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0000811212
0000811212
2023-08-10
2023-08-10
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 10, 2023
THERMOGENESIS HOLDINGS, INC.
(Exact Name of Registrant as Specified in Charter)
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Delaware
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333-82900
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94-3018487
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(State or Other Jurisdiction
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(Commission
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(IRS Employer
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of Incorporation)
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File Number)
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Identification No.)
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2711 Citrus Road, Rancho Cordova, California
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95742
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(Address of Principal Executive Offices)
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(Zip Code)
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Registrant’s telephone number, including area code: (916) 858-5100
(Former Name or Former Address, if Changed Since Last Report)
N/A
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
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Trading symbol(s)
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Name of each exchange on which registered
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Common Stock, $.001 par value
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THMO
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Nasdaq Capital Market
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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))
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
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 10, 2023, ThermoGenesis Holdings, Inc. (the “Company”) issued a press release announcing its results of operations and financial condition for the second quarter of calendar year 2023. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.
Information contained in this Item 2.02 and in Exhibit 99.1 attached to this Current Report on Form 8-K is being furnished to the Securities and Exchange Commission and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that Section, or incorporated by reference in any filing under the Exchange Act or the Securities Act of 1933, except as shall be expressly set forth in such a filing.
Item 9.01. Financial Statements and Exhibits.
Exhibit No.
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Description
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99.1
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104 |
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Cover Page Interactive Data File (embedded within the Inline XBRL document) |
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.
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THERMOGENESIS HOLDINGS, INC.
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(Registrant)
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Dated: August 10, 2023
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/s/ Jeffery Cauble
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Jeffery Cauble,
Chief Financial Officer
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Exhibit 99.1
ThermoGenesis Holdings Announces Second Quarter 2023 Financial Results and Provides Corporate Update
Conference Call to be Held Today at 1:30 p.m. PT/4:30 p.m. ET
RANCHO CORDOVA, Calif., August 10, 2023 -- ThermoGenesis Holdings, Inc. (Nasdaq: THMO), a market leader in automated cell processing tools and services in the cell and gene therapy field, today reported financial and operating results for the second quarter ended June 30, 2023, and provided a corporate business update.
“Throughout the second quarter, we continued to make headway in constructing our innovative ReadyStart suites in Sacramento. The suites, to be housed in a cutting-edge 35,500+ square foot, cGMP facility, are paramount to our strategy of becoming a high-performance, integrated contract development and manufacturing organization (CDMO), specializing in cell and gene therapy, an area in which we have decades of expertise,” commented Chris Xu, Ph.D., Chief Executive Officer of ThermoGenesis.
In addition to our operational progress this quarter, we were pleased to welcome Biao Xi, Ph.D. and James Xu, Esq., DBA, PsyD., J.D., CPA to our Board as Independent Directors, expanding the Board to seven members. Their contributions are already proving valuable as we continue to execute on our strategic vision and launch our integrated CDMO services.
Financial Results for the Second Quarter Ended June 30, 2023
Net revenues for the three months ended June 30, 2023, were $2.3 million, compared to $3.0 million for the quarter ended June 30, 2022. The decrease was driven primarily by lower AXP disposable sales to the Company’s distributor in China; however, it was offset by higher domestic AXP disposable sales and BioArchive device revenue.
Gross profit was $0.5 million or 21% of net revenues for the three months ended June 30, 2023, compared to $0.9 million or 31% for three months ended June 30, 2022. The primary drivers of the decrease were reduced revenue and lower absorption in the quarter ended June 30, 2023.
Selling, general and administrative expenses were $1.8 million compared to $2.0 for the three months ended June 30, 2022, a decrease of $0.2 million or 9%. The decrease was driven by lower employee benefits and legal expenses.
Research and development expenses were $0.4 million for both the three months ended June 30, 2023, and 2022.
Interest expense for the three months ended June 30, 2023, was $0.7 million compared to $1.4 million, for the three months ended June 30, 2022, a decrease of $0.7 million. The decrease was driven by lower amortization and interest expense related to the Boyalife Note and the outstanding convertible note issued in June 2019 in the three months ended June 30, 2023, as compared to the same period in 2022.
Net loss attributable to common stockholders was $2.3 million for the three months ended June 30, 2023, or $(0.91) per share, based on 2,482,298 weighted average basic and diluted common shares outstanding. This compares to a net loss attributable to common stockholders of $2.7 million, or $(8.98) per share, based on 299,181 weighted average basic and diluted common shares outstanding for the three months ended June 30, 2022.
At June 30, 2023, the Company had cash and cash equivalents totaling $4.5 million, compared with cash and cash equivalents of $4.2 million at December 31, 2022.
