group 1: Financial Position - The debt exchange improves the Company's balance sheet and provides financial flexibility for ongoing strategic initiatives, including the divestiture of the Venus Hair business [2] - The total debt reduction reflects the Company's commitment to optimizing its capital structure [2] Group 2: Management Commentary - The CEO of Venus Concept emphasized the importance of the partnership with Madryn Asset Management in achieving financial flexibility and supporting the Company's transformation plan [2] - Madryn Asset Management expressed support for the management team and the Company's efforts to return to growth [2] Group 3: Company Overview - Venus Concept is a global leader in medical aesthetic technology, offering a wide range of minimally invasive and non-invasive products across over 60 countries [4] - The product portfolio includes various aesthetic device platforms and hair restoration systems, backed by prominent healthcare industry investors [4]

Core Viewpoint - Venus Concept Inc. has successfully closed a registered direct offering, raising approximately $1.15 million, with potential additional proceeds of up to $2.3 million from unregistered short-term warrants [1][3]. Group 1: Offering Details - The company sold 434,720 shares of common stock at a price of $2.65 per share [1]. - Concurrently, unregistered short-term warrants were issued to purchase up to 869,440 shares at the same exercise price, which are immediately exercisable and will expire in eighteen months [1][3]. - The gross proceeds from the offering are approximately $1.15 million before fees and expenses [3]. Group 2: Use of Proceeds - The net proceeds from the offering will be used for general corporate purposes [3]. Group 3: Company Overview - Venus Concept is a global leader in medical aesthetic technology, offering a wide range of minimally invasive and non-invasive products across over 60 countries [7]. - The product portfolio includes various aesthetic device platforms and hair restoration systems, supported by prominent healthcare growth equity investors [7].

Core Viewpoint - Venus Concept Inc. reported a decline in financial performance for the first quarter of 2025, with total revenue decreasing by 22% year-over-year, attributed to challenging market conditions and timing of new system adoptions [5][10]. Financial Results Summary - Total revenue for Q1 2025 was $13.6 million, down from $17.5 million in Q1 2024, reflecting a decrease of $3.8 million or 21.9% [5][6]. - Revenue breakdown showed a 29.3% decrease in international revenue and a 16.5% decrease in U.S. revenue [6]. - Revenue from products—systems decreased by 25%, and lease systems revenue also saw a 25% decline [6][7]. - Gross profit for Q1 2025 was $8.8 million, a decrease of 25% compared to Q1 2024, with a gross margin of 64.2% [7][10]. - Operating expenses decreased by 6% year-over-year to $18.3 million, driven by reductions in general and administrative, selling and marketing, and research and development expenses [8][9]. - The company reported a GAAP net loss of $12.4 million for Q1 2025, compared to a net loss of $9.8 million in Q1 2024 [10][11]. Management Commentary - The CEO emphasized solid execution despite a challenging environment and indicated a focus on managing cash burn and making targeted investments for long-term growth [3][4]. - The company enhanced its balance sheet with a new bridge loan amendment and two equity capital transactions, indicating validation from investors regarding its potential value creation [3][4]. Cash Position and Debt - As of March 31, 2025, the company had cash and cash equivalents of $3.2 million and total debt obligations of approximately $35.5 million, a decrease from $39.7 million at the end of 2024 [11][12]. - The company is currently not providing full-year 2025 financial guidance due to ongoing evaluations of strategic alternatives and potential trade disruptions [12]. Conference Call Details - Management will host a conference call to discuss the quarterly results, providing an opportunity for questions and answers [13].

Core Viewpoint - Venus Concept Inc. reported financial results for Q4 and FY2024, highlighting ongoing industry challenges and a focus on cost management and strategic growth initiatives [3]. Financial Results Summary Fourth Quarter 2024 - Total revenue decreased by 13% year-over-year to $15.8 million, with U.S. revenue down 13% to $10.3 million and international revenue down 13% to $5.5 million [4][6]. - Revenue from Venus Prime/Subscription systems fell by 58.2%, while products-systems revenue increased by 15.4% [4][6]. - Gross profit decreased by 10% to $10.9 million, with a gross margin of 69.1% [7]. - Operating expenses declined by 11% to $17.6 million, driven by reductions in general and administrative, selling and marketing, and research and development expenses [8]. - The operating loss improved to $6.7 million from $7.6 million year-over-year [9]. - Net loss attributable to stockholders was $8.0 million, or $11.23 per share, compared to a net loss of $11.1 million, or $20.14 per share in the prior year [10]. Fiscal Year 2024 - Total revenue for FY2024 decreased by 15% to $64.8 million, with U.S. revenue down 12% to $38.2 million and international revenue down 19% to $26.7 million [12][14]. - The company achieved a significant reduction in outstanding debt from $74.9 million to $39.7 million, a 47% decrease year-over-year [5]. - Operating loss for FY2024 was $27.2 million, compared to $28.3 million in FY2023 [14]. - Net loss attributable to stockholders was $47.0 million, or $71.17 per share, compared to a net loss of $37.1 million, or $68.11 per share in the previous year [14]. Strategic Developments - The company is focused on reducing cash burn through disciplined cost management while making targeted investments for growth [3]. - Management structure changes were announced to enhance responsiveness and decisiveness in strategic planning [3]. - The company expanded its international distributor network, including partnerships in Taiwan, Colombia, and India [5]. Cash Flow and Financial Position - Cash used in operations in 2024 was $11.1 million, down 14% year-over-year [5]. - As of December 31, 2024, cash and cash equivalents were $4.3 million, down from $5.4 million a year earlier [11]. - The company amended its Bridge Loan Agreement with Madryn to create an additional $10.0 million financing capacity [5].

TABLE OF CONTENTS As filed with the Securities and Exchange Commission on April 3, 2024 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Venus Concept Inc. (Exact name of Registrant as specified in its charter) | elaware | | --- | Delaware 3841 06-1681204 (State or other jurisdiction of incorporation or organization) (Primary Standard Industrial Classification Code Number) (I.R.S. Employer Identification Number) 235 York ...