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UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
8-K
CURRENT
REPORT
Pursuant
to Section 13 or 15(d) of the
Securities
Exchange Act of 1934
Date
of Report (Date of earliest event reported): August 14, 2023
NEXGEL,
INC.
|
(Exact
name of registrant as specified in its charter) |
Delaware |
|
001-41173 |
|
26-4042544 |
(State
or other jurisdiction |
|
(Commission
File Number) |
|
(IRS
Employer |
of
incorporation) |
|
|
|
Identification
No.) |
2150
Cabot Boulevard West, Suite B
Langhorne,
Pennsylvania |
|
19067 |
(Address
of principal executive offices) |
|
(Zip
Code) |
Registrant’s
telephone number, including area code: (215) 702-8550
(Former
name or former address, if changed since last report)
Not
Applicable
Check
the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under
any of the following provisions:
☐ |
Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
|
|
☐ |
Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
|
|
☐ |
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
|
|
☐ |
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities
registered pursuant to Section 12(b) of the Act:
Title
of each class |
|
Trading
Symbol(s) |
|
Name
of each exchange on which registered |
Common
Stock, par value $0.001 |
|
NXGL |
|
The
Nasdaq Capital Market LLC |
Warrants
to Purchase Common Stock |
|
NXGLW |
|
The
Nasdaq Capital Market LLC |
Indicate
by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405
of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging
growth company ☒
If
an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying
with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
Item
2.02 Results of Operations and Financial Condition
On
August 14, 2023, NexGel, Inc. (the “Company”) issued a press release reporting the Company’s results
for the quarter ended June 30, 2023, a copy of which is attached as Exhibit 99.1 hereto and is incorporated herein by reference.
Item
7.01 Regulation FD Disclosure.
On
August 14, 2023, the Company began utilizing a new investor presentation, a copy of which is attached hereto as Exhibit 99.2.
The
information in Items 2.02 and 7.01 of this Current Report on Form 8-K, including the information set forth in Exhibits 99.1 and 99.2,
is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as
amended (the “Exchange Act”), nor shall Exhibits 99.1 and 99.2 filed herewith be deemed incorporated by reference
in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference
in such a filing.
Item 9.01 Financial Statements and Exhibits.
(d)
Exhibits
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by
the undersigned hereunto duly authorized.
Date:
August 14, 2023
|
NEXGEL, INC. |
|
|
|
|
By: |
/s/
Adam Levy |
|
|
Adam
Levy |
|
|
Chief
Executive Officer |
Exhibit
99.1
NEXGEL
Reports Second Quarter 2023 Record Revenue of
$1.17 Million, an Increase of 108% Year-Over-Year
LANGHORNE,
Pa. – August 14, 2023 – NEXGEL, Inc. (“NEXGEL” or the “Company”) (NASDAQ: “NXGL”),
a leading provider of ultra-gentle, high-water-content hydrogel products for healthcare and consumer applications, today announced financial
results for the second quarter ended June 30, 2023.
Adam
Levy, NEXGEL’s Chief Executive Officer, commented, “Record second quarter revenue of $1.17 million, an increase of 108% year-over-year,
exceeded our projections. Our contract manufacturing line of business increased 174% year-over-year, predominately due to the full quarter
contribution of our joint venture with C.G. Laboratories as well as increased demand from our existing contract customers. New and existing
direct-to-consumer branded products also continued to sell through well during the quarter, increasing 44% year-over-year.”
Mr.
Levy continued, “During the second quarter, we strategically invested in inventory and capital expenditure to improve equipment
and increase capacity in anticipation of demand we expect during the second half of this year and beyond. Thus far the branded products
sequential growth trend we saw in the first half of the year has continued into the current third quarter. Taking into account the investments
we made during the quarter, we continue to have a sufficient runway of cash to operate and invest in accelerating our growth going forward.”