Conference Call and Webcast Information
ThermoGenesis will host a conference call today at 1:30 p.m. PT/4:30 p.m. ET. To participate in the conference call, please dial 1-844-889-4331 (domestic), 1-412-380-7406 (international) or 1-866-605-3852 (Canada). To access a live webcast of the call, please visit: https://thermogenesis.com/investors/news-and-events/events-webcasts.
A webcast replay will also be available on ThermoGenesis’ website for three months. To access the replay, please visit: https://thermogenesis.com/investors/news-and-events/events-webcasts.
About ThermoGenesis Holdings, Inc.
ThermoGenesis Holdings, Inc. develops, commercializes, and markets a range of automated technologies for CAR-T and other cell-based therapies. The Company currently markets a full suite of solutions for automated clinical biobanking, point-of-care applications, and automation for immuno-oncology, including its semi-automated, functionally closed CAR-TXpress™ platform, which streamlines the manufacturing process for the emerging CAR-T immunotherapy market. For more information about ThermoGenesis, please visit: www.thermogenesis.com.
Forward-Looking Statements
This press release contains “forward-looking statements” within the meaning of the U.S. Private Securities Litigation Reform Act of 1995. The forward-looking statements involve risks and uncertainties that could cause actual results to differ materially from the forward-looking statements contained herein. When used in this press release, the words "anticipate," "believe," "estimate," "expect" and similar expressions as they relate to the Company or its management are intended to identify such forward-looking statements. Actual results, performance or achievements could differ materially from the results expressed in or implied by these forward-looking statements. Readers should be aware of important factors that, in some cases, have affected, and in the future could affect, actual results to differ materially from those expressed in any forward-looking statements made by or on behalf of the Company. These factors include without limitation, the ability to obtain capital and other financing in the amounts and at the times needed to launch new products and grow our CDMO business, market acceptance of new products, the nature and timing of regulatory approvals for both new products and existing products for which the Company proposes new claims, realization of forecasted revenues, expenses and income, initiatives by competitors, price pressures, failure to meet FDA regulated requirements governing the Company’s products and operations (including the potential for product recalls associated with such regulations), risks associated with initiating manufacturing for new products, failure to meet Foreign Corrupt Practice Act regulations, legal proceedings, risks associated with expanding into the Company’s planned CDMO business, uncertainty associated with the COVID-19 pandemic, and other risk factors listed from time to time in our reports with the Securities and Exchange Commission (“SEC”), including, in particular, those set forth in ThermoGenesis Holdings’ Form 10-K for the year ended December 31, 2022.
Company Contact:
Wendy Samford
916-858-5191
ir@thermogenesis.com
Investor Contact:
Paula Schwartz, Rx Communications
917-322-2216
pschwartz@rxir.com
Financials
ThermoGenesis Holdings, Inc.
Condensed Consolidated Balance Sheets
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June 30,
2023
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December 31,
2022
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(Unaudited)
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ASSETS
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Current assets:
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Cash and cash equivalents
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$ |
4,450,000 |
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$ |
4,177,000 |
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Accounts receivable, net
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|
774,000 |
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1,865,000 |
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Inventories
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2,656,000 |
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3,334,000 |
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Prepaid expenses and other current assets
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572,000 |
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1,508,000 |
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Total current assets
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8,452,000 |
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10,884,000 |
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Inventories, non-current
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830,000 |
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1,003,000 |
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Equipment and leasehold improvements, net
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2,434,000 |
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1,254,000 |
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Right-of-use operating lease assets, net
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254,000 |
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372,000 |
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Right-of-use operating lease assets – related party
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3,331,000 |
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|
3,550,000 |
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Goodwill
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|
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781,000 |
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|
|
781,000 |
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Other intangible assets, net
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|
1,270,000 |
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|
|
1,286,000 |
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Other assets
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|
|
256,000 |
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|
|
256,000 |
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Total assets
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$ |
17,608,000 |
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$ |
19,386,000 |
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|
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LIABILITIES AND EQUITY
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Current liabilities:
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|
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Accounts payable
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$ |
508,000 |
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$ |
820,000 |
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Other current liabilities
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10,478,000 |
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10,689,000 |
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Total current liabilities
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10,986,000 |
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11,509,000 |
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Long-term liabilities
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3,995,000 |
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4,554,000 |
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ThermoGenesis Holdings, Inc. stockholders' equity
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3,834,000 |
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4,296,000 |
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|
|
|
|
|
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Noncontrolling interests
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(1,207,000 |
) |
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(973,000 |
) |
Total liabilities and equity
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|
$ |
17,608,000 |
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|
$ |
19,386,000 |
|
ThermoGenesis Holdings, Inc.
