FORA Forian Inc

via NewMediaWire – Forian Inc. (Nasdaq: FORA), a provider of data science driven information and analytics solutions to the healthcare and life sciences industries, today announced results for the quarter ended March 31, 2023.

“As we continue our transition into a pure-play healthcare information company, Forian delivered another quarter of strong operational and financial performance,” stated Max Wygod, Chairman and Chief Executive Officer of Forian.

Discontinued Operations

As disclosed in its filings with the United States Securities and Exchange Commission (“SEC”), Forian completed the disposition of its cannabis software business on February 10, 2023. Through this transaction, and the previous dispositions in 2022 of Forian’s web design and security monitoring businesses, Forian no longer provides software solutions to the cannabis industry, representing a strategic shift with a significant impact on operations. Accordingly, Forian has accounted for the operations of the disposed of businesses as discontinued operations effective with the first quarter in 2023 and has reclassified previous reported operating results on a consistent basis.

First Quarter 2023 Financial Results

• Forian delivered the following results for the first quarter of 2023:

			Three Months Ended March 31,
							Period-over-
			2023		2022		Period %
			Unaudited		Unaudited		Change
Total revenue			$ 4,870,387		$ 3,534,861		38%
Loss from continuing operations, net of tax			$ (2,248,799)		$ (10,317,700)		78%
Income (loss) from discontinued operations, net of tax			$ 8,747,278		$ (1,536,388)		669%
Net income (loss)			$ 6,498,479		$ (11,854,088)		155%
Loss from continuing operations, net of tax per share – diluted			$ (0.08)		$ (0.32)		75%
Income (loss) from discontinued operations, net of tax per share – diluted			$ 0.27		$ (0.05)		660%
Net income (loss) per share – diluted			$ 0.19		$ (0.37)		151%
Adjusted EBITDA1 – continuing operations			$ (271,134)		$ (2,695,675)		90%

• Revenue for the quarter was $4.9 million, an increase of $1.3 million versus the prior year
• Net loss from continuing operations for the quarter was $2.2 million, or $0.08 per share, compared to $10.3 million, or $0.32 per share, in the prior year
• Adjusted EBITDA1 from continuing operations for the quarter was negative $0.27 million, compared to negative $2.7 million in the prior year
• Income from discontinued operations, net of tax, for the quarter was $8.7 million resulting from the sale of BioTrack
• Cash, cash equivalents and marketable securities at March 31, 2023 totaled $40 million

First Quarter Operational Highlights

• Right sized headcount and operating expenses in conjunction with BioTrack divestiture
• Transitioned to business solely focused on serving entities across the healthcare continuum

1This release uses non-GAAP financial measures that are adjusted for the impact of various U.S. GAAP items. See the section titled “Non-GAAP Financial Measures” and the table entitled “Reconciliation of U.S. GAAP to Non-GAAP Financial Measures” below for details.

Quarterly Conference Call and Webcast

Forian will host a conference call and webcast at 4:30 p.m. ET on May 12, 2023 to discuss its financial results with the investment community. To register for the conference call, click here. The webcast will be available live at edge.media-server.com/mmc/p/6zksapow. This information is also available on our website at www.forian.com/investors. To be included on the Company’s email distribution list, please sign up at www.forian.com/investors.

About ForianForian provides a unique suite of data management capabilities and proprietary information and analytics solutions to optimize and measure operational, clinical and financial performance for customers within the traditional and emerging life sciences and healthcare payer and provider segments. For more information, please visit the Company’s website at www.forian.com.

