Delaware |
8000 |
84-4636604 | ||
(State or other jurisdiction of incorporation or organization) |
(Primary Standard Industrial Classification Code Number) |
(I.R.S. Employer Identification Number) |
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Accelerated filer |
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Non-accelerated filer |
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Smaller reporting company |
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Emerging growth company |
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F-1 |
• | “2021 Plan” are to the Talkspace, Inc. 2021 Incentive Award Plan; |
• | “Business Combination” are to, together, (i) the First Merger and (ii) the Second Merger; |
• | “Bylaws” are to our bylaws dated June 22, 2021; |
• | “Certificate of Incorporation” are to the second amended and restated certificate of incorporation of Talkspace, Inc. dated June 22, 2021; |
• | “Closing” are to the consummation of the Business Combination; |
• | “Code” are to the Internal Revenue Code of 1986, as amended; |
• | “DGCL” are to the Delaware General Corporation Law, as amended; |
• | “Exchange Act” are to the Securities Exchange Act of 1934, as amended; |
• | “First Merger” are to the merger of First Merger Sub with and into Old Talkspace; |
• | “First Merger Sub” are to Tailwind Merger Sub I, Inc.; |
• | “founder shares” are to shares of HEC’s Class B common stock and Talkspace’s common stock issued upon the automatic conversion thereof at Closing; |
• | “HEC” are to Hudson Executive Investment Corp., a Delaware corporation; |
• | “HEC Forward Purchase” are to the purchase by HEC Fund from HEC pursuant to the HEC Forward Purchase Agreement of 5,000,000 forward purchase units (the “Forward Purchase Units”), consisting of one share of Talkspace common stock and one-half of one warrant to purchase one share of Talkspace common stock, for $10.00 per unit, or an aggregate amount of $50,000,000, in a private placement closed concurrently with the Closing; |
• | “HEC Forward Purchase Agreement” are to the forward purchase agreement, entered into as of June 8, 2020, by and between HEC and HEC Fund, as amended by that certain First Amendment to Forward Purchase Agreement, dated January 12, 2021; |
• | “HEC Fund” are to HEC Master Fund LP, a Delaware limited partnership; |
• | “HEC Insiders” are to, collectively, the Sponsor, Douglas Braunstein, Douglas Bergeron, Jonathan Dobres, Robert Greifeld, Amy Schulman and Thelma Duggin; |
• | “HEC IPO” are to the initial public offering by HEC which closed on June 11, 2020; |
• | “Merger Agreement” are to that certain Agreement and Plan of Merger, dated as of January 12, 2021, by and among HEC, Old Talkspace, First Merger Sub and Second Merger Sub; |
• | “Old Talkspace” are to Groop Internet Platform, Inc. (d/b/a “Talkspace”), a Delaware corporation; |
• | “PIPE Investment” are to the purchase of shares of Talkspace common stock pursuant to the Subscription Agreements; |
• | “PIPE Investors” are to the investors participating in the PIPE Investment; |
• | “private placement warrants” are to the warrants issued by HEC to the Sponsor in a private placement simultaneously with the closing of the HEC IPO and the warrants originally sold as part of the units in the HEC Forward Purchase; |
• | “public shares” are to shares of HEC’s Class A common stock sold as part of the units in the HEC IPO (whether they were purchased in the HEC IPO or thereafter in the open market); |
• | “public warrants” are to the warrants originally sold as part of the units in the HEC IPO (whether they were purchased in the HEC IPO or thereafter in the open market); |
• | “Registration Rights Agreement” are to that certain Amended and Restated Registration Rights Agreement entered into at Closing by and among Talkspace, Inc., Sponsor and certain former stockholders of Old Talkspace; |
• | “SEC” are to the United States Securities and Exchange Commission; |
• | “Second Merger Sub” are to Tailwind Merger Sub II, LLC; |
• | “Sponsor” are to HEC Sponsor LLC, a Delaware limited liability company; |
• | “Sponsor Support Agreement” are to that certain Support Agreement, dated as of January 12, 2021, by and among HEC, the HEC Insiders and Old Talkspace; |
• | “Subscription Agreements” are to the subscription agreements entered into by and between HEC and the PIPE Investors, in each case, dated as of January 12, 2021 and entered into in connection with the PIPE Investment; |
• | “Talkspace” are to HEC following the consummation of the Transactions and its name change from Hudson Executive Investment Corp. to Talkspace, Inc.; |
• | “Transactions” are to, collectively, the business combination and the other transactions contemplated by the Merger Agreement; |
• | “Warrant Agreement” are to that certain Warrant Agreement, dated as of June 8, 2020, by and between HEC and Continental Stock Transfer & Trust Company; and |
• | “warrants” are to the public warrants and the private placement warrants. |
• | the success of competitive services or technologies; |
