Restoration Robotics, Inc.

TORONTO, Jan. 19, 2024 (GLOBE NEWSWIRE) -- Venus Concept, Inc. (“Venus Concept” or the “Company”) (NASDAQ: VERO), a global medical aesthetic technology leader, announced today that it has issued new secured convertible notes to EW Healthcare Partners, L.P. and one of its affiliates (“EW Healthcare”) in an aggregate principal amount of $2.0 million. The convertible notes have a maturity date of December 9, 2025 and an annual interest rate of 90-day Adjusted SOFR + 8.5% that is payable in kind on a quarterly basis. The notes are convertible at any time into shares of common stock of the Company (“Common Stock”) at an initial conversion price of $1.251 per share, subject to adjustment. The convertible notes include a mandatory redemption provision for part or all of the notes upon the Company or Venus Concept USA Inc. receiving payments in connection with employee retention credits, and the occurrence of certain specified events. “I want to thank EW Healthcare for their valuable partnership and support of the Company over many years,” said Rajiv De Silva, Chief Executive Officer of Venus Concept. “While our fourth quarter 2023 revenue results were softer-than-expected due to the impact of restructuring activities related to improving profitability in our international markets and the difficult financing environment for customers in all markets including the US, we are pleased to deliver on our primary objective for 2023 - to reduce our cash used in operations by approximately 50% year-over-year. This new debt financing provides Venus Concept with additional liquidity to support ongoing operations and execution of our near-to-intermediate term strategic turnaround objectives.” Additional information regarding the convertible notes will be set forth in a Current Report on Form 8-K, which the Company expects to the Securities and Exchange Commission (“SEC”) today. The offer and sale of the foregoing securities are being made in a transaction not involving a public offering and have not been registered under the Securities Act of 1933, as amended (the “1933 Act”), or applicable state securities laws. The securities may not be offered or sold in the United States absent registration or pursuant to an exemption from the registration requirements of the Securities Act and applicable state securities laws. The Company has agreed to registration statement covering the resale of the Common Stock issuable upon conversion of the notes. This press release does not constitute an offer to sell or the solicitation of an offer to buy the securities in the described offering, nor shall there be any offer, solicitation or sale of the securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. Cautionary Statement Regarding Forward-Looking Statements This communication contains “forward-looking” statements within the meaning of Section 27A of the 1933 Act and Section 21E of the Securities Exchange Act of 1934, as amended, including, without limitation, statements about the Company’s financial condition, and other statements containing the words “expect,” “intend,” “may,” “will,” and similar expressions, constitute forward-looking statements within the meaning of The Private Securities Litigation Reform Act of 1995. These forward-looking statements are based on current expectations, estimates, forecasts, and projections about the Company’s business and the industry in which it operates and management’s beliefs and assumptions and are not guarantees of future performance or developments and involve known and unknown risks, uncertainties, and other factors that are in some cases beyond the Company’s control. Factors that could materially affect the Company’s business operations and financial performance and condition include, but are not limited to, those risks and uncertainties described under Part I Item 1A—“Risk Factors” in the Company’s most recent Annual Report on Form 10-K, Part II Item 1A—“Risk Factors” in the Company’s most recent Form 10-Q and in other documents the Company may the SEC. You are urged to consider these