Item 2. Management’s Discussion and Analysis
ITEM
2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
The
following discussion and analysis of the Company’s financial condition and results of operations should be read in conjunction
with our audited financial statements and the notes related thereto which are included in “Item 1. Financial Statements and Supplementary
Data” of this Quarterly Report on Form 10-Q. Certain information contained in the discussion and analysis set forth below includes
forward-looking statements. Our actual results may differ materially from those anticipated in these forward-looking statements as a
result of many factors, including those set forth under “Special Note Regarding Forward-Looking Statements” in this Quarterly
Report on Form 10-Q and “Item 1A. Risk Factors” in our Annual Report on Form 10-K (“Annual Report”) filed with
the Securities and Exchange Commission (“Commission”) on September 30, 2023.
Overview
OneMedNet
Corporation, a Delaware corporation (the “Company,” “we,” “us,” or “OneMedNet”) together
with its wholly-owned subsidiary, OneMedNet Solutions Corporation, a Delaware corporation (“OneMedNet Solutions”) and its
wholly-owned subsidiary, OneMedNet Technologies (Canada)
Inc., incorporated on October 16, 2015 under the provisions of the Business Corporations Act of British Columbia whose functional currency
is the Canadian dollar, is an expert in clinical imaging innovation solutions that connects healthcare providers and patients and satisfies
a crucial need with the life sciences. It offers direct access to clinical images and associated contextual patient record. OneMedNet
proved the commercial and regulatory viability of imaging Regulatory Grade Real-World Data (“iRWD TM ”), a promising
emerging market, that exactly matches OneMedNet’s life science partners’ case selection protocol. All
refences in this report on Form 10-Q to the “Company,” “we,” “us,” or “OneMedNet” include
OneMedNet, OneMedNet Solutions and OneMedNet Technologies (Canada) Inc .
We
were originally incorporated as a Delaware corporation on February 8, 2021 under the name “Data Knights Acquisition Corp”
as a special purpose acquisition company, formed for the purpose of effecting a merger, capital stock exchange, asset acquisition, stock
purchase, reorganization or similar business combination with one or more businesses. On May 11, 2021, we consummated an initial public
offering. On November 7, 2023, we consummated a merger (the “Merger”) following
the approval at the special meeting of the shareholders of Data Knights Acquisition Corp., a Delaware corporation held on October 17,
2023 (the “Special Meeting”), Data Knights Merger Sub, Inc., a Delaware corporation (“Merger Sub”) and a wholly-owned
subsidiary of Data Knights Acquisition Corp., a Delaware corporation (“Data Knights”), consummated a merger (the “Merger”)
with and into OneMedNet Solutions Corporation (formerly named OneMedNet Corporation), a Delaware corporation (“OneMedNet”)
pursuant to an agreement and plan of merger, dated as of April 25, 2022 (the “Merger Agreement”), by and among Data Knights,
Merger Sub, OneMedNet, Data Knights, LLC, a Delaware limited liability company (“Sponsor” or “Purchaser Representative”)
in its capacity as the representative of the stockholders of Data Knights, and Paul Casey in his capacity as the representative of the
stockholders of OneMedNet (“Seller Representative”). Accordingly, the Merger Agreement was adopted, and the Merger and other
transactions contemplated thereby (collectively, the “Business Combination”) were approved and completed.
The
Business Combination was accounted for as a as a reverse
recapitalization with OneMedNet as the accounting acquirer under the accounting principles generally
accepted in the United States of America (“U.S. GAAP”). Accordingly, the financial statements of the combined company represent
a continuation of the financial statements of OneMedNet.
On
June 28, 2023, the Company and Data Knights entered into a Securities Purchase Agreement (the “SPA”) with certain investors
(collectively referred to herein as the “Purchasers”) for PIPE financing in the aggregate original principal amount of $1,595,744.70
and the purchase price of $1.5 million. Pursuant to the Securities Purchase Agreement, Data Knights will issue and sell to each of the
Purchasers, a new series of senior secured convertible notes (the “PIPE Notes”), which are convertible into shares of Common
Stock at the Purchasers election at a conversion price equal to the lower of (i) $10.00 per share, and (ii) 92.5% of the lowest volume
weighted average trading price for the ten (10) Trading Days immediately preceding the Conversion Date. The Purchasers’ $1.5 million
investment in the PIPE Notes closed and funded contemporaneous to the Closing of the Business Combination.
