rmti-20240630

United States

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 10-Q

__________________________________________________

(Mark One)


☒			QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended June 30, 2024


☐			TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to

Commission File Number: 000-23661

ROCKWELL MEDICAL, INC.

(Exact name of registrant as specified in its charter)


Delaware									38-3317208
(State or other jurisdiction of incorporation or organization)									(I.R.S. Employer Identification No.)
30142 S. Wixom Road, Wixom, Michigan									48393
(Address of principal executive offices)									(Zip Code)

(248) 960-9009

(Registrant’s telephone number, including area code)

(Former name, former address and former fiscal year,

if changed since last report)

Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. ☒ Yes ☐ No

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit suc h files). ☒ Yes ☐ No

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.


Large accelerated filer	☐	Accelerated filer	☐
Non-accelerated filer	☒	Smaller reporting company	☒
		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. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). ☐ Yes ☒ No

Securities registered pursuant to Section 12(b) of the Act:

Title of each class:

Trading Symbol

Name of each exchange on which registered:

Common Stock, par value $0.0001

RMTI

Nasdaq Capital Market

The number of shares of common stock outstanding as of August 5, 2024 was 31,030,218.

Rockwell Medical, Inc. and Subsidiaries

Index to Form 10-Q


			Page
Part I — Financial Information (unaudited)

Item 1 - Unaudited Financial Statements

Condensed Consolidated Balance Sheets as of June 3 0 , 2024 and December 31, 2023			3

Condensed Consolidated Statements of Operations for the Three and S ix Months Ended June 30 , 2024 and 2023			5

Condensed Consolidated Statements of Comprehensive Income (Loss) for the Three and Six Months Ended June 30, 2024 and 2023			6

Condensed Consolidated Statements of Changes in Stockholders’ Equity for the Three and Six Months Ended June 30 , 2024 and 2023			7

Condensed Consolidated Statements of Cash Flows for the Six Months Ended June 30 , 2024 and 2023			8

Notes to Condensed Consolidated Financial Statements			9

Item 2 - Management’s Discussion and Analysis of Financial Condition and Results of Operations			17

Item 3 - Quantitative and Qualitative Disclosures about Market Risk			20

Item 4 - Controls and Procedures			20

Part II — Other Information

Item 1 - Legal Proceedings			20

Item 1A - Risk Factors			20

Item 2 - Unregistered Sales of Equity Securities and Use of Proceeds			20

Item 3 - Defaults Upon Senior Securities			20

Item 4 - Mine Safety Disclosures			20

Item 5 - Other Information			20

Item 6 - Exhibits			20

Signatures			21

PART I – FINANCIAL INFORMATION

Item 1. Financial Statements

ROCKWELL MEDICAL, INC. AND SUBSIDIARIES

UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS

(In thousands, except share and par value amounts)


	June 30, 2024		December 31, 2023
ASSETS
Cash and Cash Equivalents	$	11,863	$	8,983
Investments Available-for-Sale	—		1,952
Accounts Receivable, net	10,840		10,901

Inventory, net	5,883		5,871
Prepaid and Other Current Assets	1,167		1,063
Total Current Assets	29,753		28,770
Property and Equipment, net	6,009		6,402
Inventory, Non-Current	178		178
Right of Use Assets - Operating, net	3,515		2,713
Right of Use Assets - Financing, net	1,621		1,903
Intangible Assets, net	10,483		10,759
Goodwill	921		921
Other Non-Current Assets	548		527
Total Assets	$	53,028	$	52,173
LIABILITIES AND STOCKHOLDERS’ EQUITY
Accounts Payable	$	3,347	$	4,516
Accrued Liabilities	6,168		7,149
Deferred Consideration - Current	2,500		2,500
Lease Liabilities - Operating - Current	1,458		1,381
Lease Liabilities - Financing - Current	576		558
Deferred License Revenue - Current	46		46

Insurance Financing Note Payable	670		244
Customer Deposits	126		243

Total Current Liabilities	14,891		16,637

Lease Liabilities-Operating - Long-Term	2,142		1,433
Lease Liabilities-Financing - Long-Term	1,236		1,530
Term Loan - Long-Term, net of issuance costs	8,295		8,293
Deferred License Revenue - Long-Term	452		475
Deferred Consideration - Long-Term	2,500		2,500
Long Term Liability - Other	14		14
Total Liabilities	29,530		30,882


	June 30, 2024		December 31, 2023
Stockholders’ Equity:
Preferred Stock, $0.0001 par value, 2,000,000 shares authorized; 15,000 shares issued and outstanding at June 30, 2024 and December 31, 2023	—		—
Common Stock, $0.0001 par value; 170,000,000 shares authorized; 31,030,218 and 29,130,607 shares issued and outstanding at June 30, 2024 and December 31, 2023, respectively	3		3
Additional Paid-in Capital	422,086		418,487
Accumulated Deficit	(398,586)		(397,198)
Accumulated Other Comprehensive Loss	(5)		(1)
Total Stockholders’ Equity	23,498		21,291
Total Liabilities and Stockholders’ Equity	$	53,028	$	52,173

The accompanying notes are an integral part of the condensed consolidated financial statements.