• | developments related to our existing or any future collaborations; |
• | regulatory or legal developments in the United States and other countries; |
• | developments or disputes concerning our intellectual property or other proprietary rights; |
• | the recruitment or departure of key personnel; |
• | actual or anticipated changes in estimates as to financial results, development timelines or recommendations by securities analysts; |
• | variations in our financial results or those of companies that are perceived to be similar to us; |
• | changes in the structure of healthcare payment systems; |
• | changes in the market’s expectations about our operating results; |
• | the public’s reaction to our press releases, other public announcements and filings with the SEC; |
• | speculation in the press or investment community; |
• | commencement of, or involvement in, litigation involving us; |
• | changes in our capital structure, such as future issuances of securities or the incurrence of additional debt; |
• | the volume of our securities available for public sale; |
• | changes in our board of directors or management; |
• | general economic, industry and market conditions; and |
• | the other factors described in this “Risk Factors” section. |
• | We have a history of losses, which we expect to continue, and we may never achieve or sustain profitability. |
• | Our business and the markets we operate in are new and rapidly evolving which makes it difficult to evaluate our future prospects and the risks and challenges we may encounter. |
• | We may not grow at the rates we historically have achieved or at all, even if our key metrics may indicate growth, which could have a material adverse effect on the market price of our common stock. |
• | The virtual behavioral health market is immature and volatile, and if it does not develop, if it develops more slowly than we expect, if it encounters negative publicity or if our services are not competitive, the growth of our business will be harmed. |
• | The outbreak of the novel coronavirus (COVID-19) and its impact on business and economic conditions could adversely affect our business, results of operations and financial condition, and the extent and duration of those effects will be uncertain. |
• | We operate in a competitive industry, and if we are not able to compete effectively, our business, financial condition and results of operations will be harmed. |
• | If growth in the number of clients and members or providers on our platform decreases, or the number of products or services that we are able to sell to our clients and members decreases, due to legal, economic or business developments, our business, financial condition and results of operations will be harmed. |
• | We may be unsuccessful in achieving broad market education and changing consumer purchasing habits. |
• | Our growth depends in part on the success of our strategic relationships with third parties that we provide services to. |
• | Our virtual behavioral healthcare strategies depend on our ability to maintain and expand our network of therapists, psychiatrists and other providers. If we are unable to do so, our future growth would be limited and our business, financial condition and results of operations would be harmed. |
• | Developments affecting spending by the healthcare industry could adversely affect our business. |
• | Our business could be adversely affected by legal challenges to our business model or by actions restricting our ability to provide the full range of our services in certain jurisdictions. |
• | We are dependent on our relationships with affiliated professional entities, which we do not own, to provide physician and other professional services, and our business, financial condition and our ability to operate in certain jurisdictions would be adversely affected if those relationships were disrupted or if our arrangements with our providers or clients are found to violate state laws prohibiting the corporate practice of medicine or fee splitting. |
• | The impact on us of recent healthcare legislation and other changes in the healthcare industry and in healthcare spending is currently unknown, but may adversely affect our business, financial condition and results of operations. |
• | Changes in consumer sentiment or laws, rules or regulations regarding the use of cookies and other tracking technologies and other privacy matters could have a material adverse effect on our ability to generate net revenues and could adversely affect our ability to collect proprietary data on consumer behavior. |
• | Our use and disclosure of personal information, including PHI, personal data, and other health information, is subject to state, federal or other privacy and security regulations, and our failure to comply with those regulations or to adequately secure the information we hold could result in significant liability or reputational harm and, in turn, a material adverse effect on our client base and member bases and revenue. |
