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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): December 14, 2022

 

Streamline Health Solutions, Inc.

(Exact name of registrant as specified in its charter)

 

Delaware   0-28132   31-1455414
(State or other jurisdiction of incorporation)  

(Commission

File Number)

 

(I.R.S. Employer

Identification No.)

 

2400 Old Milton Pkwy., Box 1353

Alpharetta, GA 30009

(Address of principal executive offices) (Zip Code)

 

Registrant’s telephone number, including area code: (888) 997-8732

 

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   Name of each exchange on which registered
Common Stock, $0.01 par value   STRM   Nasdaq Capital Market

 

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 December 14, 2022, Streamline Health Solutions, Inc. (the “Company”) issued a press release announcing third quarter fiscal 2022 financial results. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

 

The information contained in this Item 2.02, as well as Exhibit 99.1 referenced herein, is being “furnished” and, as such, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, nor shall it be incorporated by reference in any filing under the Securities Act of 1933, as amended, unless the Company expressly so incorporates such information by reference.

 

Item 9.01 Financial Statements and Exhibits.

 

(d) Exhibits.

 

EXHIBIT

NUMBER

  DESCRIPTION
     
99.1   Press release, dated December 14, 2022, regarding Third Quarter Fiscal 2022 Financial Results.
104   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.

 

  STREAMLINE HEALTH SOLUTIONS, INC.
   
Date: December 14, 2022 By: /s/ Thomas J. Gibson
    Thomas J. Gibson
    Chief Financial Officer

 

 

 

 

Exhibit 99.1

 

Streamline Health® Reports Fiscal Third Quarter 2022 Financial Results

 

  Total contract value of SaaS bookings for the nine months ended October 31, 2022 was $14.1 million compared to $3.9 million during the same period of fiscal 2021
  Strengthened balance sheet with recent capital raise of $8.3 million
  Third quarter 2022 SaaS revenue up 14% vs. third quarter 2021

 

Atlanta, GA – December 14, 2022 – Streamline Health Solutions, Inc. (“Streamline” or the “Company”) (Nasdaq: STRM), a leading provider of solutions that enable healthcare providers to proactively address revenue leakage and improve financial performance, today announced financial results for the third quarter of fiscal 2022, which ended October 31, 2022.

 

Fiscal Third Quarter and Nine Months Ended October 31, 2022 GAAP Financial Results

 

The following financial results have been prepared in accordance with Generally Accepted Accounting Principles (“GAAP”). Fiscal third quarter 2022 financial results represent the consolidation of the Company with Avelead Consulting, LLC (“Avelead”), which was acquired in the fiscal third quarter 2021. Fiscal third quarter 2021 GAAP financial results reflect results from Avelead’s operations from the date of acquisition, August 16, 2021.

 

Total revenue for the third quarter of fiscal 2022 was $6.2 million, a 13% increase from $5.5 million during the third quarter of fiscal 2021. The increase in revenue for the quarter was the result of higher revenue from SaaS and professional services. Total revenue for the nine months ended October 31, 2022 increased 60% to $18.1 million compared to $11.3 million for the nine months ended October 31, 2021. During the third quarter of fiscal 2022, SaaS revenue grew $0.4 million or 14% compared to the third quarter of fiscal 2021 and during the nine months ended October 31, 2022, $3.8 million or 72% compared to the first nine months of fiscal 2021.

 

Loss from continuing operations for the third quarter of fiscal 2022 was ($3.1) million, as compared to loss from continuing operations of ($4.4) million during the third quarter of fiscal 2021. Loss from continuing operations in the third quarter of fiscal 2021 included other expenses of ($0.6) million primarily related to interest expense and valuation adjustments.

 

Loss from continuing operations for the first nine months of fiscal 2022 was ($9.2) million, as compared to loss from continuing operations of ($6.9) million during the first nine months of fiscal 2021. During the first nine months of fiscal 2021 the Company reported a one time gain of $2.3 million of other income related to the forgiveness of the PPP loan, which was the primary driver of the higher loss from continuing operations for the first nine months of fiscal 2022.

 

 
 

 

Fiscal Third Quarter and Nine Months Ended October 31, 2022 Pro Forma and Non-GAAP Financial Results

 

The following financial results for Fiscal 2021 are pro forma and have not been prepared in accordance with GAAP. These pro forma financial results represent the consolidation of the Company with Avelead as if Avelead’s operations were fully recognized during the comparable period.

