ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
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(State of Other Jurisdiction of incorporation or Organization)
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(I.R.S. Employer Identification No.)
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|
||
(Address of principal executive offices)
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(Zip code)
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Title of Each Class
|
Trading Symbol(s)
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Name Of Each Exchange
On Which Registered
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Large accelerated filer ☐
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Accelerated filer ☐
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Smaller reporting company
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Emerging growth company
|
Item 1. |
Business
|
• |
the delivery of evidence-based insight into the safety and efficacy of ethical pharmaceuticals and emerging therapies to pharmaceutical manufacturers, physicians, caregivers, payers and patients with
credible evidence to improve patient care and health outcomes;
|
• |
the empowerment of regulators to more-granularly assess the safety, health, social and economic outcomes associated with all therapeutic options as the cannabis market scales and emerging therapies are
adopted as mainstream therapeutic alternatives; and
|
• |
the creation of new standards for product and treatment classification in emerging therapeutic markets where no existing or widely adopted standards exist today.
|
• |
Flexible and scalable approach to privacy-focused analytics software and solutions. Our solutions are purpose-built to address the analytic needs of stakeholders
across the patient journey. We can provide client-centric deliverables that address a specific need that may be satisfied with healthcare data, cannabis data or an integrated offering. Our technology and processes allow quick and accurate
delivery, which differentiates our offerings.
|
• |
Deep domain expertise. Our knowledge base in large transactional database platforms, commercial analytics, consumer and physician marketing, market access and
healthcare economics and pharmacoeconomics in healthcare enables us to develop solutions that address the unique demands of the industries we serve. Through the incorporation of industry best practices into solutions that are curated for
our stakeholders, our customers enjoy enhanced analytical solutions to drive their informed business decisions. Across various disciplines, our team has deep industry expertise in life sciences that translates into solutions by design
that enable our clients to solve problems unique to their sector.
|
• |
Diverse customer base. Our customer base extends across to a broad range of stakeholders within the healthcare industry carrying the mission to better understand
and improve the patient journey. This diverse customer set offers us a uniquely informed point of view from each customer vantage point of how our solutions can best assist in optimizing performance. Our information services team is
defined by the innovative spirit of allowing the problems our healthcare customers face to shape the solutions that are best for our customers.
|
• |
Large integrated longitudinal database and technology. Our data factory processes, integrates, deidentifies and standardizes
medical, hospital and pharmacy claims datasets along with cannabis point of sale data, consumer behavior and demographic-level data and other datasets to produce a longitudinal database that encompass the vast majority of the U.S.
population. We will continue to invest in and integrate unique data sources to further strengthen and differentiate our solutions.
|
• |
Innovate and advance our platform and services. We have a history of technological innovation, and plan to release new
features and upgrades on a regular basis. We intend to continue making significant investments in all information products, reporting and analytics solutions, database architecture and data science talent to further differentiate our
products and increase sales. In improving our ability to integrate with partners, we enable ourselves to capitalize on new data and services that add value to our customers and create further differentiation of our data assets and
proprietary offerings.
|
• |
Drive growth by acquiring new customers. We believe that nearly all organizations that discover, develop, produce and market healthcare products or services must
embrace data driven analytics to compete effectively. As such, the opportunity to continue growing our customer base is significant.
|
• |
Increase usage and upsell within our existing customer base. We plan to continue investing in sales and marketing, with a focus on cross selling additional
information solutions to deliver more value to and expand our relationships with our customers, leading to scale and operating leverage for our business.
|
• |
Leverage our products into new markets. Our information solutions provide innovative benefits to life science, payer and
provider customers as well as consulting and service providers to these customers. We believe there is significant opportunity to deploy the use of linked cannabinoid data in adjacent industries, such as the legal cannabis and psychedelic
markets as well as the financial services markets.
|
• |
Expand our data and strategic partner network. Our information products are derived partly from data acquired from strategic
data partners, including BioTrack. As part of our growth strategy, we may seek to acquire assets, data-driven products or companies that are synergistic with our business and add value to our data assets and offering sets.
|
• |
Grow offerings through selective investments and acquisitions. We may seek out companies and opportunities that complement
our core strengths and can help us expand our capabilities, reach and impact. Our approach is deliberate and strategic, ensuring that each investment or acquisition is thoroughly vetted and aligned with our long-term goals.
|
Item 1A. |
Risk Factors
|
• |
the failure to predict market demand accurately in terms of product functionality and to supply offerings that meet this demand in a timely fashion;
|
• |
product defects, errors or failures or our inability to satisfy customer service level requirements;
|
• |
negative publicity or negative private statements about the security, performance or effectiveness of our platforms or product enhancements;
|
• |
delays in releasing to the market new offerings or enhancements to existing offerings;
|
• |
the introduction or anticipated introduction of competing platforms or functionalities by competitors;
|
• |
the inability of our platforms or product enhancements to scale and perform to meet customer demands; and
|
• |
receiving qualified or adverse opinions in connection with security or penetration testing, certifications or audits, such as those related to IT controls and security standards and frameworks or
compliance.
|
• |
changes in stock market analyst recommendations or earnings estimates regarding our common stock, other companies comparable to us or companies in the industries we serve;
|
• |
actual or anticipated fluctuations in our operating results or future prospects;
|
• |
reaction to our public announcements;
|
• |
strategic actions taken by us or our competitors, such as any contemplated business separation, acquisitions or restructurings;
|
• |
adverse conditions in the financial market or general U.S. or international economic conditions, including those resulting from war, incidents of terrorism and responses to such events; and
|
• |
sales of common stock by us, members of our management team or significant stockholders.