Cautionary Statements Regarding Forward-Looking StatementsThis release contains “forward-looking statements” within the meaning of the federal securities laws, including Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. In this context, forward-looking statements often address expected future business and financial performance and financial condition, which may include GAAP and non-GAAP financial measures, and often contain words such as “expect,” “anticipate,” “intend,” “plan,” “believe,” “seek,” “see,” “will,” “would,” “target,” similar expressions and variations or negatives of these words. Forward-looking statements by their nature address matters that involve risks and uncertainties, many of which are beyond our control and are not guarantees of future results, such as statements about future financial and operating results, company strategy and intended product offerings and market positioning. These and other forward-looking statements are not guarantees of future results and are subject to risks, uncertainties and assumptions that could cause actual results to differ materially from those expressed in any forward-looking statements. Accordingly, there are or will be important factors that could cause actual results to differ materially from those indicated in such statements and, therefore, you should not place undue reliance on any such statements and caution must be exercised in relying on forward-looking statements. Factors that could cause actual results to differ include, but are not limited to, those risks and uncertainties associated with operations, strategy and goals, our ability to execute on our strategy and the additional risks and uncertainties set forth more fully under the caption “Risk Factors” in Forian’s Annual Report on Form 10-K for the year ended December 31, 2022, as filed with the SEC on March 30, 2023, and elsewhere in Forian’s filings and reports with the SEC. Forward-looking statements contained in this release are made as of the date hereof, and we undertake no duty to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as may be required under applicable law.

Media and Investor Contact:forian.com/investorsir@forian.com267-225-6263SOURCE: Forian Inc.

 

	FORIAN INC.
	CONDENSED CONSOLIDATED BALANCE SHEETS
		March 31,				December 31,
			2023				2022
		(UNAUDITED)
	ASSETS
	Current assets:
	Cash and cash equivalents	$	839,715			$	2,795,743
	Marketable securities		39,164,720				17,396,487
	Accounts receivable, net		3,795,284				1,809,028
	Proceeds receivable from sale of discontinued operations, net		8,811,708				-
	Contract assets		1,840,714				2,252,958
	Prepaid expenses		425,986				835,786
	Other assets		435,736				432,338
	Current assets of discontinued operations		-				1,393,688
	Total current assets		55,313,863				26,916,028
	Property and equipment, net		112,093				75,030
	Right of use assets, net		27,346				32,560
	Deposits and other assets		181,436				196,675
	Non current assets of discontinued operations		-				19,037,874
	Total assets	$	55,634,738			$	46,258,167
	LIABILITIES AND STOCKHOLDERS' EQUITY
	Current liabilities:
	Accounts payable	$	350,784			$	316,105
	Accrued expenses		6,423,536				3,766,789
	Short-term operating lease liabilities		21,952				21,600
	Warrant liability		10,106				4,547
	Deferred revenues		3,100,682				2,581,287
	Current liabilities of discontinued operations		-				1,662,247
	Total current liabilities		9,907,060				8,352,575
	Long-term liabilities:
	Long-term operating lease liabilities		5,394				10,960
	Convertible notes payable, net of debt issuance costs ($6,000,000 in principal is held by a related party)		25,315,003				25,106,547
	Non current liabilities of discontinued operations		-				365,609
	Total long-term liabilities		25,320,397				25,483,116
	Total liabilities		35,227,457				33,835,691
	Commitments and contingencies
	Stockholders' equity:
	Preferred Stock; par value $0.001; 5,000,000 Shares authorized; 0 issued and outstanding as of March 31, 2023 and December 31, 2022		-				-
	Common Stock; par value $0.001; 95,000,000 Shares authorized; 32,418,842 issued and outstanding as of March 31, 2023 and 32,251,326 issued and outstanding as of December 31, 2022		32,419				32,251
	Additional paid-in capital		72,668,484				71,182,326
	Accumulated deficit		(52,293,622	)			(58,792,101	)
	Total stockholders' equity		20,407,281				12,422,476
	Total liabilities and stockholders' equity	$	55,634,738			$	46,258,167

FORIAN INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(UNAUDITED)
	For the Three Months Ended March 31,
		2023				2022
Revenue	$	4,870,387			$	3,534,861
Costs and Expenses:
Cost of revenue		1,252,215				1,243,030
Research and development		531,689				1,089,879
Sales and marketing		1,196,192				820,594
General and administrative		3,639,826				5,273,968
Separation expenses		599,832				5,417,043
Depreciation and amortization		38,430				15,349
Total costs and expenses		7,258,184				13,859,863
Loss From Continuing Operations		(2,387,797	)			(10,325,002	)
Other Income (Expense):
Change in fair value of warrant liability		(5,559	)			219,840
Interest and investment income		382,922				3,795
Interest expense		(208,456	)			(211,333	)
Total other income (expense), net		168,907				12,302
Net loss from continuing operations before income taxes		(2,218,890	)			(10,312,700	)
Income tax expense		(29,909	)			(5,000	)
Loss from continuing operations, net of tax		(2,248,799	)			(10,317,700	)
Loss from discontinued operations		(94,427	)			(1,738,547	)
Gain on sale of discontinued operations		11,531,849				202,159
Income tax effect on discontinued operations		(2,690,144	)
Income (loss) from discontinued operations, net of tax		8,747,278				(1,536,388	)
Net Income (loss)		6,498,479				(11,854,088	)
Net income (loss) per share
Basic and diluted
Continuing operations	$	(0.08	)		$	(0.32	)
Discontinued operations	$	0.27			$	(0.05	)
Net income (loss) per share - basic and diluted	$	0.19			$	(0.37	)
Weighted-average shares outstanding- basic and diluted:		32,300,237				31,857,685