Effective
immediately prior to the Closing, OneMedNet, Inc. issued the PIPE Notes to the Purchasers under the private offering exemptions under
Securities Act of 1933, as amended (the “Securities Act”).
The
Business Combination occurred after the period for which the financial information herein is presented. The financial information included
in this “Management’s Discussion and Analysis of Financial Condition and Results of Operations” reflects the historical
operations of the Company prior to the Business Combination and the combined operations after the Business Combination, unless otherwise
noted.
4
Business
Overview
OneMedNet
is a global provider of clinical imaging innovation and curator of regulatory-grade Imaging Real-World Data3 or iRWD TM . OneMedNet’s
innovative solutions connect healthcare providers and patients satisfying a crucial need within the Life Sciences field offering direct
access to clinical images and the associated contextual patient record. OneMedNet’s innovative technology proved the commercial
and regulatory viability of imaging Real-World Data, an emerging market, and provides regulatory-grade image-centric iRWD TM
that exactly matches OMN’s Life Science partners Case Selection Protocols and paves the way for Real World Evidence.
OneMedNet
was founded in 2006 to solve a deficiency in how clinical images were shared between healthcare providers. This resulted in OMN’s
initial product BEAM TM image exchange that enabled the successful sharing of images for more than a decade with OMN’s
largest customer being the Country of Ireland.
OneMedNet
continued to innovate by responding to the demand for and utilization of Real-World Data and Real-World Evidence, specifically data that
focused on clinical images with its associated contextual clinical record. We were able to leverage internal technological competencies
along with OneMedNet’s formidable healthcare provider installed base from its first product with BEAMTM to become the first RWD
solution for Life Science companies with its launch of iRWD TM in 2019.
OneMedNet
provides innovative solutions that unlock the significant value contained within clinical image archives. With a growing federated network
of 95+ healthcare facilities, OneMedNet has the immediate ability to quickly search and extensively curate multi-layer data from a Federated
group of healthcare facilities. The term “healthcare facilities” refers specifically to the hospitals, integrated delivery
networks (“IDNs”) and imaging centers that provide imaging to OneMedNet, which represent the core source of our data. At
present, OneMedNet works with more than 95 facilities who provide regulatory grade imaging to us. OneMedNet has access to these more
than 95 facilities because these 95+ contracted facilities have more than 200 locations among them including offices and clinics, which
in total generates regulatory grade imaging from more than 200 customers. Among these customers, all are data providers and some are
data purchasers.
Significant
Market Opportunities
A
recent report by Deloitte, “Measuring the Return from Pharmaceutical Innovation 2020,” revealed that there is a pressing
need to optimize processes and fundamentally change the drug development paradigm through the use of digital and transformative approaches.
The COVID-19 pandemic spurred on need for greater innovation in fact, according to Deloitte’s report, as of 2020, 70% of the biopharma
interviewees noted a lack of research-grade data as hindering their efforts to incorporate Real World Evidence in their research and
development (“R&D”). Moreover, 80% of the biopharma interviewees reported that they are presently entering, or seeking
to enter, strategic partnerships to access new sources of Real-World Data because obtaining this data would accelerate their time to
market substantially.
OneMedNet
has the knowledge, tools, and experience to access and harmonize complete patient profiles across fragmented data silos. We use robust
real-world datasets to offer customized consulting services to generate fit-for-purpose data and insights for their stakeholders instead
of providing terabytes of data. We curate information to the most stringent multi-level stratified requirements while providing unmatched
data accuracy and ensuring the security and privacy of protected health information. Moreover, we deliver this curated data quickly and
efficiently to address the rapidly growing needs of life science researchers and to speed life science product development.
Numerous
factors have accelerated the adoption of Real World Evidence, including an industry-wide shift from volume-to-value-based payment models,
personalized medicine, and the need to adapt clinical trials during the pandemic. These factors have influenced regulatory bodies globally
and fuel interest in using Real World Evidence to “understand and demonstrate the value of pharmaceutical and medical device innovations.”
5
The
global Real World Evidence solutions market size was valued at $37.2 billion in 2020 and is expected to expand at a compound annual growth
rate (CAGR) of 7.6% from 2021 to 2028 according to Grand View Research. The drug development and approvals segment accounted for the
highest revenue share of around 28.9% in 2020. Real-world evidence solutions services allow pharmaceutical companies and healthcare providers
as well as payers for efficient management of operations and accelerate the process of drug development and its approval, which fuels
market growth. Support from regulatory bodies for using Real World Evidence solutions and an increase in research and development spending
are anticipated to boost the market growth.
