Form 10-Q - Quarterly report [Sections 13 or 15(d)]

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q

☒	QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended June 30, 2024

☐	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to

Commission File Number 001-14027

Anika Therapeutics, Inc.

(Exact Name of Registrant as Specified in Its Charter)

Delaware	04-3145961
(State or Other Jurisdiction of Incorporation or Organization)	(I.R.S. Employer Identification No.)

32 Wiggins Avenue, Bedford, Massachusetts 01730

(Address of Principal Executive Offices) (Zip Code)

(781) 457-9000

(Registrant’s Telephone Number, Including Area Code)

N/A

(Former Name, Former Address and Former Fiscal Year, if Changed Since Last Report)

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

Title of Each Class	Trading Symbol	Name of Each Exchange on Which Registered
Common Stock, par value $0.01 per share	ANIK	NASDAQ Global Select Market

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15 (d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, 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 Act.

Large accelerated filer ☐	Accelerated filer ☒	Non-accelerated filer ☐	Smaller reporting	Emerging growth
			company ☐	company ☐

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

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

APPLICABLE ONLY TO CORPORATE ISSUERS:

As of July 29, 2024, there were 14,796,726 outstanding shares of Common Stock, par value $0.01 per share.

ANIKA THERAPEUTICS, INC.

TABLE OF CONTENTS

		Page
Part I	Financial Information	3
Item 1.	Condensed Consolidated Financial Statements (unaudited):	3
	Condensed Consolidated Balance Sheets as of June 30, 2024 and December 31, 2023	3
	Condensed Consolidated Statement of Operations and Comprehensive Income (Loss) for the three and six months ended June 30, 2024 and 2023	4
	Condensed Consolidated Statements of Stockholders’ Equity for the three and six months ended June 30, 2024 and 2023	5
	Condensed Consolidated Statements of Cash Flows for the six months ended June 30, 2024 and 2023	6
	Notes to Condensed Consolidated Financial Statements	7
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	15
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	22
Item 4.	Controls and Procedures	22
Part II	Other Information	22
Item 1.	Legal Proceedings	22
Item 1A.	Risk Factors	22
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	23
Item 3.	Defaults Upon Senior Securities	23
Item 4.	Mine Safety Disclosures	23
Item 5.	Other Information	23
Item 6.	Exhibits	24
Signatures		25

References in this Quarterly Report on Form 10-Q to “we,” “us,” “our,” “our company,” and other similar references refer to Anika Therapeutics, Inc. and its subsidiaries unless the context otherwise indicates.

ANIKA, ANIKA THERAPEUTICS, ARTHROSURFACE, CINGAL, HYAFF, HYALOFAST, HYVISC, INTEGRITY, MONOVISC, ORTHOVISC, PARCUS MEDICAL, and TACTOSET are our registered trademarks that appear in this Quarterly Report on Form 10-Q. For convenience, these trademarks appear in this Quarterly Report on Form 10-Q without ® and ™ symbols, but that practice does not mean that we will not assert, to the fullest extent under applicable law, our rights to the trademarks. This Quarterly Report on Form 10-Q also contains trademarks and trade names that are the property of other companies and licensed to us.

PART I:	FINANCIAL INFORMATION

ITEM 1.	FINANCIAL STATEMENTS

Anika Therapeutics, Inc. and Subsidiaries

Condensed Consolidated Balance Sheets

(in thousands, except per share data)

(unaudited)

	June 30,			December 31,
ASSETS	2024			2023
Current assets:
Cash and cash equivalents	$	62,822		$	72,867
Accounts receivable, net		33,773			35,961
Inventories		51,464			46,386
Prepaid expenses and other current assets		6,941			8,095
Total current assets		155,000			163,309
Property and equipment, net		47,685			46,198
Right-of-use assets		27,765			28,767
Other long-term assets		19,524			18,672
Deferred tax assets		1,362			1,489
Intangible assets, net		3,969			4,626
Goodwill		7,350			7,571
Total assets	$	262,655		$	270,632

LIABILITIES AND STOCKHOLDERS’ EQUITY

Current liabilities:
Accounts payable	$	9,994		$	9,860
Accrued expenses and other current liabilities		16,127			21,199
Total current liabilities		26,121			31,059
Other long-term liabilities		407			404
Lease liabilities		25,789			26,904
Commitments and contingencies (Note 9)
Stockholders’ equity:
Preferred stock, $0.01 par value; 1,250 shares authorized, no shares issued and outstanding at June 30, 2024 and December 31, 2023, respectively		-			-
Common stock, $0.01 par value; 90,000 shares authorized, 15,080 issued and 14,839 outstanding and 14,848 issued and 14,660 outstanding at June 30, 2024 and December 31, 2023, respectively		148			147
Additional paid-in-capital		93,156			90,009
Accumulated other comprehensive loss		(6,416	)		(5,943	)
Retained earnings		123,450			128,052
Total stockholders’ equity		210,338			212,265
Total liabilities and stockholders’ equity	$	262,655		$	270,632

The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.

Anika Therapeutics, Inc. and Subsidiaries

Condensed Consolidated Statements of Operations and Comprehensive Income (Loss)

(in thousands, except per share data)

(unaudited)

	For the Three Months Ended June 30,						For the Six Months Ended June 30,
	2024			2023			2024			2023
Revenue	$	41,921		$	44,302		$	82,444		$	82,226
Cost of product revenue		14,556			15,330			30,451			30,411
Gross Profit		27,365			28,972			51,993			51,815

Operating expenses:
Research & development		7,398			8,914			15,562			17,314
Selling, general & administrative		19,806			23,689			41,333			50,685
Total operating expenses		27,204			32,603			56,895			67,999
Income (loss) from operations		161			(3,631	)		(4,902	)		(16,184	)
Interest and other income, net		595			561			1,187			1,100
Income (loss) before income taxes		756			(3,070	)		(3,715	)		(15,084	)
Provision for (benefit from) income taxes		844			(329	)		887			(1,993	)
Net loss	$	(88	)	$	(2,741	)	$	(4,602	)	$	(13,091	)

Net loss per share:
Basic	$	(0.01	)	$	(0.19	)	$	(0.31	)	$	(0.89	)
Diluted	$	(0.01	)	$	(0.19	)	$	(0.31	)	$	(0.89	)

Weighted average common shares outstanding:
Basic		14,839			14,688			14,769			14,671
Diluted		14,839			14,688			14,769			14,671

Net loss	$	(88	)	$	(2,741	)	$	(4,602	)	$	(13,091	)
Foreign currency translation adjustment		(101	)		14			(473	)		286
Comprehensive loss	$	(189	)	$	(2,727	)	$	(5,075	)	$	(12,805	)

The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.

Anika Therapeutics, Inc. and Subsidiaries

Condensed Consolidated Statements of Stockholders' Equity

(in thousands, except per share data)

(unaudited)

	Six Months Ended June 30, 2024
	Common Stock												Accumulated
	Number of			$.01 Par			Additional Paid			Retained			Other Comprehensive			Total Stockholders'
	Shares			Value			in Capital			Earnings			Loss			Equity
Balance, January 1, 2024		14,660		$	147		$	90,009		$	128,052		$	(5,943	)	$	212,265
Issuance of common stock for equity awards		1			-			23			-			-			23
Vesting of restricted stock units		250			2			(2	)		-			-			-
Stock-based compensation expense		-			-			3,430			-			-			3,430
Retirement of common stock for minimum tax withholdings		(90	)		(1	)		(2,295	)		-			-			(2,296	)
Net loss		-			-			-			(4,514	)		-			(4,514	)
Other comprehensive loss		-			-			-			-			(372	)		(372	)
Balance, March 31, 2024		14,821		$	148		$	91,165		$	123,538		$	(6,315	)	$	208,536
Issuance of common stock for equity awards		2			-			53			-			-			53
Vesting of restricted stock units		49			1			(1	)		-			-			-
Issuance of ESPP shares		24			-			411			-			-			411
Stock-based compensation expense		-			-			3,103			-			-			3,103
Repurchase of common stock		(53	)		(1	)		(1,369	)		-			-			(1,370	)
Retirement of common stock for minimum tax withholdings		(4	)		-			(206	)		-			-			(206	)
Net loss		-			-			-			(88	)		-			(88	)
Other comprehensive loss		-			-			-			-			(101	)		(101	)
Balance, June 30, 2024		14,839		$	148		$	93,156		$	123,450		$	(6,416	)	$	210,338

	Six Months Ended June 30, 2023
	Common Stock												Accumulated
	Number of			$.01 Par			Additional Paid			Retained			Other Comprehensive			Total Stockholders'
	Shares			Value			in Capital			Earnings			Loss			Equity
Balance, January 1, 2023		14,625		$	146		$	81,141		$	210,719		$	(6,443	)	$	285,563
Issuance of common stock for equity awards		1			-			7			-			-			7
Vesting of restricted stock units		177			2			(2	)		-			-			-
Stock-based compensation expense		-			-			3,717			-			-			3,717
Retirement of common stock for minimum tax withholdings		(62	)		(1	)		(1,620	)		-			-			(1,621	)
Net loss		-			-			-			(10,350	)		-			(10,350	)
Other comprehensive income		-			-			-			-			272			272
Balance, March 31, 2023		14,741		$	147		$	83,243		$	200,369		$	(6,171	)	$	277,588
Issuance of common stock for equity awards		1			-			30			-			-			30
Vesting of restricted stock units		70			1			(1	)		-			-			-
Issuance of ESPP shares		20			-			456			-			-			456
Stock-based compensation expense		-			-			4,150			-			-			4,150
Repurchase of common stock		(159	)		(1	)		(5,049	)		-			-			(5,050	)
Retirement of common stock for minimum tax withholdings		(16	)		-			(432	)		-			-			(432	)
Net loss		-			-			-			(2,741	)		-			(2,741	)
Other comprehensive income		-			-			-			-			14			14
Balance, June 30, 2023		14,657		$	147		$	82,397		$	197,628		$	(6,157	)	$	274,015

The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.

Anika Therapeutics, Inc. and Subsidiaries

Condensed Consolidated Statements of Cash Flows

(in thousands)

(unaudited)

	Six Months Ended June 30,
	2024			2023
Cash flows from operating activities:
Net loss	$	(4,602	)	$	(13,091	)
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation		3,464			3,210
Amortization of acquisition related intangible assets		657			3,891
Non-cash operating lease cost		975			1,086
Stock-based compensation expense		7,481			7,867
Deferred income taxes		210			(3,277	)
Provision for credit losses		103			103
Provision for inventory		2,738			1,252
Changes in operating assets and liabilities:
Accounts receivable		1,859			(2,116	)
Inventories		(8,812	)		(6,152	)
Prepaid expenses, other current and long-term assets		726			756
Accounts payable		549			(1,029	)
Operating lease liabilities		(938	)		(1,048	)
Accrued expenses, other current and long-term liabilities		(4,934	)		(3,648	)
Income taxes		(671	)		285
Net cash used in operating activities		(1,195	)		(11,911	)

Cash flows from investing activities:
Purchases of property and equipment		(5,211	)		(2,846	)
Net cash used in investing activities		(5,211	)		(2,846	)

Cash flows from financing activities:
Proceeds from employee stock purchase program		411			456
Cash paid for tax withheld on vested restricted stock awards		(2,501	)		(2,049	)
Proceeds from exercises of equity awards		76			37
Repurchases of common stock		(1,370	)		(5,000	)
Net cash used in financing activities		(3,384	)		(6,556	)

Exchange rate impact on cash		(255	)		57

Decrease in cash and cash equivalents		(10,045	)		(21,256	)
Cash and cash equivalents at beginning of period		72,867			86,327
Cash and cash equivalents at end of period	$	62,822		$	65,071
Supplemental disclosure of cash flow information:
Non-cash investing activities:
Purchases of property and equipment included in accounts payable and accrued expenses	$	585		$	60

The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.

Anika Therapeutics, Inc. and Subsidiaries

Notes to Condensed Consolidated Financial Statements

(amounts in thousands, except share and per share amounts or as otherwise noted)

(unaudited)

1.	Nature of Business

Anika Therapeutics, Inc. (the “Company”) is a global joint preservation company that creates and delivers meaningful advancements in early intervention orthopedic care, including in the areas of osteoarthritis (“OA”) pain management, regenerative solutions, sports medicine and Arthrosurface joint solutions.

In early 2020, the Company expanded its overall technology platform through its strategic acquisitions of Parcus Medical, LLC (“Parcus Medical”), a sports medicine implant and instrumentation company, and Arthrosurface, Inc. (“Arthrosurface”), a company specializing in less invasive, bone preserving partial and total joint replacement solutions. These acquisitions broadened the Company's product portfolio, developed over its 30 years of expertise in hyaluronic acid technology, added higher-growth revenue streams, increased its commercial capabilities, diversified its revenue base, and expanded its product pipeline and research and development expertise.

The Company is subject to risks common to companies in the life sciences industry including, but not limited to, development by the Company or its competitors of new technological innovations, dependence on key personnel, protection of proprietary technology, commercialization of existing and new products, and compliance with U.S. Food and Drug Administration (“FDA”) and foreign regulations and approval requirements, as well as the ability to grow the Company’s business through appropriate commercial strategies.

2.	Basis of Presentation

The accompanying unaudited condensed consolidated financial statements and related notes have been prepared by the Company pursuant to the rules and regulations of the Securities and Exchange Commission (the “SEC”) and in accordance with accounting principles generally accepted in the United States (“U.S. GAAP”). The financial statements include the accounts of Anika Therapeutics, Inc. and its subsidiaries. Inter-company transactions and balances have been eliminated. Certain information and footnote disclosures normally included in annual financial statements prepared in accordance with U.S. GAAP have been omitted pursuant to SEC rules and regulations relating to interim financial statements. The December 31, 2023 balances reported herein were derived from the audited consolidated financial statements. In the opinion of management, these unaudited condensed consolidated financial statements contain all adjustments (consisting only of normal recurring adjustments) necessary to fairly state the condensed consolidated financial statements.