factors carefully in evaluating the forward-looking statements and are cautioned not to place undue reliance on the forward-looking statements. The forward-looking statements are based on information available to the Company as of the date hereof. Unless required by law, the Company does not intend to publicly update or revise any forward-looking statements to reflect new information or future events or otherwise. About Venus Concept Venus Concept is an innovative global medical aesthetic technology leader with a broad product portfolio of minimally invasive and non-invasive medical aesthetic and hair restoration technologies and reach in over 60 countries and 14 direct markets. Venus Concept’s product portfolio consists of aesthetic device platforms, including Venus Versa, Venus Legacy, Venus Velocity, Venus Fiore, Venus Viva, Venus Glow, Venus Bliss, Venus BlissMAX, Venus Epileve, Venus Viva MD and AI.ME. Venus Concept’s hair restoration systems include NeoGraft® and the ARTAS iX® Robotic Hair Restoration system. Venus Concept has been backed by leading healthcare industry growth equity investors including EW Healthcare Partners (formerly Essex Woodlands), HealthQuest Capital, Longitude Capital Management, Aperture Venture Partners, and Masters Special Situations. Investor Relations Contact: ICR Westwicke on behalf of Venus Concept: Mike Piccinino, CFA VenusConceptIR@westwicke.com

Record full-year 2022 total revenue of EUR 55.1 million ($58.0 million) increased 25.1% over full-year 2021 Full-year HIFU revenue was EUR 15.6 million (USD 16.4 million), an increase of 57.7% as compared to EUR 9.9 million (USD 11.7 million) for the full-year 2021 Record Q4 2022 total revenue of EUR 15.7 million ($16.2 million) versus EUR 14.0 million ($15.9 million) for Q4 2021 Ended the year with a strong cash position of EUR 63.1 million ($67.5 million) as of December 31, 2022 Ryan Rhodes to succeed Marc Oczachowski as Chief Executive Officer of the Company, effective May 1, 2023 Company to host conference call and webcast today, March 30th, at 8:30 a.m. ET LYON, France, March 30, 2023 -- EDAP TMS SA (Nasdaq: EDAP) (the “Company”), a global leader in robotic energy-based therapies, announced today unaudited financial results for the fourth quarter and full-year 2022 and announced a change in its leadership, effective May 1, 2023. In line with EDAP’s Global Group Strategy, and its focus on expansion in the United States and rest of world markets, the Board of Directors has decided to embark on a new era of leadership for the Company. The Board has therefore unanimously appointed Ryan Rhodes Chief Executive Officer of EDAP TMS effective May 1, 2023 to lead, strengthen and accelerate the Company’s development. Marc Oczachowski will continue to serve as Chairman of the Board of the Company. Mr. Rhodes has over 30 years of leadership experience in market development in the medical device industry, including 20 years dedicated to medical robotics. Prior to joining EDAP, he served as Chief Executive Officer of Restoration Robotics, where he led the company to a successful merger with Venus Concept Inc. in 2019. He also held leadership positions at Intuitive Surgical, and Ethicon Inc., a Johnson & Johnson Company. Marc Oczachowski, EDAP's Chairman and Chief Executive Officer, said: “In 2022, EDAP delivered another strong year of financial and operational performance, achieving record revenue and more than doubling worldwide Focal One sales compared to 2021. With EDAP experiencing strong positive HIFU momentum, particularly in the U.S., we have now reached a key inflection point to make this transition and to further accelerate our global expansion. I have enjoyed working with Ryan for almost two years. His leadership and knowledge of the industry, combined with his acute understanding of global commercial market development, are excellent assets for EDAP. I have complete confidence in Ryan’s ability to continue to accelerate the growth and development of the Company in support of its ongoing strategic objectives.” Ryan Rhodes, Chief Executive Officer of EDAP US, stated, “During the fourth quarter, we achieved a record of nine Focal One transactions in the U.S., reflecting the growing appreciation for the clinical value of Focal One by both large academic healthcare institutions as well as local community hospitals. 