 

Total revenue for the third quarter of fiscal 2022 was $6.2 million, up slightly compared to pro forma revenue of approximately $6.1 million for the third quarter of fiscal 2021. Total revenue for the nine months ended October 31, 2022 was $18.1 million, an increase of 9% compared to pro forma revenue of $16.6 million for the nine months ended October 31, 2021. For the third quarter of fiscal 2022, SaaS revenue comprised $3.2 million of revenue, up slightly compared to pro forma SaaS revenue of approximately $3.1 million for the third quarter of fiscal 2021. For the first nine months of fiscal 2022, SaaS revenue totaled $9.2 million, an increase of 7% compared to pro forma SaaS revenue of $8.6 million for the first nine months of fiscal 2021.

 

Total revenue of $6.2 million for the three months ended October 31, 2022 includes $2.8 million of revenue from Avelead. The pro forma revenue of approximately $6.1 million for the third quarter of fiscal 2021 includes $2.6 million of revenue from Avelead. Total revenue of $18.1 million for the nine months ended October 31, 2022 includes $7.8 million of revenue from Avelead. The pro forma revenue of approximately $16.6 million for the nine months ended October 31, 2021 includes $7.3 million of revenue from Avelead.

 

Adjusted EBITDA for the third quarter of fiscal 2022 was a loss of ($1.2) million, compared to an adjusted EBITDA loss of ($0.3) million in the third quarter of fiscal 2021. Adjusted EBITDA for the nine months ended October 31, 2022 was a loss of ($3.6) million, compared to an Adjusted EBITDA loss of ($1.7) million for the nine months ended October 31, 2021. The increased loss from Adjusted EBITDA during the third quarter and first nine months of fiscal 2022 was driven by increased headcount, higher spend on research and development, accrual for performance bonuses and increased travel and entertainment spend as compared to the prior year.

 

As of October 31, 2022, the Company’s total Booked SaaS Annual Contract Value (“ACV”) was $14.9 million. This can be compared to Booked SaaS ACV of $10.6 million as of January 31, 2022. Subsequent to the end of the third quarter of fiscal 2022, the Company successfully executed on new bookings, and as of November 30, 2022 the Company reported $15.9 million of Booked SaaS ACV. The Booked SaaS ACV represents the annualized value of all executed SaaS contracts, including contracts that have not been fully implemented, as of the measurement date, assuming any contract that expires during the twelve months following the measurement date is renewed on its existing terms unless the Company has knowledge of the non-renewal.

 

Management Commentary

 

“At the end of our third quarter, we initiated our strategic alignment entering a new chapter of the Streamline story enabling us to maintain growth while prioritizing near term cash generation,” said Tee Green, Chief Executive Officer, Streamline Health. “Our mission to ensure heathcare providers can capture 100% of the revenue they’ve earned is resonating in the market, and we maintain our expectation of exiting fiscal 2022 with at least $17 million of Booked SaaS ACV.”

 

Conference Call

 

The Company will conduct a conference call on Thursday, December 15, 2022 at 9:00 AM ET to review results and provide a corporate update. Interested parties can access the call by joining the live webcast: click here to register. You can also join by phone by dialing 877-407-8291.

 

 

 

 

A replay of the conference call will be available from Thursday, December 15, 2022, at 12:00 PM ET to Thursday, December 22, 2022 at 12:00 PM ET by dialing 877-660-6853 or 201-612-7415 with conference ID 1374705. An online replay of the presentation will also be available for six months following the presentation in the Investor Relations section of the Streamline website, www.streamlinehealth.net.

 

About Streamline Health

 

Streamline Health Solutions, Inc. (Nasdaq: STRM) enables healthcare organizations to proactively address revenue leakage and improve financial performance. We deliver integrated solutions, technology-enabled services and analytics that drive compliant revenue leading to improved financial performance across the enterprise. For more information, visit www.streamlinehealth.net.

 

Non-GAAP Financial Measures

 

Streamline reports its financial results in accordance with U.S. generally accepted accounting principles (“GAAP”). Streamline’s management also evaluates and makes operating decisions using various other measures. One such measure is adjusted EBITDA, which is a non-GAAP financial measure. Streamline’s management believes that this measure provides useful supplemental information regarding the performance of Streamline’s business operations.

 

Streamline defines “adjusted EBITDA” as net earnings (loss) plus interest expense, tax expense, depreciation and amortization expense of tangible and intangible assets, share-based compensation expense, significant non-recurring operating expenses, and transactional related expenses including: gains and losses on debt and equity conversions, associate severances and related restructuring expenses, associate inducements, and professional and advisory fees. A table reconciling this measure to “loss from continuing operations” is included in this press release.