• | Any failure to protect, enforce or defend our intellectual property rights could impair our ability to protect our technology and our brand. |
• | Legal proceedings could cause us to incur unforeseen expenses and could occupy a significant amount of our management’s time and attention. |
• | attract new clients and members to our platform and position our platform as a convenient and accepted way to access therapy and psychiatry; |
• | retain our clients and members and encourage them to continue to utilize our platform and services; |
• | attract new and existing clients and members to rapidly adopt new offerings on our platform; |
• | increase the number of clients and members that use our subscription offerings or the number of subscription programs that we manage; |
• | retain our clients and members that subscribe to our subscription offerings; |
• | gain market acceptance of our services and products with clients and members and maintain and expand such relationships; |
• | attract and retain providers for inclusion in our platform; |
• | comply with existing and new laws and regulations applicable to our business and in our industry; |
• | anticipate and respond to macroeconomic changes, and industry pricing benchmarks and changes in the markets in which we operate; |
• | react to challenges from existing and new competitors; |
• | maintain and enhance the value of our reputation and brand; |
• | effectively manage our growth and business operations; |
• | forecast our revenue and budget for, and manage, our expenses and capital expenditures; |
• | hire, integrate and retain talented people at all levels of our organization; |
• | maintain and improve the infrastructure underlying our platform, including our apps and websites and with respect to data protection, intellectual property and cybersecurity; and |
• | successfully update our platform, including expanding our platform and offerings into different healthcare products and services, develop and update our software, apps, features, offerings and services to benefit our clients and members and enhance their experience. |
• | price, performance and functionality of our solution; |
• | availability, price, performance and functionality of competing solutions; |
• | our ability to develop and sell complementary products and services; |
• | stability, performance and security of our hosting infrastructure and hosting services; and |
• | changes in healthcare laws, regulations or trends. |
• | create greater awareness of our brand; |
• | identify the most effective and efficient levels of spending in each market, media and specific media vehicle; |
• | determine the appropriate creative messages and media mix for advertising, marketing and promotional expenditures; |
• | effectively manage marketing costs (including creative and media) to maintain acceptable consumer acquisition costs; |
• | select the most effective markets, media and specific media vehicles in which to advertise; and |
• | convert consumer inquiries into clients and members. |
• | lack of experience with our company and platform, and concerns that we are relatively new to the industry; |
• | perceived health, safety or quality risks associated with the use of a new platform and applications for therapy and psychiatry; |
• | traditional or existing relationships with therapists, psychiatrists or other providers; |
• | concerns about the privacy and security of the data that consumers and providers share with or through our platform; |
• | competition and negative selling efforts from competitors, including competing platforms and price matching programs; and |
• | perception regarding the time and complexity of using our platform. |
• | government regulations or private initiatives that affect the manner in which healthcare providers interact with patients, payors or other healthcare industry participants, including changes in pricing or means of delivery of healthcare products and services; |
• | consolidation of healthcare industry participants; |
• | federal amendments to, lack of enforcement or development of applicable regulations for, or repeal of The Patient Protection and Affordable Care Act, as amended by the Health Care and Education Reconciliation Act (the “Affordable Care Act” or the “ACA”); |
• | reductions in government funding for healthcare; and |
• | adverse changes in business or economic conditions affecting healthcare payors or providers or other healthcare industry participants. |
• | the need to localize and adapt our solution for specific countries, including translation into foreign languages and associated expenses; |
• | potential loss of proprietary information due to misappropriation or laws that may be less protective of our intellectual property rights than U.S. laws or that may not be adequately enforced; |
• | requirements of foreign laws and other governmental controls, including cross-border compliance challenges related to the complexity of multiple, conflicting and changing governmental laws and regulations, including employment, healthcare, tax, privacy and data protection laws and regulations; |