2022 was a critical year in the adoption of Focal One robotic HIFU and the growth of this therapeutic option as part of the comprehensive management of prostate cancer. The number of U.S. sites selecting Focal One doubled over the previous year, and we saw positive momentum in the advancement of U.S. society guidelines with focal ablation. Our team and capacity have grown to be well positioned to drive even greater clinical and market expansion in 2023.” Ryan Rhodes added: "I am very pleased to be appointed Chief Executive Officer of the EDAP TMS group, and I am grateful to both Marc and the EDAP Board for their continued confidence in my abilities. I am excited to lead EDAP’s global strategy to a new era of growth as we continue to build and expand our winning organization across the U.S. and international markets.” Full-Year 2022 Results Total revenue for the full year 2022 was EUR 55.1 million ($58.0 million), representing an increase of 25.1% over full-year 2021 total revenue of EUR 44.1 million ($51.9 million). Total revenue in the HIFU business for the full year 2022 was EUR 15.6 million (USD 16.4 million), an increase of 57.7% as compared to EUR 9.9 million (USD 11.7 million) for the full year 2021. Total revenue in the LITHO business for the full year 2022 was EUR 11.6 million (USD 12.2 million), an increase of 5.0% from EUR 11.0 million (USD 13.0 million) for the full year 2021. Total revenue in the Distribution business for the full year 2022 was EUR 27.9 million (USD 29.4 million), a 20.6% increase compared to EUR 23.1 million (USD 27.3 million) for the full year 2021. Gross profit for the twelve months ended December 31, 2022, was EUR 24.2 million (USD 25.4 million), compared to EUR 18.4 million (USD 21.7 million) for the year-ago period. Gross profit margin on net sales was 43.9% for the twelve months ended December 31, 2022, compared to 41.8% for the comparable period in 2021. The increase in gross profit year-over-year was due to higher sales effect on fixed costs, particularly in the HIFU business. Operating expenses were EUR 28.5 million (USD 29.90 million) for the twelve months ended December 31, 2022, compared to EUR 20.0 million (USD 23.6 million) for the same period in 2021. Operating loss for the twelve months ended December 31, 2022, was EUR 4.3 million (USD 4.5 million), compared to an operating loss of EUR 1.6 million (USD 1.9 million) for the twelve months ended December 31, 2021. Net loss for the twelve months ended December 31, 2022, was EUR 2.9 million (USD 3.1 million), or EUR (0.09) per diluted share, as compared to net income of EUR 0.7 million (USD 0.8 million), or EUR 0.02 per diluted share in the year-ago period. As of December 31, 2022, the company held cash, cash equivalents and short-term investments of EUR 63.1 million ($67.5 million), as compared to EUR 47.2 million (USD 53.4 million) as of December 31, 2021. Fourth Quarter 2022 Results Total revenue for the fourth quarter 2022 was EUR 15.7 million (USD 16.2 million), a 12.8% increase as compared to total revenue of EUR 14.0 million (USD 15.9 million) for the same period in 2021. Total revenue in the HIFU business for the fourth quarter 2022 was EUR 5.4 million (USD 5.5 million), an increase of 27.9% as compared to EUR 4.2 million (USD 4.8 million) for the fourth quarter of 2021. Total revenue in the LITHO business for the fourth quarter 2022 was EUR 3.6 million (USD 3.7 million), an increase of 7.5% as compared to EUR 3.3 million (USD 3.8 million) for the fourth quarter of 2021. Total revenue in the Distribution business for the fourth quarter 2022 was EUR 6.7 million (USD 7.0 million), a 5.0% increase compared to EUR 6.4 million (USD 7.3 million) for the fourth quarter of 2021. Gross profit for the fourth quarter 2022 was EUR 7.2 million (USD 7.4 million), compared to EUR 6.2 million (USD 7.1 million) for the year-ago period. Gross profit margin on net sales was 45.9% in the fourth quarter of 2022, compared to 44.5% in the year-ago period. The increase in gross profit year-over-year was driven by the higher sales effect on fixed costs. Operating expenses were EUR 8.8 million (USD 9.1 million) for the fourth quarter of 2022, compared to EUR 5.8 million (USD 6.5 million) for the same period in 2021. Operating loss for the fourth quarter of 2022 was EUR 1.6 million (USD 1.6 million), compared to an operating profit of EUR 0.5 million (USD 0.5 million) in the fourth quarter of 2021. Net loss for the fourth quarter of 2022 was EUR 5.1 million (USD 5.3 million), or EUR (0.14) per diluted share, as compared to net income of EUR 1.4 million (USD 1.6 million), or EUR 0.04 per diluted share in the year-ago period. Conference Call An accompanying conference call and webcast will be conducted by management to review the results. The call will be held at 8:30 a.m. ET today, March 30th, 2023. Please refer to the information below for conference call dial-in information and webcast registration. Conference Call & Webcast Thursday, March 30th, 2023 @ 8:30 a.m. ET Domestic: 877-451-6152 International: 201-389-0879 Passcode: 13736071 Webcast link: Here Following the live call, a replay will be available on the Company's website, under "Investors Information." About EDAP TMS SA A recognized leader in the global therapeutic ultrasound market, EDAP TMS develops, manufactures, promotes and distributes worldwide minimally invasive medical devices for various pathologies using ultrasound technology. By combining the latest technologies in imaging and treatment modalities in its complete range of Robotic HIFU devices, EDAP TMS introduced the Focal One® in Europe and in the U.S. as an answer to all requirements for ideal prostate tissue ablation. With the addition of the ExactVu™ Micro-Ultrasound device, EDAP TMS is now the only company offering a complete solution from diagnostics to focal treatment of Prostate Cancer. EDAP TMS also produces and distributes other medical equipment including the Sonolith® i-move lithotripter and lasers for the treatment of urinary tract stones using extra-corporeal shockwave lithotripsy (ESWL). For more information on the Company, please visit and us.hifu-prostate.com and Forward-Looking Statements In addition to historical information, this press release contains forward-looking statements within the meaning of applicable federal securities laws, including Section 27A of the U.S. Securities Act of 1933 (the “Securities Act”) or Section 21E of the U.S. Securities Exchange Act of 1934, which may be identified by words such as “believe,” “can,” “contemplate,” “could,” “plan,” “intend,” “is designed to,” “may,” “might,” “potential,” “objective,” “target,” “project,” “predict,” “forecast,” “ambition,” “guideline,” “should,” “will,” “estimate,” “expect” and “anticipate,” or the negative of these and similar expressions, which reflect our views about future events and financial performance. Such statements are based on management's current expectations and are subject to a number of risks and uncertainties, including matters not yet known to us or not currently considered material by us, and there can be no assurance that anticipated events will occur or that the objectives set out will actually be achieved. Important factors that could cause actual results to differ materially from the results anticipated in the forward-looking statements include, among others, the clinical status and market acceptance of our HIFU devices and the continued market potential for our lithotripsy and distribution divisions, as well as risks associated with the current worldwide inflationary environment, the uncertain worldwide economic, political and financial environment, geopolitical instability, climate change and pandemics like the COVID 19 pandemic, or other public health crises, and their related impact on our business operations, including their impacts across our businesses or demand for our devices and services. Other