FORIAN INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(UNAUDITED)
		For the Three Months Ended March 31,
			2023				2022
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income (loss)		$	6,498,479			$	(11,854,088	)
Less: Income (loss) from discontinued operations			8,747,278				(1,536,388	)
Loss from continuing operations			(2,248,799	)			(10,317,700	)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation and amortization			38,430				15,349
Amortization on right of use asset			5,214				398
Amortization of debt issuance costs			1,333				1,333
Accrued interest on Convertible Notes			208,456				210,000
Amortization of discount - proceeds from sale of discontinued operations			(55,041	)			-
Realized and unrealized gain on marketable securities			(320,530	)			(3,399	)						`
Provision for doubtful accounts			-				22,210
Stock-based compensation expense			1,828,233				7,613,978
Change in fair value of warrant liability			5,559				(219,840	)
Change in operating assets and liabilities:
Accounts receivable			(1,986,256	)			(1,864,910	)
Contract assets			412,244				(630,922	)
Prepaid expenses			409,800				6,435
Changes in lease liabilities during the period			(5,214	)			(398	)
Deposits and other assets			11,841				523,814
Accounts payable			33,346				619,192
Accrued expenses			(59,788	)			(227,294	)
Deferred revenues			519,395				1,852,302
Net cash used in operating activities - continuing operations			(1,201,777	)			(2,399,452	)
Net cash used in operating activities - discontinued operations			(26,649	)			(1,426,426	)
Net cash used in operating activities			(1,228,426	)			(3,825,878	)
CASH FLOWS FROM INVESTING ACTIVITIES:
Additions to property and equipment			(75,493	)			(74,527	)
Purchase of marketable securities			(39,704,579	)			(12,390,670	)
Net cash from sale of discontinued operations			20,890,193				225,575
Sale of marketable securities			18,256,876				12,400,000
Net cash (used in) provided by investing activities - continuing operations			(633,003	)	-		160,378
Net cash used in investing activities - discontinued operations			-				(827,893	)
Net cash used in investing activities			(633,003	)			(667,515	)
CASH FLOWS FROM FINANCING ACTIVITIES:
Payments on notes payable and financing arrangements			-				(13,122	)
Payment of employee withholding tax related to restricted stock units			(94,599	)			-
Net cash used in financing activities- continuing operations			(94,599	)			(13,122	)
Net cash used in financing activities			(94,599	)			(13,122	)
Net change in cash			(1,956,028	)			(4,506,515	)
Cash and cash equivalents, beginning of period			2,795,743				17,938,490
Cash and cash equivalents, end of period		$	839,715			$	13,431,975
Supplemental disclosure of cash flow information
Cash paid for interest		$	-			$	-
Cash paid for taxes		$	-			$	-

Non-GAAP Financial Measures

In this press release, we have provided certain non-GAAP measures, which we define as financial information that has not been prepared in accordance with U.S. GAAP. The non-GAAP financial measure provided herein is earnings before interest, taxes, non-cash and other items (“Adjusted EBITDA”), which should be viewed as supplemental to, and not as an alternative for, net income or loss calculated in accordance with U.S. GAAP (referred to below as “net loss”).

