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UNITED STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to
Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report
(Date of Earliest Event Reported): July 17, 2024
SWK HOLDINGS
CORPORATION
(Exact Name
of the Registrant as Specified in Its Charter)
Delaware
(State or
Other Jurisdiction of Incorporation)
001-39184 |
77-0435679 |
(Commission File
Number) |
(IRS Employer Identification
No.) |
|
|
5956 Sherry Lane,
Suite 650, Dallas, TX |
75225 |
(Address of Principal
Executive Offices) |
(Zip Code) |
|
|
(972) 687-7250
(Registrant’s
Telephone Number, Including Area Code)
Check the appropriate
box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the
following provisions:
☐ |
Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
☐ |
Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
☐ |
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
☐ |
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
|
|
Securities registered pursuant to
Section 12(b) of the Act:
Title
of each class |
Trading
Symbol(s) |
Name
of each exchange on
which
registered |
Common
Stock, par value
$0.001
per share |
SWKH |
The
Nasdaq Stock Market LLC |
9.00% Senior Notes due 2027 |
SWKHL |
The Nasdaq Stock Market LLC |
Indicate by
check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405
of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company
☐
If an emerging
growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with
any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 2.02 |
Results of Operations |
On July 17, 2024, SWK Holdings Corporation (the “Company”)
issued a press release reporting the Company’s 2024 corporate update and information regarding the company’s portfolio companies.
A copy of the press release in connection with the announcement is being furnished as Exhibit 99.1 to this Current Report on Form 8-K.
Such information, including the Exhibit attached hereto,
shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange
Act”), nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange
Act, except as shall be expressly set forth by specific reference in such filing.
Item
9.01 |
Financial
Statements and Exhibits. |
(d)
Exhibits
SIGNATURE(S)
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the undersigned, hereunto duly authorized.
|
SWK Holdings Corporation |
|
|
|
Dated: July 18, 2024 |
By: |
/s/ Joe D.
Staggs |
|
|
Joe D. Staggs |
|
|
President and Chief Executive Officer |
Exhibit 99.1
![](https://www.sec.gov/Archives/edgar/data/1089907/000155278124000405/image_001.jpg)
FOR
IMMEDIATE RELEASE
SWK Holdings
Highlights Recent Achievements and Provides Portfolio Update
DALLAS—ACCESSWIRE--July
17, 2024--SWK Holdings Corporation (Nasdaq: SWKH) (“SWK” or the “Company”), a life science-focused specialty
finance company catering to small and mid-sized commercial-stage companies, today provided a corporate progress update as well as a summary
of the achievements of its borrower portfolio companies.
“During
the second quarter we advanced capital to two existing borrowers and are working towards an additional closing in the next month,”
said SWK President and CEO Jody Staggs.
“Importantly,
several of our borrower partners took advantage of the strong capital markets to raise equity or other forms of non-dilutive financing.
We also repurchased $1 million of stock during the quarter and in July welcomed Adam Rice, CPA as our new Chief Financial Officer.”
SWK anticipates
reporting second quarter 2024 results on Thursday, August 15 and will hold a conference call on Friday, August 16.
Summary of Recent Corporate Highlights:
| · | Adam Rice joined SWK as Chief Financial Officer in July. |
| · | Courtney Baker was promoted from Assistant Controller to Controller in June. |
| · | During the second quarter of 2024, SWK repurchased 58,567 shares of stock
for a total cost of $1.0 million. |
| · | Year-to-date 2024 through July 15, 2024, SWK has repurchased 197,969 shares
of stock for a total cost of $3.4 million. |
New Financings:
| · | In May, we funded an additional $2.0 million of term loan to AOTI, Inc. to
support the company’s continued growth. |
| · | In June, Journey Medical Corporation (“Journey”) drew the $5.0M
of additional term loan available under its existing credit agreement with SWK. In July, SWK closed an amendment to allow Journey to draw
an incremental $5.0M upon FDA approval of DFD-29, a treatment for rosacea. The FDA’s current Prescription Drug User Fee Act (PDUFA)
goal date for DFD-29 is November 4, 2024. |
![](https://www.sec.gov/Archives/edgar/data/1089907/000155278124000405/image_001.jpg)
Portfolio Company Updates:
AOTI, Inc.
Advanced Oxygen Therapeutics, Inc. (AIM: AOTI) is a medical technology company
that develops and markets proprietary wound care therapies.
| · | Successfully completed an IPO on the London Stock Exchange’s AIM in
June 2024, raising gross proceeds of £35.1 million. |
| · | Generated $43.9M million in revenues for the year ended December 31, 2023. |
Biolase, Inc.
Biolase, Inc. (OTC: BIOL) is a medical device company that develops, manufactures,
and markets proprietary dental laser systems.
| · | Generated increased adoption of its industry-leading laser, with approximately
67% of U.S. Waterlase sales coming from new customers and approximately 42% from dental specialists. |
| · | Third strongest consumable sales quarter in company history, with consumable
sales increasing 14% year over year, largely driven by over 600 subscriptions. |
| · | Lowered adjusted EBITDA loss by 21% during quarter ended March 31, 2024, versus
the same quarter last year. |
Biotricity, Inc.