2023
Operational Highlights to Date
| ● | Announced
a new strategic relationship with Enigma Health, a new joint venture company, for retail
distribution and marketing services in North America. |
| ● | Acquired
a 50% interest in a newly formed joint venture (“JV”), CG Converting and Packaging,
LLC, with C.G. Laboratories Inc. (“CG Labs”) for its converting and packaging
business. |
| ● | Executed
a supply agreement with a large new customer relating to a new consumer product. |
| ● | Launched
advertising and marketing initiative, which has increased branded product sales. |
Second
Quarter 2023 Financial Highlights
For
the second quarter of 2023, revenue totaled $1.17 million, an increase of $606 thousand or 108%, as compared to $561 thousand for the
same period the year prior. The quarterly increase in overall revenues was primarily due to sales growth in contract manufacturing of
174% and branded products of 44% year-over-year. Revenue for the quarter included a full quarter contribution from the newly formed joint
venture with C.G. Laboratories.
Gross
profit for the second quarter of 2023 was $175 thousand, compared to a gross profit of $101 thousand for the same prior year period.
Gross profit margin for the second quarter of 2023 was 15% as compared to 18% for the same period the year prior. The increase in gross
profit was mainly due to the higher volume of contract manufacturing sales against fixed costs partially offset by higher manufacturing
labor costs and increased manufacturing of promotional materials and customer product samples to support new product line growth.
Total
operating expenses, including R&D and SG&A expenses, increased to $937 thousand for the three months ended June 30, 2023, compared
to $819 thousand for the prior year period. The year-over-year increase was attributable to an increase in compensation and benefits
and professional fees. Advertising, marketing, and Amazon fees also increased period-over-period to support new product line growth.
Net
loss for the quarter ended June 30, 2023, improved to $687 thousand or $0.13 per basic and diluted share, compared to net loss of $1
million or $0.19 per basic and diluted share for the same period in 2022.
As
of March 31, 2023, NEXGEL had approximately $4.3 million of cash and cash equivalents and marketable securities. During the quarter the
Company invested in inventory and capital expenditures for new equipment and increase in capacity at its manufacturing facility in anticipation
of increased demand in contract manufacturing during the second half of 2023.
As
of June 30, 2023, NEXGEL had 5,696,064 shares of common stock outstanding.
NEXGEL
Second Quarter 2023 Financial Results Conference Call
Management
will host a conference call and webcast today at 4:30 p.m. Eastern Time to discuss its operational and financial results for the second
quarter 2023.
Date:
August 14, 2023
Time:
4:30 P.M. ET
Live
Call: +1-877-300-8521 (U.S. Toll Free) or +1-412-317-6026 (International)
Webcast:
https://viavid.webcasts.com/starthere.jsp?ei=1627569&tp_key=69c361dd6d
For
interested individuals unable to join the conference call, a replay will be available through August 28, 2023, at +1-844-512-2921 (U.S.
Toll Free) or +1-412-317-6671 (International). Participants must use the following code to access the replay of the call: 10181557. An
archived version of the webcast will also be available on NEXGEL’s Investor Relations site: https://ir.nexgel.com/.
About
NEXGEL, INC.
NEXGEL is a leading provider of ultra-gentle, high-water-content hydrogels for healthcare and consumer applications. Based in Langhorne,
Pa., the Company has developed and manufactured electron-beam, cross-linked hydrogels for over two decades. NEXGEL has formulated more
than 200 different combinations to bring natural ingredients to gentle skin patches that can be worn for long periods of time with little
to no irritation.
Forward-Looking
Statement
This
press release contains “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended,
and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) (which Sections were adopted as part
of the Private Securities Litigation Reform Act of 1995). Statements preceded by, followed by or that otherwise include the words “believe,”
“anticipate,” “estimate,” “expect,” “intend,” “plan,” “project,”
“prospects,” “outlook,” and similar words or expressions, or future or conditional verbs, such as “will,”
“should,” “would,” “may,” and “could,” are generally forward-looking in nature and not
historical facts. These forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause the
Company’s actual results, performance, or achievements to be materially different from any anticipated results, performance, or
achievements for many reasons. The Company disclaims any intention to, and undertakes no obligation to, revise any forward-looking statements,
whether as a result of new information, a future event, or otherwise. For additional risks and uncertainties that could impact the Company’s
forward-looking statements, please see the Company’s Annual Report on Form 10-K for the year ended December 31, 2022, including
but not limited to the discussion under “Risk Factors” therein, which the Company filed with the SEC and which may be viewed
at http://www.sec.gov/.