Adjusted EBITDA is used by our management as an additional measure of our Company’s performance for purposes of business decision-making, including developing budgets, managing expenditures and evaluating potential acquisitions or divestitures. Period-to-period comparisons of Adjusted EBITDA help our management identify additional trends in our Company’s financial results that may not be shown solely by period-to-period comparisons of net income. In addition, we may use Adjusted EBITDA in the incentive compensation programs applicable to some of our employees in order to evaluate our Company’s performance. Our management recognizes that Adjusted EBITDA has inherent limitations because of the excluded items, particularly those items that are recurring in nature. In order to compensate for those limitations, management also reviews the specific items that are excluded from Adjusted EBITDA, but included in net income, as well as trends in those items.

We believe that the presentation of Adjusted EBITDA is useful to investors in their analysis of our results for reasons similar to the reasons why our management finds it useful and because it helps facilitate investor understanding of decisions made by management in light of the performance metrics used in making those decisions. In addition, as more fully described below, we believe that providing Adjusted EBITDA, together with a reconciliation of net loss to Adjusted EBITDA, helps investors make comparisons between our Company and other companies that may have different capital structures, different effective income tax rates and tax attributes, different capitalized asset values and/or different forms of employee compensation. However, Adjusted EBITDA is not intended as a substitute for comparisons based on net loss. In making any comparisons to other companies, investors need to be aware that companies use different non-GAAP measures to evaluate their financial performance. Investors should pay close attention to the specific definition being used and to the reconciliation between such measures and the corresponding U.S. GAAP measures provided by each company under applicable SEC rules.

The following is an explanation of the items excluded by us from Adjusted EBITDA but included in net loss:

• Depreciation and Amortization. Depreciation and amortization expense is a non-cash expense relating to capital expenditures and intangible assets arising from acquisitions that are expensed on a straight-line basis over the estimated useful life of the related assets. We exclude depreciation and amortization expense from Adjusted EBITDA because we believe that (i) the amount of such expenses in any specific period may not directly correlate to the underlying performance of our business operations and (ii) such expenses can vary significantly between periods as a result of new acquisitions and full amortization of previously acquired tangible and intangible assets. Accordingly, we believe that this exclusion assists management and investors in making period-to-period comparisons of operating performance. Investors should note that the use of tangible and intangible assets contributed to revenue in the periods presented and will contribute to future revenue generation and should also note that such expense will recur in future periods.
• Stock-Based Compensation Expense. Stock-based compensation expense is a non-cash expense arising from the grant of stock-based awards to employees. We believe that excluding the effect of stock-based compensation from Adjusted EBITDA assists management and investors in making period-to-period comparisons in our Company’s operating performance because (i) the amount of such expenses in any specific period may not directly correlate to the underlying performance of our business operations and (ii) such expenses can vary significantly between periods as a result of the timing of grants of new stock-based awards, including grants in connection with acquisitions. Stock-based compensation expense includes certain separation expenses related to the vesting of stock options. Effective February 10, 2023, the Company’s Chief Executive Officer, President and Class II member of the Board of Directors resigned. In connection with the resignation, the Company entered into a separation agreement providing for, among other things, accelerated vesting of 106,656 unvested restricted shares of the Company common stock. Stock based compensation expense for the three months ended March 31, 2023, includes $349,832 related to the accelerated vesting of stock. On March 2, 2022, we and the former chief executive officer and the former chief financial officer of Helix mutually agreed not to renew special advisor agreements. Per the terms of the agreements, options to purchase 366,166 shares of common stock continued to vest according to their original terms through March 2, 2023, and unvested stock options to purchase 732,332 shares of common stock were forfeited. The advisors were not required to perform services to the Company beyond the non-renewal date of March 2, 2022. As a result, we recorded $5,417,043 of stock compensation expenses during March 2022 related to the options that vested through the twelve months ending March 2, 2023. We believe that excluding stock-based compensation from Adjusted EBITDA assists management and investors in making meaningful comparisons between our Company’s operating performance and the operating performance of other companies that may use different forms of employee compensation or different valuation methodologies for their stock-based compensation. Investors should note that stock-based compensation is a key incentive offered to employees whose efforts contributed to the operating results in the periods presented and are expected to contribute to operating results in future periods. Investors should also note that such expenses will recur in the future.
• Interest Expense. Interest expense is associated with the convertible notes entered into on September 1, 2021 in the amount of $24,000,000 (the “Notes”). The Notes are due on September 1, 2025 and accrue interest at an annual rate of 3.5%. We exclude interest expense from Adjusted EBITDA (i) because it is not directly attributable to the performance of our business operations and, accordingly, its exclusion assists management and investors in making period-to-period comparisons of operating performance and (ii) to assist management and investors in making comparisons to companies with different capital structures. Investors should note that interest expense associated with the Notes will recur in future periods.
• Investment Income. Investment income is associated with the level of marketable debt securities and other interest-bearing accounts in which we invest. Interest and investment income can vary over time due to a variety of financing transactions, changes in interest rates, cash used to fund operations and capital expenditures and acquisitions that we have entered into or may enter into in the future. We exclude interest and investment income from Adjusted EBITDA (i) because these items are not directly attributable to the performance of our business operations and, accordingly, their exclusion assists management and investors in making period-to-period comparisons of operating performance and (ii) to assist management and investors in making comparisons to companies with different capital structures. Investors should note that interest income will recur in future periods.
• Other Items. We engage in other activities and transactions that can impact our net loss. In the periods being reported, these other items included (i) change in fair value of warrant liability which related to warrants assumed in the acquisition of Helix; and (ii) other income which consists of profits on marketable security investments. We exclude these other items from Adjusted EBITDA because we believe these activities or transactions are not directly attributable to the performance of our business operations and, accordingly, their exclusion assists management and investors in making period-to-period comparisons of operating performance. Investors should note that some of these other items may recur in future periods.
• Severance expenses. Effective February 10, 2023, the Company’s Chief Executive Officer, President and Class II member of the Board of Directors resigned. In connection with the resignation, the Company entered into a separation agreement providing for, among other things (i) salary continuation for twelve months and (ii) accelerated vesting of 106,656 unvested restricted shares of the Company common stock. Severance expenses for the three months ended March 31, 2023 includes $250,000 related to the salary continuation. We exclude these other items from Adjusted EBITDA because we believe these costs are not recurring and not directly attributable to the performance of our business operations and, accordingly, their exclusion assists management and investors in making period-to-period comparisons of operating performance. In addition, the Company records normal course of business severance expenses in the operating expense line item related to the employee’s activities.
• Income tax expense. We exclude the income tax expense from Adjusted EBITDA (i) because we believe that the income tax expense is not directly attributable to the underlying performance of our business operations and, accordingly, its exclusion assists management and investors in making period-to-period comparisons of operating performance and (ii) to assist management and investors in making comparisons to companies with different tax attributes.