• | requirements of foreign laws and other governmental controls applicable to our ability to conduct telehealth and teletherapy services internationally, specifically laws governing remote care and the practice of medicine in such locations; |
• | data privacy laws that require that client data be stored and processed in a designated territory; |
• | new and different sources of competition and laws and business practices favoring local competitors; |
• | local business and cultural factors that differ from our normal standards and practices, including business practices that we are prohibited from engaging in by the U.S. Foreign Corrupt Practices Act of 1977 (“FCPA”) and other anti-corruption laws and regulations; |
• | changes to export controls and economic sanctions laws and regulations; |
• | central bank and other restrictions on our ability to repatriate cash from international subsidiaries; |
• | adverse tax consequences; |
• | fluctuations in currency exchange rates, economic instability and inflationary conditions, which could make our solution more expensive or increase our costs of doing business in certain countries; |
• | limitations on future growth or inability to maintain current levels of revenues from international sales if we do not invest sufficiently in our international operations; |
• | different pricing environments, longer sales cycles and longer accounts receivable payment cycles and collections issues; |
• | difficulties in staffing, managing and operating our international operations, including difficulties related to administering our stock plans in some foreign countries and increased financial accounting and reporting requirements and complexities; |
• | difficulties in coordinating the activities of our geographically dispersed and culturally diverse operations; and |
• | political unrest, war, terrorism or regional natural disasters, particularly in areas in which we have facilities. |
• | damage from fire, power loss, natural disasters and other force majeure events outside our control; |
• | communications failures; |
• | software and hardware errors, failures and crashes; |
• | security breaches, computer viruses, hacking, denial-of-service |
• | other potential interruptions. |
• | our ability to maintain and grow the number of clients and members on our platform; |
• | the demand for and types of services that are offered on our platform by providers; |
• | the timing of recognition of revenue, including possible delays in the recognition of revenue due to sometimes unpredictable implementation timelines; |
• | the amount and timing of operating expenses related to the maintenance and expansion of our business, operations and infrastructure; |
• | our ability to effectively manage the size and composition of our network of healthcare providers relative to the level of demand for services from our members and our clients’ members and patients; |
• | our ability to respond to competitive developments, including pricing changes and the introduction of new products and services by our competitors; |
• | client and member retention and the timing and terms of client and member renewals; |
• | changes to our pricing model; |
• | our ability to introduce new features and services and enhance our existing platform and our ability to generate significant revenue from new features and services; |
• | the mix of products and services sold during a period; |
• | the impact of outages of our platform and associated reputational harm; |
• | security or data privacy breaches and associated remediation costs; |
• | the timing of expenses related to the development or acquisition of technologies or businesses and potential future charges for impairment of goodwill from acquired companies; |
• | changes in the fair values of our financial instruments (including, but not limited to, certain warrants assumed in connection with the Business Combination); and |
• | the COVID-19 pandemic. |
• | an inability to integrate or benefit from acquired technologies or services in a profitable manner; |
• | unanticipated costs or liabilities associated with the acquisition; |
• | difficulty integrating the accounting systems, operations and personnel of the acquired business; |
• | difficulties and additional expenses associated with supporting legacy products and hosting infrastructure of the acquired business; |
• | difficulty converting the clients of the acquired business onto our platform and contract terms, including disparities in the revenue, licensing, support or professional services model of the acquired company; |
• | diversion of management’s attention from other business concerns; |
• | adverse effects to our existing business relationships with business partners and clients as a result of the acquisition; |
• | the potential loss of key employees; |
• | use of resources that are needed in other parts of our business; and |
• | use of substantial portions of our available cash to consummate the acquisition. |