The accompanying unaudited condensed consolidated financial statements and related notes should be read in conjunction with the Company’s annual financial statements filed with its Annual Report on Form 10-K for the year ended December 31, 2023. The results of operations for the three and six-month periods ended June 30, 2024 are not indicative of the results to be expected for the year ending December 31, 2024.

Segment Information

Operating segments are components of an enterprise about which separate financial information is available that is evaluated regularly by the chief operating decision maker, or decision-making group, in deciding how to allocate resources and in assessing performance. The Company’s chief operating decision maker as of June 30, 2024 was its President and Chief Executive Officer. Based on the criteria established by Accounting Standards Codification 280, Segment Reporting, the Company has one operating and reportable segment.

Recent Accounting Pronouncements

In November 2023, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update (“ASU”) No. 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures, are intended to improve reportable segment disclosure requirements, primarily through enhanced disclosures about significant segment expenses. In addition, the new guidance will enhance interim disclosure requirements, clarify circumstances in which an entity can disclose multiple segment measures of profit or loss, provide new segment disclosure requirements for entities with a single reportable segment, and contain other disclosure requirements. The purpose of the amendments is to enable investors to better understand an entity’s overall performance and assess potential future cash flows for the entity. ASU 2023-07 is effective for fiscal years beginning after December 15, 2023, and interim periods beginning after December 15, 2024. The Company is evaluating the impact of ASU 2023-07 on its consolidated financial statements and related disclosures.

In December 2023, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update (“ASU”) No. 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures, which establishes new income tax disclosure requirements in addition to modifying and eliminating certain existing requirements. Under the new guidance, entities must consistently categorize and provide greater disaggregation of information in the rate reconciliation and must also disaggregate income taxes paid. ASU 2023-09 is effective for fiscal years and interim periods beginning after December 15, 2024. The Company is evaluating the impact of ASU 2023-09 on its consolidated financial statements and related disclosures.

3.	Accounts Receivable

The Company estimates an allowance for credit losses with its accounts receivable resulting from the inability of its customers to make required payments, which is included in selling, general and administrative expenses in the accompanying consolidated statements of operations. In determining the adequacy of the allowance, management specifically analyzes individual accounts receivable, historical bad debts, customer concentrations, customer creditworthiness, current and reasonable and supportable forecasts of future economic conditions, accounts receivable aging trends, and changes in the Company’s customer payment terms.

The components of the Company’s accounts receivable are as follows:

	As of		As of
	June 30,		December 31,
	2024		2023
Accounts Receivable	$	35,403	$	37,580
Less: Allowance for credit losses		1,630		1,619
Net balance, end of period	$	33,773	$	35,961

A summary of activity in the allowance for credit losses is as follows:

	As of June 30,
	2024			2023
Balance, beginning of the period	$	1,619		$	1,608
Amounts provided		295			241
Amounts recovered		(192	)		(138	)
Amounts written off		(77	)		(103	)
Translation adjustments		(15	)		12
Balance, end of period	$	1,630		$	1,620

4.	Fair Value Measurements

The Company has certain cash equivalents in money market funds that are classified within Level 1 of the fair value hierarchy and are valued based on quoted prices in active markets. For cash, accounts receivables, accounts payable, and accrued interest, the carrying amounts approximate fair value, because of the short maturity of these instruments, and therefore fair value information is not included in the table below. There were no transfers between fair value levels during the six-month periods ended June 30, 2024 and 2023, respectively.

The classification of the Company’s cash equivalents within the fair value hierarchy was as follows:

	June 30,		Active Markets for Identical Assets		Significant Other Observable Inputs		Significant Unobservable Inputs		Amortized
	2024		(Level 1)		(Level 2)		(Level 3)		Cost
Cash equivalents:
Money Market Funds	$	47,932	$	47,932	$	-	$	-	$	47,932

	December 31,		Active Markets for Identical Assets		Significant Other Observable Inputs		Significant Unobservable Inputs		Amortized
	2023		(Level 1)		(Level 2)		(Level 3)		Cost
Cash equivalents:
Money Market Funds	$	55,485	$	55,485	$	-	$	-	$	55,485

5.	Inventories

Inventories consist of the following:

	June 30,		December 31,
	2024		2023
Raw materials	$	15,818	$	15,507
Work-in-process		16,557		17,002
Finished goods		38,232		32,084
Total	$	70,607	$	64,593


Inventories	$	51,464	$	46,386
Other long-term assets		19,143		18,207
Total	$	70,607	$	64,593

Inventories are stated net of inventory reserves of approximately $13.2 million and $11.7 million, as of June 30, 2024 and December 31, 2023, respectively.

6.	Intangible Assets

Intangible assets as of June 30, 2024 and December 31, 2023 consisted of the following:

											December 31,
			Six Months Ended June 30, 2024								2023
			Less:
			Accumulated										Weighted
			Currency			Less:							Average
	Gross		Translation			Accumulated			Net Book		Net Book		Useful
	Value		Adjustment			Amortization			Value		Value		Life
Developed technology	$	33,061	$	(1,608	)	$	(29,825	)	$	1,628	$	1,973		15
IPR&D		2,656		(1,006	)		-			1,650		1,650	Indefinite
Customer relationships		3,887		-			(3,557	)		330		360		10
Distributor relationships		4,700		(415	)		(4,285	)		-		-		5
Patents		1,000		(189	)		(752	)		59		83		16
Tradenames		4,641		-			(4,339	)		302		560		5
Total	$	49,945	$	(3,218	)	$	(42,758	)	$	3,969	$	4,626		13

The aggregate amortization expense related to intangible assets was $0.4 million and $2.0 million for the three-month periods ended June 30, 2024 and 2023, respectively and $0.7 million and $3.9 million for the six-month periods ended June 30, 2024 and 2023, respectively.

As of June 30, 2024 scheduled amortization of intangible assets is as follows:

Remainder of 2024	$	672
2025		274
2026		160
2027		160
2028		160
Thereafter		893
Total	$	2,319

7.	Goodwill

The Company assesses goodwill for impairment annually, or, under certain circumstances, more frequently, such as when events or changes in circumstances indicate there may be impairment.

Changes in the carrying value of goodwill for the six-months ended June 30, 2024 were as follows:

	Six Months Ended June 30,
	2024
Balance, beginning of period	$	7,571
Effect of foreign currency adjustments		(221	)
Balance, ending of period	$	7,350

8.	Accrued Expenses and Other Current Liabilities

Accrued expenses and other current liabilities consist of the following:

	June 30,		December 31,
	2024		2023
Compensation and related expenses	$	8,491	$	11,828
Professional fees		3,483		3,240
Operating lease liability – current		2,287		2,133
Stock-based compensation		949		-
Clinical trial costs		323		460
Income taxes payable		77		1,240
Discontinuation of software development project		-		1,904
Other		517		394
Total	$	16,127	$	21,199

9.	Commitments and Contingencies

In certain of its contracts, the Company warrants to its customers that the products it manufactures conform to the product specifications as in effect at the time of delivery of the specific product. The Company may also warrant that the products it manufactures do not infringe, violate, or breach any U.S. or international patent or intellectual property right, trade secret, or other proprietary information of any third party. On occasion, the Company contractually indemnifies its customers against any and all losses arising out of, or in any way connected with, any claim or claims of breach of its warranties or any actual or alleged defect in any product caused by the negligent acts or omissions of the Company. The Company maintains a products liability insurance policy that limits its exposure to these risks. Based on the Company’s historical activity, in combination with its liability insurance coverage, the Company believes the estimated fair value of these indemnification agreements is immaterial. The Company had no accrued warranties as of June 30, 2024 or December 31, 2023 and has no history of claims paid.

The Company is also involved from time-to-time in various legal proceedings arising in the normal course of business. Although the outcomes of these legal proceedings are inherently difficult to predict, the Company does not expect the resolution of these occasional legal proceedings to have a material adverse effect on its financial position, results of operations, or cash flow.

10.

Revenue and Geographic Information

Revenue by product family is as follows:

	Three Months Ended June 30,				Six Months Ended June 30,
	2024		2023		2024		2023

OA Pain Management	$	26,658	$	29,334	$	50,976	$	51,967
Joint Preservation and Restoration		13,554		12,660		27,395		26,113
Non-Orthopedic		1,709		2,308		4,073		4,146
	$	41,921	$	44,302	$	82,444	$	82,226

Revenue from the Company’s sole significant US customer, DePuy Synthes Mitek Sports Medicine, part of the Johnson & Johnson Medical Companies, as a percentage of the Company’s total revenue was 41% and 48% for the three-months ended June 30, 2024 and 2023, respectively, and 42% and 46% for the six-months ended June 30, 2024 and 2023, respectively.

Total revenue by geographic location based on the location of the customer in total and as a percentage of total revenue were as follows:

	Three Months Ended June 30,
	2024					2023
			Percentage of					Percentage of
	Revenue		Revenue			Revenue		Revenue
Geographic Location:
United States	$	28,988		69	%	$	32,867		74	%
Europe		6,607		16	%		5,675		13	%
Other		6,326		15	%		5,760		13	%
Total	$	41,921		100	%	$	44,302		100	%

	Six Months Ended June 30,
	2024					2023
			Percentage of					Percentage of
	Revenue		Revenue			Revenue		Revenue
Geographic Location:
United States	$	58,224		71	%	$	60,155		73	%
Europe		12,576		15	%		11,337		14	%
Other		11,644		14	%		10,734		13	%
Total	$	82,444		100	%	$	82,226		100	%

11.

Equity Incentive Plan

Equity Incentive Plan

The Anika Therapeutics, Inc. 2017 Omnibus Incentive Plan (the “2017 Plan”) was approved by the Company’s stockholders on June 13, 2017 and subsequently amended on June 18, 2019, June 16, 2020, June 16, 2021, June 8, 2022 and June 14, 2023. On June 14, 2023, the Company’s stockholders approved an amendment to the 2017 Plan increasing the number of shares by 435,000 shares from 4,850,000 shares to 5,285,000 shares. The 2017 Plan provides for the grant of incentive stock options, nonqualified stock options, stock appreciation rights (“SARs”), restricted stock awards, performance restricted stock units (“PSUs”), restricted stock units (“RSUs”), total shareholder return options (“TSRs”) and performance options that may be settled in cash, stock, or other property. In accordance with the 2017 Plan approved by the Company’s stockholders, including the amendments thereto, each share award other than stock options or SARs will reduce the number of total shares available for grant by two shares. Subject to adjustment for specified types of changes in the Company’s capitalization, no more than 4.6 million shares of common stock may be issued under the 2017 Plan. There were 0.7 million shares available for future grant at June 30, 2024 under the 2017 Plan.

The Anika Therapeutics, Inc. 2021 Inducement Plan (the “Inducement Plan”) was adopted by the Company’s board of directors on November 4, 2021 and subsequently amended on December 22, 2023 and May 2, 2024. On May 2, 2024, the Company’s board of directors approved an amendment to the Inducement Plan increasing the number of shares by 100,000 shares. The Inducement Plan reserves 350,000 shares of common stock for issuance pursuant to equity-based awards granted under the Inducement Plan. Such awards may be granted only to an individual who was not previously the Company’s employee or director with the Company. The Inducement Plan provides for the grant of awards under terms substantially similar to the 2017 Plan (as amended). There were 0.1 million shares available for future grant at June 30, 2024 under the Inducement Plan.

The Company may satisfy the awards upon exercise, or upon fulfillment of the vesting requirements for other equity-based awards, with either newly issued shares or shares reacquired by the Company. Stock-based awards are granted with an exercise price equal to or greater than the market price of the Company’s stock on the date of grant. Awards contain service conditions or service and performance conditions, and they generally become exercisable ratably over three years with a maximum contractual term of ten years.

The Company presents the expenses related to stock-based compensation awards in the same expense line items as cash compensation paid to each of its employees as follows:

	Three Months Ended June 30,				Six Months Ended June 30,
	2024		2023		2024		2023
Cost of revenue	$	173	$	167	$	299	$	351
Research & development		572		653		1,102		1,170
Selling, general & administrative		3,146		3,330		6,080		6,346
Total stock-based compensation expense	$	3,891	$	4,150	$	7,481	$	7,867

Stock Options

Stock options are granted to purchase common shares at prices that are equal to the fair market value of the shares on the date the options are granted or, in the case of premium options, are granted with an exercise price at 110% of the market price of the Company’s common stock on the date of grant. Options generally vest in equal annual installments over a period of three years and expire 10 years after the date of grant. The grant-date fair value of options is recognized as expense on a straight-line basis over the requisite service period, which is generally the vesting period.

The following summarizes the activity under the Company’s stock option plans:

						Weighted
						Average
				Weighted		Remaining		Aggregate
				Average		Contractual		Intrinsic
	Number of			Exercise		Term		Value
	Options			Price		(in years)		(in thousands)
Outstanding as of December 31, 2023		1,812,729		$	33.42			$	127
Granted		527,250		$	28.18
Exercised		(3,556	)	$	21.96			$	14
Forfeited and canceled		(66,010	)	$	39.40			$	30
Outstanding as of June 30, 2024		2,270,413		$	32.05		7.7	$	300
Vested, June 30, 2024		1,291,554		$	34.79		6.6	$	55
Vested or expected to vest, June 30, 2024		2,270,413		$	32.05		7.7	$	300

The Company uses the Black-Scholes pricing model to determine the fair value of options granted. The calculation of the fair value of stock options is affected by the stock price on the grant date, the expected volatility of the Company’s common stock over the expected term of the award, the expected life of the award, the risk-free interest rate and the dividend yield.

