EX-99.1 2 ex-991snwvpressreleasex202.htm EX-99.1 Document

Exhibit 99.1
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SANUWAVE Announces Record Quarterly Revenues: Q4 FY2024 Financial Results

Q4 2024 revenues were $10.3 million, up 47% from Q4 2023. This was an all-time quarterly record for the Company.

Full year 2024 revenues were $32.6 million up 60% from full year 2023 revenues. This was an all-time annual record for the Company.

Q4 2024 gross margin was 77.9%, versus 69.1% in Q4 2023 and 75.5% in Q3 2024.

Full year 2024 gross margin was 75.2% versus 70.4% in 2023.

GAAP Operating Income was $2.5 million for Q4 2024 and $5.4 million for full year 2024.

Company provides guidance for revenue growth of 45-55% for Q1 2025 as compared to Q1 2024 and initiates full year 2025 revenue guidance of $48-50 million for full year 2024 (an increase of 47-53% versus 2024)

EDEN PRAIRIE, MN, March 21, 2025 (GLOBE NEWSWIRE) -- SANUWAVE Health, Inc. (the "Company" or "Sanuwave”) (NASDAQ: SNWV), a leading provider of next-generation FDA-approved wound care products, is pleased to provide its financial results for the three months and for the full year ended December 31, 2024.

Q4 2024 ended December 31, 2024

•Revenue for the three months ended December 31, 2024, totaled $10.3 million, an increase of 47%, as compared to $7.0 million for the same period of 2023. This growth is consistent with guidance of growth of 40-50% year on year for the quarter.
•135 UltraMist® systems were sold in Q4 2024 up from 79 in Q4 2023 and from 124 in Q3 2024.
•UltraMist® consumables revenue increased by 59% to $5.9 million in Q4 2024, versus $3.7 million for the same quarter last year, which represented 58% of overall revenues in the quarter. UltraMIST systems and consumables remained the primary revenue growth driver for the Company and represented over 99% of SANUWAVE’s overall revenues in Q4 2024.
•Gross margin as a percentage of revenue amounted to 77.9% for the three months ended December 31, 2024, versus 69.1% for the same period last year.
•For the three months ended December 31, 2024, operating income totaled $2.5 million, an increase of $1.5 million, or 143%, compared to Q4 2023, primarily as a result of the Company’s continued efforts to drive profitable growth and manage expenses.
•Net loss for the fourth quarter of 2024 was $12.7 million, driven predominantly by the change in the fair value of derivative liabilities, valuation adjustments resulting from the share and warrant exchange, and the extinguishment of debt. This compares to a net profit of $18.2 million in the fourth quarter of 2023 which was primarily driven by the change in the fair value of derivative liabilities.
•Adjusted EBITDA [1] for the three months ended December 31, 2024, was $3.7 million versus Adjusted EBITDA of $0.7 million for the same period last year, an improvement of $3.0 million.



Full year 2024 ended December 31, 2024

•Revenue for the year ended December 31, 2024, totaled $32.6 million, an increase of 60%, as compared to $20.4 million for the same period of 2023. This growth exceeded full year guidance of growth of 50% year on year.
•374 UltraMist® systems were sold in 2024 up from 211 in 2023.
•UltraMist® consumables revenue increased by 67% to $20.1 million (61% of revenues) in 2024, versus $12.0 million for the same period last year. UltraMIST systems and consumables remained the primary revenue growth driver and continued to represent over 98% of SANUWAVE’s overall revenues in 2024.
•Gross margin as a percentage of revenue amounted to 75.2% for the year ended December 31, 2024, versus 70.4% for the same period last year.
•For the year ended December 31, 2024, operating income totaled $5.4 million, an increase of $6.0 million compared to 2023 as a result of the Company’s continued efforts to drive profitable growth and manage expenses.
•Net loss for 2024 was $31.4 million, driven predominantly by the change in the fair value of derivative liabilities. This compares to a net loss of $25.8 million in 2023 which was primarily driven by the change in the fair value of derivative liabilities.
•Adjusted EBITDA [1] for the twelve months ended December 31, 2024, was $7.2 million versus Adjusted EBITDA of negative $1.2 million for the same period last year, an improvement of $8.4 million.