Investor
Contacts:
Valter
Pinto, Managing Director
KCSA
Strategic Communications
212.896.1254
valter@kcsa.com
Media
Contacts:
Kelly
Knobeck
Director of Consumer Products
info@nexgel.com
NEXGEL,
INC
CONDENSED
CONSOLIDATED BALANCE SHEETS
AS
OF JUNE 30, 2023 AND DECEMBER 31, 2022
(Unaudited)
(in
thousands, except share and per share data)
| |
June
30, 2023 | | |
December
31, 2022 | |
ASSETS: | |
| | | |
| | |
Current
Assets: | |
| | | |
| | |
Cash | |
$ | 3,691 | | |
$ | 1,101 | |
Marketable
securities | |
| 612 | | |
| 5,508 | |
Accounts
receivable, net | |
| 950 | | |
| 222 | |
Inventory | |
| 1,079 | | |
| 502 | |
Prepaid
expenses and other current assets | |
| 366 | | |
| 172 | |
Total
current assets | |
| 6,698 | | |
| 7,505 | |
Goodwill | |
| 311 | | |
| 311 | |
Intangibles,
net | |
| 13 | | |
| 20 | |
Property
and equipment, net | |
| 1,413 | | |
| 721 | |
Operating
lease - right of use asset | |
| 1,967 | | |
| 1,737 | |
Other
assets | |
| 95 | | |
| 63 | |
Total
assets | |
$ | 10,497 | | |
$ | 10,357 | |
| |
| | | |
| | |
LIABILITIES
AND STOCKHOLDERS’ EQUITY | |
| | | |
| | |
Current
Liabilities: | |
| | | |
| | |
Accounts
payable | |
$ | 1,058 | | |
$ | 265 | |
Accrued
expenses and other current liabilities | |
| 202 | | |
| 130 | |
Current
portion of note payable | |
| 15 | | |
| 15 | |
Warrant
liability | |
| 165 | | |
| 242 | |
Operating
lease liability, current portion | |
| 232 | | |
| 207 | |
Total
current liabilities | |
| 1,672 | | |
| 859 | |
Operating
lease liability, net of current portion | |
| 1,819 | | |
| 1,593 | |
Notes
payable, net of current portion | |
| 265 | | |
| 268 | |
Total
liabilities | |
| 3,756 | | |
| 2,720 | |
| |
| | | |
| | |
Commitments
and Contingencies (Note 15) | |
| | | |
| | |
| |
| | | |
| | |
STOCKHOLDERS’
EQUITY | |
| | | |
| | |
Preferred
stock, par value $0.001 per share, 5,000,000 shares authorized, no shares issued and outstanding | |
| - | | |
| - | |
Common
stock, par value $0.001 per share, 25,000,000 shares authorized; 5,696,064 and 5,577,916 shares issued and outstanding as of June
30, 2023 and December 31, 2022, respectively | |
| 6 | | |
| 6 | |
Additional
paid-in capital | |
| 19,242 | | |
| 19,189 | |
Accumulated
deficit | |
| (13,067 | ) | |
| (11,558 | ) |
Total
NexGel stockholders’ equity | |
| 6,181 | | |
| 7,637 | |
Non-controlling
interest in joint venture | |
| 560 | | |
| - | |
Total
stockholders’ equity | |
| 6,741 | | |
| 7,637 | |
Total
liabilities and stockholders’ equity | |
$ | 10,497 | | |
$ | 10,357 | |
CONDENSED
CONSOLIDATED STATEMENTS OF OPERATIONS