ROCKWELL MEDICAL, INC. AND SUBSIDIARIES

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(In thousands, except share and per share amounts)


	Three Months Ended June 30, 2024		Three Months Ended June 30, 2023		Six Months Ended June 30, 2024		Six Months Ended June 30, 2023
Net Sales	$	25,832	$	18,080	$	48,508	$	37,748
Cost of Sales	21,282		17,047		40,894		34,116
Gross Profit	4,550		1,033		7,614		3,632
Research and Product Development	—		167		18		445
Selling and Marketing	586		530		1,180		1,028
General and Administrative	3,449		3,295		7,225		6,545

Operating Income (Loss)	515		(2,959)		(809)		(4,386)

Other Expense:
Realized gain on Available-for-Sale Investments	51		—		51		—

Interest Expense	(232)		(395)		(663)		(782)
Interest Income	9		49		33		113
Total Other Expense, net	(172)		(346)		(579)		(669)

Net Income (Loss)	$	343	$	(3,305)	$	(1,388)	$	(5,055)

Basic Net Income (Loss) per Share	$	0.01	$	(0.18)	$	(0.05)	$	(0.27)
Diluted Net Income (Loss) per Share	$	0.01	$	(0.18)	$	(0.05)	$	(0.27)
Basic Weighted Average Shares Outstanding	30,451,622		18,496,640		29,889,413		18,480,248
Diluted Weighted Average Shares Outstanding	32,033,776		18,496,640		29,889,413		18,480,248

The accompanying notes are an integral part of the condensed consolidated financial statements.

ROCKWELL MEDICAL, INC. AND SUBSIDIARIES

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)

(In thousands)


	Three Months Ended June 30, 2024		Three Months Ended June 30, 2023		Six Months Ended June 30, 2024		Six Months Ended June 30, 2023
Net Income (Loss)	$	343	$	(3,305)	$	(1,388)	$	(5,055)
Reclassification of Realized Gain on Available-for-Sale Investments Included in Net Income	(25)		—		(25)		—
Unrealized (Loss) Gain on Available-for-Sale Investments	—		(18)		25		(21)
Foreign Currency Translation Adjustments	(4)		(1)		(4)		(4)
Comprehensive Income (Loss)	$	314	$	(3,324)	$	(1,392)	$	(5,080)

The accompanying notes are an integral part of the condensed consolidated financial statements.

ROCKWELL MEDICAL, INC. AND SUBSIDIARIES

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY

(In thousands, except share amounts)


	PREFERRED STOCK			COMMON STOCK			ADDITIONAL PAID-IN CAPITAL		ACCUMULATED DEFICIT		ACCUMULATED OTHER COMPREHENSIVE (LOSS) INCOME		TOTAL STOCKHOLDERS' EQUITY
	SHARES	AMOUNT		SHARES	AMOUNT
Balance as of January 1, 2024	15,000	$	—	29,130,607	$	3	$	418,487	$	(397,198)	$	(1)	$	21,291
Net Loss	—	—		—	—		—		(1,731)		—		(1,731)
Unrealized Gain on Available-for-Sale Investments	—	—		—	—		—		—		25		25

Issuance of Common Stock, net of offering costs/At-The-Market	—	—		358,210	—		560		—		—		560
Vesting of Restricted Stock Units Issued, net of taxes withheld	—	—		67,657	—		—		—		—		—
Issuance of Warrant in connection with the Third Amendment (Note 11)	—	—		—	—		247		—		—		247
Stock-based Compensation	—	—		—	—		251		—		—		251
Balance as of March 31, 2024	15,000	—		29,556,474	3		419,545		(398,929)		24		20,643
Net Income	—	—		—	—		—		343		—		343
Reclassification of Realized Gains on Available-for-Sale Debt Instrument Investments Included in Net Income	—	—		—	—		—		—		(25)		(25)
Foreign Currency Translation Adjustments	—	—		—	—		—		—		(4)		(4)

Issuance of common stock, net of offering costs/At-the-Market Offering	—	—		1,350,169	—		2,203		—		—		2,203


Vesting of Restricted Stock Units Issued, net of taxes withheld	—	—		123,575	—		—

SEC Form 10-Q filed by Rockwell Medical Inc.