Condensed Consolidated Statements of Operations
(Unaudited)
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Three Months Ended
June 30,
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Six Months Ended
June 30,
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2023
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2022
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2023
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2022
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|
Net revenues
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$ |
2,273,000 |
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$ |
3,029,000 |
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$ |
4,845,000 |
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$ |
5,692,000 |
|
Cost of revenues
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|
1,804,000 |
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|
|
2,090,000 |
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|
|
3,271,000 |
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|
|
3,813,000 |
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|
|
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|
Gross profit
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469,000 |
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|
939,000 |
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|
1,574,000 |
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|
|
1,879,000 |
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Expenses:
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|
|
|
|
|
|
|
|
|
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|
|
|
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Selling, general and administrative
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1,816,000 |
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|
|
1,989,000 |
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|
|
3,660,000 |
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|
|
3,682,000 |
|
Research and development
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|
383,000 |
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|
|
392,000 |
|
|
|
689,000 |
|
|
|
847,000 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total operating expenses
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|
2,199,000 |
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|
|
2,381,000 |
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|
|
4,349,000 |
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|
|
4,529,000 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Loss from operations
|
|
|
(1,730,000 |
) |
|
|
(1,442,000 |
) |
|
|
(2,775,000 |
) |
|
|
(2,650,000 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other expenses:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest / other expense
|
|
|
(668,000 |
) |
|
|
(1,359,000 |
) |
|
|
(4,566,000 |
) |
|
|
(2,186,000 |
) |
Loss on retirement of debt
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|
|
-- |
|
|
|
-- |
|
|
|
(239,000 |
) |
|
|
-- |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total other expense
|
|
|
(668,000 |
) |
|
|
(1,359,000 |
) |
|
|
(4,805,000 |
) |
|
|
(2,186,000 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net loss
|
|
|
(2,398,000 |
) |
|
|
(2,801,000 |
) |
|
|
(7,580,000 |
) |
|
|
(4,836,000 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Loss attributable to noncontrolling interests
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|
|
(138,000 |
) |
|
|
(113,000 |
) |
|
|
(234,000 |
) |
|
|
(239,000 |
) |
Net loss attributable to common stockholders
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|
$ |
(2,260,000 |
) |
|
$ |
(2,688,000 |
) |
|
$ |
(7,346,000 |
) |
|
$ |
(4,597,000 |
) |
ThermoGenesis Holdings, Inc.
Condensed Consolidated Statements of Cash Flows
(Unaudited)
|
|
Six Months Ended
June 30,
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2023
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2022
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|
|
|
|
|
|
|
|
|
|
Cash flows from operating activities:
|
|
$ |
(1,427,000 |
) |
|
$ |
(5,101,000 |
) |
|
|
|
|
|
|
|
|
|
Cash flows from investing activities:
|
|
|
(1,361,000 |
) |
|
|
(219,000 |
) |
|
|
|
|
|
|
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|
|
Cash flows from financing activities:
|
|
|
3,061,000 |
|
|
|
2,044,000 |
|
|
|
|
|
|
|
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|
Effects of foreign currency rate changes on cash and cash equivalents
|
|
|
-- |
|
|
|
(3,000 |
) |
Net increase (decrease) in cash and cash equivalents
|
|
|
273,000 |
|
|
|
(3,279,000 |
) |
|
|
|
|
|
|
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|
Cash and cash equivalents at the beginning of the period
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|
|
4,177,000 |
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|
|
7,280,000 |
|
Cash and cash equivalents at the end of the period
|
|
$ |
4,450,000 |
|
|
$ |
4,001,000 |
|
v3.23.2
Document And Entity Information
|
Aug. 10, 2023 |
Document Information [Line Items] |
|
Entity, Registrant Name |
THERMOGENESIS HOLDINGS, INC.
|
Document, Type |
8-K
|
Document, Period End Date |
Aug. 10, 2023
|
Entity, Incorporation, State or Country Code |
DE
|
Entity, File Number |
333-82900
|
Entity, Tax Identification Number |
94-3018487
|
Entity, Address, Address Line One |
2711 Citrus Road
|
Entity, Address, City or Town |
Rancho Cordova
|
Entity, Address, State or Province |
CA
|
Entity, Address, Postal Zip Code |
95742
|
City Area Code |
916
|
Local Phone Number |
858-5100
|
Title of 12(b) Security |
Common Stock
|
Trading Symbol |
THMO
|
Security Exchange Name |
NASDAQ
|
Written Communications |
false
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false
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Pre-commencement Issuer Tender Offer |
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