The assumptions used in the Black-Scholes pricing model for options granted during the six months June 30, 2024 and 2023, along with the weighted-average grant-date fair values, were as follows:

	Six Months Ended
	June 30,
	2024								2023
Risk free interest rate		3.9	%		-		4.6	%		3.5	%		-		4.3	%
Expected volatility		44.5	%		-		48.2	%		48.7	%		-		49.4	%
Expected life (years)					4.5								4.5
Expected dividend yield					0.0	%							0.0	%
Fair value per option				$	10.52							$	11.74

As of June 30, 2024, there was $8.7 million of unrecognized compensation cost related to unvested stock options. This expense is expected to be recognized over a weighted average period of 2.2 years.

Restricted Stock Units

RSUs generally vest in equal annual installments over a three-year period. The grant-date fair value of RSUs is recognized as expense on a straight-line basis over the requisite service period, which is generally the vesting period. The Company determines the fair value of RSUs based on the closing price of its common stock on the date of grant.

RSU activity for the six-month period ended June 30, 2024 was as follows:

				Weighted
	Number of			Average
	Shares			Fair Value
Outstanding as of December 31, 2023		771,358		$	27.19
Granted		445,373		$	26.68
Vested		(298,573	)	$	27.67
Forfeited and cancelled		(38,793	)	$	26.93
Outstanding as of June 30, 2024		879,365		$	26.87

The weighted-average grant-date fair value per share of RSUs granted was $26.68 and $26.93 for the six-month periods ended June 30, 2024 and 2023, respectively. The total fair value of RSUs vested was $9.3 million and $6.6 million for the six-month periods ended June 30, 2024 and 2023, respectively. As of June 30, 2024, there was $8.0 million of unrecognized compensation cost related to time-based RSUs, which was expected to be recognized over a weighted-average period of 1.6 years.

The Company’s annual grant of RSU awards in March 2024 can be settled at vesting in cash or shares at the Company’s election. The Company has recorded these RSUs as a liability due to the expectation that the Company will settle the vesting of the March 2024 RSU awards in cash due to a potential shortage of shares in the 2017 Plan at the time of vesting. As a result, these RSUs will be subject to change in value at the time of each reporting period. As of June 30, 2024, the Company had 400,760 shares outstanding in which a liability of $0.9 million was recorded in Accrued Expenses and Other Liabilities.

12.

Income Taxes

The income tax expense was $0.8 million and $0.9 million for the three- and six-month periods ended June 30, 2024, resulting in effective tax rates of 111.6% and (23.9%), respectively. The income tax benefit was $0.3 million and $2.0 million for the three- and six-month periods ended June 30, 2023, resulting in an effective tax rate of 10.7% and 13.2%, respectively.

The net change in the effective tax rate for the three- and six-month periods ended June 30, 2024, as compared to the same periods in 2023, was primarily due to the impact of the valuation allowance in the US in both the current and prior periods and the impact of recording of $0.6 million of discrete items during the three-month period ended June 30, 2024. The Company’s effective tax rate for the three-month and six-month periods ended June 30, 2024 was primarily driven by the full valuation on the Company's deferred tax assets in the US and the projected taxable income for the Company resulting in expected current tax expense in 2024.

The Company recognizes deferred tax assets to the extent that it believes that these assets are more likely than not to be realized. In making such a determination, the Company considers all available positive and negative evidence, including future reversals of existing taxable temporary differences, projected future taxable income, tax-planning strategies, carryback potential if permitted under the tax law, and results of recent operations. The Company has incurred operating losses in recent years. As a result, the Company anticipates that deferred tax assets originating during the year ended December 31, 2024 will exceed the availability of reversing taxable temporary differences. Due to significant negative evidence, including the Company’s prior year operating losses, the Company concluded its anticipated net deferred tax assets in the U.S. are not more likely than not to be realizable. Accordingly, the estimated annual effective tax rate used to compute the income tax provision for the six-month period ended June 30, 2024 includes an adjustment for the valuation allowance required against the U.S. deferred tax assets. As of June 30, 2024, the Company continues to believe its foreign deferred tax assets are realizable based upon future reversals of existing taxable temporary differences and projected future taxable income.

The Company files income tax returns in the United States on a federal basis, in certain U.S. states, and in certain foreign jurisdictions. The associated tax filings remain subject to examination by applicable tax authorities for a certain length of time following the tax year to which those filings relate, which varies by jurisdiction.

13.

Earnings Per Share (“EPS”)

Basic EPS is calculated by dividing net income (loss) by the weighted average number of shares outstanding during the period. Unvested restricted shares, although legally issued and outstanding, are not considered outstanding for purposes of calculating basic EPS. Diluted EPS is calculated by dividing net income by the weighted average number of shares outstanding plus the dilutive effect, if any, of outstanding share-based awards using the treasury stock method. Due to the Company’s loss position, the share-based payment awards are anti-dilutive.

The Company had a net loss during the three and six-month periods ended June 30, 2024 and 2023, respectively, and therefore all potential common shares would have been anti-dilutive and accordingly were excluded from the computation of diluted EPS. Stock options of 2.3 million shares and 1.8 million shares were outstanding at June 30, 2024 and 2023, respectively. Restricted stock units totaling 0.9 million and 0.8 million were outstanding at June 30, 2024 and 2023, respectively. These securities were not included in the computation of diluted EPS because the awards’ impact on EPS would have been anti-dilutive.

14.

Share Repurchase

In May 2024, the Company agreed to implement a share repurchase program for an aggregate purchase price of $40.0 million to occur as follows: (i) first $15.0 million was effected through a Rule 10b5-1 Plan initiated prior to June 1, 2024 and to be effective through June 30, 2025, and (ii) the remaining amount to be purchased in the open market through June 2026. In the event of positive “free cash flow” as defined in the Cooperation Agreement dated May 28, 2024, with Caligan Partners LP, Caligan Partners Master Fund LP and David Johnson, for the period from July 1, 2024 through June 30, 2025, the amount under the share repurchase program shall be increased by 50% of such positive amount and in no event would we be required to make any purchases in the event that the Company’s cash would be less than $45.0 million after taking into account the share repurchase and reasonably anticipated capital expenditures and restructuring costs. This new authorization replaces our share repurchase program previously announced in April 2023.

On May 28, 2024, the Company entered into a share repurchase agreement under a Rule 10b5-1 with Bank of America. As of June 30, 2024, the Company had repurchased 52,552 shares at an average cost of $26.07 per share for a total cost of $1.4 million.

ITEM 2.

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

You should read the following discussion in conjunction with our financial statements and related notes appearing elsewhere in this report and our audited consolidated financial statements and related notes contained in our Annual Report on Form 10-K for the year ended December 31, 2023, or our 2023 Form 10-K. In addition to historical information, this report contains "forward-looking statements" within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934 concerning our business, consolidated financial condition, and results of operations. The Securities and Exchange Commission, or the SEC, encourages companies to disclose forward-looking statements so that investors can better understand a company’s future prospects and make informed investment decisions. Forward-looking statements are subject to risks and uncertainties, many of which are outside our control, which could cause actual results to differ materially from these statements. Therefore, you should not rely on any of these forward-looking statements. Forward-looking statements can be identified by such words as "will," "likely," "may," "believe," "expect," "anticipate," "intend," "seek," "designed," "develop," "would," "future," "can," "could," and other expressions that are predictions of or indicate future events and trends and that do not relate to historical matters. All statements other than statements of historical facts included in this report regarding our strategies, prospects, financial condition, operations, costs, plans, and objectives are forward-looking statements. Examples of forward-looking statements include, among others, statements regarding expected future operating results, expectations regarding the timing and receipt of regulatory results, anticipated levels of capital expenditures, and expectations of the effect on our financial condition of claims, litigation, and governmental and regulatory proceedings.

Please also refer to “Item 1A. Risk Factors” of our 2023 Form 10-K for important factors that we believe could cause actual results to differ materially from those in our forward-looking statements. Any forward-looking statement made by us in this report is based only on information currently available to us and speaks only as of the date on which it is made. We undertake no obligation to publicly update any forward-looking statement, whether written or oral, that may be made from time to time, whether as a result of new information, future developments or otherwise.

Management Overview

We are a global joint preservation company that creates and delivers meaningful advancements in early intervention orthopedic care. Based on our collaborations with clinicians to understand what they need most to treat their patients, we develop minimally invasive products that restore active living for people around the world. We are committed to leading in high opportunity spaces within orthopedics, including OA pain management, regenerative solutions, sports medicine and Arthrosurface joint solutions.

We have over thirty years of global expertise developing, manufacturing and commercializing products on our hyaluronic acid, or HA, technology platform. HA is a naturally occurring polymer found throughout the body that is vital for proper joint health and tissue function. Our proprietary technologies for modifying the HA molecule allow product properties to be tailored specifically to multiple uses, including enabling longer residence time to support OA pain management and creating a solid form of HA called Hyaff, which is a platform utilized in our regenerative solutions portfolio.

In early 2020, we expanded our overall technology platform, product portfolio, and significantly expanded our commercial infrastructure, especially in the United States, through our strategic acquisitions of Parcus Medical, LLC, or Parcus Medical, a sports medicine and instrumentation solutions provider, and Arthrosurface, Inc, or Arthrosurface, a company specializing in bone preserving partial and total joint replacement solutions. These acquisitions augmented our HA-based OA pain management and regenerative products with a broad suite of products and capabilities focused on early intervention joint preservation primarily in upper and lower extremities such as shoulder, foot/ankle, knee and hand/wrist.

As we look forward, our business is positioned to capture value within our target market of joint preservation. We believe our future success will be driven by our:

●

Over 30 years of experience in HA and HA-based regenerative solutions and early intervention orthopedics combined with seasoned leadership with a strong financial foundation for future investment in meaningful solutions for our customers and their patients;

●

Utilizing HA technology and manufacturing expertise to provide new and differentiated solutions in next generation OA Pain Management (eg. Cingal) and regenerative (eg. Integrity) markets;

●

Introducing key HA products into the US market upon FDA approval/clearance, such as Cingal, Hyalofast and Integrity, our arthroscopic patch system for rotator cuff and other tendon repairs;

●

Robust network of stakeholders in our target markets to identify evolving unmet patient treatment needs;

●

Global commercial expertise, which we will leverage to drive growth across our product portfolio, including continued international expansion;

●

Opportunity to pursue strategic inorganic growth opportunities, including potential partnerships and smaller acquisitions and technology licensing, and leveraging our strong financial foundation and operational capabilities; and

●

Energized and experienced team focused on strong values, talent, and culture.

Products

OA Pain Management

Our OA Pain Management product family consists of Monovisc and Orthovisc, our injectable, HA, OA Pain Management offerings that are indicated to provide pain relief from osteoarthritis conditions; and Cingal, our novel, next generation, single-injection OA Pain Management product consisting of our proprietary cross-linked HA material combined with a steroid. Cingal is our next generation fast-acting, long-lasting, non-opioid, clinically proven osteoarthritis pain product which is designed to provide both short- and long-term pain relief through at least six months. It is currently sold outside the United States in approximately 40 countries. In 2022, we completed a third Phase III clinical trial for Cingal, which achieved its primary endpoint. Cingal is not currently approved for commercial use in the United States. We have been actively engaging with the U.S. Food and Drug Administration, or the FDA, on next steps for U.S. regulatory approval.

Joint Preservation and Restoration

Our Joint Preservation and Restoration product family consists of: (a) our portfolio of orthopedic regenerative solutions products utilizing HA, including Integrity, our new hyaluronic acid-based scaffold for rotator cuff and other tendon repairs, Tactoset, our HA-enhanced injectable bone substitute, and Hyalofast, our HA, biodegradable scaffold used for cartilage regeneration currently available outside the United States in over 35 countries; (b) our line of sports medicine solutions used to repair and reconstruct damaged ligaments and tendons due to sports injuries, trauma and disease; and (c) our Arthrosurface portfolio of bone preserving joint technologies, including partial joint replacement, joint resurfacing, and minimally invasive and bone sparing implants, designed to treat upper and lower extremity orthopedic conditions caused by trauma, injury and arthritic disease.

Non-Orthopedic

Our Non-Orthopedic product family consists of legacy HA products that are marketed principally for non-orthopedic applications, including our anti-adhesion barrier product, advanced wound care products, our ear, nose and throat products, and our ophthalmic products. Our Non-Orthopedic product family also includes Hyvisc, our high molecular weight injectable HA veterinary product approved for the treatment of joint dysfunction in horses due to non-infectious synovitis associated with equine OA.

