PAVmed Provides Business Update and Third Quarter 2024 Financial Results

Lucid reports record quarterly EsoGuard(® )revenue and completes clinical evidence package for imminent submission to formally seek Medicare coverage

Veris Health completes pilot program with The Ohio State's James Cancer Hospital and continues pursuit of financing to relaunch development of implantable monitor

Ongoing initiatives position PAVmed to preserve Nasdaq listing

Conference call and webcast to be held today, November 14(th) at 8:30 AM EST

NEW YORK, Nov. 14, 2024 /PRNewswire/ -- PAVmed Inc. (NASDAQ: PAVM, PAVMZ) ("PAVmed" or the "Company"), a diversified commercial-stage medical technology company, operating in the medical device, diagnostics, and digital health sectors, today provided a business update for the Company and its subsidiaries, Lucid Diagnostics Inc. (NASDAQ: LUCD) ("Lucid") and Veris Health Inc. ("Veris"), and presented financial results for the Company for the three months ended September 30, 2024.

Conference Call and Webcast

The webcast will take place on Thursday, November 14, 2024, at 8:30 AM and is accessible in the investor relations section of the Company's website at pavmed.com. Alternatively, to access the conference call by telephone, U.S.-based callers should dial 1-800-836-8184 and international listeners should dial 1-646-357-8785. All listeners should provide the operator with the conference call name "PAVmed Business Update" to join.

Following the conclusion of the conference call, a replay will be available for 30 days on the investor relations section of the Company's website at pavmed.com.

Business Update Highlights

"During the third quarter and in recent weeks, we have taken important transformational steps to solidify and stabilize PAVmed as a sustainable and diversified commercial life sciences company with multiple independently-financed subsidiaries, consistent with the updated business strategy we laid out earlier this year," said Lishan Aklog, M.D., PAVmed's Chairman and Chief Executive Officer. "We have completed the deconsolidation and are in the final stages of a debt restructuring necessary for us to regain compliance with the Nasdaq listing requirements. Lucid continues to make significant strides, both commercially and clinically, and is now ready to submit its complete clinical evidence package to formally seek Medicare coverage of EsoGuard. Our other subsidiaries, Veris Health and the PMX incubator, also continue to execute their strategic plans. In light of these developments, I am optimistic about what the future holds for PAVmed and its subsidiaries."

Highlights from the third quarter and recent weeks:

    --  Lucid reported that 3Q24 EsoGuard(®) Esophageal DNA Test revenue was
        $1.2M, which represents a single-quarter record and 20 percent increase
        sequentially from 2Q24.
    --  Lucid performed 2,787 commercial EsoGuard tests in 3Q24. Additionally,
        in October the lab performed a single-month record of more than 1,400
        tests, contributing to the largest three-month total in the Company's
        history.
    --  Lucid's ESOGUARD BE-1 clinical validation study accepted for
        peer-reviewed publication completing the clinical evidence package for
        submission to formally seek Medicare coverage of EsoGuard.
    --  Lucid is now leveraging this clinical evidence to expand its direct
        contracting initiative with multiple programs focused on driving
        near-term revenue growth, including a shift to fully-contracted #CYFT
        Precancer Testing Events, broadening employer markets activity, and a
        new foray into the concierge medicine sector.
    --  Veris completed pilot program with The Ohio State's James Cancer
        Hospital and is now in active discussions on long-term commercial and
        strategic partnerships.
    --  Veris awarded a $1.8 million National Institutes of Health (NIH) grant
        to further optimize Veris Cancer Care Platform in partnership with an
        academic cancer center.
    --  Veris continuing to pursue financing to relaunch the development of its
        implantable monitor.
    --  As part of PAVmed's efforts to regain compliance with the Nasdaq listing
        standards by increasing its stockholders' equity above the minimum
        required, the Company completed the deconsolidation of Lucid from its
        balance sheet on September 10, and reached an agreement in principle
        with its convertible debt holder (the structure of which was presented
        to the Nasdaq hearing panel) regarding the terms on which $25 million of
        PAVmed's convertible debt would be exchanged into preferred equity of an
        equivalent value.  Nasdaq has granted PAVmed until January 31, 2025 to
        regain compliance through this exchange transaction, which remains
        subject to the Company's accounting advisors completing their analysis
        of the transaction structure and stockholder approval.

Financial Results:

    --  For the three months ended September 30, 2024, EsoGuard related revenues
        were $1.0 million, net of the deconsolidation. Operating expenses were
        approximately $12.6 million which include stock-based compensation
        expenses of $1.9 million. GAAP net income attributable to common
        stockholders was approximately $64.3 million, or $1.44 per common share
        on a diluted basis.
    --  As shown below and for the purpose of illustrating the effect of
        stock-based compensation and other non-cash income and expenses on the
        Company's financial results, the Company's non-GAAP adjusted loss was
        approximately $5.4 million or $(0.54) per common share.
    --  PAVmed had cash and cash equivalents of $0.8 million as of September 30,
        2024, compared to $19.6 million as of December 31, 2023.
    --  PAVmed's Equity Method Investment (Lucid Diagnostics) fair value at
        September 30, 2024 was $25.5 million.  In accordance with GAAP, the
        comparable periods before deconsolidation of Lucid are not reflected on
        PAVmed's balance sheets prior to September 10, 2024.
    --  The unaudited financial results for the three months ended September 30,
        2024 were filed with the SEC on Form 10-Q on November 13, 2024, and are
        available at www.pavmed.com or www.sec.gov.