FOR
THE THREE AND SIX MONTHS ENDED JUNE 30, 2023 AND 2022
(Unaudited)
(in
thousands, except share and per share data)
| |
Three
Months Ended | | |
Six
Months Ended | |
| |
June
30, | | |
June
30, | |
| |
2023 | | |
2022 | | |
2023 | | |
2022 | |
Revenues,
net | |
$ | 1,167 | | |
$ | 561 | | |
$ | 1,786 | | |
$ | 956 | |
| |
| | | |
| | | |
| | | |
| | |
Cost
of revenues | |
| 992 | | |
| 460 | | |
| 1,669 | | |
| 884 | |
| |
| | | |
| | | |
| | | |
| | |
Gross
profit | |
| 175 | | |
| 101 | | |
| 117 | | |
| 72 | |
| |
| | | |
| | | |
| | | |
| | |
Operating
expenses | |
| | | |
| | | |
| | | |
| | |
Research
and development | |
| 55 | | |
| 111 | | |
| 84 | | |
| 135 | |
Selling,
general and administrative | |
| 882 | | |
| 708 | | |
| 1,679 | | |
| 1,467 | |
Total
operating expenses | |
| 937 | | |
| 819 | | |
| 1,763 | | |
| 1,602 | |
| |
| | | |
| | | |
| | | |
| | |
Loss
from operations | |
| (762 | ) | |
| (718 | ) | |
| (1,646 | ) | |
| (1,530 | ) |
| |
| | | |
| | | |
| | | |
| | |
Other
income (expense) | |
| | | |
| | | |
| | | |
| | |
Interest
expense | |
| (9 | ) | |
| (348 | ) | |
| (10 | ) | |
| (1,092 | ) |
Interest
income | |
| 2 | | |
| - | | |
| 2 | | |
| - | |
Loss
on debt extinguishment | |
| - | | |
| - | | |
| - | | |
| (150 | ) |
Other
income | |
| - | | |
| 2 | | |
| 4 | | |
| 2 | |
Gain
on investments | |
| 116 | | |
| - | | |
| 124 | | |
| - | |
Changes
in fair value of warrant liability | |
| 11 | | |
| 29 | | |
| 77 | | |
| (101 | ) |
Total
other income (expense), net | |
| 120 | | |
| (317 | ) | |
| 197 | | |
| (1,341 | ) |
Loss
before income taxes | |
| (642 | ) | |
| (1,035 | ) | |
| (1,449 | ) | |
| (2,871 | ) |
Income
tax expense | |
| - | | |
| - | | |
| - | | |
| - | |
Net
loss | |
$ | (642 | ) | |
$ | (1,035 | ) | |
| (1,449 | ) | |
| (2,871 | ) |
Less:
Income attributable to non-controlling interest in joint venture | |
| 53 | | |
| - | | |
| 60 | | |
| - | |
Net
loss attributable to NexGel stockholders | |
| (695 | ) | |
| (1,035 | ) | |
| (1,509 | ) | |
| (2,871 | ) |
Net
loss per common share - basic | |
$ | (0.12 | ) | |
$ | (0.19 | ) | |
| (0.27 | ) | |
| (0.52 | ) |
Net
loss per common share - diluted | |
$ | (0.12 | ) | |
$ | (0.19 | ) | |
| (0.27 | ) | |
| (0.52 | ) |
Weighted
average shares used in computing net loss per common share - basic | |
| 5,662,338 | | |
| 5,572,234 | | |
| 5,624,275 | | |
| 5,572,234 | |
Weighted
average shares used in computing net loss per common share – diluted | |
| 5,662,338 | | |
| 5,572,234 | | |
| 5,624,275 | | |
| 5,572,234 | |
NEXGEL,
INC.
