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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

 

Form 8-K

 

 

 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of

The Securities Exchange Act of 1934

 

Date of Report (Date of earliest event reported): March 27, 2025

 

 

 

Aspira Women’s Health Inc.

(Exact name of registrant as specified in its charter)

 

 

 

Delaware   001-34810   33-0595156
(State or other jurisdiction   (Commission   (IRS Employer
of incorporation)   File Number)   Identification No.)



12117 Bee Caves Road, Building III, Suite 100, Austin, Texas   78738
(Address of principal executive offices)   (Zip Code)

 

Registrant’s telephone number, including area code: (512) 519-0400

 

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)



Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)



Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))



Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

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

 

Title of each class   Trading Symbol(s)   Name of each exchange on which registered
Common Stock, par value $0.001 per share   AWH   Nasdaq Capital Market



Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 

Emerging growth company

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 

 

 

 

 

 

Item 2.02 Results of Operations and Financial Conditions.

 

On March 27, 2025, Aspira Women’s Health Inc. (the “Company”) issued a press release reporting financial results for the three and twelve months ended December 31, 2024. A copy of the Company’s press release is attached hereto as Exhibit 99.1.

 

The information provided in this Current Report, including Exhibit 99.1 attached hereto, is being furnished and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that Section. Such information shall not be incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, regardless of any incorporation by reference language in such filing.

 

Item 9.01 Financial Statements and Exhibits.

 

(d) Exhibits

 

Exhibit No.   Description
99.1   Press Release issued by Aspira Women’s Health on March 27, 2025
104   Cover Page Interactive Data File (the cover page XBRL tags are embedded within the Inline XBRL document)

 

 

 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

 ASPIRA WOMEN’S HEALTH INC.
    
Date: March 27, 2025 By: /s/ James Crawford
   James Crawford
   Vice President of Finance

 

 

 

 

Exhibit 99.1

 

Aspira Women’s Health Reports Fourth Quarter and Full Year 2024 Financial Results

 

Record 2024 OvaSuite revenue of $9.2 million and volume of 24,305 units sold

 

AUSTIN, Texas, Mar. 27, 2025 (GLOBE NEWSWIRE) — Aspira Women’s Health Inc. (“Aspira” or the “Company”) (Nasdaq: AWH), a bio-analytical based women’s health company focused on the development of gynecologic disease diagnostic tools, today reported its financial results for the fourth quarter and year ended December 31, 2024. Select financial results are as follows:

 

Fourth Quarter 2024 and Recent Financial Highlights

 

  Product revenue increased 9.5% to $2.3 million for the three months ended December 31, 2024, compared to $2.1 million for the same period in 2023.
  The number of OvaSuite tests performed increased 6.1% to approximately 6,004 during the three months ended December 31, 2024, compared to the approximately 5,659 OvaSuite tests for the same period in 2023.
  The average unit price (AUP) increased 4.3% to $391 for the three months ended December 31, 2024, compared to $376 for the same period in 2023.
  Gross profit margin improved 6.2 percentage points to 63.4% for the three months ended December 31, 2024, compared to 57.2% for the same period in 2023.
  Total operating expenses were $4.9 million for the three months ended December 31, 2024, a decrease of $0.4 million, or 8%, compared to the same period in 2023.
  Cash balance as of March 27, 2024, of approximately $3.7 million, excluding the pending $1.5 million ARPA-H milestone payment currently in process of payment.
  Company successfully completed a $1.36 million convertible note raise and raised $4.39 million under its At-The-Market (ATM) facility in the 4th quarter and subsequent to year end, bringing the total funds raised to $5.75 million.

 

For the Full Year 2024:

 

  Product revenue was unchanged at $9.2 million for the year ended December 31, 2024, compared to $9.2 million for the same period in 2023.
  The number of OvaSuite tests performed increased 1.3% to approximately 24,305 during the year ended December 31, 2024, compared to the approximately 23,990 OvaSuite tests for the same period in 2023.
  The average unit price (AUP) decreased 1.0% to $378 for the year ended December 31, 2024, compared to $382 for the same period in 2023.
  Gross profit margin improved 2.2 percentage points to 59.7% for the year ended December 31, 2024, compared to 57.5% for the year ended December 31, 2023.
  Total operating expenses were $21.8 million for the year ended December 31, 2024, a decrease of $2.4 million, or 10%, compared to the same period in 2023.