PAVmed Non-GAAP Measures

    --  To supplement our financial results presented in accordance with U.S.
        generally accepted accounting principles (GAAP), management provides
        certain non-GAAP financial measures of the Company's financial results.
        These non-GAAP financial measures include net loss before interest,
        taxes, depreciation, and amortization (EBITDA) and non-GAAP adjusted
        loss, which further adjusts EBITDA for stock-based compensation expense,
        loss on the issuance or modification of convertible securities, the
        periodic change in fair value of convertible securities, and loss on
        debt extinguishment. The foregoing non-GAAP financial measures of EBITDA
        and non-GAAP adjusted loss are not recognized terms under U.S. GAAP.
    --  Non-GAAP financial measures are presented with the intent of providing
        greater transparency to the information used by us in our financial
        performance analysis and operational decision-making. We believe these
        non-GAAP financial measures provide meaningful information to assist
        investors, shareholders, and other readers of our financial statements
        in making comparisons to our historical financial results and analyzing
        the underlying performance of our results of operations. These non-GAAP
        financial measures are not intended to be, and should not be, a
        substitute for, considered superior to, considered separately from, or
        as an alternative to, the most directly comparable GAAP financial
        measures.
    --  Non-GAAP financial measures are provided to enhance readers' overall
        understanding of our current financial results and to provide further
        information for comparative purposes. Management believes the non-GAAP
        financial measures provide useful information to management and
        investors by isolating certain expenses, gains, and losses that may not
        be indicative of our core operating results and business outlook.
        Specifically, the non-GAAP financial measures include non-GAAP adjusted
        loss, and its presentation is intended to help the reader understand the
        effect of the loss on the issuance or modification of convertible
        securities, the periodic change in fair value of convertible securities,
        the loss on debt extinguishment and the corresponding accounting for
        non-cash charges on financial performance. In addition, management
        believes non-GAAP financial measures enhance the comparability of
        results against prior periods.
    --  A reconciliation to the most directly comparable GAAP measure of all
        non-GAAP financial measures included in this press release for the three
        and nine months ended September 30, 2024 and 2023 are as follows:



     
              Condensed Consolidated Statement of Operations (Unaudited)


                                                                                          For the three months ended        For the nine months ended

                                                                                       
            September 30,          
            September 30,


                                                                                          2024                 2023         2024                 2023


                                     
            (in thousands except per-share amounts)



     
              Revenue                                                                  $996                 $791       $2,985               $1,403



     
              Operating expenses                                                     12,574               16,319       42,285               53,815



     
              Other (Income) Expense                                               (72,289)               6,222     (66,585)               9,443



     
              Net (Income) Loss                                                    (60,711)              21,750     (27,285)              61,855





     
              Net income (loss) attributable to common stockholders                  64,316             (17,748)      30,620             (50,365)



     Preferred Stock dividends and deemed dividends                                        83                   77        7,740                  226



     
              Net income (loss) as reported                                          64,399             (17,671)      38,360             (50,139)



     Adjustments:



     Depreciation and amortization expense(1)                                             238                  733        1,129                2,207



     Interest expense, net(2)                                                            (58)                  35        (214)                 162



     NCI ownership share of Interest and Depreciation adjustments                        (43)               (213)       (229)               (627)



     
              EBITDA                                                                 64,536             (17,116)      39,046             (48,397)





     
              Other non-cash or financing related expenses:



     Stock-based compensation expense(3)                                                1,931                2,245        5,716                9,171



     ResearchDx acquisition/settlement paid in stock(1)                                                                                       713



     Operating expenses issued in stock(1)                                                285                  625          448                  625



     Gain on deconsolidation of subsidiary                                           (72,287)                        (72,287)



     Change in FV equity method investments                                             (407)                           (407)



     Change in FV convertible debt(2)                                                   (240)               4,392        2,488                5,772



     Offering costs convertible debt(2)                                                                                                     1,186



     Loss on debt extinguishment(2)                                                     1,403                1,764        2,535                3,032



     Debt modification expense                                                                                          2,000



     Other non-cash charges



     NCI ownership share of non-GAAP adjustments                                        (660)             (1,453)     (1,262)             (3,645)



     
              Non-GAAP adjusted (loss)                                             $(5,439)            $(9,543)   $(21,723)           $(31,543)



     Non-GAAP shares outstanding, basic and diluted                                    10,005                7,463        9,287                6,968



     Non-GAAP adjusted (loss) income per share, basic and diluted                     $(0.54)             $(1.28)     $(2.34)             $(4.53)




     
     
                  
                    1 
                  
                Included in general and administrative expenses in the financial statements.