“The fourth quarter once more setting an all-time record for quarterly revenue was a fitting end to a transformational year at Sanuwave,” said Morgan Frank, CEO. “Obviously, we’re very pleased with these results both for the quarter, and for the year as a whole. We're especially excited about our gains in gross margin and adjusted EBITDA, allowing us to continue the trend of having positive cash flows from operations even after cash interest expense, that we began in Q3 2024. This feels like turning a corner. After the “pig through a python” quarter in Q3, Q4 was a quarter without any exceptionally large orders and no customer exceeded 7% of revenues and yet UltraMIST system sales in Q4 still exceeded those in Q3 and set another all-time quarterly record, increasing over 70% from Q4 2023. We are confident that our revenue pipeline is stronger than it has ever been and have been ramping up our sales force and sales strategy to meet the opportunity and to effectively manage the larger customers with whom we continue to engage. Having greatly simplified our capital structure in October 2024 and now having uplisted to the Nasdaq Global Market in March of this year, 2025 shows every sign of being a breakout year for Sanuwave. We look forward to sharing our further progress with you in future quarters.”

Financial Outlook

The Company forecasts Q1 2025 revenue of $8.4 to $9.0 million (45-55% increase from Q1 2024) and initiates full year 2024 revenue guidance of $48-50 million (47-53% increase as compared to full year 2024 revenue).

During Q4 2024, the Company effected a 1-for-375 reverse stock split on October 18, 2024, completed its note and warrant exchange, and raised $10.3 million in a private placement, simplifying the Company’s capital structure and leaving it with approximately 8.5 million basic shares outstanding. Details of this transaction can be found on the Sanuwave website https://sanuwave.com/investors/press-release-details?newsId=OxzYFl0t620enXp1VyUG or in its filings with the SEC.



As previously announced, a business update will occur via conference call on March 21, 2025 at 8:30 a.m. EST. Materials for the conference call are included on the Company’s website at http://www.sanuwave.com/investors.

Telephone access to the call will be available by dialing the following numbers:

Toll Free:1-800-245-3047
Toll/International: 1-203-518-9765
Conference ID: SANUWAVE

OR click the link for instant telephone access to the event.

https://viavid.webcasts.com/starthere.jsp?ei=1703280&tp_key=c099e4f4d9

A replay will be made available through April 11, 2025:
Toll-Free: 1-844-512-2921
Toll/International: 1-412-317-6671
Replay Access ID: 11157832

[1] This is a non-GAAP financial measure. Refer to “Non-GAAP Financial Measures” and the reconciliations in this release for further information.

About SANUWAVE
SANUWAVE Health is focused on the research, development, and commercialization of its patented, non-invasive and biological response-activating medical systems for the repair and regeneration of skin, musculoskeletal tissue, and vascular structures.

SANUWAVE's end-to-end wound care portfolio of regenerative medicine products and product candidates helps restore the body’s normal healing processes. SANUWAVE applies and researches its patented energy transfer technologies in wound healing, orthopedic/spine, aesthetic/cosmetic, and cardiac/endovascular conditions.

Non-GAAP Financial Measures
This press release includes certain financial measures that are not presented in our financial statements prepared in accordance with accounting principles generally accepted in the United States (“U.S. GAAP”). These financial measures are considered "non-GAAP financial measures" and are intended to supplement, and should not be considered as superior to, or a replacement for, financial measures presented in accordance with U.S. GAAP.

