Item 2. Management’s Discussion and Analysis
Item
2. Management’s Discussion and Analysis of Financial Condition and Results of Operations
Forward-Looking
Statements
Certain
statements, other than purely historical information, including estimates, projections, statements relating to our business plans, objectives,
and expected operating results, and the assumptions upon which those statements are based, are “forward-looking statements”
within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933 and Section 21E
of the Securities Exchange Act of 1934. These forward-looking statements generally are identified by the words “believes,”
“project,” “expects,” “anticipates,” “estimates,” “intends,” “strategy,”
“plan,” “may,” “will,” “would,” “will be,” “will continue,” “will
likely result,” and similar expressions. We intend such forward-looking statements to be covered by the safe-harbor
provisions for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995, and are including this statement
for purposes of complying with those safe-harbor provisions. Forward-looking statements are based on current expectations
and assumptions that are subject to risks and uncertainties which may cause actual results to differ materially from the forward-looking
statements. Our ability to predict results or the actual effect of future plans or strategies is inherently uncertain. Factors
which could have a material adverse effect on our operations and future prospects on a consolidated basis include, but are not limited
to: changes in economic conditions, legislative/regulatory changes, availability of capital, interest rates, competition, and generally
accepted accounting principles. These risks and uncertainties should also be considered in evaluating forward-looking statements and
undue reliance should not be placed on such statements. We undertake no obligation to update or revise publicly any forward-looking
statements, whether as a result of new information, future events or otherwise. Further information concerning our business,
including additional factors that could materially affect our financial results, is included herein and in our other filings with the
SEC.
Overview
COVID-19
The
full extent of the impact of the COVID-19 pandemic on our business, operations and financial results will depend on numerous evolving
factors that we may not be able to accurately predict at the present time.
We
continue to abide by federal, state, and local safety regulations, including having unvaccinated employees work from home, and providing
protective measures for our vaccinated employees who choose to work in our offices, including hygiene best practices as recommended by
the Centers for Disease Control and local authorities. Our customers provide essential services in the healthcare industry and we believe
that our digital communication technology is more important than ever in this environment. However, our revenue often comes from advertising
or marketing budgets, and in a sustained economic downturn, those categories of spending may be cut.
We
will continue to closely monitor the updates regarding the spread of COVID-19 and its variants, the distribution of vaccines developed
to combat COVID-19, and applicable vaccine mandates, and we will adjust our business operations according to guidelines from federal,
state, local or foreign authorities. In light of the foregoing, we may take actions that alter our business operations, or that we determine
are in the best interests of our employees, customers, partners and stockholders.
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Company
Highlights through October 2021
1.
Generated sales of $16.1 million
for the quarter ended September 30, 2021, a 53% increase over the same period in 2020.
2.
Generated sales of $41.0 million
for the nine months ended September 30, 2021, a 52% increase over the same period in 2020.
3.
Achieved positive cash flow
from operations of $2.1 million for the nine months ended September 30, 2021.
4.
Completed all integration
work for previous two acquisitions and paid last earnout payment related to acquisitions in the quarter ended March 31, 2021.
5.
Raised an additional $70.7
million of capital in a public offering during the quarter ended March 31, 2021.
6.
Enhanced our leadership team
by adding a new Chief Operating Officer and Chief Financial Officer in October 2021.
7.
Expanded our pipeline for
our new Real World Evidence (“RWE”) messaging solution that we launched in Q2.
8.
We continued to execute on our omnichannel strategy
by partnering with Demandbase, which leverages the combination of institutional and in-workflow behavioral data at the point-of-care,
and now expands our platform to personalize support and engagement of providers and patients at all care points along the patient
journey and enables our customers to tailor account-based engagement experiences.
9.
We implemented Therapy
Initiation Workflow solution which allows life sciences companies to simplify therapy initiation by presenting healthcare providers
with a fully electronic option to synchronize enrollment, benefits verification, prior authorization, and patient support onboarding.
This new solution continues to expand the breadth of our platform beyond digital communications by enabling patients to obtain the
therapies they need through life sciences’ support which is facilitated through our Therapy Initiation and Persistence Platform .
Results
of Operations for the Three and Nine Months Ended September 30, 2021 and 2020
Revenues
Our total revenue reported for the three months ended September 30, 2021
was approximately $16.1 million, an increase of 53% over the approximately $10.5 million from the same period in 2020. Our total revenue
for the nine months ended September 30, 2021 was approximately $41.0 million, an increase of 52% over the approximately $26.9 million
from the same period in 2020. The increased revenue resulted from increases in sales throughout our solutions.
Cost
of Revenues
Our
cost of revenue, comprised primarily of revenue share expense, increased slightly as a percentage of revenue in the quarter and nine
months ended September 30, 2021, as compared to the same periods in 2020. These changes were the result of solution mix, both as it relates
to solutions itself and the partners through which the solutions are delivered. Additional discussion is included in the gross margin
section below.