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Item 1B. |
Unresolved Staff Comments
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Item 2. |
Properties
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Item 3. |
Legal Proceedings
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Item 4. |
Mine Safety Disclosure
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Item 5. |
Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities
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Item 6. |
[Reserved]
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Item 7. |
Management’s Discussion and Analysis of Financial Condition and Results of Operations
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For the Years Ended,
|
||||||||
December 31, 2022
|
December 31, 2021
|
|||||||
Revenues
|
$
|
28,005,857
|
$
|
16,879,715
|
||||
Costs and Expenses
|
||||||||
Cost of Revenues
|
6,874,315
|
4,717,175
|
||||||
Research and development
|
12,347,637
|
8,975,745
|
||||||
Sales and marketing
|
5,870,794
|
4,142,190
|
||||||
General and administrative
|
20,529,373
|
23,464,267
|
||||||
Separation expenses
|
5,611,857
|
—
|
||||||
Gain on sale of businesses, net
|
(32,931
|
)
|
—
|
|||||
Depreciation and amortization
|
2,892,543
|
1,986,816
|
||||||
Transaction related expenses
|
—
|
1,210,279
|
||||||
Loss from operations
|
$
|
(26,087,731
|
)
|
$
|
(27,616,757
|
)
|
• |
Depreciation and Amortization. Depreciation and amortization expense is a
non-cash expense relating to capital expenditures and intangible assets arising from acquisitions that are expensed on a straight-line basis over the estimated useful life of the related assets. We exclude depreciation and amortization
expense from Adjusted EBITDA because we believe that (i) the amount of such expenses in any specific period may not directly correlate to the underlying performance of our business operations and (ii) such expenses can vary
significantly between periods as a result of new acquisitions and full amortization of previously acquired tangible and intangible assets. Accordingly, we believe that this exclusion assists management and investors in making
period-to-period comparisons of operating performance. Investors should note that the use of tangible and intangible assets contributed to revenue in the periods presented and will contribute to future revenue generation and should also
note that such expense will recur in future periods.
|
• |
Stock-Based Compensation Expense. Stock-based compensation expense is a non-cash
expense arising from the grant of stock-based awards to employees. We believe that excluding the effect of stock-based compensation from Adjusted EBITDA assists management and investors in making period-to-period comparisons in our
Company’s operating performance because (i) the amount of such expenses in any specific period may not directly correlate to the underlying performance of our business operations and (ii) such expenses can vary significantly between
periods as a result of the timing of grants of new stock-based awards, including grants in connection with acquisitions. Stock-based compensation expense includes certain separation expenses related to the vesting of stock options. On
March 2, 2022, we and the former chief executive officer and the former chief financial officer of Helix mutually agreed not to renew special advisor agreements. Per the terms of the agreements, options to purchase 366,166 shares of
common stock will continue to vest according to their original terms through March 2, 2023, and unvested stock options to purchase 732,332 shares of common stock were forfeited. The advisors are not required to perform services to the
Company beyond the non-renewal date of March 2, 2022. As a result, we recorded $5,417,043 of stock compensation expenses during March 2022 related to the options that will vest over the twelve months ending March 2, 2023. We believe
that excluding stock-based compensation from Adjusted EBITDA assists management and investors in making meaningful comparisons between our Company’s operating performance and the operating performance of other companies that may use
different forms of employee compensation or different valuation methodologies for their stock-based compensation. Investors should note that stock-based compensation is a key incentive offered to employees whose efforts contributed to
the operating results in the periods presented and are expected to contribute to operating results in future periods. Investors should also note that such expenses will recur in the future.
|
• |
Interest Expense. Interest expense is associated with the convertible notes entered into on September 1, 2021 in the amount of $24,000,000 (the
“Notes”). The Notes are due on September 1, 2025 and accrue interest at an annual rate of 3.5%. We exclude interest expense from Adjusted EBITDA (i) because it is not directly attributable to the performance of our business operations
and, accordingly, its exclusion assists management and investors in making period-to-period comparisons of operating performance and (ii) to assist management and investors in making comparisons to companies with different capital
structures. Investors should note that interest expense associated with the Notes will recur in future periods.
|
• |
Investment Income. Investment income is associated with the level of marketable debt securities and other interest-bearing accounts in which we
invest. Interest and investment income can vary over time due to a variety of financing transactions, changes in interest rates, cash used to fund operations and capital expenditures and acquisitions that we have entered into or may enter
into in the future. We exclude interest and investment income from Adjusted EBITDA (i) because these items are not directly attributable to the performance of our business operations and, accordingly, their exclusion assists management
and investors in making period-to-period comparisons of operating performance and (ii) to assist management and investors in making comparisons to companies with different capital structures. Investors should note that interest income
will recur in future periods.
|
• |
Foreign Currency Related (Gains) Losses, net. Foreign currency related (gains) losses, net result from foreign currency transactions and
translation (gains) losses related to our former Engeni SA subsidiary. We exclude foreign currency related (gains) losses, net from Adjusted EBITDA (i) because these items are not directly attributable to the performance of our business
operations and, accordingly, their exclusion assists management and investors in making period-to-period comparisons of operating performance and (ii) to assist management and investors in making comparisons to companies with different
capital structures.
|
• |
Other Items. We engage in other activities and transactions that can impact our
net loss. In the periods being reported, these other items included (i) change in fair value of warrant liability which related to warrants assumed in the acquisition of Helix; (ii) transaction related expenses which consist of
professional fees and other expenses incurred in connection with the acquisition of Helix; and (iii) other income which consists of profits on marketable security investments. We exclude these other items from Adjusted EBITDA because we
believe these activities or transactions are not directly attributable to the performance of our business operations and, accordingly, their exclusion assists management and investors in making period-to-period comparisons of operating
performance. Investors should note that some of these other items may recur in future periods.
|
• |
Gain on sale of businesses, net. On March 3, 2022, we sold certain assets,
consisting of customer contracts, accounts receivable, and other property related to our security monitoring services for $225,575 resulting in a gain of $202,159, which is included in operating expenses in the condensed consolidated
statements of operations. On October 31, 2022, we sold 100% of our equity interest in Engeni, LLC for a note with payments of up to $100,000 if certain conditions are met. The Company has not recognized any value in connection with the
note consideration because, as of the reporting date, it is not probable that any such conditions will be met. The sale resulted in a loss of $169,228, which is included in operating expenses in the consolidated statements of
operations.
|
• |
Severance expenses. During March 2022, we transferred certain development activities from our former Engeni SA subsidiary to outsourced
development facilities. As a result, we incurred $194,814 in severance and related costs which were recorded as a charge to operating expenses in 2022. We exclude these other items from Adjusted EBITDA because we believe these costs are
not recurring and not directly attributable to the performance of our business operations and, accordingly, their exclusion assists management and investors in making period-to-period comparisons of operating performance. In addition, the
Company incurred approximately $206,770 of normal course of business severance expense included in operating expenses as part of its operations.