There are limitations to using non-GAAP financial measures because non-GAAP financial measures are not prepared in accordance with U.S. GAAP and may be different from non-GAAP financial measures provided by other companies.

The non-GAAP financial measures are limited in value because they exclude certain items that may have a material impact upon our reported financial results. In addition, they are subject to inherent limitations as they reflect the exercise of judgments by management about which items are adjusted to calculate our non-GAAP financial measures. We compensate for these limitations by analyzing current and future results on a U.S. GAAP basis as well as a non-GAAP basis and also by providing U.S. GAAP measures in our public disclosures.

Non-GAAP financial measures should not be considered in isolation from, or as a substitute for, financial information prepared in accordance with U.S. GAAP. We encourage investors and others to review our financial information in its entirety, not to rely on any single financial measure to evaluate our business and to view our non-GAAP financial measures in conjunction with the most directly comparable U.S. GAAP financial measures.

The following table reconciles the specific items excluded from U.S. GAAP metrics in the calculation of non-GAAP metrics for the periods shown below:

FORIAN INC.
RECONCILIATION OF US GAAP TO NON-GAAP FINANCIAL MEASURES
(UNAUDITED)
	For the Three Months Ended March 31,
		2023				2022
Total revenues	$	4,870,387			$	3,534,861
Net loss from continuing operations	$	(2,248,799	)		$	(10,317,700	)
Depreciation and amortization		38,430				15,349
Stock based compensation expense		1,828,233				7,613,978
Change in fair value of warrant liability		5,559				(219,840	)
Interest and investment income (expense)		(382,922	)			(3,795	)
Interest expense		208,456				211,333
Severance expense		250,000				-
Income tax expense		29,909				5,000
Adjusted EBITDA - continuing operations	$	(271,134	)		$	(2,695,675	)