With
the growing need for evidence generated from Real-World Data, the increasing importance of epidemiological data in decision making, and
a shift from volume to value-based care, there has been an increased focus on patient registries, a rise in the adoption of EMR in hospitals,
and exponential growth in mobile health data and social media which have resulted in the generation of huge amounts of medical data.
In 2021, the real-world datasets segment is estimated to account for the larger share of 51.2% of the global real-world evidence solutions
market. The market size of this segment is projected to reach $1,792.0 million by 2028 from $1,038.3 million in 2021, at a CAGR of 8.1%
during the forecast period according to Meticulous Research® Analysis.
Based
on end user, the global Real World Evidence solutions market is segmented into pharmaceutical, biotechnology, and medical device companies;
healthcare payers; healthcare providers; and other end-users (academic research institutions, patient advocacy groups, regulators, and
health technology assessment agencies). In 2021, the pharmaceutical, biotechnology, and medical device companies segment is estimated
to account for the largest share of 36.5% of the global real-world evidence solutions market. The market size of this segment is projected
to reach $2,025.7 million by 2028 from $739.7 million in 2021, at a CAGR of 15.5% during the forecast period according to Meticulous
Research® Analysis. The large share of this segment is primarily attributed to the increasing importance of Real World Evidence studies
in drug development and approvals and the growing need to avoid costly drug recalls and assess drug performance in real-world settings.
Key
Factors that Affect Our Results of Operations
Competition
from our providers of Real World Data.
Our
business is affected by many factors which we discuss under the heading “ Risk Factors ” in our definitive Registration
Statement on Form S-4 dated September 21, 2023 and filed with the Commission on October 2, 2023, and in subsequent filings. The following
are a few of those key factors that may affect our financial condition and results of operations:
OneMedNet’s
business is highly competitive. Competition could present an ongoing threat to the success of OneMedNet’s business, which competition
could result from national and regional providers of imaging data, which could affect our ability to obtain and retain new customers
and pricing pressures. We cannot assure you that we will be able to build our network in a timely or cost-effective manner, efficiently
acquire additional customers or achieve target projected returns by penetrating the market as effectively as projected if OneMedNet is
unable to compete effectively for imaging date providers and RWD customers. As a result, OneMedNet’s business and operating results
could be harmed.
In
some instances, our competitors have easier access to financing, greater resources, greater operating capabilities and efficiencies of
scale, stronger brand-name recognition, longstanding relationships with customers, and more customers. This provides these competitors
with certain advantages in competing against us, including the ability to aggressively promote their products in markets in which we
may compete. This competition may affect our ability to add and retain customers, which in turn adversely affects our business, financial
condition and results of operations.
6
In
the RWD and real-world evidence (“RWE”) arena, there is a high number of service providers globally who sell electronic health
records. The competition can be organized into two groups — the first is RWD providers that access imaging along
with electronic health records. This includes firms such as Flatiron, Aetion, ConcertAI, Life Image and Optum among many others. These
groups have deep disease insights but do not focus on imaging, and, we believe, are not imaging experts. The other group includes firms
such as Nuance and Truveta that provide support for research projects using RWE where imaging may be part of the deliverables but imaging
is not the central focus of these companies in our opinion. We believe that anywhere imaging is required to diagnosis, assess disease
progression, regression, status quo or measure the impact of a therapy, device or procedure, OneMedNet has the required radiology imaging
to support these clients.
There’s
a reason OneMedNet’s customer base is growing as it develops its reputation as a reliable source for regulatory-grade imaging RWD.
We believe it is because it requires specialized expertise in Artificial Intelligence/Machine Learning technology, data privacy/security,
as well as expertise in clinical patient condition(s) and healthcare record keeping. Having, or achieving, expertise in all essential
disciplines is a challenging achievement. Our current customer base is in the United States, Canada, Ireland, Israel, Germany, Netherlands,
Norway and the United Kingdom. OneMedNet has plans to expand into Africa and Asia, we expect these expansions to be completed in 2023,
however there is no assurance of that timetable. OneMedNet has a team of experienced curators with previous radiology, technical and
clinical expertise. OneMedNet had a significant head start with our clinical image exchange solution which served to launch the company
nearly a decade ago. Finally, OneMedNet has the most experienced and clinically trained data curators in the industry. This team appreciates
the complexity and criticality of clinical data and can effectively communicate with both Provider and Life Science specialists.
Nevertheless,
we believe that competition for users of OneMedNet’s products and services will be intense. Although OneMedNet intends to continue
to develop a global platform for its OneMedNet iRWD™ solution, it will face strong competition in its business.