 

Booked SaaS ACV represents the annualized value of all executed SaaS contracts, including contracts that have not been fully implemented, as of the measurement date, assuming any contract that expires during the twelve months following the measurement date is renewed on its existing terms unless the Company has knowledge of the non-renewal. Booked SaaS ACV should be viewed independently of revenue and does not represent revenue calculated in accordance with GAAP on an annualized basis, as it is an operating metric that can be impacted by contract execution start and end dates and renewal rates. Booked SaaS ACV is not intended to be a replacement for, or forecast of, revenue. There is no GAAP measure comparable to Booked SaaS ACV.

 

 

 

 

Safe Harbor Statement under the Private Securities Litigation Reform Act of 1995

 

Statements made by Streamline Health Solutions, Inc. that are not historical facts are forward-looking statements that are subject to certain risks, uncertainties and important factors that could cause actual results to differ materially from those reflected in the forward-looking statements included herein. Forward-looking statements contained in this press release include, without limitation, statements regarding the Company’s growth prospects, estimates of anticipated cash flow generation, anticipated bookings, recognition of revenue from contracts included in Booked SaaS ACV, industry trends and market growth, results of investments in sales and marketing, success of future products and related expectations and assumptions. These risks and uncertainties include, but are not limited to, the timing of contract negotiations and execution of contracts and the related timing of the revenue recognition related thereto, the potential cancellation of existing contracts or clients not completing projects included in the backlog and Booked SaaS ACV, the impact of competitive solutions and pricing, solution demand and market acceptance, new solution development and enhancement of current solutions, key strategic alliances with vendors and channel partners that resell the Company’s solutions, the ability of the Company to control costs, the effects of cost-containment measures implemented by the Company, availability of solutions from third party vendors, the healthcare regulatory environment, potential changes in legislation, regulation and government funding affecting the healthcare industry, healthcare information systems budgets, availability of healthcare information systems trained personnel for implementation of new systems, as well as maintenance of legacy systems, fluctuations in operating results, effects of critical accounting policies and judgments, changes in accounting policies or procedures as may be required by the Financial Accounting Standards Board or other similar entities, changes in economic, business and market conditions impacting the healthcare industry generally and the markets in which the Company operates and nationally, the Company’s ability to maintain compliance with the terms of its credit facilities, and other risks detailed from time to time in the Streamline Health Solutions, Inc. filings with the U. S. Securities and Exchange Commission. Readers are cautioned not to place undue reliance on these forward-looking statements, which reflect management’s analysis only as of the date hereof. The Company undertakes no obligation to publicly release the results of any revision to these forward-looking statements, which may be made to reflect events or circumstances after the date hereof or to reflect the occurrence of unanticipated events, except as required by law.

 

Company Contact

 

Jacob Goldberger

Director, Investor Relations and FP&A

303-887-9625

Jacob.goldberger@streamlinehealth.net

 

 

 

 

STREAMLINE HEALTH SOLUTIONS, INC.

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

 

(rounded to the nearest thousand dollars, except share and per share information)

 

  

Three Months Ended

October 31,

  

Nine Months Ended

October 31,

 
   2022   2021   2022   2021 
Total Revenue  $6,217,000   $5,514,000   $18,144,000   $11,333,000 
Operating expenses:                    
Cost of revenue   3,570,000    2,623,000    9,983,000    5,496,000 
Selling, general and administrative expense   4,053,000    3,439,000    12,488,000    8,507,000 
Research and development   1,754,000    1,339,000    4,527,000    3,280,000 
Acquisition-related costs   2,000    1,933,000    141,000    2,710,000 
Total operating expenses   9,379,000    9,334,000    27,139,000    19,993,000 
Operating loss   (3,162,000)   (3,820,000)   (8,995,000)   (8,660,000)
Other income (expense):                    
Interest expense   (198,000)   (85,000)   (519,000)   (107,000)
Loss on Extinguishment of Debt       (43,000)       (43,000)
Acquisition earnout valuation adjustments   163,000    (417,000)   188,000    (417,000)
Other   68,000    (10,000)   151,000    (4,000)
Forgiveness of PPP loan and accrued interest               2,327,000 
Loss from continuing operations before income taxes   (3,129,000)   (4,375,000)   (9,175,000)   (6,904,000)
Income tax expense   (9,000)   (4,000)   (22,000)   (9,000)
Loss from continuing operations   (3,138,000)   (4,379,000)   (9,197,000)   (6,913,000)
Income from discontinued operations:                    
Income from discontinued operations, net of tax       69,000        401,000 
Net loss  $(3,138,000)  $(4,310,000)  $(9,197,000)  $(6,512,000)
Basic Earnings Per Share:                    
Continuing operations  $(0.07)  $(0.10)  $(0.19)  $(0.17)
Discontinued operations       0.00        0.01 
Net loss  $(0.07)  $(0.10)  $(0.19)  $(0.16)
Weighted average number of common shares – basic   47,730,009    45,709,952    47,329,923    41,498,873 
Diluted Earnings Per Share:                    
Continuing operations  $(0.07)  $(0.10)  $(0.19)  $(0.17)
Discontinued operations       0.00       $0.01 
Net loss  $(0.07)  $(0.10)  $(0.19)  $(0.16)
Weighted average number of common shares – diluted   48,143,819    46,063,803    47,613,577    41,995,266 