|
• |
Income tax expense. MOR was organized as a limited liability company until the
completion of the Helix acquisition. As a result, we were treated as a partnership for federal and state income tax purposes through March 2, 2021, and our taxable income and losses are reported by our members on their individual tax
returns for such period. Therefore, we did not record any income tax expense or benefit through March 2, 2021. We incurred a net loss for financial reporting and income tax reporting purposes for this year. Accordingly, any benefit for
federal and state income taxes benefit has been entirely offset by a valuation allowance against the related deferred tax net assets. We exclude the income tax expense from Adjusted EBITDA (i) because we believe that the income tax
expense is not directly attributable to the underlying performance of our business operations and, accordingly, its exclusion assists management and investors in making period-to-period comparisons of operating performance and (ii) to
assist management and investors in making comparisons to companies with different tax attributes.
|
For the Years Ended
December 31, |
||||||||
2022
|
2021
|
|||||||
Revenues:
|
||||||||
Information and Software
|
$
|
26,185,945
|
$
|
14,952,247
|
||||
Services
|
1,545,656
|
1,122,528
|
||||||
Other
|
274,256
|
804,940
|
||||||
Total revenues
|
$
|
28,005,857
|
$
|
16,879,715
|
||||
Net loss
|
$
|
(25,971,971
|
)
|
$
|
(26,551,105
|
)
|
||
Depreciation and amortization
|
2,892,543
|
1,986,816
|
||||||
Stock based compensation expense
|
13,310,588
|
9,300,443
|
||||||
Change in fair value of warrant liability
|
(364,687
|
)
|
(878,481
|
)
|
||||
Transaction related expenses
|
—
|
1,210,279
|
||||||
Interest and investment (income) expense, net
|
606,203
|
315,570
|
||||||
Foreign currency related (gains) losses, net
|
(381,256
|
)
|
(525,252
|
)
|
||||
Gain on sale of businesses, net
|
(32,931
|
)
|
—
|
|||||
Severance expense
|
194,814
|
—
|
||||||
Income tax expense
|
23,980
|
22,511
|
||||||
Adjusted EBITDA
|
$
|
(9,722,717
|
)
|
$
|
(15,119,219
|
)
|
Year Ended
|
||||||||
December 31, 2022
|
December 31, 2021
|
|||||||
Net cash used in operating activities
|
$
|
(8,775,565
|
)
|
$
|
(17,249,262
|
)
|
||
Net cash used in investing activities
|
(6,461,045
|
)
|
(1,025,155
|
)
|
||||
Net cash (used in) provided by financing activities
|
(100,528
|
)
|
36,281,043
|
|||||
Effect of foreign exchange rate changes on cash
|
(6,769
|
)
|
(8,284
|
)
|
||||
Net (decrease) increase in cash and cash equivalents
|
$
|
(15,343,907
|
)
|
$
|
17,998,342
|
• |
future expected cash flows from sales, maintenance agreements, and acquired developed technologies;
|
• |
the acquired company’s trade name and customer relationships as well as assumptions about the period of time the acquired trade name and customer relationships will continue to be used in our product
portfolio;
|
• |
expected costs to develop the in-process research and development into commercially viable software and estimated cash flows from the projects when completed; and
|
• |
discount rates used to determine the present value of estimated future cash flows.
|
Item 7A. |
Quantitative and Qualitative Disclosures About Market Risk
|
Report of Independent Registered Accounting Firm (PCAOB ID# )
|
36 |
37 | |
38 | |
39 | |
40 | |
41 |
December 31,
|
December 31,
|
|||||||
2022 |
2021 |
|||||||
ASSETS
|
||||||||
Current assets:
|
||||||||
Cash and cash equivalents
|
$
|
|
$
|
|
||||
Marketable securities
|
|
|
||||||
Accounts receivable, net
|
|
|
||||||
Contract assets
|
|
|
||||||
Prepaid expenses
|
|
|
||||||
Other assets |
||||||||
Total current assets
|
|
|
||||||
Property and equipment, net
|
||||||||
Intangible assets, net | ||||||||
Goodwill | ||||||||
Right of use assets, net | ||||||||
Deposits and other assets
|
|
|
||||||
Total assets
|
$
|
|
$
|
|
||||
LIABILITIES AND STOCKHOLDERS' EQUITY
|
||||||||
Current liabilities:
|
||||||||
Accounts payable
|
|
|
||||||
Accrued expenses
|
|
|
||||||
Short-term operating lease liabilities
|
||||||||
Notes payable
|
||||||||
Warrant liability
|
||||||||
Deferred revenues
|
|
|
||||||
Total current liabilities
|
|
|
||||||
Long-term liabilities:
|
||||||||
Long-term operating lease liabilities
|
||||||||
Convertible notes payable, net of debt issuance costs (Note 11) ($
|
||||||||
Total long-term liabilities
|
||||||||
Total liabilities
|
||||||||
Commitments and contingencies (Note 19)
|
||||||||
Stockholders' equity:
|
||||||||
Preferred Stock; par value $
|
|
|
||||||
Common Stock; par value $
|
|
|
||||||
Additional paid-in capital
|
|
|
||||||
Accumulated deficit
|
(
|
)
|
(
|
)
|
||||
Total stockholders' equity
|
|
|
||||||
Total liabilities and stockholders' equity
|
$
|
|
$
|
|
For the Years Ended December 31, |
||||||||
|
2022
|
2021
|
||||||
|
||||||||
Revenues:
|
||||||||
Information and Software
|
$
|
|
$
|
|
||||
Services
|
||||||||
Other
|
|
|
||||||
Total revenues
|
|
|
||||||
|
||||||||