• | the federal physician self-referral law, commonly referred to as the Stark Law, that, unless one of the statutory or regulatory exceptions apply, prohibits physicians from referring Medicare or Medicaid patients to an entity for the provision of certain “designated health services” if the physician or a member of such physician’s immediate family has a direct or indirect financial relationship (including an ownership interest or a compensation arrangement) with the entity, and prohibit the entity from billing Medicare or Medicaid for such designated health services. Sanctions for violating the Stark Law include denial of payment, civil monetary penalties of up to $26,125 per claim submitted and exclusion from the federal health care programs. Failure to refund amounts received as a result of a prohibited referral on a timely basis may constitute a false or fraudulent claim and may result in civil penalties and additional penalties under the FCA. The statute also provides for a penalty of up to $174,172 for a circumvention scheme; |
• | the federal Anti-Kickback Statute that prohibits the knowing and willful offer, payment, solicitation or receipt of any bribe, kickback, rebate or other remuneration for referring an individual, in return for ordering, leasing, purchasing or recommending or arranging for or to induce the referral of an |
individual or the ordering, purchasing or leasing of items or services covered, in whole or in part, by any federal healthcare program, such as Medicare and Medicaid. Remuneration has been interpreted broadly to be anything of value, and could include compensation, discounts, or free marketing services. A person or entity does not need to have actual knowledge of the statute or specific intent to violate it to have committed a violation. In addition, the government may assert that a claim including items or services resulting from a violation of the federal Anti-Kickback Statute constitutes a false or fraudulent claim for purposes of the False Claims Act. Violations of the federal Anti-Kickback Statute may result in civil monetary penalties up to $105,563 for each violation, plus up to three times the remuneration involved. Civil penalties for such conduct can further be assessed under the federal False Claims Act. Violations can also result in criminal penalties, including criminal fines of up to $100,000 and imprisonment of up to 10 years. Similarly, violations can result in exclusion from participation in government healthcare programs, including Medicare and Medicaid; |
• | the criminal healthcare fraud provisions of the federal Health Insurance Portability and Accountability Act of 1996, as amended by the Health Information Technology for Economic and Clinical Health Act (“HITECH”), and their implementing regulations, which we collectively refer to as HIPAA, and related rules that prohibit knowingly and willfully executing a scheme or artifice to defraud any healthcare benefit program or falsifying, concealing or covering up a material fact or making any material false, fictitious or fraudulent statement in connection with the delivery of or payment for healthcare benefits, items or services. Similar to the federal Anti-Kickback Statute, a person or entity does not need to have actual knowledge of the statute or specific intent to violate it to have committed a violation; |
• | HIPAA, which also imposes certain regulatory and contractual requirements regarding the privacy, security and transmission of PHI; |
• | the federal False Claims Act that imposes civil and criminal liability, including treble damages and mandatory minimum penalties of $11,803 to $23,607 per false claim or statement, on individuals or entities that knowingly submit false or fraudulent claims for payment to the government or knowingly making, or causing to be made, a false statement in order to have a false claim paid, including qui tam or whistleblower suits. A claim including items or services resulting from a violation of the federal Anti-Kickback Statute constitutes a false or fraudulent claim for purposes of the False Claims Act; |
• | the federal Civil Monetary Law prohibits, among other things, the offering or transfer of remuneration to a Medicare or state healthcare program beneficiary if the person knows or should know it is likely to influence the beneficiary’s selection of a particular provider, practitioner, or supplier of services reimbursable by Medicare or a state healthcare program, unless an exception applies; |
• | similar state law provisions pertaining to Anti-Kickback, self-referral and false claims issues, some of which may apply to items or services reimbursed by any third party payer, including commercial insurers or services paid out-of-pocket |
• | state laws that prohibit general business corporations, such as us, from practicing medicine, controlling physicians’ medical decisions or engaging in some practices such as splitting fees with physicians; |