Three
Months Ended
September 30
Nine
Months Ended
September 30
2021
2020
2021
2020
Cost of Revenues %
43.7 %
42.8 %
43.3 %
42.3 %
Gross Margin %
56.3 %
57.2 %
56.7 %
57.7 %
15
Gross
Margin
As
reflected in the table above, our gross margin decreased slightly in both the three and nine months ended September 30, 2021 compared
with the prior year. This is the result of solution mix. In general, there has been an increase in the percentage of activity flowing
through our higher cost channels compared with a year ago. This was offset by the launch of our RWE solution. Our RWE solution includes
a much higher percentage of program design, which carries a higher margin than the delivery of the actual messages. We expect our gross
margin to remain relatively constant for the balance of the year.
Operating
Expenses
Operating
expenses increased from approximately $6.2 million for the three months ended September 30, 2020 to approximately $9.0 million for the
same period in 2021. Operating expenses increased from approximately $19.0 million for the nine months ended September 30, 2020 to approximately
$23.5 million for the same period in 2021. Overall, this increase results from our efforts to expand our product line and build out our
organization to establish a strong base for current and future growth. Our expenses increased at a lower rate than our revenues as a
result of the operating leverage of our model. The detail of expenditures by major category is reflected in the table below.
Three
Months Ended
September 30,
Nine
Months Ended
September 30,
2021
2020
2021
2020
Salaries, Wages,
& Benefits
$ 4,619,320
$ 3,304,388
$ 12,106,933
$ 9,686,985
Stock-Based Compensation
1,008,007
756,437
2,612,198
2,391,620
Contractors and Consultants
541,663
568,535
1,327,615
1,590,771
Travel
178,711
21,802
237,466
309,424
Board Compensation
61,250
61,250
183,750
164,000
Professional Fees
469,272
199,262
1,239,090
871,565
Investor Relations
60,630
28,356
157,936
76,483
Advertising and Promotion
337,778
85,085
722,343
374,152
Technology Infrastructure
Costs
313,711
180,014
783,281
579,805
Integration and Exclusivity
Costs
431,266
208,806
994,423
624,753
Data Costs
186,583
42,108
731,980
166,662
Office, Facility, and Other
Expenses
304,703
211,606
829,193
593,084
Depreciation
and Amortization
526,035
523,420
1,580,173
1,563,883
Total
Operating Expense
$ 9,038,929
$ 6,191,069
$ 23,506,381
$ 18,993,187
The
increase in operating expenses related to salaries, wages, and benefits and other human resource related costs is due to the expansion
of our team to support additional growth. Through the end of September, we have hired 32 new people this year, largely in areas focused
on increasing revenue. This increase is partly offset by the decrease in contractors and consultants, as we have brought functions in
house that were previously outsourced.
We
expect salaries, wages, and benefits to continue to increase in the fourth quarter due to the full impact of new hires already in place,
as well as new hires in the pipeline.
Travel
expense remains down on a year to date basis as a result of pandemic-related travel restrictions, We reopened travel at the end of the
second quarter and incurred significantly more travel expenses in the quarter ended September 30, 2021 than in the prior year due relaxed
travel restrictions.
16
Professional fees increased in both the three and nine months ended
September 30, 2021 compared with the prior year. With the assistance of an outside legal firm, we undertook a comprehensive governance
review of our bylaws, board charters, equity compensation plan, and overall corporate policies to enhance and improve our overall governance.
This review accounts for the majority of the year to date increase. In addition, due to the increase in our market cap, our outside auditors
are now required to render an opinion on our internal controls. Our expenditures on professional fees in connection with the preparation
for and work related to that audit in 2021 increased in the quarter ended September 30, 2021. We would expect professional fees to remain
at a similar level for the balance of the year.
Investor
relations expense increased due to the expansion of our communication efforts to reach retail investors and expand our shareholder base.
Technology
infrastructure costs increased due to continued investment in our operating systems to facilitate new products as well as the implementation
of additional software products to increase efficiency and information dissemination.
Data
costs increased as we have purchased more data, primarily to aid in our selling effort and allow customers to target their messages more
appropriately, thereby increasing our ability to charge premium prices for more highly targeted messages.
Integration
and exclusivity costs represent payments to partners for access and/or exclusivity and increased because of new agreements signed. These
payments are usually made in lump sums and expensed over the term of the contracts. These expenses are an important part of our ability
to expand our network.
Our office, facility and other expenses increased primarily because
of the addition of new employees, including recruiter fees, as well as the reopening of our offices.
All
other variances in the table above are the result of fluctuations in the ordinary course of business.