 

 

 

 

STREAMLINE HEALTH SOLUTIONS, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

 

(rounded to the nearest thousand dollars, except share and per share information)

 

   October 31, 2022    January 31, 2022 
   (unaudited)     
Current assets:          
Cash and cash equivalents  $11,699,000   $9,885,000 
Accounts receivable, net   3,322,000    3,823,000 
Contract receivables   831,000    843,000 
Prepaid and other current assets   946,000    568,000 
Total current assets   16,798,000    15,119,000 
           
Non-current assets:          
Property and equipment, net   93,000    123,000 
Right of use asset for operating lease   80,000    218,000 
Capitalized software development costs, net   5,697,000    5,555,000 
Intangible assets, net   15,244,000    16,763,000 
Goodwill   23,089,000    23,089,000 
Other   1,216,000    948,000 
Total non-current assets   45,419,000    46,696,000 
Total assets  $62,217,000   $61,815,000 
Current liabilities:          
Accounts payable  $405,000   $778,000 
Accrued expenses   3,289,000    1,803,000 
Current portion of term loan   625,000    250,000 
Deferred revenues   5,531,000    5,794,000 
Current portion of lease obligation   87,000    204,000 
Acquisition earnout liability   8,645,000    4,672,000 
Total current liabilities   18,582,000    13,501,000 
Non-current liabilities:          
Term loan, net of current portion and deferred financing costs   9,214,000    9,654,000 
Deferred revenues, less current portion   148,000    136,000 
Lease obligations, less current portion       33,000 
Acquisition earnout liability, less current portion       4,161,000 
Other non-current liabilities   109,000    286,000 
Total non-current liabilities   9,471,000    14,270,000 
Total liabilities   28,053,000    27,771,000 
Stockholders’ equity:          
Common Stock, $0,.01 par value, 85,000,000 shares authorized; 55,130,334 and 47,840,950 shares issued and outstanding, respectively   551,000    478,000 
Additional paid in capital   128,469,000    119,225,000 
Accumulated deficit   (94,856,000)   (85,659,000)
Total stockholders’ equity   34,164,000    34,044,000 
Total liabilities and stockholders’ equity  $62,217,000   $61,815,000 

 

 

 

 

STREAMLINE HEALTH SOLUTIONS, INC.

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

 

(rounded to the nearest thousand dollars)

 

   Nine months Ended October 31, 
   2022   2021 
Net Loss  $(9,197,000)  $(6,512,000)
LESS: Income from discontinued operations, net of tax       401,000 
Loss from continuing operations, net of tax   (9,197,000)   (6,913,000)
           
Adjustments to reconcile net loss to net cash used in operating activities:          
Depreciation   40,000    53,000 
Amortization of capitalized software development costs   1,293,000    1,430,000 
Amortization of intangible assets   1,519,000    721,000 
Amortization of other deferred costs   360,000    369,000 
Change in fair value of acquisition earnout liability   (188,000)   417,000 
Loss on early extinguishment of debt       43,000 
Amortization of deferred financing costs   60,000     
Share-based compensation expense   1,212,000    1,659,000 
Provision for accounts receivable allowance   21,000    14,000 
Forgiveness of PPP loan and accrued interest       (2,327,000)
Changes in assets and liabilities:          
Accounts and contract receivables   492,000    666,000 
Other assets   (868,000)   (551,000)
Accounts payable   (373,000)   (72,000)
Accrued expenses and other liabilities   1,159,000    774,000 
Deferred revenue   (251,000)   (305,000)
Net cash used in operating activities   (4,721,000)   (4,022,000)
Net cash provided by operating activities – discontinued operations       406,000 
Cash flows from investing activities:          
Investment in Avelead, Net of Cash       (12,354,000)
Proceeds from sale of ECM Assets       800,000 
Purchases of property and equipment   (10,000)   (18,000)
Capitalization of software development costs   (1,435,000)   (1,048,000)
Net cash (used in) provided by investing activities   (1,445,000)   (12,620,000)
Cash flows from financing activities:          
Repayment of bank term loan   (125,000)    
Proceeds from issuance of term loan       10,000,000 
Proceeds from issuance of common stock   8,316,000    16,100,000 
Payments for costs directly attributable to the issuance of common stock   (52,000)   (1,313,000)
Payments related to settlement of employee share-based awards   (165,000)   (380,000)
Payment for deferred financing costs       (168,000)
Other   6,000    (3,000)
Net cash provided by financing activities   7,980,000    24,236,000 
Net increase in cash and cash equivalents   1,814,000    8,000,000 
Cash and cash equivalents at beginning of period   9,885,000    2,409,000 
Cash and cash equivalents at end of period  $11,699,000   $10,409,000 