• | the Federal Trade Commission Act and federal and state consumer protection, advertisement and unfair competition laws, which broadly regulate marketplace activities and activities that could potentially harm consumers, including information practices; |
• | laws that regulate debt collection practices as applied to our debt collection practices; |
• | a provision of the Social Security Act that imposes criminal penalties on healthcare providers who fail to disclose or refund known overpayments; and |
• | federal and state laws and policies that require healthcare providers to maintain licensure, certification or accreditation to provide physician and other professional services, to enroll and participate in the Medicare and Medicaid programs, to report certain changes in their operations to the agencies that administer these programs, as well as state insurance laws. |
• | cease offering or using technologies that incorporate the challenged intellectual property; |
• | make substantial payments for legal fees, settlement payments or other costs or damages; |
• | obtain a license, which may not be available on reasonable terms, to sell or use the relevant technology; or |
• | redesign technology to avoid infringement. |
• | we have a classified board of directors with staggered, three-year terms; |
• | our board of directors is permitted to issue shares of preferred stock, including “blank check” preferred stock and to determine the price and other terms of those shares, including preferences and voting rights, without stockholder approval, which could be used to significantly dilute the ownership of a hostile acquirer; |
• | the Certificate of Incorporation prohibits cumulative voting in the election of directors, which limits the ability of minority stockholders to elect director candidates; |
• | the limitation of the liability of, and the indemnification of, our directors and officers; |
• | certain transactions are not “corporate opportunities” and the Identified Persons (as defined in the Certificate of Incorporation) are not subject to the doctrine of corporate opportunity and such Identified Persons do not have any fiduciary duty to refrain from engaging directly or indirectly in the same or similar business activities or lines of business as us; |
• | we are not governed by Section 203 of the DGCL and, instead, our Certificate of Incorporation includes a provision that is substantially similar to Section 203 of the DGCL, and acknowledges that certain stockholders cannot be “interested stockholders” (as defined in the Certificate of Incorporation); |
• | our board of directors has the ability to amend the bylaws, which may allow our board of directors to take additional actions to prevent an unsolicited takeover and inhibit the ability of an acquirer to amend the bylaws to facilitate an unsolicited takeover attempt; and |
• | our bylaws contain advance notice procedures with which stockholders must comply to nominate candidates to our board of directors or to propose matters to be acted upon at a stockholders’ meeting, which could preclude stockholders from bringing matters before annual or special meetings of stockholders and delay changes in our board of directors and also may discourage or deter a potential acquirer from conducting a solicitation of proxies to elect the acquirer’s own slate of directors or otherwise attempting to obtain control of us. |
• | the success of competitive services or technologies; |
• | developments related to our existing or any future collaborations; |
• | regulatory or legal developments in the United States and other countries; |
• | developments or disputes concerning our intellectual property or other proprietary rights; |
• | the recruitment or departure of key personnel; |
• | actual or anticipated changes in estimates as to financial results, development timelines or recommendations by securities analysts; |
• | variations in our financial results or those of companies that are perceived to be similar to us; |
• | changes in the structure of healthcare payment systems; |
• | changes in the market’s expectations about our operating results; |
• | the public’s reaction to our press releases, other public announcements and filings with the SEC; |
• | speculation in the press or investment community; |
• | commencement of, or involvement in, litigation involving us; |
• | changes in our capital structure, such as future issuances of securities or the incurrence of additional debt; |
• | the volume of our securities available for public sale; |
• | changes in our board of directors or management; |
• | general economic, industry and market conditions; and |
• | the other factors described in this “Risk Factors” section. |
• | Growing incidence |
• | Limited access due to factors such as stigma, physical hurdles and prohibitive cost |
• | Inability to match demand for mental health services with therapists’ supply |
• | Poor clinical outcomes and lack of care continuity. |
• | Enormous societal cost. |
• | Elevated healthcare system spend. |
• | A leading consumer brand in behavioral healthcare: |
• | Addressing a wide spectrum of care: |