CONDENSED
CONSOLIDATED STATEMENTS OF CASH FLOWS
FOR
THE SIX MONTHS ENDED JUNE 30, 2023 AND 2022
(Unaudited)
(in
thousands)
| |
Six
Months Ended June 30, | |
| |
2023 | | |
2022 | |
Operating
Activities | |
| | | |
| | |
Net
loss | |
$ | (1,509 | ) | |
$ | (2,871 | ) |
Adjustments
to reconcile net loss to net cash used in operating activities: | |
| | | |
| | |
Income
attributable to non-controlling interest in joint venture | |
| 60 | | |
| - | |
Depreciation
and amortization | |
| 68 | | |
| 57 | |
Changes
in ROU asset and operating lease liability | |
| 21 | | |
| 19 | |
Share-based
compensation and restricted stock vesting | |
| 53 | | |
| 134 | |
Gain
on investment in marketable securities | |
| 124 | | |
| - | |
Changes
in fair value of warrant liability and warrant modification | |
| (77 | ) | |
| 101 | |
Amortization
of deferred financing costs | |
| - | | |
| 1,086 | |
Loss
on extinguishment of debt | |
| - | | |
| 150 | |
| |
| | | |
| | |
Changes
in operating assets and liabilities: | |
| | | |
| | |
Accounts
receivable | |
| (728 | ) | |
| (91 | ) |
Inventory | |
| (577 | ) | |
| (90 | ) |
Prepaid
expenses and other assets | |
| (226 | ) | |
| (286 | ) |
Accounts
payable | |
| 793 | | |
| 268 | |
Accrued
expenses and other current liabilities | |
| 72 | | |
| 28 | |
Net
Cash Used in Operating Activities | |
| (1,926 | ) | |
| (1,495 | ) |
| |
| | | |
| | |
Investing
Activities | |
| | | |
| | |
Proceeds
from sales of marketable securities | |
| 4,772 | | |
| - | |
Investment
in marketable securities | |
| - | | |
| (5,371 | ) |
Capital
expenditures | |
| (253 | ) | |
| (31 | ) |
Net
Cash Provided by Investing Activities | |
| 4,519 | | |
| (5,402 | ) |
| |
| | | |
| | |
Financing
Activities | |
| | | |
| | |
Principle
payments of notes payable | |
| (3 | ) | |
| (2,033 | ) |
Net
Cash Used in Financing Activities | |
| (3 | ) | |
| (2,033 | ) |
Net
Decrease in Cash | |
| 2,590 | | |
| (8,930 | ) |
Cash – Beginning
of period | |
| 1,101 | | |
| 13,350 | |
Cash – End
of period | |
$ | 3,691 | | |
$ | 4,420 | |
Supplemental
Disclosure of Cash Flows Information | |
| | | |
| | |
Cash
paid during the year for: | |
| | | |
| | |
Interest | |
$ | - | | |
$ | - | |
Taxes | |
$ | - | | |
$ | - | |
| |
| | | |
| | |
Supplemental
Non-cash Investing and Financing activities | |
| | | |
| | |
Property
and equipment contributed as capital investment to JV | |
$ | 500 | | |
$ | - | |
ROU
asset and operating lease liabilities recognized upon consolidation of JV | |
$ | 334 | | |
$ | - | |
Exhibit 99.2
v3.23.2
Cover
|
Aug. 14, 2023 |
Document Type |
8-K
|
Amendment Flag |
false
|
Document Period End Date |
Aug. 14, 2023
|
Entity File Number |
001-41173
|
Entity Registrant Name |
NEXGEL,
INC.
|
Entity Central Index Key |
0001468929
|
Entity Tax Identification Number |
26-4042544
|
Entity Incorporation, State or Country Code |
DE
|
Entity Address, Address Line One |
2150
Cabot Boulevard West
|
Entity Address, Address Line Two |
Suite B
|
Entity Address, City or Town |
Langhorne
|
Entity Address, State or Province |
PA
|
Entity Address, Postal Zip Code |
19067
|
City Area Code |
(215)
|
Local Phone Number |
702-8550
|
Written Communications |
false
|
Soliciting Material |
false
|
Pre-commencement Tender Offer |
false
|
Pre-commencement Issuer Tender Offer |
false
|
Entity Emerging Growth Company |
true
|
Elected Not To Use the Extended Transition Period |
false
|
Common Stock, par value $0.001 |
|
Title of 12(b) Security |
Common
Stock, par value $0.001
|
Trading Symbol |
NXGL
|
Security Exchange Name |
NASDAQ
|
Warrants to Purchase Common Stock |
|
Title of 12(b) Security |
Warrants
to Purchase Common Stock
|
Trading Symbol |
NXGLW
|
Security Exchange Name |
NASDAQ
|
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