Results
of Operations
Development
of Our Technology
Since
our inception, we have focused on attracting and retaining best-in-class talent to provide innovative solutions that unlock the significant
value contained within the clinical image archives of healthcare providers. Employing our proven OneMedNet iRWD™ solution, we securely
de-identify data, searches, and curates a data archive locally, bringing a wealth of internal and third-party research opportunities
to providers. By leveraging this extensive federated provider network, together with cutting-edge proprietary technology and in-house
clinical expertise, OneMedNet successfully meets the most rigorous Real-World Data Life Science requirements.
We
continue to invest in employee recruitment and retention to advance our technology. Additionally, our team has made purposeful and foundational
technological investments in hardware and software. We believe these early investments in our technology will enable us to move toward
additional technical innovation more safely and quickly than would otherwise be possible. When we have deemed it to be beneficial, we
have entered into strategic partnerships to expand and accelerate our technology development.
We
believe that our developmental approach provides us with meaningful technological advantages in areas such as our fusion of artificial
intelligence and imaging with our proprietary curation and innovation approaches. The successful execution of these details of clinical
imaging is what we believe will allow us to continue to differentiate ourselves through our proven OneMedNet iRWD™ solution. While
we believe we are best positioned to address advanced imaging solutions, potential competition may exist from other imaging providers
using other approaches. Future success will be dependent on our ability to continue to execute innovative solutions that unlock the significant
value contained within the clinical image archives of healthcare providers.
7
Commercialization
and Strategic Partnerships
OneMedNet
set forth on a corporate journey to create safer and more intelligent care solutions for patients, providers and hospitals. The company
has been solely focused on creating innovative solutions that enable healthcare providers to gain increased value from medical imaging
data. Whether requesting or transferring an image, the process must be straightforward and streamlined on both ends. OneMedNet’s
BEAM™ Image Sharing solution has been exceeding customer expectations for more than a decade with customer renewal rates exceeding
96%.
However,
as important as the initial (or secondary) read may be to patient care, the value and impact of imaging goes well beyond an individual
image. It’s about the entire patient population archive utility and the potential data mining benefits for improving care. Research
institutions often have difficulty gathering cohort data — even from their own internal center(s). It’s not
only cumbersome but very time consuming. And community hospitals increasingly leverage data for self-analysis and patient care advancement.
Using our OneMedNet iRWD™, we can de-identify, index, and curate an archive resulting in fast, yet detailed search capabilities.
Providers
can also advance healthcare on a much broader basis by sharing de-identified imaging data with external researchers. OneMedNet continually
receives patient cohort requests from “Data Users” (e.g ., Pharma, CRO’s, Core Labs, AI, Medical Devices). If
a cohort match is found at one of our networked providers, OneMedNet will present that provider with a potential monetizing agreement.
If agreement is reached, only then will the de-identified data be shared externally.
Production
and Operations
OneMedNet
expects to incur significant operating costs that will impact its future profitability, including research and development expenses as
it continues to introduce new offerings and upgrades its existing iRWD™ offering plus additional operating costs and expenses as
it scales its operations; interest expense from debt financing activities; and selling and distribution expenses as it builds its brand
and markets its iRWD™.
Revenues
For
the period January 1, 2022 to September 30, 202, the company generated revenue totaling $888,970 and for the period January 1, 2023 to September
30, 2023 the company generated revenue totaling $680,918. The decrease is attributable to an iRWD revenue delivery being delayed to of the fourth quarter of 2023.
Cost
of Revenues
In
2023, the Company changed its accounting policy to allocate the discovery portion of curation expenses to Research and Development resulting
in a decrease to compensation costs of $294,083.
Research
and development expenses
Research
and development expenditures were charged to operating expense as incurred for the periods ended September 30, 2023 and December 31,
2022. OneMedNet expects to incur significant operating costs that will impact its future profitability, including research and development
expenses as it continues to introduce new offerings and upgrades its existing iRWD™ offering plus additional operating costs and
expenses as it scales its operations; interest expense from debt financing activities; and selling and distribution expenses as it builds
its brand and markets its iRWD™. Our research and development expenses primarily consist of employee salaries and welfare, and
outsourcing expenses.
Research
and development costs consist of payroll, hardware and electrical engineering prototyping, cloud computing, data labeling, and third-party
development services, as well as costs associated curating and testing. These costs are included within research and development within
the statement of operations. We expect our research and development expenses to increase in absolute dollars as we increase our investment
in scaling our proprietary technologies.