Results of Operations

Three and Six Months Ended June 30, 2024 Compared to Three and Six Months Ended June 30, 2023

	Three Months Ended June 30,												Six Months Ended June 30,
	2024			2023			$ Change			% Change			2024			2023			$ Change			% Change
	(in thousands, except percentages)												(in thousands, except percentages)
Revenue	$	41,921		$	44,302		$	(2,381	)		(5	%)	$	82,444		$	82,226		$	218			-	%
Cost of revenue		14,556			15,330			(774	)		(5	%)		30,451			30,411			40			-	%
Gross Profit		27,365			28,972			(1,607	)		(6	%)		51,993			51,815			178			-	%
Gross Margin		65	%		65	%								63	%		63	%
Operating expenses:
Research & development		7,398			8,914			(1,516	)		(17	%)		15,562			17,314			(1,752	)		(10	%)
Selling, general & administrative		19,806			23,689			(3,883	)		(16	%)		41,333			50,685			(9,352	)		(18	%)
Total operating expenses		27,204			32,603			(5,399	)		(17	%)		56,895			67,999			(11,104	)		(16	%)
Income (loss) from operations		161			(3,631	)		3,792			(104	%)		(4,902	)		(16,184	)		11,282			(70	%)
Interest and other income, net		595			561			34			6	%		1,187			1,100			87			8	%
Income (loss) before income taxes		756			(3,070	)		3,826			(125	%)		(3,715	)		(15,084	)		11,369			(75	%)
Provision for (benefit from) income taxes		844			(329	)		1,173			(357	%)		887			(1,993	)		2,880			(145	%)
Net loss	$	(88	)	$	(2,741	)	$	2,653			(97	%)	$	(4,602	)	$	(13,091	)	$	8,489			(65	%)

Revenue

The following table presents revenue by product family for the three and six-month periods ended June 30, 2024 and 2023:

	Three Months Ended June 30,
	2024		2023		$ Change			% Change
	(in thousands, except percentages)
OA Pain Management	$	26,658	$	29,334	$	(2,676	)		(9	%)
Joint Preservation and Restoration		13,554		12,660		894			7	%
Non-Orthopedic		1,709		2,308		(599	)		(26	%)
	$	41,921	$	44,302	$	(2,381	)		(5	%)

	Six Months Ended June 30,
	2024		2023		$ Change			% Change
	(in thousands, except percentages)
OA Pain Management	$	50,976	$	51,967	$	(991	)		(2	%)
Joint Preservation and Restoration		27,395		26,113		1,282			5	%
Non-Orthopedic		4,073		4,146		(73	)		(2	%)
	$	82,444	$	82,226	$	218			-	%

Revenue from our OA Pain Management product family decreased 9% and 2% for the three- and six-month periods ended June 30, 2024, as compared to the same period in 2023, due primarily to unfavorable timing of strategic partner orders as distributor ordering patterns can vary significantly on a quarterly basis.

Revenue from our Joint Preservation and Restoration product family increased 7% and 5% for the three- and six-month periods ended June 30, 2024, as compared to the same period in 2023, primarily due to growing commercial adoption of our newest products, which offset lower sales of certain legacy sports medicine products.

Revenue from our Non-Orthopedic product family decreased 26% and 2% for the three- and six-month periods ended June 30, 2024, as compared to the same period in 2023, primarily due to unfavorable timing of distributor ordering patterns as well as due to the end of life of certain legacy non-orthopedic products.

Gross Profit and Margin

Gross profit for the three-month period ended June 30, 2024 decreased $1.6 million and increased $0.2 million for the six-month period ended June 30, 2024 to $27.4 million and $52.0 million, respectively. Gross profit for the three- and six-month periods ended June 30, 2023 was $29.0 million and $51.8 million, respectively. The decrease in gross profit for the three-month period ended June 30, 2024 was primarily related to lower revenue related to the timing of OA Pain Management revenues. The increase in gross profit for the six-month period ended June 30, 2024 was due primarily to lower acquisition related amortization expenses on intangible assets, offset by higher inventory reserves.

Gross margin for the three- and six-month periods ended June 30, 2024 was 65% and 63%, respectively. Gross margin for the three- and six-month period ended June 30, 2023 was 65% and 63%, respectively. There was no change in gross margin for the three- and six-month periods ended June 30, 2024, as compared to the same periods in 2023.

Research and Development

Research and development expenses for the three- and six-month periods ended June 30, 2024 were $7.4 million and $15.6 million, respectively. Research and development expenses for the three- and six-month periods ended June 30, 2023 were $8.9 million and $17.3 million, respectively. The decrease was primarily related to lower product development and regulatory costs in current year.

Selling, General and Administrative

Selling, general and administrative expenses for the three- and six-month periods ended June 30, 2024 were $19.8 million and $41.3 million, respectively. Selling, general and administrative expenses for the three- and six-month periods ended June 30, 2023 were $23.7 million and $50.7 million, respectively. This decrease for the three- and six-month periods ended June 30, 2024 was primarily due to a $3.3 million payment on the Parcus Medical unitholder arbitration settlement in 2023, a $1.4 million benefit on the settlement of a contract obligation related to a discontinuation of a software project, cost savings as a result of recent headcount reductions in 2024, and lower shareholder activism costs in 2024.

Income Taxes

Income tax expense was $0.8 million and $0.9 million for the three- and six-month periods ended June 30, 2024, resulting in effective tax rates of 111.6% and (23.9%), respectively. The income tax benefit was $0.3 million and $2.0 million for the three- and six-month periods ended June 30, 2023, resulting in an effective tax rate of 10.7% and 13.2%, respectively. The net change in the effective tax rate for the three- and six-month periods ended June 30, 2024, as compared to the same periods in 2023, was primarily due to the impact of the valuation allowance in the U.S. in both the current and prior periods and the impact of recording of $0.6 million of discrete items during the three-month period ended June 30, 2024. The Company’s effective tax rate for the three- and six-month periods ended June 30, 2024 was primarily driven by the full valuation on the Company's deferred tax assets in the US and the projected taxable income for the Company, and resulting current tax payable, for the three- and six-month periods ended June 30, 2024.

Net Loss

For the three- and six-month periods ended June 30, 2024, net loss was $0.1 million and $4.6 million, or $0.01 loss per diluted share and $0.31 loss per diluted share, respectively, compared to a net loss of $2.7 million and $13.1 million, or $0.19 loss per diluted share and $0.89 loss per diluted share, for the same periods in the prior year. The decrease in net loss and diluted net loss per share was primarily due to lower operating expenses from lower headcount and non-recurring costs related to the Parcus Medical arbitration settlement and shareholder activism costs.

Non-GAAP Financial Measures

We present certain information with respect to adjusted gross profit and adjusted gross margin, adjusted Earnings Before Interest, Tax, Depreciation and Amortization, or EBITDA, adjusted net income, adjusted diluted earnings per share or adjusted EPS, which are financial measures not based on any standardized methodology prescribed by accounting principles generally accepted in the United States, or GAAP, and is not necessarily comparable to similarly titled measures presented by other companies.

We have presented adjusted gross profit and adjusted gross margin, adjusted EBITDA, adjusted net income, adjusted EPS, because they are key measures used by our management and board of directors to understand and evaluate our operating performance and to develop operational goals for managing our business. We believe these financial measures help identify underlying trends in our business that could otherwise be masked by the effect of the expenses that we exclude. In particular, we believe that the exclusion of these items in calculating these measures can provide a useful tool for period-to-period comparisons of our core operating performance. Accordingly, we believe that these measures provide useful information to investors and others in understanding and evaluating our operating results, enhancing the overall understanding of our past performance and future prospects and allowing for greater transparency with respect to key financial metrics used by our management in their financial and operational decision-making.

Adjusted Gross Profit and Adjusted Gross Margin

We define adjusted gross profit as our gross profit excluding amortization of certain acquired intangible assets, the impact of inventory fair-value step up associated with our recent acquisitions and certain product rationalization charges. The amortized assets contribute to revenue generation, and the amortization of such assets will likely continue in future periods until such assets are fully amortized. These assets include the fair value of certain identified assets acquired in acquisitions, including developed technology and acquired tradenames. We define adjusted gross margin as adjusted gross profit divided by total revenue.

The following is a reconciliation of adjusted gross profit and gross margin, both non-GAAP metrics, to gross profit, the most directly comparable GAAP financial measure for the three and six-month periods ended June 30, 2024 and 2023, respectively:

	For the Three Months Ended June 30,						For the Six Months Ended June 30,
	2024			2023			2024			2023
Gross profit	$	27,365		$	28,972		$	51,993		$	51,815
Product rationalization charges		-			-			472			-
Acquisition related intangible asset amortization		154			1,561			311			3,123
Adjusted gross profit	$	27,519		$	30,533		$	52,776		$	54,938

Adjusted gross margin		66	%		69	%		64	%		67	%

Adjusted gross profit for the three- and six-month periods ended June 30, 2024 decreased $3.0 million and $2.1 million to $27.5 million and $52.8 million, respectively, representing adjusted gross margin of 66% and 64%, respectively. Adjusted gross profit for the three- and six-month periods ended June 30, 2023 was $30.5 million and $54.9 million, respectively, or adjusted gross margin of 69% and 67%, respectively. The decrease in adjusted gross margin for the three- and six-month periods ended June 30, 2024 as compared to 2023 was due to lower revenue largely due to the timing of OA Pain Management revenues and higher proportion of international revenues which have lower margins.

Adjusted EBITDA

We present information below with respect to adjusted EBITDA, which we define as our net income (loss) excluding interest and other expense, net, income tax benefit, depreciation and amortization, stock-based compensation, and acquisition-related expenses.

Adjusted EBITDA is not prepared in accordance with GAAP, and should not be considered in isolation of, or as an alternative to, measures prepared in accordance with GAAP. There are a number of limitations related to the use of adjusted EBITDA rather than net (loss) income, which is the nearest GAAP equivalent. Some of these limitations are:

●

adjusted EBITDA excludes depreciation and amortization, and, although these are non-cash expenses, the assets being depreciated or amortized may have to be replaced in the future, the cash requirements for which are not reflected in adjusted EBITDA;

●

we exclude share-based compensation expense from adjusted EBITDA although (a) it has been, and will continue to be for the foreseeable future, a significant recurring expense for our business and an important part of our compensation strategy and (b) if we did not pay out a portion of our compensation in the form of stock-based compensation, the cash salary expense included in operating expenses would be higher, which would affect our cash position;

●

we exclude acquisition related expenses, including, amortization and depreciation of acquired assets in recent acquisitions, and the impact of inventory fair-value step up on cost of revenue;

●

the expenses and other items that we exclude in our calculation of adjusted EBITDA may differ from the expenses and other items, if any, that other companies may exclude from adjusted EBITDA when they report their operating results;

The following is a reconciliation of adjusted EBITDA, a non-GAAP metric, to net loss, the most directly comparable GAAP financial measure, for the three and six-month periods ended June 30, 2024 and 2023, respectively:

	For the Three Months Ended June 30,						For the Six Months Ended June 30,
	2024			2023			2024			2023
Net loss	$	(88	)	$	(2,741	)	$	(4,602	)	$	(13,091	)
Interest and other income, net		(595	)		(561	)		(1,187	)		(1,100	)
Provision for (benefit from) income taxes		844			(329	)		887			(1,993	)
Depreciation and amortization		1,889			1,764			3,755			3,528
Share-based compensation		3,891			4,150			7,481			7,867
Arbitration settlement		-			-			-			3,250
Product rationalization charges		-			-			472			-
Acquisition related intangible asset amortization		169			1,787			366			3,574
Discontinuation of software development project		(1,404	)		-			(1,404	)		-
Severance costs		-			-			839			-
Costs of shareholder activism		1,584			2,202			2,185			3,033
Adjusted EBITDA	$	6,290		$	6,272		$	8,792		$	5,068

Adjusted EBITDA in the three-month period ended June 30, 2024 had little change as compared with the same period in 2023. Adjusted EBITDA for the period was primarily driven by lower operating expenses offset by the reduced volume of higher margin US OA Pain Management revenue.

Adjusted EBITDA in the six-month period ended June 30, 2024, increased $3.7 million as compared with the same period in 2023. The increase in adjusted EBITDA for the period was due to lower operating expenses, growth in new product sales, offset partially by lower OA Pain Management revenue in the US.

Adjusted Net Income (Loss) and Adjusted EPS

We present information below with respect to adjusted net (loss) income and adjusted EPS. We define adjusted net (loss) income as our net (loss) income excluding amortization and depreciation of acquired assets, share-based compensation, and other non-recurring items, such as product rationalization charges, severance costs and costs of shareholder activism. We define adjusted EPS as GAAP diluted earnings per share excluding the above adjustments to net (loss) income used in calculating adjusted net (loss) income, each on a per share and tax effected basis.

The following is a reconciliation of adjusted net loss, a non-GAAP metric, to net income (loss), the most directly comparable GAAP financial measure, for the three and six-month periods ended June 30, 2024 and 2023, respectively:

	For the Three Months Ended June 30,						For the Six Months Ended June 30,
	2024			2023			2024			2023
Net loss	$	(88	)	$	(2,741	)	$	(4,602	)	$	(13,091	)
Product rationalization, tax effected		-			-			514			-
Arbitration settlement, tax effected		-			-			-			2,800
Share based compensation, tax effected		2,393			3,712			8,154			6,779
Acquisition related intangible asset amortization, tax effected		103			1,598			398			3,080
Discontinuation of software development project, tax effected		(864	)		-			(1,530	)		-
Severance costs, tax effected		-			-			914			-
Costs of shareholder activism, tax effected		975			1,970			2,381			2,613
Adjusted net income	$	2,519		$	4,539		$	6,229		$	2,181

The following is a reconciliation of adjusted diluted EPS, a non-GAAP metric, to diluted EPS, the most directly comparable GAAP financial measure, for the three and six-month periods ended June 30, 2024 and 2023, respectively:

	For the Three Months Ended June 30,						For the Six Months Ended June 30,
	2024			2023			2024			2023
Diluted (loss) earnings per share (EPS)	$	(0.01	)	$	(0.19	)	$	(0.31	)	$	(0.89	)
Product rationalization, tax effected		-			-			0.03			-
Arbitration settlement, tax effected		-			-			-			0.19
Share based compensation, tax effected		0.16			0.25			0.55			0.46
Acquisition related intangible asset amortization; tax effected		0.01			0.11			0.03			0.21
Discontinuation of software development project, tax effected		(0.06	)		-			(0.10	)		-
Severance costs, tax effected		-			-			0.06			-
Cost of shareholder activism, tax effected		0.07			0.14			0.16			0.18
Adjusted diluted (loss) earnings per share (EPS)	$	0.17		$	0.31		$	0.42		$	0.15

Adjusted net income and adjusted diluted earnings per share in the three-month period ended June 30, 2024 decreased $2.0 million and $0.14, respectively, as compared with the same period in 2023. The decrease for the period was primarily due to lower revenues due to timing of strategic ordering patterns with OA Pain Management customers that have higher margins.