 

 

 

 

STREAMLINE HEALTH SOLUTIONS, INC.

NEW BOOKINGS

 

(rounded to the nearest thousand dollars)

 

   October 31, 2022 
   Three Months Ended   Nine Months Ended 
Software Licenses  $-   $52,000 
Professional Services   123,000    1,538,000 
Audit Services   81,000    118,000 
Maintenance and Support   17,000    56,000 
Software as a Service   1,650,000    14,122,000 
Q3 2022 Bookings  $1,871,000   $15,886,000 
Q3 2021 Bookings*  $2,089,000   $6,296,000 

 

*Bookings are presented on a total contract value basis, and include Avelead from the acquisition date, August 16, 2021

 

 

 

 

STREAMLINE HEALTH SOLUTIONS, INC.

RECONCILIATION OF LOSS FROM CONTINUING OPERATIONS TO NON-GAAP ADJUSTED EBITDA

(in thousands except share amounts, unaudited)

 

   Three Months Ended   Nine Months Ended 
In thousands, except per share data  October 31, 2022   October 31, 2021   October 31, 2022   October 31, 2021 
Adjusted EBITDA Reconciliation                    
Loss from continuing operations  $(3,138)  $(4,379)  $(9,197)  $(6,913)
Interest expense   198    85    519    107 
Income tax expense   9    4    22    9 
Depreciation   13    16    40    53 
Amortization of capitalized software development costs   

446

    446    1,293    1,430 
Amortization of intangible assets   463    490    1,519    721 
Amortization of other costs   131    110    360    338 
EBITDA  $(1,878)  $(3,228)  $(5,444)  $(4,255)
Share-based compensation expense   555    537    1,212    1,659 
Non-cash valuation adjustments   (163)   417    (188)   417 
Acquisition-related costs, severance, and transaction-related bonuses   387    1,953    1,010    2,730 
Forgiveness of PPP loan and
accrued interest
               (2,327)
Other non-recurring charges   (73)       (140)   16 
Loss on early extinguishment of debt       43        43 
Adjusted EBITDA  $(1,172)  $(278)  $(3,550)  $(1,717)
                     
Adjusted EBITDA per Diluted Share Reconciliation                    
Loss from continuing operations per common share — diluted  $(0.07)  $(0.10)  $(0.19)  $(0.17)
Net loss per common share — diluted (2)  $(0.07)  $(0.10)  $(0.19)  $(0.16)
Adjusted EBITDA per adjusted diluted share (1)  $(0.02)  $(0.01)  $(0.08)  $(0.04)
                     
Basic weighted average shares   47,730,009    45,709,952    47,329,923    41,498,873 
Includable incremental shares — adjusted EBITDA (3)   413,810    353,851    283,654    496,393 
Adjusted diluted shares   48,143,819    46,063,803    47,613,577    41,995,266 

 

(1) Adjusted EBITDA per adjusted diluted share for the Company’s common stock is computed using the treasury stock method. Since the Company was in a loss position for the periods presented, adjusted EBITDA per adjusted diluted share is the same as adjusted EBITDA per adjusted share as the inclusion of all potential common shares outstanding would have been anti-dilutive.
   
(2) Since the Company was in a loss position for the periods presented, diluted net loss per common share is the same as basic net loss per common share as the inclusion of all potential common shares outstanding would have been anti-dilutive.
   
(3) The number of incremental shares that would be dilutive under an assumption that the Company is profitable during the reported period, which is only applicable for a period in which the Company reports profit.