Research
and development increased by $422,787 or 37.3% in the nine-months ended September 30, 2023 of $1,133,149 compared to $710,362 at yearend
December 31, 2022 with the addition of employees and the change in accounting policy to allocate the discovery portion of curation expenses
to research and development. In 2023, the company started allocating hosting costs specific to research and development work.
8
Other
Income (Expenses), Net
Our
other income (expenses) primarily includes interest expense on financings and financial related expenses.
Total
other income (expense), net, increased by $243,617 or 44.6% from $302,624 of other income (expense) for the for the period ended
September 30, 2022 to $546,241 of other income (expense) for the nine months ended September 30, 2023.
As
a result of the foregoing, we reported a net loss of $4,057,060 for the nine months ending September 30, 2022 representing a $900,587 or 18.2%
increase to a net loss of $4,957,647 for the nine months ended September 30, 2023. All net income is attributable to OneMedNet Solutions
Corporation (formerly, OneMedNet Corporation).
Liquidity
and Capital Resources
As
of September 30, 2023, we had $611,822 in cash and cash equivalents as compared to $270,859 as of December 31, 2022. We also had $86,392
in accounts receivable as of September 30, 2023 as compared to $18,975 as of December 31, 2022. Our accounts receivable primarily include
balances due from compensation for services provided to our customers. As of September 30, 2023, our accumulated deficit was $36,834,868
as compared to $31,877,221 as of December 31, 2022 and has had negative cash flows from operating activities for the period ended September
30, 2023 and year ended December 31, 2022. These conditions raise substantial doubt about the Company’s ability to continue as
a going concern. In assessing our liquidity, management monitors and analyzes our cash, our ability to raise funds and to generate sufficient
revenue in the future, and our operating and capital expenditure commitments. We are looking for other sources, such as raising additional
capital by issuing shares of stock, to meet our needs for cash.
Cash
Flows for the Nine Months Ended September 30, 2023 and 2022
The
following table sets forth summary of our cash flows for the periods indicated:
January
1 to
September
30, 2023
January
1 to
September
30, 2022
Cash flow from Operating
Activities
Net Loss
$ (4,957,647 )
$ (4,057,060 )
Adjustments to reconcile
net loss to net cash flows from operating activities:
Depreciation and amortization
19,529
16,256
Stock-based compensation
expense
888,632
52,754
Changes in assets and liabilities:
Accounts Receivable
(67,417 )
(88,645 )
Other current assets
(1,146,266 )
(66,254 )
Accounts payable &
accrued expenses
340,525
240,822
Deferred
revenue
210,097
(306,886 )
Net cash flows from operating activities
(4,712,547 )
(4,209,013 )
Cash used for Investing
Activities
Purchase of property and
equipment
(28,801 )
(48,766 )
Cash flow from Financing
Activities
Proceeds from Canada Emergency
Business Loan Act
186
(1,849 )
Proceeds from Shareholders
704,000
-
Proceeds
from issuance of convertible promissory note payable
4,378,124
3,872,638
Net cash flows from financing activities
5,082,310
3,870,789
Net change in cash and cash equivalents
340,963
(386,990 )
Cash
and Cash Equivalents, Beginning
270,859
699,320
Cash
and Cash Equivalents, Ending
$ 611,822
$ 312,330
9
Operating
Activities
Net
cash used in operating activities was $4,712,547 for the nine months ended September 30, 2023, primarily consisting of the following:
●
Net loss of $4,957,647 for the nine months ended September 30, 2023.
●
Share-based compensation of $888,632.
●
Stock-based compensation expenses of $19,529.
●
Accounts Receivable of $(67,417).
●
Other current assets of $(1,146,266).
●
Accounts payable & accrued expenses of $340,525.
●
Deferred revenue of $210,097.
Financing
Activities
Net
cash provided by financing activities amounted to $5,082,310, for the nine months ended September 30, 2023 and primarily consisted of
proceeds from the issuance of convertible promissory note payable loans of $4,378,124, Proceeds from shareholders of $704,000, and Proceeds
from Canada Emergency Business Loan Act of $186.
Contractual
obligations
Long
Term Debt
The
Company’s long-term debts included loans borrowed from banks and other financial institutions. As of September 30, 2023, future
minimum loan payments are as follows:
Year
ending December 31,
Loan
Payment
2023
252,000
2024
248,000
2025
2026
Thereafter
Total
500,000
Less interest
Balance as of September 30, 2023
$ 500,000
10
Off-Balance
Sheet Arrangements
We
did not have any off-balance sheet arrangements as of September 30, 2023.