Adjusted net income and adjusted diluted earnings per share in the six-month period ended June 30, 2024 increased $4.1 million and $0.27, respectively, as compared with the same period in 2023. The increase for the period was primarily due to lower operating expenses in 2024 partially offset by lower revenues on timing of strategic ordering patterns with higher margin OA Pain Management customers.

Liquidity and Capital Resources

We require cash to fund our operating activities and to make capital expenditures and other investments in the business. We expect that our requirements for cash to fund these uses will increase as our operations expand. We continue to generate cash from operating activities and believe that our operating cash flows, cash currently on our balance sheet and availability under our credit facility will be sufficient to allow us to continue to invest in our existing business, to manage our capital structure on a short and long-term basis, and to meet our anticipated operating cash needs. Cash and cash equivalents were $62.8 million and $72.9 million, and working capital totaled $128.9 million and $132.2 million, at June 30, 2024 and December 31, 2023, respectively.

On November 12, 2021, we entered into a Third Amendment to Credit Agreement with Bank of America N.A. as administrative agent, which amended our existing revolving line of credit agreement dated October 24, 2017 which provides up to $75.0 million in the form of a senior revolving line of credit. Subject to certain conditions, we may request up to an additional $75.0 million for a maximum aggregate commitment of $150.0 million. As of June 30, 2024, and December 31, 2023, there were no outstanding borrowings, and we are in compliance with the terms of the credit facility.

Summary of Cash Flows (in thousands):

	Six Months Ended June 30,
	2024			2023
Cash (used in) provided by
Operating activities	$	(1,195	)	$	(11,911	)
Investing activities		(5,211	)		(2,846	)
Financing activities		(3,384	)		(6,556	)
Effect of exchange rate changes on cash		(255	)		57
Net decrease in cash and cash equivalents	$	(10,045	)	$	(21,256	)

The following changes contributed to the net change in cash and cash equivalents in the six-month period ended June 30, 2024 as compared to the same period in 2023.

Operating Activities

Cash used in operating activities was $1.2 million for the six-month period ended June 30, 2024, as compared to cash used in operating activities of $11.9 million for the same period in 2023. The decrease in cash used in operating activities for the six-months ended June 30, 2024, compared to the same period in prior year, was primarily due to a lower net loss during the six-month period ended June 30, 2024 and higher non-recurring costs in 2023 for the Parcus Medical arbitration settlement and shareholder activism costs.

Investing Activities

Cash used in investing activities was $5.2 million for the six-month period ended June 30, 2024, as compared to cash used in investing activities of $2.8 million for the same period in 2023. The change was primarily due to an increase in capital expenditures in 2024 to support the expansion of manufacturing capacity at our Bedford facility.

Financing Activities

Cash used in financing activities was $3.4 million for the six-month period ended June 30, 2024, as compared to cash used in financing activities of $6.6 million for the same period in 2023. In both periods, the cash used in financing activities was primarily attributable to utilization of cash for share repurchases and employee tax withholding in exchange for shares surrendered by equity award holders.

Critical Accounting Policies and Estimates

The preparation of our condensed consolidated financial statements in conformity with GAAP requires management to use judgment in making estimates and assumptions that affect the reported amounts of assets, liabilities, revenue and expenses, and related disclosure of contingent assets and liabilities. We believe that our accounting policies for revenue recognition, accounts receivable and allowance for credit losses, goodwill, acquired in-process research and development, inventory and contingencies are based on, among other things, judgments and assumptions made by management that include inherent risks and uncertainties. There have been no significant changes to the above critical accounting policies or in the underlying accounting assumptions and estimates used in such policies from those disclosed in our annual consolidated financial statements and accompanying notes included in our 2023 Form 10-K for the year ended December 31, 2023. We monitor our estimates on an ongoing basis for changes in facts and circumstances, and material changes in these estimates could occur in the future. Changes in estimates are recorded in the period in which they become known. We base our estimates on historical experience and other assumptions that we believe to be reasonable under the circumstances. Actual results may differ from our estimates if past experience or other assumptions do not turn out to be substantially accurate.

Recent Accounting Pronouncements

A discussion of Recent Accounting Pronouncements is included in our 2023 Form 10-K for the fiscal year ended December 31, 2023 and is updated in the Notes to the condensed consolidated financial statements included in this report.

Contractual Obligations and Other Commercial Commitments

Our contractual obligations and other commercial commitments are summarized in the section captioned “Part II, Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations—Liquidity and Capital Resources—Contractual Obligations and Other Commercial Commitments” in our 2023 Form 10-K for the year ended December 31, 2023. There were no material changes to our contractual obligations reported in our 2023 Form 10-K during the six months ended June 30, 2024. For additional discussion, see Note 9 to the condensed consolidated financial statements included in this report.

To the extent that funds generated from our operations, together with our existing capital resources, are insufficient to meet future requirements, we will be required to obtain additional funds through equity or debt financings, strategic alliances with corporate partners and others, or through other sources. No assurance can be given that any additional financing will be made available to us or will be available on acceptable terms should such a need arise.

ITEM 3.

QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Our market risks and the ways we manage them are summarized in the section captioned “Part II, Item 7A. Quantitative and Qualitative Disclosures About Market Risk” in our Annual Report on Form 10-K for the year ended December 31, 2023. There have been no material changes in the first six months of 2024 to our market risks or to our management of such risks.

ITEM 4.

CONTROLS AND PROCEDURES

(a) Evaluation of disclosure controls and procedures.

Under the supervision and with the participation of our management, including our chief executive officer and chief financial officer, we have evaluated the effectiveness of the design and operation of our disclosure controls and procedures as defined by Rules 13a-15(e) and 15d-15(e) of the Securities Exchange Act of 1934, as amended, as of the end of the period covered by this report. Based upon that evaluation, the chief executive officer and chief financial officer have concluded as of June 30, 2024 that our disclosure controls and procedures are effective to ensure that information required to be disclosed by us in reports we file or submit under the Exchange Act is recorded, processed, summarized and reported, within the time periods specified in SEC rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed by our company in the reports we file or submit under the Exchange Act is accumulated and communicated to our management, including our chief executive officer and chief financial officer, as appropriate to allow timely decisions regarding required disclosure. On an on-going basis, we review and document our disclosure controls and procedures, and our internal control over financial reporting, and may from time to time make changes aimed at enhancing their effectiveness and to ensure that our systems evolve with our business.

(b) Changes in internal controls over financial reporting.

There were no material changes in our internal control over financial reporting during the quarter ended June 30, 2024, that have materially affected, or were reasonably likely to materially affect, our internal control over financial reporting.

PART II:

OTHER INFORMATION

ITEM 1.

LEGAL PROCEEDINGS

We are involved from time-to-time in various legal proceedings arising in the normal course of business. Although the outcomes of these legal proceedings are inherently difficult to predict, we do not expect the resolution of these occasional legal proceedings to have a material adverse effect on our financial position, results of operations, or cash flow. There have been no material changes to the information provided in the section captioned “Part I, Item 3. Legal Proceedings” in our Annual Report on Form 10-K for the year ended December 31, 2023.

ITEM 1A.

RISK FACTORS

Except as set forth below, there have been no material changes to the risk factors described in the section captioned “Part I, Item 1A. Risk Factors” in our Annual Report on Form 10-K for the year ended December 31, 2023 as amended and supplemented by the information in “Part II, Item 1A. Risk Factors” in our Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2024. In addition to the other information set forth in this report, you should carefully consider the factors discussed in the section captioned “Part I, Item 1A. Risk Factors” in our Annual Report on Form 10-K for the year ended December 31, 2023 and in “Part II, Item 1A. Risk Factors” in our Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2024, which could materially affect our business, financial condition, or future results. The risks described in our Annual Report on Form 10-K and such subsequently filed Quarterly Report on Form 10-Q are not the only risks we face. Additional risks and uncertainties not currently known to us or that we currently deem to be immaterial also may have a material adverse effect on our business, financial condition, and/or operating results.

The impact of the Russian invasion of Ukraine and the Israel-Hamas war on the global economy, energy supplies and raw materials is uncertain, but may prove to negatively impact our business and operations.

The short and long-term implications of Russia’s invasion of Ukraine and the Israel-Hamas war are difficult to predict at this time. We continue to monitor any adverse impact that the outbreak of war in Ukraine, the subsequent institution of sanctions against Russia by the United States and several European and Asian countries, and the Israel-Hamas war may have on the global economy in general, on our business and operations and on the businesses and operations of our suppliers and other third parties with which we conduct business. For example, a prolonged conflict in Ukraine or Israel may result in increased inflation, escalating energy prices and constrained availability, and thus increasing costs, of raw materials. We also have suppliers and customers in and around those countries that we periodically do business with that could be disrupted by these events. We will continue to monitor this fluid situation and develop contingency plans as necessary to address any disruptions to our business operations as they develop. To the extent these conflicts may adversely affect our business as discussed above, it may also have the effect of heightening many of the other risks described herein. Such risks include, but are not limited to, adverse effects on macroeconomic conditions, including inflation; disruptions to our global technology infrastructure, including through cyberattack, ransom attack, or cyber-intrusion; adverse changes in international trade policies and relations; disruptions in global supply chains; and constraints, volatility, or disruption in the capital markets, any of which could negatively affect our business and financial condition.

ITEM 2.

UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

Issuer Purchases of Equity Securities

The following is a summary of stock repurchases for the three-month period ended June 30, 2024 (in thousands, except share and per share data):

Period	(a) Total number of shares purchased (1)		(b) Average Price per Share		(c) Total number of shares purchased as part of publicly announced plans or programs		(d) Maximum number (or approximate dollar value) of shares that may yet be purchased under the plans or programs
April 1 to 30, 2024		-		-		-	$	15,000
May 1 to 31, 2024	7,340		$	25.74		7,340	$	39,811
June 1 to 30, 2024	45,212		$	26.12		45,212	$	38,630
Total	52,552					52,552

(1) In May 2024, we agreed to implement a share repurchase program for an aggregate purchase price of $40.0 million to occur as follows: (i) first $15.0 million was to be effected through a Rule 10b5-1 plan initiated prior to June 1, 2024 and to be effective through June 30, 2025, and (ii) the remaining amount to be purchased in the open market (the “2024 Share Repurchase Program”). In the event of positive “free cash flow” as defined in the Cooperation Agreement dated May 28, 2024, with Caligan Partners LP, Caligan Partners Master Fund LP and David Johnson, for the period from July 1, 2024 through June 30, 2025, the amount under the share repurchase program shall be increased by 50% of such positive amount and in no event would we be required to make any purchases in the event that our cash would be less than $45.0 million after taking into account the share repurchase and reasonably anticipated capital expenditures and restructuring costs. This new authorization replaces our share repurchase program previously announced in April 2023. On May 28, 2024, the Company entered into a share repurchase agreement under a Rule 10b5-1 with Bank of America. As of June 30, 2024, the Company had repurchased 52,552 shares at an average cost of $26.07 per share, representing 4% of the then estimated total number of shares expected to be repurchased under the 2024 Share Repurchase Program.

Recent Sales of Unregistered Securities

None.

ITEM 3.

DEFAULTS UPON SENIOR SECURITIES

None.

ITEM 4.

MINE SAFETY DISCLOSURES.

Not applicable.

ITEM 5.

OTHER INFORMATION.

Rule 10b5-1 Trading Plans

During the fiscal quarter ended June 30, 2024, none of the Company’s directors or executive officers adopted or terminated any contract, instruction or written plan for the purchase or sale of Company securities that was intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) or any “non-Rule 10b5-1 trading arrangement.”

ITEM 6.

EXHIBITS

Exhibit No.	Description

3.1	Certificate of Incorporation of Anika Therapeutics, Inc. (incorporated by reference to Exhibit 3.1 to the Current Report on Form 8-K (File No. 001-14027) filed by the Registrant on June 6, 2018)

3.2	Bylaws of Anika Therapeutics, Inc., effective as of June 6, 2018 (incorporated by reference to Exhibit 3.2 to the Current Report on Form 8-K (File No. 001-14027) filed by the Registrant on June 6, 2018)

10.1	Cooperation Agreement, dated May 28, 2024, by and among Anika Therapeutics, Inc. and Caligan Partners LP, Caligan Partners Master Fund LP and David Johnson (incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K (File No. 001-14027) filed by the Registrant on May 28, 2024)

10.2	Offer letter, dated May 2, 2024, by and among Anika Therapeutics, Inc. and Stephen Griffin (incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K (File No. 001-14027) filed by the Registrant on May 8, 2024)

10.3	Executive Retention Agreement, effective as of June 3, 2024, by and among Anika Therapeutics, Inc. and Stephen Griffin (incorporated by reference to Exhibit 10.2 to the Current Report on Form 8-K (File No. 001-14027) filed by the Registrant on May 8, 2024)

10.4	Transitional Services and Separation Agreement, dated , May 2, 2024, by and among Anika Therapeutics, Inc. and Michael Levitz (incorporated by reference to Exhibit 10.3 to the Current Report on Form 8-K (File No. 001-14027) filed by the Registrant on May 8, 2024)

(31)	Rule 13a-14(a)/15d-14(a) Certifications

*31.1	Certification of Dr. Cheryl R. Blanchard, pursuant to Rules 13a-15(e) and 15d-15(e), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

*31.2	Certification of Stephen Griffin, pursuant to Rules 13a-15(e) and 15d-15(e), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

(32)	Section 1350 Certifications

**32.1	Certification of Dr. Cheryl R. Blanchard, and Stephen Griffin, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

(101)	XBRL

*101	The following materials from Anika Therapeutics, Inc.’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2024 as filed with the SEC on August 8, 2024, formatted in Inline XBRL (eXtensible Business Reporting Language), as follows:

Condensed Consolidated Balance Sheets as of June 30, 2024 (unaudited) and December 31, 2023 (unaudited)

ii.