Costs and Expenses:
|
||||||||
Cost of revenues
|
|
|
||||||
Research and development
|
|
|
||||||
Sales and marketing
|
|
|
||||||
General and administrative | ||||||||
Separation expenses
|
||||||||
Gain on sale of businesses, net
|
( |
) | ||||||
Depreciation and amortization | ||||||||
Transaction related expenses | ||||||||
Total costs and expenses | ||||||||
Loss From Operations
|
(
|
)
|
(
|
)
|
||||
|
||||||||
Other Income (Expense):
|
||||||||
Change in fair value of warrant liability
|
|
|
||||||
Interest and investment income
|
|
|
||||||
Interest expense | ( |
) | ( |
) | ||||
Foreign currency related gains, net
|
||||||||
Total other income, net | ||||||||
Net loss before income taxes
|
(
|
)
|
(
|
)
|
||||
Income tax expense
|
( |
) | ( |
) | ||||
Net Loss | $ | ( |
) | $ | ( |
) | ||
Basic and diluted net loss per common share |
$
|
(
|
)
|
$ | ( |
) | ||
Weighted-average shares outstanding
|
|
|
Preferred Stock
|
Common Stock
|
|||||||||||||||||||||||||||
Shares
|
Par Value @ $0.001 per share
|
Shares
|
Par Value @ $0.001 per share
|
Additional Paid In Capital
|
Accumulated Deficit
|
Stockholders' Equity
|
||||||||||||||||||||||
Balance at January 1, 2022
|
|
$
|
|
|
$
|
|
$
|
|
$
|
(
|
)
|
$
|
|
|||||||||||||||
Vesting of Restricted Stock and Stock Awards, net of shares surrendered for taxes
|
|
|
|
|
(
|
)
|
|
(
|
)
|
|||||||||||||||||||
Issuance of Forian common stock upon exercise of stock options
|
|
|
|
|
(
|
)
|
|
|
||||||||||||||||||||
Issuance of Forian common stock upon exercise of warrants
|
|
|
|
|
(
|
)
|
|
|
||||||||||||||||||||
Stock based compensation expense
|
|
|
|
|
|
|
|
|||||||||||||||||||||
Net loss
|
—
|
|
—
|
|
|
(
|
)
|
(
|
)
|
|||||||||||||||||||
Balance at December 31, 2022
|
|
$
|
|
|
$
|
|
$
|
|
$
|
(
|
)
|
$
|
|
Preferred Stock
|
Common Stock
|
|||||||||||||||||||||||||||
Shares
|
Par Value @ $0.001 per share
|
Shares
|
Par Value @ $0.001 per share
|
Additional Paid In Capital
|
Accumulated Deficit
|
Stockholders' Equity
|
||||||||||||||||||||||
Balance at January 1, 2021
|
|
$
|
|
|
$
|
|
$
|
|
$
|
(
|
)
|
$
|
|
|||||||||||||||
Issuance of Forian Common stock in Helix Acquisition
|
|
|
|
|
|
|
|
|||||||||||||||||||||
Forian Restricted Stock Vesting
|
|
|
|
|
|
|
|
|||||||||||||||||||||
Issuance of common stock warrants
|
—
|
|
—
|
|
|
|
|
|||||||||||||||||||||
Forian shares issued upon exercise of MOR Class B options
|
|
|
|
|
|
|
|
|||||||||||||||||||||
Stock based compensation expense
|
|
|
|
|
|
|
|
|||||||||||||||||||||
Issuance of Forian common stock
|
|
|
|
|
|
|
|
|||||||||||||||||||||
Issuance of Forian common stock upon exercise of stock options
|
|
|
|
|
|
|
|
|||||||||||||||||||||
Net loss
|
—
|
|
—
|
|
|
(
|
)
|
(
|
)
|
|||||||||||||||||||
Balance at December 31, 2021
|
|
$
|
|
|
$
|
|
$
|
|
$
|
(
|
)
|
$
|
|
For the Years Ended December 31,
|
||||||||
2022
|
2021
|
|||||||
CASH FLOWS FROM OPERATING ACTIVITIES:
|
||||||||
Net loss
|
$
|
(
|
)
|
$
|
(
|
)
|
||
Adjustments to reconcile net loss to net cash used in operating activities:
|
||||||||
Depreciation and amortization
|
|
|
||||||
Amortization on right of use asset
|
|
|
||||||
Gain on sale of businesses, net
|
( |
) | ||||||
Amortization of debt issuance costs
|
|
|
||||||
Accrued interest on convertible notes
|
|
|
||||||
Realized and unrealized gain on marketable securities
|
(
|
)
|
(
|
)
|
||||
Provision for doubtful accounts
|
|
|
||||||
Stock-based compensation expense
|
|
|
||||||
Change in fair value of warrant liability
|
(
|
)
|
(
|
)
|
||||
Foreign currency related (gains) losses, net
|
( |
) | ( |
) | ||||
Issuance of warrants in connection with transaction expenses
|
|
|
||||||
Change in operating assets and liabilities:
|
||||||||
Accounts receivable
|
(
|
)
|
(
|
)
|
||||
Contract assets
|
(
|
)
|
(
|
)
|
||||
Prepaid expenses
|
(
|
)
|
(
|
)
|
||||
Changes in lease liabilities during the year
|
(
|
)
|
(
|
)
|
||||
Deposits and other assets
|
|
(
|
)
|
|||||
Accounts payable
|
(
|
)
|
(
|
)
|
||||
Accrued expenses
|
|
|
||||||
Deferred revenues
|
|
|
||||||
Net cash used in operating activities
|
(
|
)
|
(
|
)
|
||||
CASH FLOWS FROM INVESTING ACTIVITIES:
|
||||||||
Additions to property and equipment
|
(
|
)
|
(
|
)
|
||||
Purchase of marketable securities
|
(
|
)
|
(
|
)
|
||||
Sale of marketable securities
|
|
|
||||||
Net cash from sale of business
|
( |
) | ||||||
Cash acquired as part of business combination
|
|
|
||||||
Net cash used in investing activities
|
(
|
)
|
(
|
)
|
||||
CASH FLOWS FROM FINANCING ACTIVITIES:
|
||||||||
Proceeds from exercise of MOR Class B options
|
|
|
||||||
Payments on notes payable and financing arrangements
|
(
|
)
|
(
|
)
|
||||
Payment of employee withholding tax related to restricted stock units
|
( |
) | ||||||
Proceeds from exercise of common stock options
|
|
|
||||||
Proceeds from sale of common stock
|
|
|
||||||
Proceeds from the issuance of convertible notes payable
|
|
|
||||||
Net cash (used in) provided by financing activities