Biotricity, Inc. (Nasdaq: BTCY) is a medical technology company focused
on delivering remote biometric monitoring solutions to the medical and consumer markets.
| · | For the fiscal year ending March 31, 2024, revenues rose by 25% to $12.1 million
compared to $9.6 million in the prior year. Gross margin was 69.3% for the fiscal year ending March 31, 2024, as compared to 56.5% in
the corresponding prior year, as a result of expansion in recurring technology fee revenue base. |
| · | In July announced an accelerated timeline to achieve EBITDA positive before
the end of calendar 2024 |
Elutia
Elutia Inc. (Nasdaq: ELUT) is a biologics company with a portfolio of regenerative
products aimed at improving compatibility between medical devices and the patients they treat.
| · | For the quarter ended March 31, 2024, reported year-over-year sales growth
of ~28% for proprietary products (specifically CanGaroo and SimpliDerm). |
| · | In June 2024, announced FDA approval of EluPro (the company’s next-generation,
drug-eluting version of CanGaroo) and raised gross proceeds of $13.3 million via the sale of common stock and prefunded warrants. |
![](https://www.sec.gov/Archives/edgar/data/1089907/000155278124000405/image_001.jpg)
Eton Pharmaceuticals, Inc.
Eton (Nasdaq: ETON) is an innovative pharmaceutical company focused on developing
and commercializing treatments for rare diseases.
| · | Eton reported revenue for the quarter ended March 31, 2024, of $8.0 million,
representing 50% growth over March 31, 2023, marking the 13th consecutive quarter of sequential product sales growth. |
| · | On April 30, 2024, Eton announced the submission to the FDA of New Drug Application
(“NDA”) for ET-400, Eton’s proprietary patented formulation of hydrocortisone oral solution. |
| · | Acquired the U.S. rights to PKU GOLIKE, which is indicated for Phenylketonuria,
from Relief Therapeutics. |
Journey Medical Corporation
Journey Medical Corporation (Nasdaq: DERM) is a commercial-stage pharmaceutical
company focused on commercializing FDA-approved, prescription dermatology products.
| · | Total revenues for the first quarter ended March 31, 2024, were $13.0 million,
a 7% increase from the $12.2 million reported in the first quarter of 2023. |
| · | Flagship products, Qbrexza and Accutane, grew by greater than 20% year-over-year. |
| · | Adjusted EBITDA of $11,000 for the first quarter ended March 31, 2024, compared
to Adjusted EBITDA of $(5.3 million) for the first quarter of 2023. |
Shield Therapeutics plc (LSE: STX)
Shield (LSE: STX) is a commercial-stage specialty pharmaceutical company
focused on addressing iron deficiency with its lead product Accrufer®/Feraccru® (ferric maltol).
| · | For the quarter ended March 31, 2024, total Accrufer® prescriptions of
~28.8k, up 174% year-over-year. |
| · | First quarter 2024 Accrufer® revenue of $4.0M at an average net selling
price of ~$140/prescription. |
| · | Established $10.0 million accounts receivable facility with Sallyport Commercial
Finance. |
| · | In May 2024, Korean partner for Accrufer® submitted
an NDA with the Korean Ministry of Food and Drug Safety. |
| · | In July 2024 announced receipt of $5.7 million through the monetization of
a China approval milestone payment with AOP Health International Management AG. |
![](https://www.sec.gov/Archives/edgar/data/1089907/000155278124000405/image_001.jpg)
About SWK Holdings Corporation
SWK Holdings Corporation is a life science focused
specialty finance company partnering with small- and mid-sized commercial-stage healthcare companies. SWK provides non-dilutive financing
to fuel the development and commercialization of lifesaving and life-enhancing medical technologies and products. SWK’s unique financing
structures provide flexible financing solutions at an attractive cost of capital to create long-term value for all SWK stakeholders. SWK’s
solutions include structured debt, traditional royalty monetization, synthetic royalty transactions, and asset purchases typically ranging
in size from $5.0 million to $25.0 million. SWK also owns Enteris BioPharma, a clinical development and manufacturing organization providing
development services to pharmaceutical partners. Additional information on the life science finance market is available on the Company’s
website at www.swkhold.com.
Safe Harbor Statement
This press release contains forward-looking statements
within the meaning of the Private Securities Litigation Reform Act of 1995. Statements including words such as “believes,” “expects,”
“anticipates,” “intends,” “estimates,” “plan,” “will,” “may,” “look forward,”
“intend,” “guidance,” “future” or similar expressions are forward-looking statements. Because these statements
reflect SWK’s current views, expectations and beliefs concerning future events, these forward-looking statements involve risks and uncertainties.
Investors should note that many factors, as more fully described under the caption “Risk Factors” and elsewhere in SWK’s Form
10-K, Form 10-Q and Form 8-K filings with the Securities and Exchange Commission and as otherwise enumerated herein, could affect the
Company’s future financial results and could cause actual results to differ materially from those expressed in such forward-looking statements.
The forward-looking statements in this press release are qualified by these risk factors. These are factors which, individually or in
the aggregate, could cause the Company’s actual results to differ materially from expected and historical results. You should not place
undue reliance on any forward-looking statements, which speak only as of the date they are made. We assume no obligation to publicly update
any forward-looking statements, whether as a result of new information, future developments or otherwise.
For more information, please contact:
Ira M. Gostin, MBA, APR
Investor Relations
775-391-0213
Investorrelations@swkhold.com
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SWK (NASDAQ:SWKH)
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SWK (NASDAQ:SWKH)
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