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): November 19, 2018

 

Nexeon Medsystems Inc

(Exact name of registrant as specified in its charter)

 

Nevada   000-55655   81-0756622
(State or other jurisdiction
of incorporation)		   (Commission File Number)   (IRS Employer
Identification No.)

 

1910 Pacific Avenue, Suite 20000

Dallas, Texas 75201

(Address of principal executive offices) (zip code)

 

844-919-9990

(Registrant’s telephone number, including area code)
 
Not applicable
(Former name or former address, if changed since last report.)

 

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))

 

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 Condition

 

On November 19, 2018, Nexeon Medsystems Inc issued a press release announcing its financial results for the third quarter ended September 30, 2018. The full text of the press release is furnished herewith as Exhibit 99.1.

 

The information disclosed under this Item 2.02, including Exhibit 99.1 hereto, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall it be incorporated by reference into any registration statement or other document pursuant to the Securities Act of 1933, as amended, except as expressly set forth in such filing.

 

ITEM 9.01 Financial Statements and Exhibits.

 

(d) Exhibits.

 

The exhibits listed in the following Exhibit Index are filed as part of this Current Report on Form 8-K.

 

Exhibit No.   Description
     
99.1   Press Release

 

 1

 

 

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.

 

  NEXEON MEDSYSTEMS INC
   
Dated: November 19, 2018 /s/ William Rosellini
  William Rosellini 
  Chairman and Chief Executive Officer

 

 2

 

Exhibit 99.1

 

 

FOR IMMEDIATE RELEASE

 

Nexeon MedSystems Announces Third Quarter 2018 Financial Results

 

Dallas, TX November 19, 2018 -- Nexeon MedSystems Inc (”Nexeon”) (OTCQB: NXNN), a neurostimulation medical device company, announced today financial results for the third quarter of 2018.

 

Operational Highlights:

 

●Manufacturing revenues for the quarter were $1.9 million, an increase of 138% compared to $0.8 million for the prior year quarter and a decrease of 30% from $2.8 million for the second quarter of 2018.

 

●Nexeon received funding under its NINDS U44 Cooperative Agreement Award under the NIH BRAIN Initiative. The project provides more than $1.5M to support the development and clinical evaluation of software to improve DBS programming. The Puerto Rico Science, Technology, and Research Trust has committed $100,000 in matching funds to support the first phase of the project.

 

●Completed consolidation of manufacturing facility and personnel from Niel, Belgium into Medi-Line facility in Liege.

 

Third Quarter 2018 Financial Results

 

●Consolidated revenues for the third quarter of 2018 were $1.98 million, a 0.4% decrease from pro forma consolidated revenues of $1.99 million for the third quarter of 2017. Total manufacturing sales were $1.94 million, an increase of 10% from pro forma manufacturing revenues of $1.76 million for the third quarter of 2017.

 

●Net loss for the quarter was $(1.4) million or $(0.71) per share compared to a pro forma net loss of $(0.4) million or $(0.23) per share in the third quarter of 2017.

 

●As of September 30, 2018, total cash and cash equivalents were $125,573 and total receivables were $2.5 million.

 

●As of September 30, 2018, the Company had approximately $2.9 million grant and subsidy-related contracts subject to cost plus reimbursement.

 

The Company’s quarterly report on Form 10-Q can be found at www.sec.gov.

 

About Nexeon MedSystems, Inc.: Nexeon is a medical device development and manufacturing company focused on providing innovative neurostimulation products designed to improve the quality of life of patients suffering from debilitating neurological disease.

 

Pro Forma Consolidated Results: The earnings release includes pro forma results. The pro forma results include the effect of certain purchase accounting adjustments, such as the estimated changes in depreciation and amortization expense on the acquired tangible and intangible assets, and the recognition of grant subsidies. Pro forma results do not include any anticipated cost savings or other effects of the planned integration of the Company’s consolidated operations. Accordingly, such amounts are not necessarily indicative of the results if the acquisition had occurred on the dates indicated, or which may occur in the future.

 

Forward-Looking Statements: Forward-looking statements in this press release and all other statements that are not historical facts are made under the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. These statements involve factors, risks, and uncertainties that may cause actual results in future periods to differ materially from such statements. There are a number of factors that could cause actual events to differ materially from those indicated by such forward-looking statements. These factors include, but are not limited to, risks arising from prevailing market conditions and the impact of general economic industry or political conditions in the United States or globally. A list and description of these and ,other risk factors can be found in the Company's most recent Annual Report on Form 10-K, Quarterly Reports on Form 10-Q, and Current Reports on Form 8-K filed with the Securities and Exchange Commission which can be reviewed at www.sec.gov. We make no representation or warranty that the information contained herein is complete and accurate, and we have no duty to correct or update any information contained herein.

 

Company Contact

info@nexeonmed.com

844-919-9990