|
(
|
)
|
|
|||||
Effect of foreign exchange rate changes on cash
|
( |
) | ( |
) | ||||
Net change in cash
|
(
|
)
|
|
|||||
Cash and cash equivalents, beginning of year
|
|
|
||||||
Cash and cash equivalents, end of year
|
$
|
|
$
|
|
||||
Supplemental disclosure of cash flow information:
|
||||||||
Cash paid for interest
|
$
|
|
$
|
|
||||
Cash paid for taxes
|
$
|
|
$
|
|
||||
Non-cash Investing Activities:
|
||||||||
Non-cash consideration for Helix acquisition
|
$
|
|
$
|
|
Note 1 |
BUSINESS ORGANIZATION AND NATURE OF OPERATIONS
|
Note 2 |
BASIS OF PRESENTATION
|
Note 3 |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
|
Contract Assets
|
Contract
Liability
|
|||||||||||||||
Costs of
obtaining
contracts
|
Unbilled
revenue
|
Total
|
Deferred
Revenue
|
|||||||||||||
Balance at January 1, 2021
|
$
|
|
$
|
|
$
|
|
$
|
|
||||||||
Acquired from Helix
|
|
|
|
|
||||||||||||
Acquired balances recognized during period
|
|
(
|
)
|
(
|
)
|
(
|
)
|
|||||||||
Beginning deferred revenue balance recognized during the period
|
|
|
|
(
|
)
|
|||||||||||
Net change due to timing of billings, payments and recognition
|
|
|
|
|
||||||||||||
Balance at December 31, 2021
|
|
|
|
|
||||||||||||
Beginning deferred revenue balance recognized during the period
|
( |
) | ||||||||||||||
Net change due to timing of billings, payments and recognition
|
||||||||||||||||
Balance at December 31, 2022 | $ | $ | $ | $ |
December 31, 2022
|
December 31, 2021
|
|||||||
Estimated next
|
$ |
|
$ |
|
||||
|
|
|||||||
Total
|
$ |
|
$ |
|
For the Years Ended December 31,
|
||||||||
2022 | 2021 | |||||||
Healthcare Information
|
$ |
|
$ |
|
||||
Software Subscriptions
|
|
|
||||||
Services
|
|
|
||||||
Other
|
|
|
||||||
Total
|
$ |
|
$ |
|
Note 4 |
BUSINESS COMBINATION
|
Total purchase price
|
$
|
|
||
Assets acquired:
|
||||
Cash
|
|
|||
Accounts receivable, net
|
|
|||
Prepaid expenses
|
|
|||
Contract assets
|
|
|||
Other assets
|
|
|||
Property and equipment
|
|
|||
Software Technology
|
|
|||
Trade Names and Trademarks
|
|
|||
Customer Relationships
|
|
|||
Right of use assets
|
|
|||
Deposits and other assets
|
|
|||
Total assets acquired
|
$
|
|
||
Liabilities assumed:
|
||||
Accounts payable
|
$
|
|
||
Accrued expenses
|
|
|||
Short-term lease liabilities
|
|
|||
Deferred revenues
|
|
|||
Warrant liability
|
|
|||
Notes payable and financing arrangements
|
|
|||
Other long-term liabilities
|
|
|||
Total liabilities assumed
|
$
|
|
||
Estimated fair value of net assets acquired:
|
$
|
|
||
Goodwill
|
$
|
|
For the Year Ended
December 31,
|
||||
Description
|
2021
|
|||
Revenues
|
$
|
|
||
Net loss
|
$
|
(
|
)
|
|
Net loss per share:
|
||||
Basic and diluted-as pro forma (unaudited)
|
$
|
(
|
)
|
Note 5 |
MARKETABLE SECURITIES
|
Note 6 |
PREPAID EXPENSES AND OTHER CURRENT ASSETS
|
Note 7 |
PROPERTY AND EQUIPMENT, NET
|
|
December 31, 2022
|
December 31, 2021
|
||||||
Personal computing equipment
|
$
|
|
$
|
|
||||
Furniture and equipment |
||||||||
Software development costs |
||||||||
Vehicles |
||||||||
Total
|
||||||||
Less: Accumulated depreciation
|
(
|
)
|
(
|
)
|
||||
Property and equipment, net
|
$
|
|
$
|
|
Note 8 |
INTANGIBLE ASSETS, NET
|
Estimated Useful Life (Years)
|
Gross Carrying
Amount at
December 31,
2021
|
Accumulated Amortization
|
Net Book
Value at December
31, 2022 |
|||||||||||||
Customer Relationships
|
|
$
|
|
$
|
(
|
)
|
$
|
|
||||||||
Software Technology
|
|
|
(
|
)
|
|
|||||||||||
Software Technology
|
|
|
(
|
)
|
|
|||||||||||
Tradenames and Trademarks
|
|
|
(
|
)
|
|
|||||||||||
$
|
|
$
|
(
|
)
|
$
|
|
Estimated Useful Life (Years)
|
Gross Carrying Amount at March 2, 2021
|
Accumulated Amortization
|
Net Book
Value at December
31, 2021
|
|||||||||||||
Customer Relationships
|
|
$
|
|
$
|
(
|
)
|
$
|
|
||||||||
Software Technology
|
|
|
(
|
)
|
|
|||||||||||
Software Technology
|
|
|
(
|
)
|
|
|||||||||||
Tradenames and Trademarks
|
|
|
(
|
)
|
|
|||||||||||
$
|
|
$
|
(
|
)
|
$
|
|
Years Ending December 31,
|
Future amortization expense
|
|||
2023
|
|
|
||
2024
|
|
|||
2025
|
|
|||
2026
|
|
|||
2027
|
|
|||
Thereafter
|
|
|||
Total
|
$
|
|
Note 9 |
ACCRUED EXPENSES
|
December 31, 2022
|
December 31, 2021
|
|||||||
Accrued salary, commission and bonus
|
$
|
|
$
|
|
||||
Accrued expenses
|
|
|
||||||
Total
|
$
|
|
$
|
|
Note 10 |
WARRANT LIABILITY |
As of December 31, 2022 |
As of December 31,2021
|
|||||||
Fair value of company's common stock
|
$ |
$
|
|
|||||
Dividend yield
|
% | % | ||||||
Expected volatility
|
% |
|
%
|
|||||
Risk free interest rate
|
% |
|
%
|
|||||
Expected life (years)
|
|
|||||||
Exercise price
|
$ |
$
|
|
|||||
Fair value of financial instruments - warrants
|
$ |
$
|
|
Amount
|
||||
Balance as of January 1, 2022
|
$
|
|
||
Change in fair value of warrant liability | ( |
) | ||
Balance as of December 31, 2022 |
$ |
|
Amount |
|||
Balance as of January 1, 2021 |
$ | |||
Fair value of warrant liability assumed in connection with Helix Merger
|
|
|||
