hboi20240630

hboi20240630_10q.htm

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549

FORM 10-Q

☒ 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 001-33957

HARVARD BIOSCIENCE, INC.

(Exact Name of Registrant as Specified in Its Charter)

Delaware	04-3306140
(State or other jurisdiction of Incorporation or organization)	(I.R.S. Employer Identification No.)

84 October Hill Road, Holliston, Massachusetts 01746

(Address of Principal Executive Offices, including zip code)

(508) 893-8999

(Registrant’s telephone number, including area code)

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, $0.01 par value	HBIO	The Nasdaq Global Market

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 such 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 ☒

As of July 31, 2024, there were 43,610,883 shares of the registrant’s common stock issued and outstanding.

Table of Contents

HARVARD BIOSCIENCE, INC.

FORM 10-Q

INDEX

	Page

PART I - FINANCIAL INFORMATION	1

Item 1. Condensed Consolidated Financial Statements (unaudited)	1

Consolidated Balance Sheets	1

Consolidated Statements of Operations	2

Consolidated Statements of Comprehensive Income (Loss)	3

Consolidated Statements of Stockholders' Equity	4

Consolidated Statements of Cash Flows	5

Notes to Unaudited Consolidated Financial Statements	6

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations	16

Item 3. Quantitative and Qualitative Disclosures about Market Risk	21

Item 4. Controls and Procedures	21

PART II - OTHER INFORMATION	22

Item 1. Legal Proceedings	22

Item1A. Risk Factors	22

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.	22

Item 3. Defaults Upon Senior Securities	22

Item 4. Mine Safety Disclosures	22

Item 5. Other Information	22

Item 6. Exhibits	22

SIGNATURES	24

Table of Contents

PART I. FINANCIAL INFORMATION

Item 1. Financial Statements.

HARVARD BIOSCIENCE, INC.
CONSOLIDATED BALANCE SHEETS
(Unaudited, in thousands, except share and per share data)

	June 30, 2024			December 31, 2023
Assets
Current assets:
Cash and cash equivalents	$	4,048		$	4,283
Accounts receivable, net		12,486			16,099
Inventories		25,130			24,716
Other current assets		4,766			3,940
Total current assets		46,430			49,038
Property, plant and equipment, net		4,758			3,981
Operating lease right-of-use assets		4,420			4,773
Goodwill		56,627			57,065
Intangible assets, net		13,441			16,036
Other long-term assets		3,236			6,473
Total assets	$	128,912		$	137,366
Liabilities and Stockholders' Equity
Current liabilities:
Current portion of long-term debt	$	3,720		$	5,859
Accounts payable		5,711			5,554
Contract liabilities		4,010			4,508
Other current liabilities		9,180			10,621
Total current liabilities		22,621			26,542
Long-term debt, net		31,960			30,704
Deferred tax liability		764			776
Operating lease liabilities		4,713			4,794
Other long-term liabilities		1,607			1,476
Total liabilities		61,665			64,292
Commitments and contingencies - Note 13
Stockholders' equity:
Preferred stock, par value $0.01 per share, 5,000,000 shares authorized		-			-
Common stock, par value $0.01 per share, 80,000,000 shares authorized: 43,610,883 shares issued and outstanding at June 30, 2024; 43,394,509shares issued and outstanding at December 31, 2023		436			434
Additional paid-in-capital		234,905			232,435
Accumulated deficit		(153,226	)		(145,605	)
Accumulated other comprehensive loss		(14,868	)		(14,190	)
Total stockholders' equity		67,247			73,074
Total liabilities and stockholders' equity	$	128,912		$	137,366

See accompanying notes to condensed consolidated financial statements.

Table of Contents

HARVARD BIOSCIENCE, INC.
CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited, in thousands, except per share data)

	Three Months Ended June 30,						Six Months Ended June 30,
	2024			2023			2024			2023

Revenues	$	23,097		$	28,759		$	47,609		$	58,734
Cost of revenues		9,879			12,086			19,619			23,715
Gross profit		13,218			16,673			27,990			35,019

Sales and marketing expenses		5,395			6,178			11,299			12,156
General and administrative expenses		5,686			5,353			11,649			11,687
Research and development expenses		2,626			2,957			5,511			5,854
Amortization of intangible assets		1,331			1,389			2,664			2,777
Other operating expenses – Note 1		249			-			1,215			-
Total operating expenses		15,287			15,877			32,338			32,474

Operating (loss) income		(2,069	)		796			(4,348	)		2,545

Other income (expense):
Interest expense		(749	)		(941	)		(1,500	)		(1,915	)
Loss on equity securities - Note 6		(281	)		(1,581	)		(1,593	)		(1,581	)
Other (expense) income, net		(181	)		(372	)		(323	)		60
Total other expense		(1,211	)		(2,894	)		(3,416	)		(3,436	)

Loss before income taxes		(3,280	)		(2,098	)		(7,764	)		(891	)
Income tax benefit		(353	)		(1,118	)		(143	)		(533	)
Net loss	$	(2,927	)	$	(980	)	$	(7,621	)	$	(358	)

Loss per share:
Basic and diluted	$	(0.07	)	$	(0.02	)	$	(0.18	)	$	(0.01	)

Weighted-average common shares:
Basic and diluted		43,486			42,354			43,443

SEC Form 10-Q filed by Harvard Bioscience Inc.