The Company uses Earnings Before Interest, Taxes, Depreciation and Amortization (“EBITDA”) and Adjusted EBITDA to assess its operating performance. Adjusted EBITDA is Earnings before Interest, Taxes, Depreciation and Amortization adjusted for the change in fair value of derivatives and any significant non-cash or infrequent charges. EBITDA and Adjusted EBITDA should not be considered as alternatives to net income (loss) as a measure of financial performance or any other performance measure derived in accordance with U.S. GAAP, and they should not be construed as an inference that the Company’s future results will be unaffected by unusual or infrequent items. These non-GAAP financial measures are presented in a consistent manner for each period, unless otherwise disclosed. The Company uses these measures for the purpose of evaluating its historical and prospective financial performance, as well as its performance relative to competitors. These measures also help the Company to make operational and strategic decisions. The Company believes


that providing this information to investors, in addition to U.S. GAAP measures, allows them to see the Company’s results through the eyes of management, and to better understand its historical and future financial performance. These non-GAAP financial measures are also frequently used by analysts, investors, and other interested parties to evaluate companies in our industry, when considered alongside other U.S. GAAP measures.

EBITDA and Adjusted EBITDA have their limitations as analytical tools, and you should not consider them in isolation or as a substitute for analysis of the Company’s results as reported under U.S. GAAP. Some of these limitations are that EBITDA and Adjusted EBITDA:

•Do not reflect every expenditure, future requirements for capital expenditures or contractual commitments.
•Do not reflect all changes in our working capital needs.
•Do not reflect interest expense, or the amount necessary to service our outstanding debt.

As presented in the U.S. GAAP to Non-GAAP Reconciliations section below, the Company’s non-GAAP financial measures exclude the impact of certain charges that contribute to our net income (loss).

Forward-Looking Statements

This press release may contain “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, such as statements relating to future financial results, production expectations, and plans for future business development activities. Forward-looking statements include all statements that are not statements of historical fact regarding intent, belief or current expectations of the Company, its directors or its officers. Investors are cautioned that any such forward-looking statements are not guarantees of future performance and involve risks and uncertainties, many of which are beyond the Company’s ability to control. Actual results may differ materially from those projected in the forward-looking statements. Among the key risks, assumptions and factors that may affect operating results, performance and financial condition are risks associated with regulatory oversight, the Company’s ability to manage its capital resources, competition and the other factors discussed in detail in the Company’s periodic filings with the Securities and Exchange Commission. The Company undertakes no obligation to update any forward-looking statement.

Contact: investors@sanuwave.com



SELECTED FINANCIAL DATA
FOR THE QUARTERS ENDED DECEMBER 2024 AND 2023
(in thousands)20242023
Revenue$10,326 $6,994 
    Cost of Revenues2,285 2,158 
Gross Margin8,041 4,836 
    Gross Margin %77.9 %69.1 %
    Total operating expenses5,519 3,796 
Operating Income$2,522 $1,040 
Total other expense(15,243)17,201 
Net (Loss) Income Before Income Taxes$(12,721)$18,241 
Income tax expense27 4 
Net (Loss) Income$(12,748)$18,237 




NON-GAAP ADJUSTED EBITDA
Three Months Ended December 31,
(in thousands)20242023
Net (Loss) Income$(12,748)$18,235 
Non-GAAP Adjustments:
Interest expense2,633 3,119 
Depreciation and amortization409 248 
EBITDA(9,706)21,602 
Non-GAAP Adjustments for Adjusted EBITDA:
Change in fair value of derivative liabilities13,780 (20,322)
Other non-cash or infrequent charges:
Gain on extinguishment of debt(1,121)- 
Severance agreement and legal settlement156 - 
Release of historical accrued expenses(968)(616)
Stock-based compensation1,514 - 
Adjusted EBITDA$3,655 $664 




NON-GAAP ADJUSTED EBITDA
For the year ended
(in thousands)20242023
Net Loss$(31,372)$(25,807)
Non-GAAP Adjustments:
Interest expense13,637 15,623 
Depreciation and amortization1,145 1,028 
EBITDA$(16,590)$(9,156)
Non-GAAP Adjustments for Adjusted EBITDA:
Change in fair value of derivative liabilities31,413 9,621 
Other non-cash or infrequent charges:
Gain on extinguishment of debt(6,326)- 
Severance agreement and legal settlement741 - 
Release of historical accrued expenses(1,547)(1,866)
Stock-based compensation1,514 - 
Shares issued for services- 224 
License and option agreement(2,500)- 
Prepaid legal fees expensed from termination of Merger Agreement457 - 
Adjusted EBITDA$7,162 $(1,177)