Change in fair value of warrant liability
|
(
|
)
|
||
Balance as of December 31, 2021
|
$
|
|
Note 11 |
CONVERTIBLE NOTES
|
December 31, 2022
|
December 31, 2021
|
|||||||
Principal outstanding
|
$
|
|
$
|
|
||||
Add: accrued interest
|
|
|
||||||
Less: unamortized debt issuance costs
|
(
|
)
|
(
|
)
|
||||
Convertible note payable, net of debt issuance costs
|
$
|
|
$
|
|
As of December 31, 2022 | As of December 31, 2021 | |||||||
Fair value of company's common stock
|
$
|
|
$
|
|
||||
Dividend yield
|
|
%
|
|
%
|
||||
Expected volatility
|
|
%
|
|
%
|
||||
Risk Free interest rate
|
|
%
|
|
%
|
||||
Expected life (years)
|
|
|
||||||
Exercise price
|
$
|
|
$
|
|
Note 12 |
STOCK-BASED COMPENSATION
|
Number of Restricted
Shares and Units |
Weighted Average
Grant Date Fair Value
Per Share
|
|||||||
Unvested at January 1, 2021 |
$ | |||||||
Issued
|
|
|
||||||
Vested
|
(
|
)
|
|
|||||
Canceled
|
( |
) | ||||||
Unvested at December 31, 2021
|
|
|
||||||
Issued
|
|
|
||||||
Vested
|
(
|
)
|
|
|||||
Canceled
|
( |
) | ||||||
Unvested at December 31, 2022
|
|
$
|
|
December 31, |
December 31,
|
|||||||
2022 |
2021
|
|||||||
Exercise Price
|
$ |
$
|
|
|||||
Fair value of Company common stock
|
$ |
$
|
|
|||||
Dividend yield
|
||||||||
Expected volatility
|
|
|||||||
Risk Free interest rate
|
|
|||||||
Expected life (years) remaining
|
|
Shares Underlying
Options
|
Weighted Average
Exercise Price
|
Weighted Average
Remaining
Contractual Term
(in years)
|
||||||||||
Outstanding at January 1, 2021
|
|
$
|
|
|
||||||||
Options assumed in Helix Merger
|
|
$
|
|
|
||||||||
Granted
|
|
$
|
|
|
||||||||
Exercised
|
(
|
)
|
$
|
|
|
|||||||
Forfeited and expired
|
(
|
)
|
$
|
|
|
|||||||
Outstanding at December 31, 2021
|
|
$
|
|
|
||||||||
Granted | $ | |||||||||||
Exercised | ( |
) | $ | |||||||||
Forfeited and expired | ( |
) | $ | |||||||||
Outstanding at December 31, 2022 | $ | |||||||||||
Vested options at December 31, 2022
|
|
$
|
|
|
For the Years Ended December 31,
|
||||||||
2022
|
2021
|
|||||||
Services
|
$
|
|
$
|
|
||||
Research and development
|
|
|
||||||
Sales and marketing
|
|
|
||||||
General and administrative
|
|
|
||||||
Separation expenses |
||||||||
Total
|
$
|
|
$
|
|
Note 13 |
STOCKHOLDERS’ EQUITY
|
Note 14 |
NET LOSS PER SHARE
|
For the Years Ended December 31,
|
||||||||
2022 | 2021 | |||||||
Net loss attributable to common shareholders
|
$
|
(
|
)
|
$
|
(
|
)
|
||
Net loss per share attributable to common shareholders: |
||||||||
Basic
|
$
|
(
|
)
|
$
|
(
|
)
|
||
Diluted
|
$
|
(
|
)
|
$
|
(
|
)
|
||
Weighted average common shares outstanding: |
||||||||
Basic
|
||||||||
Diluted
|
As of December
31, |
||||||||
2022 |
2021 |
|||||||
Potentially dilutive securities: |
||||||||
Warrants
|
||||||||
Stock options
|
||||||||
Convertible notes
|
||||||||
Unvested Restricted Stock Awards and Units
|
|
|
||||||
Total
|
Note 15
|
RELATED PARTY TRANSACTIONS
|
Note
16
|
SEGMENT
RESULTS
|
Year Ended December 31,
|
||||||||
2022
|
2021
|
|||||||
Information and Software
|
||||||||
Revenue
|
$
|
|
$
|
|
||||
Costs and expenses
|
|
|
||||||
Loss from operations
|
$
|
(
|
)
|
$
|
(
|
)
|
||
Total other income/(expense)
|
|
|
||||||
Loss before income taxes
|
$
|
(
|
)
|
$
|
(
|
)
|
||
Services
|
||||||||
Revenue
|
$
|
|
$
|
|
||||
Costs and expenses
|
|
|
||||||
Income (loss) from operations
|
$
|
|
$
|
(
|
)
|
|||
Total other income/(expense)
|
|
|
||||||
Income (loss) before income taxes
|
$
|
|
$
|
(
|
)
|
|||
Other
|
||||||||
Revenue
|
$
|
|
$
|
|
||||
Costs and expenses
|
|
|
||||||
Loss from operations
|
$
|
(
|
)
|
$
|
(
|
)
|
||
Total other income/(expense)
|
|
(
|
)
|
|||||
Loss before income taxes
|
$
|
(
|
)
|
$
|
(
|
)
|
||
Centrally Managed Costs
|
||||||||
Revenue
|
$
|
|
$
|
|
||||
Costs and expenses
|
|
|
||||||
Loss from operations
|
$
|
(
|
)
|
$
|
(
|
)
|
||
Total other income/(expense)
|
|
|
||||||
Loss before income taxes
|
$ |
(
|
)
|
$ |
(
|
)
|
||
Income tax expense |
( |
) | ( |
) | ||||
Net loss |
$ | ( |
) | $ | ( |
) | ||
Totals
|
||||||||
Revenue
|
$
|
|
$
|
|
||||
Costs and expenses
|
|
|
||||||
Loss from operations
|
$
|
(
|
)
|
$
|
(
|
)
|
||
Total other income/(expense)
|
|
|
||||||
Loss before income taxes
|
$ | ( |
) | $ | ( |
) | ||
Income tax expense |
( |
) | ( |
) | ||||
Net loss
|
$
|
(
|
)
|
$
|
(
|
)
|
Note 17
|
INCOME TAXES
|
For the Year Ended December 31,
|
||||||||
2022 | 2021 | |||||||
United States
|
$ | ( |
) |
$
|
(
|
)
|
||
Foreign
|
( |
) |
(
|
)
|
||||
Total loss before provision for income taxes
|
$ | ( |
) |
$
|
(
|
)
|
For the Year Ended December 31,
|
||||||||
2022 |
2021
|
|||||||
Current:
|
||||||||
Federal
|
$ |
$ |
|
|||||
State
|
|
|||||||
Foreign
|
|
|||||||
$ |
$
|
|
||||||
Deferred:
|
||||||||
Federal
|
||||||||
State
|
||||||||
Foreign
|
||||||||
Total
|
$ |
$
|
|
For the Year Ended December 31,
|
||||||||
2022 |
2021
|
|||||||
Income tax expense (benefit) at federal statutory rate
|
|
|
||||||
Nondeductible/nontaxable items
|
||||||||