Critical
Accounting Policies and Estimates
Our
discussion and analysis of our financial condition and results of operations are based upon our consolidated financial statements. These
financial statements are prepared in accordance with U.S. GAAP, which requires us to make estimates and assumptions that affect the reported
amounts of our assets and liabilities and revenue and expenses, to disclose contingent assets and liabilities on the date of the consolidated
financial statements, and to disclose the reported amounts of revenue and expenses incurred during the financial reporting period. The
most significant estimates and assumptions include the valuation of accounts receivable, advances to suppliers, useful lives of property
and equipment, the recoverability of long-lived assets, provision necessary for contingent liabilities, and revenue recognition. We continue
to evaluate these estimates and assumptions that we believe to be reasonable under the circumstances. We rely on these evaluations as
the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources.
Since the use of estimates is an integral component of the financial reporting process, actual results could differ from those estimates.
Some of our accounting policies require higher degrees of judgment than others in their application.
We
believe critical accounting policies as disclosed in this prospectus reflect the more significant judgments and estimates used in preparation
of our consolidated financial statements.
The
following critical accounting policies rely upon assumptions and estimates and were used in the preparation of our consolidated financial
statements:
Use
of Estimates
The
preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the
reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements
and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates. These
estimates are based on information available as of the date of the consolidated financial statements. Significant estimates required
to be made by management include, but are not limited to, the allowance for doubtful accounts, useful lives of property and equipment,
the impairment of long- lived assets, valuation allowance of deferred tax assets, and revenue recognition. Actual results could differ
from those estimates.
Accounts
Receivable
Accounts
receivable are unsecured, recorded at net realizable value, and do not bear interest. Accounts receivable are considered past due if
not paid within the terms established between the Company and the customer. Amounts are only written off after all attempts at collections
have been exhausted. The Company determines the need for an allowance for doubtful accounts based upon factors surrounding the credit
risk of specific customers, historical trends and other information. As of December 31, 2022 the Company established allowances of $102,700.
The net receivable balances outstanding are fully collectible.
Revenue
Recognition
Revenue
from all customers is recognized when a performance obligation is satisfied by transferring control of a distinct good or service to
a customer. A performance obligation is a promise in a contract to transfer a distinct good or service to the customer and is the unit
of account under topic 606. A contract’s transaction price is allocated to each distinct performance obligation in proportion to
the standalone selling price for each and recognized as revenue when, or as, the performance obligation is satisfied.
11
The
steps the company uses to determine revenue recognition are as follows: identification of the contract with a customer, identification
of the performance obligations, determining the transaction price, allocation of the transaction price to the performance obligation
and recognition of revenue when the Company satisfies the performance obligation.
Individual
promised goods and services in a contract are considered a performance obligation and accounted for separately if the good or service
is distinct. A good or service is considered distinct if the customer can benefit from the good or service on its own or with other resources
that are readily available to the customer and the good or service is separately identifiable from other promises in the arrangement.
The
Company generates revenue from two streams: (1) iRWD (imaging Real World Data) which provides regulatory
grade imaging and clinical data in the Pharmaceutical, Device Manufacturing, CRO’s and AI markets and (2) BEAM which is a Medical
Imaging Exchange platform between Hospital/Healthcare Systems, Imaging Centers, Physicians and Patients.
iRWD
is sold on a fixed fee basis based on the number of data units and the cost per data unit committed to in the customer contract. Revenue
is recognized when the data is delivered to the customer.
Beam
revenue is subscription-based revenue which is recognized ratably over the subscription period committed to by the customer. The company
invoices its Beam customers quarterly or annually in advance with the customer contracts automatically renewing unless the customer issues
a cancellation notice.
The
Company excludes from revenue taxes collected from a customer that are assessed by a governmental authority and imposed on and concurrent
with a specific revenue-producing transaction.
The
transaction price for the products is the invoiced amount. Advanced billings from contracts are deferred and recognized as revenue when
earned.
Deferred
revenue consists of payments received in advance of performance under the contract. Such amounts are generally recognized as revenue
over the contractual period. The Company receives payments from customers based upon contractual billing schedules. Accounts receivable
is recorded when the right to consideration becomes unconditional. Payment terms on invoiced amounts typically range from zero to 90
days, with typical terms of 30 days.
ITEM
3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
Not
applicable.
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