Condensed Consolidated Statements of Operations and Comprehensive Income for the Three and Six Months Ended June 30, 2024 and June 30, 2023 (unaudited)

iii.

Condensed Consolidated Statements of Stockholders’ Equity for the Six Months Ended June 30, 2024 and June 30, 2023 (unaudited)

iv.

Condensed Consolidated Statements of Cash Flows for the Six Months Ended June 30, 2024 and June 30, 2023 (unaudited)

Notes to Condensed Consolidated Financial Statements (unaudited)

104	Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)

*	Filed herewith.

**	Furnished herewith.

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 thereunto duly authorized.

		ANIKA THERAPEUTICS, INC.
		(Registrant)

Date: August 8, 2024	By:	/s/ STEPHEN GRIFFIN
		Stephen Griffin
		Executive Vice President, Chief Financial Officer and Treasurer
		(Authorized Officer and Principal Financial Officer)

EXHIBIT 31.1

Certification of Principal Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

I, Cheryl Blanchard, certify that:

I have reviewed this Quarterly Report on Form 10-Q for the period ended June 30, 2024 of Anika Therapeutics, Inc.;

Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d- 15(f)) for the registrant and have:

Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and

The registrant's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):

All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and

Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.

Date: August 8, 2024
		/s/ CHERYL BLANCHARD
		Cheryl R. Blanchard, Ph.D.
		President and Chief Executive Officer
		(Principal Executive Officer)

EXHIBIT 31.2

Certification of Principal Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

I, Stephen Griffin, certify that:

I have reviewed this Quarterly Report on Form 10-Q for the period ended June 30, 2024 of Anika Therapeutics, Inc.;

Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.

Date: August 8, 2024
		/s/ STEPHEN GRIFFIN
		Stephen Griffin
		Executive Vice President, Chief Financial Officer and Treasurer
		(Principal Financial Officer)

EXHIBIT 32.1

Certification of Principal Executive Officer and Principal Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

The undersigned officers of Anika Therapeutics, Inc. (the “Company”) hereby certify to their knowledge and in their respective capacities that the Company’s Quarterly Report on Form 10-Q to which this certification is attached (the “Report”), as filed with the Securities and Exchange Commission on the date hereof, fully complies with the requirements of Section 13(a) or 15(d), as applicable, of the Securities Exchange Act of 1934, as amended, and that the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

Date: August 8, 2024
		/s/ CHERYL BLANCHARD
		Cheryl R. Blanchard, Ph.D.
		President and Chief Executive Officer
		(Principal Executive Officer)


		/s/ STEPHEN GRIFFIN
		Stephen Griffin
		Executive Vice President, Chief Financial Officer and Treasurer
		(Principal Financial Officer)

This certification shall not be deemed “filed” for any purpose, nor shall it be deemed to be incorporated by reference into any filing, under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended.

Document And Entity Information - shares	6 Months Ended
Document And Entity Information - shares	Jun. 30, 2024	Jul. 29, 2024
Document Information [Line Items]
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Jun. 30, 2024
Document Transition Report	false
Entity File Number	001-14027
Entity Registrant Name	Anika Therapeutics, Inc.
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	04-3145961
Entity Address, Address Line One	32 Wiggins Avenue
Entity Address, City or Town	Bedford
Entity Address, State or Province	MA
Entity Address, Postal Zip Code	01730
City Area Code	781
Local Phone Number	457-9000
Title of 12(b) Security	Common Stock, par value $0.01 per share
Trading Symbol	ANIK
Security Exchange Name	NASDAQ
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding (in shares)		14,796,726
Entity Central Index Key	0000898437
Current Fiscal Year End Date	--12-31
Document Fiscal Year Focus	2024
Document Fiscal Period Focus	Q2
Amendment Flag	false

Condensed Consolidated Balance Sheets (Current Period Unaudited) - USD ($) $ in Thousands	Jun. 30, 2024	Dec. 31, 2023
Current assets:
Cash and cash equivalents	$ 62,822	$ 72,867
Accounts receivable, net	33,773	35,961
Inventories	51,464	46,386
Prepaid expenses and other current assets	6,941	8,095
Total current assets	155,000	163,309
Property and equipment, net	47,685	46,198
Right-of-use assets	27,765	28,767
Other long-term assets	19,524	18,672
Deferred tax assets	1,362	1,489
Intangible assets, net	3,969	4,626
Goodwill	7,350	7,571
Total assets	262,655	270,632
Current liabilities:
Accounts payable	9,994	9,860
Accrued expenses and other current liabilities	16,127	21,199
Total current liabilities	26,121	31,059
Other long-term liabilities	407	404
Lease liabilities	25,789	26,904
Commitments and contingencies (Note 9)
Stockholders’ equity:
Preferred stock, $0.01 par value; 1,250 shares authorized, no shares issued and outstanding at June 30, 2024 and December 31, 2023, respectively	0	0
Common stock, $0.01 par value; 90,000 shares authorized, 15,080 issued and 14,839 outstanding and 14,848 issued and 14,660 outstanding at June 30, 2024 and December 31, 2023, respectively	148	147
Additional paid-in-capital	93,156	90,009
Accumulated other comprehensive loss	(6,416)	(5,943)
Retained earnings	123,450	128,052
Total stockholders’ equity	210,338	212,265
Total liabilities and stockholders’ equity	$ 262,655	$ 270,632

Condensed Consolidated Balance Sheets (Current Period Unaudited) (Parentheticals) - $ / shares shares in Thousands	Jun. 30, 2024	Dec. 31, 2023
Preferred stock, par value (in dollars per share)	$ 0.01	$ 0.01
Preferred stock, shares authorized (in shares)	1,250	1,250
Preferred stock, shares issued (in shares)	0	0
Preferred stock, shares outstanding (in shares)	0	0
Common stock, par value (in dollars per share)	$ 0.01	$ 0.01
Common stock shares authorized (in shares)	90,000	90,000
Common stock, shares issued (in shares)	15,080	14,848
Common stock, shares outstanding (in shares)	14,839	14,660

Condensed Consolidated Statements of Operations and Comprehensive Income (Unaudited) - USD ($) shares in Thousands, $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023
Revenue	$ 41,921	$ 44,302	$ 82,444	$ 82,226
Cost of product revenue	14,556	15,330	30,451	30,411
Gross Profit	27,365	28,972	51,993	51,815
Operating Expenses:
Research & development	7,398	8,914	15,562	17,314
Selling, general & administrative	19,806	23,689	41,333	50,685
Total operating expenses	27,204	32,603	56,895	67,999
Income (loss) from operations	161	(3,631)	(4,902)	(16,184)
Interest and other income, net	595	561	1,187	1,100
Income (loss) before income taxes	756	(3,070)	(3,715)	(15,084)
Provision for (benefit from) income taxes	844	(329)	887	(1,993)
Net loss	$ (88)	$ (2,741)	$ (4,602)	$ (13,091)
Net loss per share:
Basic (in dollars per share)	$ (0.01)	$ (0.19)	$ (0.31)	$ (0.89)
Diluted (in dollars per share)	$ (0.01)	$ (0.19)	$ (0.31)	$ (0.89)
Weighted average common shares outstanding:
Basic (in shares)	14,839	14,688	14,769	14,671
Diluted (in shares)	14,839	14,688	14,769	14,671
Net loss	$ (88)	$ (2,741)	$ (4,602)	$ (13,091)
Foreign currency translation adjustment	(101)	14	(473)	286
Comprehensive loss	$ (189)	$ (2,727)	$ (5,075)	$ (12,805)

Condensed Consolidated Statements of Stockholders' Equity (Unaudited) - USD ($) shares in Thousands, $ in Thousands	Common Stock Outstanding [Member]	Additional Paid-in Capital [Member]	Retained Earnings [Member]	AOCI Attributable to Parent [Member]	Total
Balance (in shares) at Dec. 31, 2022	14,625
Balance at Dec. 31, 2022	$ 146	$ 81,141	$ 210,719	$ (6,443)	$ 285,563
Issuance of common stock for equity awards (in shares)	1
Issuance of common stock for equity awards	$ 0	7	0	0	7
Vesting of restricted stock units (in shares)	177
Vesting of restricted stock units	$ 2	(2)	0	0	0
Stock-based compensation expense	$ 0	3,717	0	0	3,717
Retirement of common stock for minimum tax withholdings (in shares)	(62)
Retirement of common stock for minimum tax withholdings	$ (1)	(1,620)	0	0	(1,621)
Net loss	0	0	(10,350)	0	(10,350)
Other comprehensive loss	$ 0	0	0	272	272
Balance (in shares) at Mar. 31, 2023	14,741
Balance at Mar. 31, 2023	$ 147	83,243	200,369	(6,171)	277,588
Balance (in shares) at Dec. 31, 2022	14,625
Balance at Dec. 31, 2022	$ 146	81,141	210,719	(6,443)	285,563
Net loss					(13,091)
Balance (in shares) at Jun. 30, 2023	14,657
Balance at Jun. 30, 2023	$ 147	82,397	197,628	(6,157)	274,015
Balance (in shares) at Mar. 31, 2023	14,741
Balance at Mar. 31, 2023	$ 147	83,243	200,369	(6,171)	277,588
Issuance of common stock for equity awards (in shares)	1
Issuance of common stock for equity awards	$ 0	30	0	0	30
Vesting of restricted stock units (in shares)	70
Vesting of restricted stock units	$ 1	(1)	0	0	0
Stock-based compensation expense	$ 0	4,150	0	0	4,150
Retirement of common stock for minimum tax withholdings (in shares)	(16)
Retirement of common stock for minimum tax withholdings	$ 0	(432)	0	0	(432)
Net loss	0	0	(2,741)	0	(2,741)
Other comprehensive loss	$ 0	0	0	14	14
Issuance of ESPP shares (in shares)	20
Issuance of ESPP shares	$ 0	456	0	0	456
Repurchase of common stock (in shares)	(159)
Repurchase of common stock	$ (1)	(5,049)	0	0	(5,050)
Balance (in shares) at Jun. 30, 2023	14,657
Balance at Jun. 30, 2023	$ 147	82,397	197,628	(6,157)	274,015
Balance (in shares) at Dec. 31, 2023	14,660
Balance at Dec. 31, 2023	$ 147	90,009	128,052	(5,943)	212,265
Issuance of common stock for equity awards (in shares)	1
Issuance of common stock for equity awards	$ 0	23	0	0	23
Vesting of restricted stock units (in shares)	250
Vesting of restricted stock units	$ 2	(2)	0	0	0
Stock-based compensation expense	$ 0	3,430	0	0	3,430
Retirement of common stock for minimum tax withholdings (in shares)	(90)
Retirement of common stock for minimum tax withholdings	$ (1)	(2,295)	0	0	(2,296)
Net loss	0	0	(4,514)	0	(4,514)
Other comprehensive loss	$ 0	0	0	(372)	(372)
Balance (in shares) at Mar. 31, 2024	14,821
Balance at Mar. 31, 2024	$ 148	91,165	123,538	(6,315)	208,536
Balance (in shares) at Dec. 31, 2023	14,660
Balance at Dec. 31, 2023	$ 147	90,009	128,052	(5,943)	212,265
Net loss					(4,602)
Balance (in shares) at Jun. 30, 2024	14,839
Balance at Jun. 30, 2024	$ 148	93,156	123,450	(6,416)	210,338
Balance (in shares) at Mar. 31, 2024	14,821
Balance at Mar. 31, 2024	$ 148	91,165	123,538	(6,315)	208,536
Issuance of common stock for equity awards (in shares)	2
Issuance of common stock for equity awards	$ 0	53	0	0	53
Vesting of restricted stock units (in shares)	49
Vesting of restricted stock units	$ 1	(1)	0	0	0
Stock-based compensation expense	$ 0	3,103	0	0	3,103
Retirement of common stock for minimum tax withholdings (in shares)	(4)
Retirement of common stock for minimum tax withholdings	$ 0	(206)	0	0	(206)
Net loss	0	0	(88)	0	(88)
Other comprehensive loss	$ 0	0	0	(101)	(101)
Issuance of ESPP shares (in shares)	24
Issuance of ESPP shares	$ 0	411	0	0	411
Repurchase of common stock (in shares)	(53)
Repurchase of common stock	$ (1)	(1,369)	0	0	(1,370)
Balance (in shares) at Jun. 30, 2024	14,839
Balance at Jun. 30, 2024	$ 148	$ 93,156	$ 123,450	$ (6,416)	$ 210,338

Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023
Cash flows from operating activities:
Net loss	$ (4,602)	$ (13,091)
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation	3,464	3,210
Amortization of acquisition related intangible assets	657	3,891
Non-cash operating lease cost	975	1,086
Stock-based compensation expense	7,481	7,867
Deferred income taxes	210	(3,277)
Provision for credit losses	103	103
Provision for inventory	2,738	1,252
Changes in operating assets and liabilities:
Accounts receivable	1,859	(2,116)
Inventories	(8,812)	(6,152)
Prepaid expenses, other current and long-term assets	726	756
Accounts payable	549	(1,029)
Operating lease liabilities	(938)	(1,048)
Accrued expenses, other current and long-term liabilities	(4,934)	(3,648)
Income taxes	(671)	285
Net cash used in operating activities	(1,195)	(11,911)
Cash flows from investing activities:
Purchases of property and equipment	5,211	2,846
Net cash used in investing activities	(5,211)	(2,846)
Cash flows from financing activities:
Proceeds from employee stock purchase program	411	456
Cash paid for tax withheld on vested restricted stock awards	2,501	2,049
Proceeds from exercises of equity awards	76	37
Repurchases of common stock	(1,370)	(5,000)
Net cash used in financing activities	(3,384)	(6,556)
Exchange rate impact on cash	(255)	57
Decrease in cash and cash equivalents	(10,045)	(21,256)
Cash and cash equivalents at beginning of period	72,867	86,327
Cash and cash equivalents at end of period	62,822	65,071
Supplemental disclosure of cash flow information:
Purchases of property and equipment included in accounts payable and accrued expenses	$ 585	$ 60

