SS Innovations International, Inc. — FY2023 Form 10-K
Reporting period: Fiscal year ended December 31, 2023. This is an annual report, not a standalone fourth-quarter filing. The April 14, 2023 CardioVentures merger brought the SSi Mantra surgical robotics business into the Company; the filing states that 2022 comparative financial information reflects both businesses, so year-over-year comparisons should be read in light of the merger and differing commercial scale.
Business context and operations
The Company designs, manufactures and sells the SSi Mantra surgical robotic system, instruments and accessories. It commercially launched in India in 2022; FY2023 was its first full year of commercial sales. It reported 12 systems sold in 2023 versus three in 2022. At year-end, 23 systems were installed, including evaluation, pay-per-use and training placements; not all were revenue-generating. Sales were substantially in India, with an initial UAE sale. India and Guatemala approvals were reported; U.S. FDA and EU approvals had not been obtained.
Financial results and liquidity
| Metric | FY2023 | FY2022 |
|---|---|---|
| Revenue | $5.88 million | $1.46 million |
| Gross profit | $0.71 million; 12.1% margin | $0.49 million; 33.6% margin |
| Operating loss | $20.67 million | $5.68 million |
| Net loss | $20.94 million | $5.60 million |
| Net loss per share | $0.16 | $0.14 |
| Net cash used in operating activities | $13.57 million | $5.56 million |
Revenue rose about 303%, primarily from increased system and instrument sales. Cost of revenue was $5.17 million. The sharp increase in net loss was principally attributed to stock compensation expense of $13.43 million, compared with $1.14 million in 2022. The Company also deferred $1.67 million of system-sale revenue under ASC 606, reducing reported 2023 revenue and increasing the reported loss by that amount.
At December 31, 2023, cash was $2.02 million and restricted cash was $5.01 million, largely fixed deposits securing bank facilities and guarantees. Total assets were $25.48 million; total liabilities were $11.18 million; shareholders’ equity was $14.30 million, versus a $2.46 million deficit in 2022. Working capital was reported as a $9.11 million surplus, compared with a $4.42 million deficit. Bank overdrafts totaled $6.02 million, secured in part by fixed deposits and current assets; the balance sheet also included $2.20 million of lease liabilities. Operating cash burn was partly offset by financing cash inflows of $16.73 million. The filing reports no dividends and no material off-balance-sheet arrangements.
Changes, outlook and key risks
- Merger and funding: The April 2023 merger changed control to CEO Sudhir Srivastava and resulted in a major recapitalization. A $16.98 million related-party advance from his holding company was converted into 22.95 million common shares. The Company said it planned to seek additional private or public capital in 2024; no quantified revenue or earnings guidance was provided.
- Going concern: The Company has recurring losses and has not established consistent operating cash flows sufficient to cover fixed costs. Management and the auditor cited substantial doubt about the Company’s ability to continue as a going concern. Further funding is not committed; failure to raise capital could constrain expansion, R&D and marketing, while new financing could dilute shareholders. Subsequent to year-end, the Company reported raising $2.45 million through 7% convertible notes in February 2024.
- Regulatory and commercial execution: FDA feedback was pending following a pre-submission acknowledged in January 2024, with a meeting scheduled for April 2024; EU certification discussions were ongoing. Approval timing and success are uncertain. Growth also depends on hospital adoption, long sales cycles, training and service capacity, and expansion of manufacturing and distribution.
- Other risks and unusual items: The Company relies on some sole- or single-source suppliers and intends to expand manufacturing subject to financing. A New York court judgment of $296,000 plus interest was entered in December 2023 in a legacy legal-fee matter; the Company was evaluating options and reported an indemnity from director Barry Cohen. Related-party financing and concentrated voting control are also notable. The Company disclosed ineffective disclosure controls, citing undocumented controls and insufficient segregation of accounting duties; it said remediation efforts and an ERP implementation had begun.
- Audit: The auditor issued an unqualified opinion on the financial statements, included a going-concern paragraph, and reported no critical audit matters. The auditor did not provide an opinion on internal control effectiveness.
Important facts for investors to verify
- Cash runway and access to additional financing, including terms and dilution from subsequent convertible notes or equity raises.
- Whether deferred system revenue is recognized as performance obligations are satisfied, and collection timing for receivables, including the $2.64 million classified as long-term.
- Regulatory milestones and timelines for FDA, EU and other target markets, alongside actual system sales, installations and procedure utilization.
- Availability of restricted deposits for operations, overdraft terms and security, and the Company’s working-capital needs.
- Progress in remediating material weaknesses, and resolution or financial exposure from the legacy judgment and related indemnity.
- Reported system and installation counts: the filing gives 23 installed systems at year-end and also cites higher installation counts elsewhere for a later date; confirm the applicable date and status of each placement.