ReShape Lifesciences Inc 2025年季度报告 ReShape Lifesciences Inc., 2025年季度报告

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-acceleratedfiler, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,”“accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Non-accelerated Filer If an emerging growth company, indicate by check mark if the registrant has elected not to use the extendedtransition period for complying with any new or revised financial accounting standards provided pursuant to Section Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange INDEX PART I – FINANCIAL INFORMATION Item1.Condensed Consolidated Financial Statements (unaudited) Condensed Consolidated Balance Sheets as of March 31, 2025 and December31, 2024Condensed Consolidated Statements of Operations for the three months ended March 31, 2025 and2024Condensed Consolidated Statements of Comprehensive Income (Loss) for the three months endedMarch 31, 2025 and 2024 2025 and 2024Condensed Consolidated Statements of Cash Flows for the three months ended March 31, 2025 and2024Notes to Condensed Consolidated Financial StatementsItem2.Management’s Discussion and Analysis of FinancialCondition and Results of OperationsItem 3.Quantitative and Qualitative Disclosures About Market RiskItem4.Controls and Procedures PART II – OTHER INFORMATION Item1.Legal ProceedingsItem1A.Risk FactorsItem2.Unregistered Sales of Equity Securities and Use of ProceedsItem3.Defaults Upon Senior SecuritiesItem4.Mine Safety DisclosuresItem5.Other InformationItem6.ExhibitsSIGNATURES Table of Contents PARTI – FINANCIAL INFORMATIONITEM1. CONDENSED CONSOLIDATED FINANCIAL STATEMENTS RESHAPE LIFESCIENCES INC.Condensed Consolidated Balance Sheets RESHAPE LIFESCIENCES INC.Condensed Consolidated Statements of Operations(in thousands, except share and per share data) Table of Contents RESHAPE LIFESCIENCES INC.Condensed Consolidated Statements of Comprehensive Income (Loss)(in thousands) See accompanying notes to Condensed Consolidated Financial Statements. RESHAPE LIFESCIENCES INC.Condensed Consolidated Statements of Stockholders’ Equity See accompanying Notes to Condensed Consolidated Financial Statements. RESHAPE LIFESCIENCES INC.Condensed Consolidated Statements of Stockholders’ Equity (Continued) RESHAPE LIFESCIENCES INC.Condensed Consolidated Statements of Cash Flows(in thousands) ReShape Lifesciences Inc.Notes to Condensed Consolidated Financial Statements (1)Basis of Presentation The accompanying interim condensed consolidated financial statements and related disclosures of ReshapeLifesciences Inc. (the “Company” or “ReShape”) have been prepared pursuant to the rules and regulations of theSecurities and Exchange Commission ("SEC") and should be read in conjunction with the consolidated financialstatements and notes included in the Company’s Annual Report on Form 10-K for the year ended December 31, Inthe opinion of management,the interim consolidated condensed financial statements reflect alladjustments considered necessary for a fair statement of the interim periods. All such adjustments are of a normal, Reverse Stock Split On May 9, 2025, at the commencement of trading, the Company effected a1-for-25 reverse stock split.Accordingly, all share and per share amounts for the periods presented in the accompanying condensed On September 23, 2024, at the commencement of trading, the Company effected a1-for-58 reverse stocksplit. Accordingly, all share and per share amounts for the periods presented in the accompanying condensedconsolidated financial statements and notes thereto have been adjusted retroactively, where applicable, to reflect Pending Merger and Asset Sale On July 8, 2024, we entered into an Agreement and Plan of Merger (the“Merger Agreement”) withVyome Therapeutics, Inc. (“Vyome”), and Raider Lifesciences Inc., a Delaware corporation, and a direct, whollyowned subsidiary of ReShape (“Merger Sub”). Pursuant to the Merger Agreement, and subject to thesatisfaction or waiver of the conditions specified therein, including Nasdaq’s approval of a new listingapplication for the combined company, Merger Sub shall be merged with and into Vyome, with Vyome survivingas a subsidiary of ReShape (the“Merger”). The combined company intends to change its name to Vyome Simultaneously with the execution of the Merger Agreement, we entered into an Asset Purchase Agreement,which was amended on April 25, 2025 (the “Asset Purchase Agreement”), with Ninjour Health InternationalLimited, a company incorporated under the laws of theUnitedKingdom, which is an affiliate of Biorad MedisysPvt. Ltd. (together, “Biorad”). Pursuant to the Asset Purchase Agreement, and subject to the satisfaction or waiverof the conditions specified therein, we will sell substantially all of our assets (excluding cash) to Biorad, andBiorad will assume