CONSOLIDATED BALANCE SHEETS
(In thousands, except share data)December 31, 2024December 31, 2023
ASSETS
Current Assets:
Cash and cash equivalent$10,237 $1,797 
Accounts receivable, net of allowance of $1,056 and $1,237, respectively
3,329 3,314 
Inventory4,149 2,951 
Prepaid expenses and other current assets682 1,722 
Total Current Assets18,397 9,784 
Non-Current Assets:
Property, equipment and other, net732 938 
Intangible assets, net3,730 4,434 
Goodwill7,260 7,260 
Total Non-current Assets 11,722 12,632 
Total Assets$30,119 $22,416 
LIABILITIES
Current Liabilities:
Senior secured debt$25,305 $18,278 
Convertible promissory notes payable- 5,404 
Convertible promissory notes payable, related parties- 1,705 
Asset-backed secured promissory notes payable- 3,117 
Asset-backed secured promissory notes payable, related parties- 1,458 
Accounts payable3,728 5,705 
Accrued expenses4,678 5,999 
Factoring liabilities- 1,490 
Warrant liability8,107 14,447 
Accrued interest- 5,444 
Accrued interest, related parties- 669 
Current portion of contract liabilities193 92 
Other334 947 
Total Current Liabilities42,345 64,755 
Non-current Liabilities
Lease liabilities, less current portion191 492 
Contract liabilities, less current portion300 347 
Total Non-current Liabilities491 839 
Total Liabilities$42,836 $65,594 
STOCKHOLDERS’ DEFICIT
Preferred stock, par value $0.001, 5,000,000 shares authorized, 6,175 Series A, 293 Series B, 90 Series C, and 8 Series D designated shares, respectively; no shares issues and outstanding at 2024 and 2023
$- $- 
Common stock, par value $0.001, 2,500,000,000 shares authorized, 8,543,686 and 3,041,492 issued and outstanding at 2024 and 2023, respectively *
9 3 
Additional paid-in capital238,685 176,979 


Accumulated deficit(251,421)(220,049)
Accumulated other comprehensive loss10 (111)
Total Stockholders’ Deficit(12,717)(43,178)
Total Liabilities and Stockholders’ Deficit$30,119 $22,416 
* Reflects a one-for-three hundred seventy-five (1:375) reverse stock split of the outstanding shares of the Company's common stock effected on October 18, 2024.


CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS
(In thousands, except share data)Years ended December 31,
20242023
Revenue$32,634 $20,398 
Cost of Revenues8,084 6,035 
Gross Margin24,550 14,363 
Operating Expenses:
General and administrative11,348 8,674 
Selling and marketing6,323 4,898 
Research and development673 579 
Depreciation and amortization789 752 
Total Operating Expenses19,133 14,903 
Operating Income (Loss)5,417 (540)
Other Income (Expense):
Interest expense(12,423)(12,946)
Interest expense, related party(1,214)(2,677)
Change in fair value of derivative liabilities(31,413)(9,621)
Gain on extinguishment of debt6,326 - 
Other expense(893)(19)
Other income2,855 - 
Total Other Expense(36,762)(25,263)
Net Loss Before Income Taxes(31,345)(25,803)
Income tax expense27 4 
Net Loss(31,372)(25,807)
Other Comprehensive Loss
Foreign currency translation adjustments121 (44)
Total Comprehensive Loss$(31,251)$(25,851)
Net Loss per share:
   Basic and Diluted *$(7.03)$(12.19)
Weighted average shares outstanding:
   Basic and Diluted *4,462,883 2,116,936 
* Reflects a one-for-three hundred seventy-five (1:375) reverse stock split of the outstanding shares of the Company's common stock effected on October 18, 2024.