factors that may cause such a difference may also include, but are not limited to, those described in the Company's filings with the Securities and Exchange Commission and in particular, in the sections "Cautionary Statement on Forward-Looking Information" and "Risk Factors" in the Company's Annual Report on Form 20-F. Forward-looking statements speak only as of the date they are made. Other than required by law, we do not undertake any obligation to update them in light of new information or future developments. These forward-looking statements are based upon information, assumptions and estimates available to us as of the date of this press release, and while we believe such information forms a reasonable basis for such statements, such information may be limited or incomplete. Company Contact Blandine Confort Investor Relations / Legal Affairs EDAP TMS SA +33 4 72 15 31 50 bconfort@edap-tms.com Investor Contact John Fraunces LifeSci Advisors, LLC 917-355-2395 jfraunces@lifesciadvisors.com EDAP TMS S.A. UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (Amounts in thousands of Euros and U.S. Dollars, except per share data) Three Months Ended: Three Months Ended: December 31, December 31, December 31, December 31, 2022 2021 2022 2021 Euros Euros $US $US Sales of medical equipment 11,493 9,864 11,840 11,231 Net Sales of RPP and Leases 1,441 1,387 1,484 1,579 Sales of spare parts, supplies and Services 2,784 2,720 2,868 3,097 TOTAL NET SALES 15,718 13,971 16,192 15,907 Other revenues — 1 — 2 TOTAL REVENUES 15,718 13,973 16,192 15,909 Cost of sales (8,500) (7,762) (8,756) (8,837) GROSS PROFIT 7,218 6,211 7,436 7,072 Research & development expenses (1,304) (562) (1,344) (640) S, G & A expenses (7,484) (5,188) (7,709) (5,907) Total operating expenses (8,788) (5,750) (9,053) (6,547) OPERATING PROFIT (LOSS) (1,570) 461 (1,617) 525 Interest (expense) income, net 297 23 306 26 Currency exchange gains (loss), net (4,075) 786 (4,198) 895 INCOME (LOSS) BEFORE TAXES AND MINORITY INTEREST (5,348) 1,270 (5,509) 1,446 Income tax (expense) credit 217 95 224 108 NET INCOME (LOSS) (5,130) 1,365 (5,285) 1,554 Earning per share – Basic (0.14) 0.04 (0.14) 0.05 Average number of shares used in computation of EPS 36,863,623 33,466,136 36,863,623 33,466,136 Earning per share – Diluted (0.14) 0.04 (0.14) 0.05 Average number of shares used in computation of EPS for positive net income 36,863,623 33,641,317 36,863,623 33,641,317 NOTE: Translated for convenience of the reader to U.S. dollars at the 2022 average three months’ noon buying rate of 1 Euro = 1.0302 USD, and 2021 average three months noon buying rate of 1 Euro = 1.1386 USD EDAP TMS S.A. UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (Amounts in thousands of Euros and U.S. Dollars, except per share data) Year Ended: Year Ended: December 31, December 31, December 31, December 31, 2022 2021 2022 2021 Euros Euros $US $US Sales of medical equipment 38,462 29,040 40,456 34,229 Net Sales of RPP and Leases 5,617 4,968 5,908 5,856 Sales of spare parts, supplies and Services 11,030 10,052 11,602 11,848 TOTAL NET SALES 55,108 44,060 57,966 51,932 Other revenues — 6 — 7 TOTAL REVENUES 55,108 44,065 57,966 51,939 Cost of sales (30,916) (25,643) (32,519) (30,225) GROSS PROFIT 24,193 18,422 25,447 21,714 Research & development expenses (4,920) (3,402) (5,175) (4,010) S, G & A expenses (23,530) (16,633) (24,751) (19,605) Total operating expenses (28,450) (20,034) (29,925) (23,614) OPERATING PROFIT (LOSS) (4,257) (1,612) (4,478) (1,900) Interest (expense) income, net 235 145 248 171 Currency exchange gains (loss), net 1,926 2,360 2,025 2,781 INCOME (LOSS) BEFORE TAXES AND MINORITY INTEREST (2,096) 893 (2,205) 1,052 Income tax (expense) credit (837) (193) (880) (227) NET INCOME (LOSS) (2,933) 700 (3,085) 825 Earning per share – Basic (0.09) 0.02 (0.09) 0.03 Average number of shares used in computation of EPS 34,392,598 32,129,047 34,392,598 32,129,047 Earning per share – Diluted (0.09) 0.02 (0.09) 0.03 Average number of shares used in computation of EPS for positive net income 34,392,598 32,422,871 