 

 
 

 

Newly appointed CEO Mike Buhle stated, “The Aspira team generated record test volume and revenue in a challenging environment in 2024. During a period of transition and change, our sales and operational team remained focused on markets and the medical community we serve. We are deeply committed to meeting the medical needs of millions of women that benefit from the life-saving capabilities of our early detection OvaSuite product.”

 

Mr. Buhle continued, “Looking ahead, our strategic focus in 2025 and beyond is to rapidly accelerate top-line revenue growth through our improved go-to-market strategy. This is our highest priority for the team at this time, and we believe this is how we will quickly improve top line financial performance in 2025.”

 

“Additionally, we have identified clear opportunities to run a leaner cost model, dedicating more of our financial resources to sales growth, improved profitability, while will continue to look at new in-licensing opportunities, channel partners, and other strategic collaborations that enable efficient revenue streams and digital integrations.”

 

“Lastly, our research and development pipeline will not only increase our total addressable market but will also enhance our current portfolio of treatment pathway solutions, making us more attractive for long-term partnerships. In addition, we were honored by the $10 million Federal Government investment in ENDOinform, which is a strong validation of our mission to empower patients and healthcare providers with facts, not fear,” continued Mr. Buhle. “This funding will accelerate our near-term pipeline, fuel meaningful growth, and drive new strategic partnerships to make a lasting impact on women’s health.”

 

Recent Corporate Highlights

 

  Announced the appointment of Mike Buhle as Chief Executive Officer
  Successfully reached the first milestone of the ARPA-H $10 million award
  Appointed Ellen Beausang, former Chief Commercial Officer of BioReference Health, to the Board of Directors
  Closed $1.36 million private placement of convertible notes in March 2025
  Generated $3.48 million in gross proceeds through our 2024 At the Market Offering Agreement so far in Q1 2025

 

About Aspira Women’s Health Inc.

 

Aspira Women’s Health Inc. is dedicated to the discovery, development, and commercialization of noninvasive, AI-enabled tests to aid in the diagnosis of gynecologic diseases.   

OvaWatch® and Ova1Plus® are offered to clinicians as OvaSuiteSM. Together, they provide the only comprehensive portfolio of blood tests to aid in the detection of ovarian cancer risk for the more than 1.2 million American women diagnosed with an adnexal mass each year. OvaWatch provides a negative predictive value of 99% and is used to assess ovarian cancer risk for women where initial clinical assessment indicates the mass is indeterminate or benign, and thus surgery may be premature or unnecessary. Ova1Plus is a reflex process of two FDA-cleared tests, Ova1® and Overa®, to assess the risk of ovarian malignancy in women with an adnexal mass planned for surgery.     

 

 
 

 

Our in-development test pipeline will expand our ovarian cancer portfolio and address the need for non-invasive diagnostics for endometriosis, a debilitating disease that impacts millions of women worldwide. In ovarian cancer, we intend to combine microRNA and protein biomarkers with patient data to further enhance the sensitivity and specificity of our current tests and expand the indicated population to screen women with a family history of ovarian cancer or a germline mutation. Through our ongoing endometriosis development program, we are combining microRNA and protein biomarkers with patient data, with the intent of identifying endometriosis independent of disease location or severity.

 

Forward-Looking Statements 

 

This press release contains forward-looking statements, as defined in the Private Securities Litigation Reform Act of 1995. Forward-looking statements involve a number of risks and uncertainties. Such forward-looking statements include statements regarding, among other things, the timing and completion of any products in the development pipeline and other statements that are predictive in nature, and whether the marketing of the OvaSuite portfolio will prove successful. Actual results could differ materially from those discussed due to known and unknown risks, uncertainties, and other factors. These forward-looking statements generally can be identified by the use of words such as “designed to,” “expect,” “plan,” “anticipate,” “could,” “may,” “intend,” “will,” “continue,” “future,” and other words of similar meaning and the use of future dates. These and additional risks and uncertainties are described more fully in the Company’s filings with the Securities and Exchange Commission (SEC), including those factors identified as “Risk Factors” in our most recent Annual Report on Form 10-K for the fiscal year ended December 31, 2024, and subsequent Quarterly Reports on Form 10-Q. If any of these risks materialize or our assumptions prove incorrect, actual results could differ materially from the results implied by these forward-looking statements. There may be additional risks that Aspira presently does not know, or that Aspira currently believes are immaterial, that could also cause actual results to differ from those contained in the forward-looking statements. In addition, forward-looking statements reflect Aspira’s expectations, plans, or forecasts of future events and views as of the date of this press release. Subsequent events and developments may cause the Company’s assessments to change. However, while Aspira may elect to update these forward-looking statements at some point in the future, Aspira expressly disclaims any obligation to do so, except as required by law. These forward-looking statements should not be relied upon as representing Aspira’s assessments of any date after the date of this press release. Accordingly, undue reliance should not be placed upon the forward-looking statements. 