     
     2 Included in other income and expenses.





     
     3 Stock-based compensation ("SBC") expense included in operating expenses is detailed as follows in the table below by category within operating expenses for the non-GAAP Net operating expenses:



     
                Reconciliation of GAAP Operating Expenses to Non-GAAP Net Operating Expenses


                 
                   (in thousands except per-share amounts)                              For the three months ended           For the nine months ended

                                                                                                
              September 30,         
              September 30,


                                                                                                    2024                 2023          2024                 2023





     
                Cost of revenue                                                                $1,381               $1,779        $4,792               $4,809



     Stock-based compensation expense(3)                                                           (32)                (32)        (112)                (86)



     Net cost of revenue                                                                          1,349                1,747         4,680                4,723





     
                Amortization of acquired intangible assets                                         82                  505           559                1,516





     
                Sales and marketing                                                             2,920                4,016        11,472               12,893



     Stock-based compensation expense(3)                                                          (292)               (403)      (1,082)             (1,302)



     Net sales and marketing                                                                      2,628                3,613        10,390               11,591





     
                General and administrative                                                      6,649                6,858        20,337               23,916



     Depreciation expense                                                                         (156)               (228)        (570)               (691)



     ResearchDx acquisition/settlement paid in stock                                                                                                   (713)



     Operating expenses issued in stock                                                           (285)               (625)        (448)               (625)



     Stock-based compensation expense(3)                                                        (1,426)             (1,499)      (3,717)             (6,761)



     Net general and administrative                                                               4,782                4,506        15,602               15,126





     
                Research and development                                                        1,542                3,161         5,125               10,681



     Stock-based compensation expense(3)                                                          (181)               (311)        (805)             (1,022)



     Net research and development                                                                 1,361                2,850         4,320                9,659





     
                Total operating expenses                                                       12,574               16,319        42,285               53,815



     Depreciation and amortization expense                                                        (238)               (733)      (1,129)             (2,207)



     ResearchDx acquisition/settlement paid in stock                                                                                                   (713)



     Operating expenses issued in stock                                                           (285)               (625)        (448)               (625)



     Stock-based compensation expense(3)                                                        (1,931)             (2,245)      (5,716)             (9,171)



     Net operating expenses                                                                     $10,120              $12,716       $34,992              $41,099

About PAVmed and its Subsidiaries

PAVmed Inc. is a diversified commercial-stage medical technology company operating in the medical device, diagnostics, and digital health sectors. Its subsidiary, Lucid Diagnostics Inc. (NASDAQ: LUCD), is a commercial-stage cancer prevention medical diagnostics company that markets the EsoGuard(®) Esophageal DNA Test and EsoCheck(®) Esophageal Cell Collection Device--the first and only commercial tools for widespread early detection of esophageal precancer to mitigate the risks of esophageal cancer deaths. Its other subsidiary, Veris Health Inc., is a digital health company focused on enhanced personalized cancer care through remote patient monitoring using implantable biologic sensors with wireless communication along with a custom suite of connected external devices. Veris is concurrently developing an implantable physiological monitor, designed to be implanted alongside a chemotherapy port, which will interface with the Veris Cancer Care Platform.

For more and for more information about PAVmed, please visit pavmed.com.

For more information about Lucid Diagnostics, please visit luciddx.com.

For more information about Veris Health, please visit verishealth.com.

Forward-Looking Statements

This press release includes forward-looking statements that involve risks and uncertainties. Forward-looking statements are any statements that are not historical facts. Such forward-looking statements, which are based upon the current beliefs and expectations of PAVmed's and Lucid's management, are subject to risks and uncertainties, which could cause actual results to differ from the forward-looking statements. Risks and uncertainties that may cause such differences include, among other things, volatility in the price of PAVmed's and Lucid's common stock; PAVmed's Series Z warrants; general economic and market conditions; the uncertainties inherent in research and development, including the cost and time required to advance PAVmed's and Lucid's products to regulatory submission; whether regulatory authorities will be satisfied with the design of and results from PAVmed's and Lucid's clinical and preclinical studies; whether and when PAVmed's and Lucid's products are cleared by regulatory authorities; market acceptance of PAVmed's and Lucid's products once cleared and commercialized; PAVmed's and Lucid's ability to raise additional funding as needed; and other competitive developments. In addition, new risks and uncertainties may arise from time to time and are difficult to predict. For a further list and description of these and other important risks and uncertainties that may affect PAVmed's and Lucid's future operations, see Part I, Item 1A, "Risk Factors," in PAVmed's and Lucid's most recent Annual Report on Form 10-K filed with the Securities and Exchange Commission, as the same may be updated in Part II, Item 1A, "Risk Factors" in any Quarterly Report on Form 10-Q filed by PAVmed or Lucid after its most recent Annual Report. PAVmed and Lucid disclaim any intention or obligation to publicly update or revise any forward-looking statement to reflect any change in its expectations or in events, conditions, or circumstances on which those expectations may be based, or that may affect the likelihood that actual results will differ from those contained in the forward-looking statements.

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SOURCE PAVmed Inc.