34,392,598 32,422,871 NOTE: Translated for convenience of the reader to U.S. dollars at the 2022 average twelve months’ noon buying rate of 1 Euro = 1.0519 USD, and 2021 average twelve months noon buying rate of 1 Euro = 1.1787 USD EDAP TMS S.A. UNAUDITED CONSOLIDATED BALANCE SHEETS HIGHLIGHTS (Amounts in thousands of Euros and U.S. Dollars) December 31, December 31, December 31, December 31, 2022 2021 2022 2021 Euros Euros $US $US Cash, cash equivalents and short-term treasury investments 63,136 47,183 67,539 53,405 Account receivables, net 14,943 12,118 15,985 13,716 Inventory 11,780 7,499 12,601 8,487 Other current assets 660 581 706 658 TOTAL CURRENT ASSETS 90,518 67,382 96,832 76,267 Property, plant and equipment, net 5,984 5,173 6,401 5,855 Goodwill 2,412 2,412 2,580 2,730 Other non-current assets 2,210 2,260 2,364 2,558 TOTAL ASSETS 101,123 77,226 108,177 87,409 Accounts payable & other accrued liabilities 13,087 10,786 14,000 12,208 Deferred revenues, current portion 4,050 3,408 4,333 3,857 Short term borrowing 1,846 1,914 1,975 2,167 Other current liabilities 2,725 1,843 2,916 2,086 TOTAL CURRENT LIABILITIES 21,708 17,951 23,223 20,318 Obligations under operating and finance leases non-current 1,222 1,318 1,308 1,492 Long term debt, non-current 3,587 4,930 3,837 5,580 Deferred revenues, non-current 264 440 282 498 Other long term liabilities 2,710 2,534 2,899 2,868 TOTAL LIABILITIES 29,492 27,172 31,549 30,755 TOTAL SHAREHOLDERS’EQUITY 71,632 50,054 76,628 56,655 TOTAL LIABILITIES & SHAREHOLDERS’ EQUITY 101,123 77,226 108,177 87,409 NOTE: Translated for convenience of the reader to U.S. dollars at the noon buying rate of 1 Euro = 1.0697 USD, on December 31, 2022 and at the noon buying rate of 1 Euro = 1.1319 USD, on December 31, 2021. EDAP TMS S.A. UNAUDITED CONSOLIDATED STATEMENTS OF CASH FLOWS (Amounts in thousands of Euros) Year Ended Twelve Months Ended Year Ended Twelve Months Ended December 31, December 31, December 31, December 31, 2022 2021 2022 2021 (Euros) (Euros) ($US) ($US) NET INCOME (LOSS) (2,933) 700 (3,085) 825 Adjustments to reconcile net income (loss) to net cash generated by (used in) operating activities(1) 4,225 3,225 4,444 3,801 OPERATING CASH FLOW 1,292 3,925 1,359 4,626 Increase/Decrease in operating assets and liabilities (4,316) 520 (4,539) 613 NET CASH GENERATED BY (USED IN) OPERATING ACTIVITIES (3,024) 4,445 (3,180) 5,239 Short term investments — — — — Additions to capitalized assets produced by the company and other capital expenditures (2,378) (1,638) (2,501) (1,931) NET CASH GENERATED BY (USED IN) INVESTING ACTIVITIES (2,378) (1,638) (2,501) (1,931) NET CASH GENERATED BY (USED IN) FINANCING ACTIVITIES 21,741 20,266 22,869 23,887 NET EFFECT OF EXCHANGE RATE CHANGES ON CASH AND CASH EQUIVALENTS (388) (585) (3,053) (3,992) NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS 15,952 22,488 14,134 23,204 (1) including share based compensation expenses for 2,103 thousand of Euros for theyear ended December 31,2022 and 1,900 thousand of Euros for the full year endedDecember 31, 2021. NOTE: Translated for convenience of the reader to U.S. dollars at the 2022 average twelve months’ noon buying rate of 1 Euro = 1.0519 USD, and 2021 average twelve months noon buying rate of 1 Euro = 1.1787 USD EDAP TMS S.A. UNAUDITED CONDENSED STATEMENTS OF OPERATIONS BY DIVISION twelvemonths endedDecember 31, 2022 (Amounts in thousands of Euros) HIFU ESWL Distribution Reconciling Total After Division Division Division Items Consolidation Sales of goods 9,437 4,880 24,145 — 38,462 Sales of RPPs & Leases 4,287 1,058 272 — 5,617 Sales of spare parts & services 1,909 5,630 3,491 — 11,030 TOTAL NET SALES 15,634 11,568 27,907 — 55,108 Other revenues — — — — — TOTAL REVENUES 15,634 11,568 27,907 — 55,108 GROSS PROFIT (% of Net Sales) 8,846 56.6 % 4,836 41.8 % 10,511 37.7 % — 24,193 43.9 % Research & Development (3,525) (950) (444) — (4,920) Total SG&A plus depreciation (10,214) (2,964) (8,099) (2,254) (23,530) OPERATING PROFIT (LOSS) (4,894) 922 1,968 (2,254) (4,257) Attachment 2023 - 03 - 30 -- EDAP FY2022 Strategy - FINAL2