 

Investor Relations Contact : 

 

investors@aspirawh.com

 

 
 

 

Aspira Women’s Health Inc.

Condensed Consolidated Balance Sheets

(Amounts in Thousands, Except Share and Par Value Amounts)

 

   December 31,   December 31, 
   2024   2023 
Assets          
Current assets:          
Cash and cash equivalents  $1,769   $2,597 
Accounts receivable, net of reserves of $0 and $15, as of December 31, 2024 and December 31, 2023, respectively   990    1,459 
Prepaid expenses and other current assets   1,098    997 
Inventories   326    227 
Total current assets   4,183    5,280 
Property and equipment, net   69    165 
Right-of-use assets   1,194    528 
Restricted cash   -    258 
Other assets   45    31 
Total assets  $5,491   $6,262 
Liabilities and Stockholders’ (Deficit) Equity          
Current liabilities:          
Accounts payable  $2,173   $1,261 
Accrued liabilities   2,445    2,863 
Current portion of long-term debt   229    166 
Short-term debt   614    670 
Current maturities of lease liabilities   7    159 
Total current liabilities   5,468    5,119 
Non-current liabilities:          
Long-term debt   1,278    1,430 
Non-current maturities of lease liabilities   1,248    427 
Warrant liabilities   60    1,651 
Total liabilities   8,054    8,627 
Commitments and contingencies          
Stockholders’ (deficit) equity:          
Common stock, par value $0.001 per share, 200,000,000 and 200,000,000 shares authorized at December 31, 2024 and December 31, 2023, respectively; 17,407,120 and 10,645,049 shares issued and outstanding at December 31, 2024 and December 31, 2023, respectively   17    11 
Additional paid-in capital   528,817    515,927 
Accumulated deficit   (531,397)   (518,303)
Total stockholders’ deficit   (2,563)   (2,365)
Total liabilities and stockholders’ deficit  $5,491   $6,262 

 

 
 

 

Aspira Women’s Health Inc.

Condensed Consolidated Statements of Operations

(Amounts in Thousands, Except Share and Par Value Amounts)

 

   Three Months Ended   Year Ended 
   December 31,   December 31, 
   2024   2023   2024   2023 
Revenue:                    
Product  $2,349   $2,130   $9,182   $9,153 
Genetics   -    -    -    1 
Total revenue   2,349    2,130    9,182    9,154 
Cost of revenue:                    
Product   860    911    3,703    3,892 
Genetics   -    -    -    - 
Total cost of revenue   860    911    3,703    3,892 
Gross profit   1,489    1,219    5,479    5,262 
Operating expenses:                    
Research and development   500    1,077    3,266    4,035 
Sales and marketing   1,977    1,743    8,146    7,812 
General and administrative   2,443    2,534    10,345    12,267 
Total operating expenses   4,920    5,354    21,757    24,114 
Loss from operations   (3,431)   (4,135)   (16,278)   (18,852)
Other income, net:                    
Change in fair value of warrant liabilities   32    862    1,346    629 
Interest income (expense), net   (13)   2    (33)   48 
Forgiveness of DECD loan   -    -    -    1,000 
Other income, net   2,024    182    1,871    485 
Total other income, net   2,043    1,046    3,184    2,162 
Net loss  $(1,388)  $(3,089)  $(13,094)  $(16,690)
Net loss per share - basic and diluted  $(0.08)  $(0.30)  $(0.93)  $(1.81)
Weighted average common shares used to compute basic and diluted net loss per common share   16,715,342    10,408,132    14,134,626    9,233,306 

 

 

 

 

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