Note 1 - Nature of Business

6 Months Ended

Jun. 30, 2024

Notes to Financial Statements

Nature of Operations [Text Block]

1.	Nature of Business

Note 2 - Basis of Presentation

6 Months Ended

Jun. 30, 2024

Notes to Financial Statements

Business Description and Basis of Presentation [Text Block]

2.	Basis of Presentation

Segment Information

Recent Accounting Pronouncements

Note 3 - Accounts Receivable

6 Months Ended

Jun. 30, 2024

Notes to Financial Statements

Accounts and Nontrade Receivable [Text Block]

3.	Accounts Receivable

The components of the Company’s accounts receivable are as follows:

	As of		As of
	June 30,		December 31,
	2024		2023
Accounts Receivable	$	35,403	$	37,580
Less: Allowance for credit losses		1,630		1,619
Net balance, end of period	$	33,773	$	35,961

A summary of activity in the allowance for credit losses is as follows:

	As of June 30,
	2024			2023
Balance, beginning of the period	$	1,619		$	1,608
Amounts provided		295			241
Amounts recovered		(192	)		(138	)
Amounts written off		(77	)		(103	)
Translation adjustments		(15	)		12
Balance, end of period	$	1,630		$	1,620

Note 4 - Fair Value Measurements

6 Months Ended

Jun. 30, 2024

Notes to Financial Statements

Fair Value Disclosures [Text Block]

4.	Fair Value Measurements

The classification of the Company’s cash equivalents within the fair value hierarchy was as follows:

	June 30,		Active Markets for Identical Assets		Significant Other Observable Inputs		Significant Unobservable Inputs		Amortized
	2024		(Level 1)		(Level 2)		(Level 3)		Cost
Cash equivalents:
Money Market Funds	$	47,932	$	47,932	$	-	$	-	$	47,932

	December 31,		Active Markets for Identical Assets		Significant Other Observable Inputs		Significant Unobservable Inputs		Amortized
	2023		(Level 1)		(Level 2)		(Level 3)		Cost
Cash equivalents:
Money Market Funds	$	55,485	$	55,485	$	-	$	-	$	55,485

Note 5 - Inventories

6 Months Ended

Jun. 30, 2024

Notes to Financial Statements

Inventory Disclosure [Text Block]

5.	Inventories

Inventories consist of the following:

	June 30,		December 31,
	2024		2023
Raw materials	$	15,818	$	15,507
Work-in-process		16,557		17,002
Finished goods		38,232		32,084
Total	$	70,607	$	64,593


Inventories	$	51,464	$	46,386
Other long-term assets		19,143		18,207
Total	$	70,607	$	64,593

Inventories are stated net of inventory reserves of approximately $13.2 million and $11.7 million, as of June 30, 2024 and December 31, 2023, respectively.

Note 6 - Intangible Assets

6 Months Ended

Jun. 30, 2024

Notes to Financial Statements

Goodwill and Intangible Assets Disclosure [Text Block]

6.	Intangible Assets

Intangible assets as of June 30, 2024 and December 31, 2023 consisted of the following:

											December 31,
			Six Months Ended June 30, 2024								2023
			Less:
			Accumulated										Weighted
			Currency			Less:							Average
	Gross		Translation			Accumulated			Net Book		Net Book		Useful
	Value		Adjustment			Amortization			Value		Value		Life
Developed technology	$	33,061	$	(1,608	)	$	(29,825	)	$	1,628	$	1,973		15
IPR&D		2,656		(1,006	)		-			1,650		1,650	Indefinite
Customer relationships		3,887		-			(3,557	)		330		360		10
Distributor relationships		4,700		(415	)		(4,285	)		-		-		5
Patents		1,000		(189	)		(752	)		59		83		16
Tradenames		4,641		-			(4,339	)		302		560		5
Total	$	49,945	$	(3,218	)	$	(42,758	)	$	3,969	$	4,626		13

As of June 30, 2024 scheduled amortization of intangible assets is as follows:

Remainder of 2024	$	672
2025		274
2026		160
2027		160
2028		160
Thereafter		893
Total	$	2,319

Note 7 - Goodwill

6 Months Ended

Jun. 30, 2024

Notes to Financial Statements

Goodwill Disclosure [Text Block]

7.	Goodwill

The Company assesses goodwill for impairment annually, or, under certain circumstances, more frequently, such as when events or changes in circumstances indicate there may be impairment.

Changes in the carrying value of goodwill for the six-months ended June 30, 2024 were as follows:

	Six Months Ended June 30,
	2024
Balance, beginning of period	$	7,571
Effect of foreign currency adjustments		(221	)
Balance, ending of period	$	7,350

Note 8 - Accrued Expenses and Other Current Liabilities

6 Months Ended

Jun. 30, 2024

Notes to Financial Statements

Accounts Payable and Accrued Liabilities Disclosure [Text Block]

8.	Accrued Expenses and Other Current Liabilities

Accrued expenses and other current liabilities consist of the following:

	June 30,		December 31,
	2024		2023
Compensation and related expenses	$	8,491	$	11,828
Professional fees		3,483		3,240
Operating lease liability – current		2,287		2,133
Stock-based compensation		949		-
Clinical trial costs		323		460
Income taxes payable		77		1,240
Discontinuation of software development project		-		1,904
Other		517		394
Total	$	16,127	$	21,199

Note 9 - Commitments and Contingencies

6 Months Ended

Jun. 30, 2024

Notes to Financial Statements

Commitments and Contingencies Disclosure [Text Block]

9.	Commitments and Contingencies

Note 10 - Revenue and Geographic Information

6 Months Ended

Jun. 30, 2024

Notes to Financial Statements

Revenue from Contract with Customer [Text Block]

10.

Revenue and Geographic Information

Revenue by product family is as follows:

	Three Months Ended June 30,				Six Months Ended June 30,
	2024		2023		2024		2023

OA Pain Management	$	26,658	$	29,334	$	50,976	$	51,967
Joint Preservation and Restoration		13,554		12,660		27,395		26,113
Non-Orthopedic		1,709		2,308		4,073		4,146
	$	41,921	$	44,302	$	82,444	$	82,226

Total revenue by geographic location based on the location of the customer in total and as a percentage of total revenue were as follows:

	Three Months Ended June 30,
	2024					2023
			Percentage of					Percentage of
	Revenue		Revenue			Revenue		Revenue
Geographic Location:
United States	$	28,988		69	%	$	32,867		74	%
Europe		6,607		16	%		5,675		13	%
Other		6,326		15	%		5,760		13	%
Total	$	41,921		100	%	$	44,302		100	%

	Six Months Ended June 30,
	2024					2023
			Percentage of					Percentage of
	Revenue		Revenue			Revenue		Revenue
Geographic Location:
United States	$	58,224		71	%	$	60,155		73	%
Europe		12,576		15	%		11,337		14	%
Other		11,644		14	%		10,734		13	%
Total	$	82,444		100	%	$	82,226		100	%

Note 11 - Equity Incentive Plan

6 Months Ended

Jun. 30, 2024

Notes to Financial Statements

Share-Based Payment Arrangement [Text Block]

11.

Equity Incentive Plan

Equity Incentive Plan

The Company presents the expenses related to stock-based compensation awards in the same expense line items as cash compensation paid to each of its employees as follows:

	Three Months Ended June 30,				Six Months Ended June 30,
	2024		2023		2024		2023
Cost of revenue	$	173	$	167	$	299	$	351
Research & development		572		653		1,102		1,170
Selling, general & administrative		3,146		3,330		6,080		6,346
Total stock-based compensation expense	$	3,891	$	4,150	$	7,481	$	7,867

Stock Options

The following summarizes the activity under the Company’s stock option plans:

						Weighted
						Average
				Weighted		Remaining		Aggregate
				Average		Contractual		Intrinsic
	Number of			Exercise		Term		Value
	Options			Price		(in years)		(in thousands)
Outstanding as of December 31, 2023		1,812,729		$	33.42			$	127
Granted		527,250		$	28.18
Exercised		(3,556	)	$	21.96			$	14
Forfeited and canceled		(66,010	)	$	39.40			$	30
Outstanding as of June 30, 2024		2,270,413		$	32.05		7.7	$	300
Vested, June 30, 2024		1,291,554		$	34.79		6.6	$	55
Vested or expected to vest, June 30, 2024		2,270,413		$	32.05		7.7	$	300

The assumptions used in the Black-Scholes pricing model for options granted during the six months June 30, 2024 and 2023, along with the weighted-average grant-date fair values, were as follows:

	Six Months Ended
	June 30,
	2024								2023
Risk free interest rate		3.9	%		-		4.6	%		3.5	%		-		4.3	%
Expected volatility		44.5	%		-		48.2	%		48.7	%		-		49.4	%
Expected life (years)					4.5								4.5
Expected dividend yield					0.0	%							0.0	%
Fair value per option				$	10.52							$	11.74

As of June 30, 2024, there was $8.7 million of unrecognized compensation cost related to unvested stock options. This expense is expected to be recognized over a weighted average period of 2.2 years.

Restricted Stock Units

RSU activity for the six-month period ended June 30, 2024 was as follows:

				Weighted
	Number of			Average
	Shares			Fair Value
Outstanding as of December 31, 2023		771,358		$	27.19
Granted		445,373		$	26.68
Vested		(298,573	)	$	27.67
Forfeited and cancelled		(38,793	)	$	26.93
Outstanding as of June 30, 2024		879,365		$	26.87

Note 12 - Income Taxes

6 Months Ended

Jun. 30, 2024

Notes to Financial Statements

Income Tax Disclosure [Text Block]

12.

Income Taxes

Note 13 - Earnings Per Share ("EPS")

6 Months Ended

Jun. 30, 2024

Notes to Financial Statements

Earnings Per Share [Text Block]

13.

Earnings Per Share (“EPS”)

Note 14 - Share Repurchase

6 Months Ended

Jun. 30, 2024

Notes to Financial Statements

Equity [Text Block]

14.

Share Repurchase

Insider Trading Arrangements

3 Months Ended

6 Months Ended

Jun. 30, 2024

Insider Trading Arr Line Items

Material Terms of Trading Arrangement [Text Block]

ITEM 5.

OTHER INFORMATION.

Rule 10b5-1 Trading Plans

Non-Rule 10b5-1 Arrangement Terminated [Flag]

false

Rule 10b5-1 Arrangement Terminated [Flag]

false

Non-Rule 10b5-1 Arrangement Adopted [Flag]

false

Rule 10b5-1 Arrangement Adopted [Flag]

false

Note 3 - Accounts Receivable (Tables)

6 Months Ended

Jun. 30, 2024

Notes Tables

Schedule of Accounts, Notes, Loans and Financing Receivable [Table Text Block]

	As of		As of
	June 30,		December 31,
	2024		2023
Accounts Receivable	$	35,403	$	37,580
Less: Allowance for credit losses		1,630		1,619
Net balance, end of period	$	33,773	$	35,961

	As of June 30,
	2024			2023
Balance, beginning of the period	$	1,619		$	1,608
Amounts provided		295			241
Amounts recovered		(192	)		(138	)
Amounts written off		(77	)		(103	)
Translation adjustments		(15	)		12
Balance, end of period	$	1,630		$	1,620

Note 4 - Fair Value Measurements (Tables)

6 Months Ended

Jun. 30, 2024

Notes Tables

Fair Value, Assets Measured on Recurring Basis [Table Text Block]

	June 30,		Active Markets for Identical Assets		Significant Other Observable Inputs		Significant Unobservable Inputs		Amortized
	2024		(Level 1)		(Level 2)		(Level 3)		Cost
Cash equivalents:
Money Market Funds	$	47,932	$	47,932	$	-	$	-	$	47,932

	December 31,		Active Markets for Identical Assets		Significant Other Observable Inputs		Significant Unobservable Inputs		Amortized
	2023		(Level 1)		(Level 2)		(Level 3)		Cost
Cash equivalents:
Money Market Funds	$	55,485	$	55,485	$	-	$	-	$	55,485

Note 5 - Inventories (Tables)

6 Months Ended

Jun. 30, 2024

Notes Tables

Schedule of Inventory, Current [Table Text Block]

	June 30,		December 31,
	2024		2023
Raw materials	$	15,818	$	15,507
Work-in-process		16,557		17,002
Finished goods		38,232		32,084
Total	$	70,607	$	64,593


Inventories	$	51,464	$	46,386
Other long-term assets		19,143		18,207
Total	$	70,607	$	64,593

Note 6 - Intangible Assets (Tables)

6 Months Ended

Jun. 30, 2024

Notes Tables

Schedule of Finite-Lived and Indefinite-Lived Intangible Assets by Major Class [Table Text Block]

											December 31,
			Six Months Ended June 30, 2024								2023
			Less:
			Accumulated										Weighted
			Currency			Less:							Average
	Gross		Translation			Accumulated			Net Book		Net Book		Useful
	Value		Adjustment			Amortization			Value		Value		Life
Developed technology	$	33,061	$	(1,608	)	$	(29,825	)	$	1,628	$	1,973		15
IPR&D		2,656		(1,006	)		-			1,650		1,650	Indefinite
Customer relationships		3,887		-			(3,557	)		330		360		10
Distributor relationships		4,700		(415	)		(4,285	)		-		-		5
Patents		1,000		(189	)		(752	)		59		83		16
Tradenames		4,641		-			(4,339	)		302		560		5
Total	$	49,945	$	(3,218	)	$	(42,758	)	$	3,969	$	4,626		13