We
expect our overall operating expenses to increase on a quarterly basis for the balance of the year as we further implement our business
plan. We do not expect human resource costs to increase as quickly as revenues, however we do expect to hire additional employees to
support and accelerate our anticipated growth.
Net
Income (Loss)
We
had net income of $.04 million for the three months ended September 30, 2021, as compared to a net loss of $0.3 million during the same
period in 2020. We had a loss of approximately $0.2 million for the nine months ended September 30, 2021, as compared to net loss of
approximately $3.6 million during the same period in 2020. The reasons and specific components associated with the change are discussed
above. Overall, the net income for three months ended September 30, 2021 and decreased loss for the nine month period ended September
30, 2021 resulted from the increased margin generated by our higher revenues, partially offset by the increased operating expenses.
Liquidity
and Capital Resources
As
of September 30, 2021, we had total current assets of $108.4 million, compared with current liabilities of $7.6 million, resulting in
working capital of approximately $100.8 million and a current ratio of 14.8 to 1. This represents an increase from our working capital
of approximately $23 million and current ratio of 3 to 1 at December 31, 2020.
Our
operating activities provided approximately $2.1 million in cash flow during the nine months ended September 30, 2021, compared with
cash used of approximately $3.7 million in the same period in 2020. The cash provided in the 2021 period was the result of our net loss
increased by noncash expenses, which resulted in positive cash flow. This was partially offset by working capital used in the reduction
of liabilities and to support growth in accounts receivable due to our increased revenue levels. The cash used in the 2020 period was
primarily the result of increased investment in working capital; in particular, we made a $2.0 million prepayment to a partner that was
expensed over the balance of the year.
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We
used insignificant amounts in investing activities in both the nine months ended September 30, 2021 and 2020. These investments related
to purchases of equipment as well as investments related to the expansion of our network capabilities in our adherence solution.
Our
financing activities provided $72.9 million in the nine months ended September 30, 2021, compared with cash used of approximately $3.1
million in the same period in 2020. We raised $70.7 million in a public offering of our common stock as well as generated $3.8 million
from the issuance of shares related to the exercise of stock options. These were partially offset by the payment of $1.6 million in earnout
payments from a previous acquisition. We have no remaining earnout payments due in the future. In the 2020 period, financing activities
used approximately $4.4 million related to earnout payments from a previous acquisition, offset by $1.3 million from the issuance of
shares related to the exercise of stock options.
Our
main source of liquidity has historically been from the issuance of common stock. We do not anticipate the need to raise additional capital
in the short or long term for operating purposes or to fund our growth plans. We are focused on growing our revenue, channel and partner
network. However, as a company in a market that is active with merger and acquisition activity, we may have opportunities, such as for
acquisitions or strategic partner relationships, which may require additional capital. We will assess these opportunities as they arise
with the view of maximizing shareholder value.
Related
Party Transaction
Jim
Lang, one of our Board Members, is the CEO of Eversana, a leading global provider of services to the life sciences industry. Eversana
is similar to other customers we generate revenue from, such as agencies or resellers. In 2021 we have recognized revenue of $150,000
from Eversana and have open contracts as of September 30, 2021 that will result in an additional $160,000. These contracts were sourced
by Eversana on behalf of life science customers of theirs. The contracts are at market rates and were generated in the normal course
of business.
Critical
Accounting Policies
In
December 2001, the SEC requested that all registrants list their most “critical accounting polices” in the Management Discussion
and Analysis. The SEC indicated that a “critical accounting policy” is one which is both important to the portrayal of a
company’s financial condition and results, and requires management’s most difficult, subjective or complex judgments, often
as a result of the need to make estimates about the effect of matters that are inherently uncertain. There have been no material changes
to our critical accounting policies as described in the footnotes to our financial statements included in our annual report on Form 10-K
for the year ended December 31, 2020; however, we consider our critical accounting policies to be those related to determining the amount
of revenue to be billed, the timing of revenue recognition, calculation of revenue share expense, stock-based compensation, capitalization
and related amortization of intangible assets, impairment of assets, and the fair value of liabilities.
Recently
Issued Accounting Pronouncements
In
December 2019, the FASB issued ASU No. 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes . ASU 2019-12
is intended to improve consistent application and simplify the accounting for income taxes. ASU 2019-12 removes certain exceptions to
the general principles in Topic 740 and clarifies and amends existing guidance. ASU 2019-12 was effective for annual and interim reporting
periods beginning after December 12, 2020, with early adoption permitted. The adoption of this standard did not have a material effect
on our financial position, results of operations, or cash flows.
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Off
Balance Sheet Arrangements
As
of September 30, 2021, there were no off-balance sheet arrangements.
Item
3. Quantitative and Qualitative Disclosures about Market Risk
Not
applicable
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