Loss from LLC Period
|
|
(
|
|
|||||
Stock based compensation
|
|
|
||||||
State taxes
|
|
|
||||||
Rate change
|
( |
|
|
|||||
Deferred true-up and other
|
( |
(
|
|
|||||
Valuation
allowance |
( |
( |
||||||
Income tax expense
|
( |
(
|
|
Net deferred tax assets and liabilities | As of December 31, |
|||||||
2022 |
2021
|
|||||||
Deferred tax assets
|
||||||||
Allowance for doubtful accounts
|
$ |
$
|
|
|||||
Reserves
|
||||||||
Other accruals
|
|
|||||||
Deferred Revenue
|
|
|||||||
Stock Compensation
|
|
|||||||
Lease liability
|
|
|||||||
Capitalized Sec. 174 Expenses
|
||||||||
Net operating loss carry forwards
|
|
|||||||
Deferred income tax assets
|
|
|||||||
Valuation allowance
|
|
|||||||
Total net deferred income tax assets
|
$ |
$
|
|
|||||
Unrealized FX Gain/ Loss
|
$
|
|
||||||
Prepaids
|
|
|||||||
Property, plant and equipment
|
|
|||||||
Goodwill and intangible assets
|
|
|||||||
Deferred income tax
liability |
||||||||
Net deferred taxes
|
$ | $ |
Note 18 | LEASES |
Year Ended December 31,
|
||||||||
2022
|
2021
|
|||||||
Cash used in operating leases
|
$
|
|
$
|
|
||||
ROU assets obtained in exchange for new operating lease liabilities
|
$
|
|
$
|
|
December 31, 2022
|
December 31, 2021
|
|||||||
Right of use assets, net
|
$
|
|
$
|
|
||||
Short-term operating lease liabilities
|
$
|
|
$
|
|
||||
Long-term operating lease liabilities
|
|
|
||||||
Total lease liabilities
|
$
|
|
$
|
|
||||
Weighted average remaining lease term (in years)
|
|
|
||||||
Weighted average discount rate
|
|
%
|
|
%
|
Year Ended December 31,
|
||||||||
2022
|
2021
|
|||||||
Operating lease expense
|
$
|
|
$
|
|
||||
Short-term lease expense
|
$
|
|
$
|
|
||||
Total operating lease costs
|
$
|
|
$
|
|
December 31, 2022
|
||||
2023
|
|
|||
2024
|
|
|||
2025
|
|
|||
2026
|
|
|||
Total future minimum lease payments
|
$
|
|
||
Less imputed interest
|
(
|
)
|
||
Total
|
$
|
|
Note 19 |
COMMITMENTS AND CONTINGENCIES
|
December 31, 2022
|
||||
Year ending December 31, 2023
|
|
|
||
Year ending December 31, 2024
|
|
|||
Year ending December 31, 2025
|
|
|||
Year ending December 31, 2026
|
|
|||
$
|
|
Note 20 |
SUBSEQUENT EVENTS
|
Item 9. |
Changes in and Disagreements with Accountants on Accounting and Financial Disclosure
|
Item 9A. |
Controls and Procedures
|
• |
pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of assets;
|
• |
provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and
expenditures are being made only in accordance with authorizations of our management and directors; and
|
• |
provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of assets that could have a material effect on the financial statements.
|
1) |
We lacked segregation of duties over the cash, accounts payable, payroll, and financial reporting transaction classes.
|
2) |
We lacked evidence of formalization surrounding internal controls and the financial close processes.
|
3) |
We did not have properly designed general information technology controls surrounding logical access, change management, and vendor application management.
|
Item 9B. |
Other Information
|
Item 9C. |
Disclosure Regarding Foreign Jurisdictions that Prevent Inspections
|
Item 10. |
Directors, Executive Officers and Corporate Governance
|
Item 11. |
Executive Compensation
|
Item 12. |
Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters
|
Item 13. |
Certain Relationships and Related Transactions, and Director Independence
|
Item 14. |
Principal Accountant Fees and Services
|
Item 15. |
Exhibits and Financial Statement Schedules
|
(a) |
The following documents are filed or furnished as part of this Form 10-K:
|
1.
|
Financial Statements
|
2.
|
Financial Statement Schedules
|
3.
|
Exhibits
|
Exhibit
Number
|
Description
|
|
Agreement and Plan of Merger, dated as of October 16, 2020, by and among Helix Technologies, Inc., Forian Inc., DNA Merger Sub, Inc. and Medical Outcomes Research Analytics, LLC (incorporated by reference to
Appendix A of the Company’s Form S-4 (Reg. No. 333-250938) filed with the SEC on November 24, 2020, as amended on December 31, 2020, January 19, 2021, February 1, 2021 and February 9, 2021).
|
||
Amendment to Agreement and Plan of Merger dated December 30, 2020, by and among Helix Technologies, Inc., Forian Inc., DNA Merger Sub, Inc. and Medical Outcomes Research Analytics, LLC (incorporated by
reference to Exhibit 2.2 of the Company’s Form S-4 (Reg. No. 333-250938) filed with the SEC on November 24, 2020, as amended on December 31, 2020, January 19, 2021, February 1, 2021 and February 9, 2021).
|
||
Equity Interest Contribution Agreement (incorporated by reference to Exhibit 2.4 of the Company’s Current Report on Form 8-K filed with the SEC on March 3, 2021).
|
||
Stock Purchase Agreement, dated February 10, 2023, by and among Helix Technologies, Inc., Bio-Tech Medical Software, Inc. and BT Assets Group, Inc. (incorporated by reference to Exhibit 2.1 of the Company’s
Current Report on Form 8-K filed with the SEC on February 13, 2023).