CONSOLIDATED STATEMENTS OF STOCKHOLDERS' DEFICIT
(In thousands, except share data)

Common Stock
Number of Shares
 Issued and Outstanding*		Par ValueAdditional Paid-
in Capital		 Accumulated
Deficit 		Accumulated Other
Comprehensive
Loss 		Total
Balances as of December 31, 20221,463,300$1 $153,298 $(194,242)$(67)$(41,010)
Shares issued for services34,4001 526 - - 527 
Shares issued for settlement of debt1,543,7921 23,155 - - 23,156 
Foreign currency translation adjustment-- - - (44)(44)
Net loss-- - (25,807)- (25,807)
Balances as of December 31, 20233,041,492$3 $176,979 $(220,049)$(111)$(43,178)
Sale of common stock1,248,4891 10,299 - - 10,300 
Shares issued for settlement of warrants3,558,3964 41,380 - - 41,384 
Shares issued for settlement of debt685,7371 8,513 - - 8,514 
Stock-based compensation9,572- 1,514 - - 1,514 
Foreign currency translation adjustment-- - - 121 121 
Net loss-- - (31,372)- (31,372)
Balance as of December 31, 20248,543,686$9 $238,685 $(251,421)$10 $(12,717)

* Reflects a one-for-three hundred seventy-five (1:375) reverse stock split of the outstanding shares of the Company's common stock effected on October 18, 2024.


CONSOLIDATED STATEMENTS OF CASH FLOWS
Years ended December 31, 2024 and 2023
(In thousands) 20242023
Cash Flows - Operating Activities:
Net loss$(31,372)$(25,807)
Adjustments to reconcile net loss to net cash used by operating activities
Stock-based compensation1,514 - 
Depreciation and amortization1,145 1,028 
Reserve for credit losses77 781 
Shares issued for services- 224 
Gain on extinguishment of debt(6,326)- 
Income tax expense- 4 
Change in fair value of derivative liabilities31,413 9,621 
Amortization of debt issuance and debt discounts5,520 6,911 
Accrued interest and accrued interest, related parties3,387 6,306 
Changes in operating assets and liabilities
Accounts receivable(486)(53)
Inventory(1,198)(2,800)
Prepaid expenses and other assets(79)(206)
Accounts payable(1,422)1,546 
Accrued expenses and contract liabilities282 (2,093)
Net Cash Provided by (Used in) Operating Activities2,455 (4,538)
Cash Flows - Investing Activities
Proceeds from sale of property and equipment- 21 
Purchases of property and equipment(490)- 
Net Cash Flows (Used in) Provided by Investing Activities(490)21 
Cash Flows - Financing Activities
Proceeds from convertible promissory notes1,300 3,026 
Payment of note payable(3,548)- 
Proceeds from asset-backed secured promissory notes payable- 2,994 
Proceeds from secured promissory notes payable, related party500 - 
Payments to secured promissory notes payable, related party(500)- 
Payments to factoring(1,490)(639)
Proceeds from sale of common stock10,300 - 
Principal payments on finance leases(208)(170)
Net Cash Flows Provided by Financing Activities6,354 5,211 
Effect of Exchange Rates on Cash121 (50)
Net Change in Cash During Period8,440 644 
Cash at Beginning of Period
1,797 1,153 
Cash at End of Period
$10,237 $1,797 
Supplemental Information:
Cash paid for interest$4,311 $1,958 


Non-Cash Investing and Financing Activities:
Shares issued for settlement of debt8,513 - 
Write off deferred merger costs1,225 - 
Warrants issued in conjunction with senior secured promissory note payable and convertible promissory notes payable3,557 1,682 
Conversion of warrants to common stock41,380 - 
Conversion of convertible notes payable and accrued interest to common stock- 23,156 
Embedded conversion feature on convertible debt- 835 
Common shares issued for advisory shares- 302 
Capitalize default interest into senior secured debt3,850 - 
Conversion of asset-based secured promissory notes to convertible promissory notes4,584 -