• | Cost-effective solution: |
• | Integrated technology platform: |
• | Machine-learning powered clinicians’ sourcing and credentialing: |
• | No overhead and administrative costs for clinicians: vis-a-vis |
• | Privacy and stigma-free access: |
• | Collaborations with mental health champions: day-to-day |
• | Health Plan Clients in-network. Our members pay a flat co-pay per session or interaction, of which we receive a portion of the fee. A representative sample of our health plan clients include Aetna, Cigna, Optum and Premera. |
• | Enterprise Clients direct-to-employer per-member-per-month |
For the Years Ended December 31, |
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(in thousands except number of health plan and enterprise clients or otherwise indicated) |
2021 |
2020 |
||||||
Number of B2C active members at year end |
23.8 | 29.5 | ||||||
Number of B2B eligible lives at year end (in millions) |
69 | 39 | ||||||
Number of completed B2B sessions |
273.7 | 114.6 | ||||||
Number of health plan clients at year end |
11 | 10 | ||||||
Number of enterprise clients at year end |
158 | 72 | ||||||
Total number of active members at year end |
55.6 | 50.0 | ||||||
Total number of members treated on Talkspace platform |
279.3 | 197.3 |
Year Ended December 31, |
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(in thousands) |
2021 |
2020 |
2019 |
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Net loss |
$ | (62,742 | ) | $ | (22,370 | ) | $ | (29,086 | ) | |||
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Add: |
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Depreciation and amortization |
1,973 | 379 | 59 | |||||||||
Financial (income) expenses, net (1) |
(31,228 | ) | 364 | (350 | ) | |||||||
Taxes on income |
47 | 24 | 8 | |||||||||
Non-recurring expenses(2) |
3,677 | 177 | — | |||||||||
Stock-based compensation |
27,405 | 2,977 | 3,404 | |||||||||
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Adjusted EBITDA |
$ | (60,868 | ) | $ | (18,449 | ) | $ | (25,965 | ) |
(1) | For the year ended December 31, 2021, financial income, net, primarily consisted of $36.0 million in gains resulting from the revaluation of warrant liabilities, partially offset by $4.2 million in warrant issuance costs in connection with the Closing of the Business Combination. |
(2) | For the year ended December 31, 2021, non-recurring expenses primarily consisted of severance costs related to the separation of Oren Frank and Roni Frank, co-founders and former executives of the Company, in November 2021. For the year ended December 31, 2020, nonrecurring expenses consisted of legal expenses related to the acquisition of Lasting in November 2020. |
Year ended December 31, |
Variance |
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2021 |
2020 |
$ |
% |
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( $ in thousands, except percentages, share and per share data ) |
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Revenues |
$ | 113,671 | $ | 76,190 | $ | 37,481 | 49.2 | |||||||||
Cost of revenues |
46,889 | 26,353 | 20,546 | 78.0 | ||||||||||||
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Gross profit |
66,772 | 49,837 | 16,935 | 34.0 | ||||||||||||
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Operating expenses: |
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Research and development, net |
15,919 | 9,583 | 6,336 | 66.1 | ||||||||||||
Clinical operations |
9,365 | 4,332 | 5,033 | 116.2 | ||||||||||||
Sales and marketing |
100,641 | 47,705 | 52,936 | 111.0 | ||||||||||||
General and administrative |
34,770 | 10,199 | 24,571 | 240.9 | ||||||||||||
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Total operating expenses |
160,695 | 71,819 | 88,876 | 123.7 | ||||||||||||
Operating loss |
93,923 | 21,982 | 71,941 | 327.3 | ||||||||||||
Financial (income) expenses, net |
(31,228 | ) | 364 | (31,592 | ) | * | ||||||||||
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Loss before taxes on income |
62,695 | 22,346 | 40,349 | 180.6 | ||||||||||||
Taxes on income |
47 | 24 | 23 | 95.8 | ||||||||||||
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Net loss |
$ | 62,742 | $ | 22,370 | 40,372 | 180.5 | ||||||||||
Net loss per share |
||||||||||||||||
Basic and Diluted (1) |
$ | 0.72 | $ | 1.67 | $ | (0.95 | ) | (56.9 | ) | |||||||
Weighted average number of common shares |
||||||||||||||||
Basic and Diluted (1) |
86,775,948 | 13,359,350 | 73,416,598 | 549.6 |
Year ended December 31, |
Variance |
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2020 |
2019 |
$ |
% |
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( $ in thousands, except percentages, share and per share data ) |
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Revenues |
$ | 76,190 | $ | 38,178 | $ | 38,012 | 99.6 | |||||||||
Cost of revenues |
26,353 | 18,042 | 8,311 | 46.1 | ||||||||||||
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Gross profit |
49,837 | 20,136 | 29,701 | 147.5 | ||||||||||||
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