|
||
Certificate of Incorporation of the Registrant (incorporated by reference to Exhibit 3.1 of the Company’s Form S-4 (Reg. No. 333-250938) filed with the SEC on November 24, 2020, as amended on December 31,
2020, January 19, 2021, February 1, 2021 and February 9, 2021).
|
||
Bylaws of the Registrant (incorporated by reference to Exhibit 3.2 of the Company’s Form S-4 (Reg. No. 333-250938) filed with the SEC on November 24, 2020, as amended on December 31, 2020, January 19, 2021,
February 1, 2021 and February 9, 2021).
|
||
Description of Registrant’s Securities (incorporated by reference to Exhibit 4.1 of the Company’s Annual Report on Form 10-K, for the year ended December 31, 2021, filed with the SEC on March 31, 2021).
|
||
10.1+
|
Forian Inc. 2020 Equity Incentive Plan (incorporated by reference to Exhibit 4.3 of the Company’s Form S-8 (Reg. No. 333-268470) filed with the SEC on November
18, 2022.
|
|
License Agreement, dated June 30, 2019 (portions of this exhibit (indicated by asterisks) have been redacted in compliance with Regulation S-K Item 601(b)(10)(iv) (incorporated by reference to Exhibit 10.2 of
the Company’s Form S-4 (Reg. No. 333-250938) filed with the SEC on November 24, 2020, as amended on December 31, 2020, January 19, 2021, February 1, 2021 and February 9, 2021).
|
||
10.3+
|
Offer Letter, dated March 25, 2020, by and between MOR and Max Wygod.
|
|
10.4+
|
Offer Letter, dated March 25, 2020, by and between MOR and Adam Dublin.
|
|
10.5+
|
Employment Agreement, dated August 1, 2019, by and between MOR and Daniel Barton.
|
|
10.6+
|
Employment Agreement, dated March 1, 2021, by and between the Registrant and Edward Spaniel, Jr.
|
|
Form of Indemnification Agreement (incorporated by reference to Exhibit 10.1 of the Company’s Current Report on Form 8-K filed with the SEC on March 3, 2021).
|
||
10.8+
|
Helix TCS, Inc. 2017 Omnibus Stock Incentive Plan (incorporated by reference to Exhibit 4.4 of the Company’s Form S-8 filed with the SEC on March 5, 2021).
|
|
10.9+
|
Bio-Tech Medical Software, Inc. 2014 Stock Incentive Plan (incorporated by reference to Exhibit 10.32 of Helix’s Form 8-K filed with the SEC on June 5, 2018).
|
|
Form of Securities Purchase Agreement, dated April 12, 2021, entered into between the Company and each of the Investors and the Affiliates (incorporated by reference to Exhibit 10.1 of the Company’s Current
Report on Form 8-K filed with the SEC April 13, 2021).
|
||
Employment Agreement, dated as of September 2, 2021, by and between the Company and Michael Vesey (incorporated by reference to Exhibit 10.2 of the Company’s Current Report on Form 8-K filed with the SEC
September 2, 2021).
|
||
Form of Note Purchase Agreement, dated September 1, 2021, by and between the Company and the Investors (incorporated by reference to Exhibit 10.1 of the Company’s Quarterly Report on Form 10-Q filed with the
SEC November 15, 2021).
|
Separation Agreement, dated February 10, 2023, by and between the Company and Daniel Barton (incorporated by reference to Exhibit 10.2 of the Company’s Current Report on Form 8-K filed with the SEC on
February 13, 2023).
|
||
License Agreement, dated February 10, 2023, by and among the Company, Helix Technologies, Inc., BT Assets Group, Inc. and Bio-Tech Medical Software, Inc. (incorporated by reference to Exhibit 10.1 of the
Company’s Current Report on Form 8-K filed with the SEC on February 13, 2023).
|
||
List of Subsidiaries
|
||
Consent of Marcum LLP
|
||
Certification of Chief Executive Officer Pursuant to Rule 13a‑15(e) or Rule 15d‑15(e) *
|
||
Certification of Chief Financial Officer Pursuant to Rule 13a‑15(e) or Rule 15d‑15(e) *
|
||
Certification of Chief Executive Officer and Chief Financial Officer of Periodic Report Pursuant to 18 U.S.C. Section 1350 *
|
||
101.INS
|
Inline XBRL Instance Document (the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document ).
|
|
101.SCH
|
Inline XBRL Taxonomy Extension Schema Document.
|
|
101.CAL
|
Inline XBRL Taxonomy Extension Calculation Linkbase Document.
|
|
101.PRE
|
Inline XBRL Taxonomy Extension Presentation Linkbase Document.
|
|
101.CAL
|
Inline XBRL Taxonomy Calculation Linkbase Document.
|
|
101.LAB
|
Inline XBRL Taxonomy Extension Label Linkbase Document.
|
|
101.DEF
|
Inline XBRL Taxonomy Extension Definition Linkbase.
|
|
104
|
Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101).
|
* |
Filed with this Annual Report on Form 10‑K.
|
+ |
Indicates management contract or compensatory plan.
|
FORIAN INC.
|
||
By:
|
/s/ Max Wygod
|
|
Max Wygod
|
||
Chief Executive Officer
|
Signature
|
Title
|
|
/s/ Max Wygod
|
Executive Chairman and Chief Executive Officer
|
|
Max Wygod
|
(Principal Executive Officer)
|
|
/s/ Michael Vesey
|
Chief Financial Officer
|
|
Michael Vesey
|
(Principal Financial Officer and Principal Accounting Officer)
|
|
/s/ Mark Adler, M.D.
|
Director
|
|
Mark Adler, M.D.
|
||
/s/ Ian Banwell
|
Director
|
|
Ian Banwell
|
||
/s/ Adam Dublin
|
Director and Chief Strategy Officer
|
|
Adam Dublin
|
||
/s/ Jennifer Hajj
|
Director
|
|
Jennifer Hajj
|
||
/s/ Shahir Kassam-Adams
|
Director
|
|
Shahir Kassam-Adams
|
||
/s/ Stanley Trotman, Jr.
|
Director
|
|
Stanley Trotman, Jr.
|
||
/s/ Alyssa Varadhan
|
Director
|
|
Alyssa Varadhan
|
||
/s/ Kristiina Vuori, M.D., Ph.D.
|
Director
|
|
Kristiina Vuori, M.D., Ph.D.
|
||
/s/ Martin Wygod
|
Director
|
|
Martin Wygod
|