Valion Bio, Inc. annual report, FY2023

Business context and reporting period

This is Tivic Health Systems, Inc.’s Form 10-K for the fiscal year ended December 31, 2023, filed March 25, 2024. The filing is for Tivic Health Systems, Inc. (Nasdaq: TIVC), not Valion Bio, Inc. It reports full-year results; standalone fourth-quarter financial results are not clearly provided in the filing text.

Tivic develops non-invasive bioelectronic medical devices. Its commercial product, ClearUP, is FDA-cleared for temporary relief of sinus pain and congestion; its vagus nerve stimulation platform and other product candidates remain in research or clinical evaluation.

Financial and operating performance

Metric20232022
Revenue$1.176 million$1.840 million
Gross profit$287,000$299,000
Gross margin24.4%16.3%
Operating expenses$8.532 million$10.397 million
Operating loss$8.245 million$10.098 million
Net loss$8.244 million$10.096 million
Cash used in operating activities$8.511 million$8.919 million
Cash and cash equivalents at year-end$3.395 million$3.517 million

Revenue fell 36%, primarily as unit sales declined approximately 52% to 7,400 units. Management attributed lower sales to 2023 price increases and reduced unprofitable marketing, among other channel changes. Direct-to-consumer revenue decreased 34%; reseller revenue decreased 37%. The gross-margin improvement reflected pricing and supply-chain changes, though gross profit declined slightly in dollars.

At December 31, 2023, working capital was $3.3 million, total assets $5.157 million, total liabilities $1.577 million, and stockholders’ equity $3.580 million. The balance sheet lists operating lease liabilities of $369,000; it does not show financial borrowings. The Hayward office lease runs through October 2025.

Net cash from financing was $8.507 million, principally from 2023 public equity offerings. The company reported an accumulated deficit of $37.886 million. Its 1-for-100 reverse stock split took effect August 23, 2023; share and per-share figures in the filing are retrospectively adjusted for the split.

Changes, outlook, risks and unusual items

  • Management states that cash and financial resources may be insufficient for anticipated needs over the 12 months following issuance of the financial statements, raising substantial doubt about the company’s ability to continue as a going concern. Additional financing is expected to be needed; availability and terms are uncertain.
  • Management expects continuing operating losses and plans to increase investment in the vagus nerve platform and related clinical applications in 2024. No specific revenue, earnings, or cash-flow guidance is provided.
  • ClearUP 2.0, with redesigned charging circuitry and other product improvements, began shipping in late 2023 and formally launched in January 2024. Enrollment in the Northwell/Feinstein vagus nerve study was completed in early 2024, with data readout anticipated in early Q2 2024.
  • The 2023 price increase improved gross profit but negatively affected direct sales and retail order volumes. The company also recorded $140,000 of costs related to scrapped inventory and a $32,000 inventory obsolescence reserve, primarily associated with ClearUP 1.0; management did not expect similar costs in 2024.
  • Manufacturing and distribution costs remain a focus: a March 2024 amendment waived ALOM account-management charges and minimum monthly purchase requirements from January through June 2024, and extended the agreement to December 31, 2024. The company is evaluating alternative providers.
  • Management identified a material weakness in internal control over financial reporting, associated with the small finance and accounting team and staff turnover; it concluded controls were ineffective at December 31, 2023. Disclosure controls and procedures were assessed as effective. The auditor issued an unqualified financial-statement opinion and highlighted the going-concern uncertainty; it did not audit internal-control effectiveness.
  • Key risks include continued losses and financing dependence, uncertain customer adoption and market size, dilution from future equity financing, reliance on third-party suppliers and China-sourced components, competition, regulatory requirements, and the company’s limited staffing. The EU CE Mark was due to expire in June 2024, and the company was seeking certification under the EU Medical Device Regulation.
  • ClearUP is sold on a cash-pay basis and is not covered by government or private third-party payors. The filing reports no material legal proceedings and no off-balance-sheet arrangements.

Most important facts for investors to verify

  1. Confirm the filing and issuer identity: the provided filing is Tivic Health Systems, Inc. (TIVC), despite the request metadata naming Valion Bio, Inc.
  2. Assess the going-concern warning against current cash, operating burn, subsequent financing, and any later liquidity disclosures.
  3. Track sales volumes, returns, pricing, gross margin, and whether ClearUP 2.0 and new distribution channels reverse the revenue decline.
  4. Check progress and readouts from the vagus nerve and postoperative-pain studies, and any related regulatory or commercialization plans.
  5. Verify remediation of the material weakness, EU CE certification status, and the company’s manufacturing-provider and component-sourcing plans.