Schedule of Finite-Lived Intangible Assets, Future Amortization Expense [Table Text Block]

Remainder of 2024	$	672
2025		274
2026		160
2027		160
2028		160
Thereafter		893
Total	$	2,319

Note 7 - Goodwill (Tables)

6 Months Ended

Jun. 30, 2024

Notes Tables

Schedule of Goodwill [Table Text Block]

	Six Months Ended June 30,
	2024
Balance, beginning of period	$	7,571
Effect of foreign currency adjustments		(221	)
Balance, ending of period	$	7,350

Note 8 - Accrued Expenses and Other Current Liabilities (Tables)

6 Months Ended

Jun. 30, 2024

Notes Tables

Schedule of Accrued Liabilities [Table Text Block]

	June 30,		December 31,
	2024		2023
Compensation and related expenses	$	8,491	$	11,828
Professional fees		3,483		3,240
Operating lease liability – current		2,287		2,133
Stock-based compensation		949		-
Clinical trial costs		323		460
Income taxes payable		77		1,240
Discontinuation of software development project		-		1,904
Other		517		394
Total	$	16,127	$	21,199

Note 10 - Revenue and Geographic Information (Tables)

6 Months Ended

Jun. 30, 2024

Notes Tables

Revenue from External Customers by Products and Services [Table Text Block]

	Three Months Ended June 30,				Six Months Ended June 30,
	2024		2023		2024		2023

OA Pain Management	$	26,658	$	29,334	$	50,976	$	51,967
Joint Preservation and Restoration		13,554		12,660		27,395		26,113
Non-Orthopedic		1,709		2,308		4,073		4,146
	$	41,921	$	44,302	$	82,444	$	82,226

Schedule of Revenue and Operating Income by Geographical Areas [Table Text Block]

	Three Months Ended June 30,
	2024					2023
			Percentage of					Percentage of
	Revenue		Revenue			Revenue		Revenue
Geographic Location:
United States	$	28,988		69	%	$	32,867		74	%
Europe		6,607		16	%		5,675		13	%
Other		6,326		15	%		5,760		13	%
Total	$	41,921		100	%	$	44,302		100	%

	Six Months Ended June 30,
	2024					2023
			Percentage of					Percentage of
	Revenue		Revenue			Revenue		Revenue
Geographic Location:
United States	$	58,224		71	%	$	60,155		73	%
Europe		12,576		15	%		11,337		14	%
Other		11,644		14	%		10,734		13	%
Total	$	82,444		100	%	$	82,226		100	%

Note 11 - Equity Incentive Plan (Tables)

6 Months Ended

Jun. 30, 2024

Notes Tables

Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Table Text Block]

	Three Months Ended June 30,				Six Months Ended June 30,
	2024		2023		2024		2023
Cost of revenue	$	173	$	167	$	299	$	351
Research & development		572		653		1,102		1,170
Selling, general & administrative		3,146		3,330		6,080		6,346
Total stock-based compensation expense	$	3,891	$	4,150	$	7,481	$	7,867

Share-Based Payment Arrangement, Option, Activity [Table Text Block]

						Weighted
						Average
				Weighted		Remaining		Aggregate
				Average		Contractual		Intrinsic
	Number of			Exercise		Term		Value
	Options			Price		(in years)		(in thousands)
Outstanding as of December 31, 2023		1,812,729		$	33.42			$	127
Granted		527,250		$	28.18
Exercised		(3,556	)	$	21.96			$	14
Forfeited and canceled		(66,010	)	$	39.40			$	30
Outstanding as of June 30, 2024		2,270,413		$	32.05		7.7	$	300
Vested, June 30, 2024		1,291,554		$	34.79		6.6	$	55
Vested or expected to vest, June 30, 2024		2,270,413		$	32.05		7.7	$	300

Schedule of Share-Based Payment Award, Stock Options, Valuation Assumptions [Table Text Block]

	Six Months Ended
	June 30,
	2024								2023
Risk free interest rate		3.9	%		-		4.6	%		3.5	%		-		4.3	%
Expected volatility		44.5	%		-		48.2	%		48.7	%		-		49.4	%
Expected life (years)					4.5								4.5
Expected dividend yield					0.0	%							0.0	%
Fair value per option				$	10.52							$	11.74

Share-Based Payment Arrangement, Restricted Stock and Restricted Stock Unit, Activity [Table Text Block]

				Weighted
	Number of			Average
	Shares			Fair Value
Outstanding as of December 31, 2023		771,358		$	27.19
Granted		445,373		$	26.68
Vested		(298,573	)	$	27.67
Forfeited and cancelled		(38,793	)	$	26.93
Outstanding as of June 30, 2024		879,365		$	26.87

Note 2 - Basis of Presentation (Details Textual)	6 Months Ended
Note 2 - Basis of Presentation (Details Textual)	Jun. 30, 2024
Number of Operating Segments	1

Note 3 - Accounts Receivable - Allowance for Doubtful Accounts (Details) - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Dec. 01, 2022
Accounts Receivable	$ 35,403		$ 37,580
Balance, beginning of the period	1,619	$ 1,608
Less: Allowance for credit losses	1,630		1,619
Amounts provided	295	241
Net balance, end of period	33,773		$ 35,961
Amounts recovered	(192)	(138)
Amounts written off	(77)	(103)
Translation adjustments	(15)	12
Balance, end of period	$ 1,630	$ 1,620

Note 4 - Fair Value Measurements - Fair Value of Financial Instruments (Details) - Money Market Funds [Member] - USD ($) $ in Thousands	Jun. 30, 2024	Dec. 31, 2023
Estimate of Fair Value Measurement [Member]
Cash equivalents	$ 47,932	$ 55,485
Estimate of Fair Value Measurement [Member] \| Fair Value, Inputs, Level 1 [Member]
Cash equivalents	47,932	55,485
Estimate of Fair Value Measurement [Member] \| Fair Value, Inputs, Level 2 [Member]
Cash equivalents	0	0
Estimate of Fair Value Measurement [Member] \| Fair Value, Inputs, Level 3 [Member]
Cash equivalents	0	0
Reported Value Measurement [Member]
Cash equivalents	$ 47,932	$ 55,485

Note 5 - Inventories (Details Textual) - USD ($) $ in Millions	Jun. 30, 2024	Dec. 31, 2023
Inventory Valuation Reserves	$ 13.2	$ 11.7

Note 5 - Inventories - Summary of Inventories (Details) - USD ($) $ in Thousands	Jun. 30, 2024	Dec. 31, 2023
Raw materials	$ 15,818	$ 15,507
Work-in-process	16,557	17,002
Finished goods	38,232	32,084
Total	70,607	64,593
Inventories	51,464	46,386
Other long-term assets	$ 19,143	$ 18,207

Note 6 - Intangible Assets (Details Textual) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023
Amortization of Intangible Assets	$ 0.4	$ 2.0	$ 0.7	$ 3.9

Note 6 - Intangible Assets - Summary of Intangible Assets (Details) - USD ($) $ in Thousands	Jun. 30, 2024	Dec. 31, 2023
Gross value	$ 49,945
Accumulated Currency Translation Adjustment	(3,218)
Accumulated Amortization	(42,758)
Net book value	$ 3,969	$ 4,626
Weighted average useful life (Year)	13 years
Gross value (Year)	13 years
Developed Technology Rights [Member]
Gross value	$ 33,061
Accumulated Currency Translation Adjustment	(1,608)
Accumulated Amortization	(29,825)
Net book value	$ 1,628	1,973
Weighted average useful life (Year)	15 years
Gross value (Year)	15 years
In Process Research and Development [Member]
Gross value	$ 2,656
Accumulated Currency Translation Adjustment	(1,006)
Net book value	1,650	1,650
Customer Relationships [Member]
Gross value	3,887
Accumulated Currency Translation Adjustment	0
Accumulated Amortization	(3,557)
Net book value	$ 330	360
Weighted average useful life (Year)	10 years
Gross value (Year)	10 years
Distribution Rights [Member]
Gross value	$ 4,700
Accumulated Currency Translation Adjustment	(415)
Accumulated Amortization	(4,285)
Net book value	$ 0	0
Weighted average useful life (Year)	5 years
Gross value (Year)	5 years
Patents [Member]
Gross value	$ 1,000
Accumulated Currency Translation Adjustment	(189)
Accumulated Amortization	(752)
Net book value	$ 59	83
Weighted average useful life (Year)	16 years
Gross value (Year)	16 years
Trade Names [Member]
Gross value	$ 4,641
Accumulated Currency Translation Adjustment	0
Accumulated Amortization	(4,339)
Net book value	$ 302	$ 560
Weighted average useful life (Year)	5 years
Gross value (Year)	5 years

Note 6 - Intangible Assets - Schedule of Amortization Expense (Details) $ in Thousands	Jun. 30, 2024 USD ($)
Remainder of 2024	$ 672
2025	274
2026	160
2027	160
2028	160
Thereafter	893
Total	$ 2,319

Note 7 - Goodwill - Changes in the Carrying Value of Goodwill (Details) $ in Thousands	6 Months Ended
	Jun. 30, 2024 USD ($)
Balance	$ 7,571
Effect of foreign currency adjustments	(221)
Balance	$ 7,350

Note 8 - Accrued Expenses and Other Current Liabilities - Summary of Accrued Expenses (Details) - USD ($) $ in Thousands	Jun. 30, 2024	Dec. 31, 2023
Compensation and related expenses	$ 8,491	$ 11,828
Professional fees	3,483	$ 3,240
Operating Lease, Liability, Current, Statement of Financial Position [Extensible Enumeration]		Total
Operating lease liability – current	2,287	$ 2,133
Share based compensation	949	0
Clinical trial costs	323	460
Income taxes payable	77	1,240
Discontinuation of software development project	0	1,904
Other	517	394
Total	$ 16,127	$ 21,199

Note 9 - Commitments and Contingencies (Details Textual) - USD ($) $ in Thousands	Jun. 30, 2024	Dec. 31, 2023
Standard and Extended Product Warranty Accrual, Ending Balance	$ 0	$ 0

Note 10 - Revenue and Geographic Information (Details Textual)	3 Months Ended		6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023
Customer Concentration Risk [Member] \| Revenue Benchmark [Member] \| DePuy Synthes Mitek Sports Medicine [Member]
Revenues From Agreements as Percent of Total Revenue	41.00%	48.00%	42.00%	46.00%

Note 10 - Revenue and Geographic Information - Revenues (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023
Revenue	$ 41,921	$ 44,302	$ 82,444	$ 82,226
OA Pain Management [member]
Revenue	26,658	29,334	50,976	51,967
Joint Preservation and Restoration [Member]
Revenue	13,554	12,660	27,395	26,113
Non-Orthopedic [Member]
Revenue	$ 1,709	$ 2,308	$ 4,073	$ 4,146

Note 10 - Revenue and Geographic Information - Total Revenue by Geographic Location (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023
Revenue	$ 41,921	$ 44,302	$ 82,444	$ 82,226
Percentage of Revenue	100.00%	100.00%	100.00%	100.00%
UNITED STATES
Revenue	$ 28,988	$ 32,867	$ 58,224	$ 60,155
Percentage of Revenue	69.00%	74.00%	71.00%	73.00%
Europe [Member]
Revenue	$ 6,607	$ 5,675	$ 12,576	$ 11,337
Percentage of Revenue	16.00%	13.00%	15.00%	14.00%
Other Location [Member]
Revenue	$ 6,326	$ 5,760	$ 11,644	$ 10,734
Percentage of Revenue	15.00%	13.00%	14.00%	13.00%

Note 11 - Equity Incentive Plan (Details Textual) - USD ($) $ / shares in Units, $ in Millions			6 Months Ended
	Dec. 22, 2023	Jun. 14, 2023	Jun. 30, 2024	Jun. 30, 2023	Jun. 13, 2023	Jun. 13, 2017
Premium-Priced Employee Stock Options [Member]
Share-based Compensation Arrangement by Share-based Payment Award, Premium Priced Options, Exercise Price as Percentage of Market Price			110.00%
Share-Based Payment Arrangement, Option [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award, Award Vesting Period (Year)			3 years
Share-Based Compensation Arrangement by Share-Based Payment Award, Expiration Period (Year)			10 years
Share-Based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Amount, Total			$ 8.7
Share-Based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Period for Recognition (Year)			2 years 2 months 12 days
Restricted Stock Units (RSUs) [Member]
Share-Based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Amount, Total			$ 8.0
Share-Based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Period for Recognition (Year)			1 year 7 months 6 days
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Grants in Period, Weighted Average Grant Date Fair Value (in dollars per share)			$ 26.68	$ 26.93
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Vested in Period, Fair Value			$ 9.3	$ 6.6
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Unsettled, Number			400,760
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Aggregate Intrinsic Value, Outstanding			$ 0.9
Restricted Stock Units (RSUs) [Member] \| Minimum [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award, Award Vesting Period (Year)			3 years
The 2017 Plan [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award, Number of Additional Shares Authorized (in shares)		435,000
Share-Based Compensation Arrangement by Share-Based Payment Award, Number of Shares Authorized (in shares)		5,285,000			4,850,000
Number of Shares Available for Grant Reduced By Each Share Award Issued Other Than Options or SARs (in shares)						2
Share-Based Compensation Arrangement by Share-Based Payment Award, Number of Shares Available for Grant (in shares)			700,000			4.6
The 2021 Inducement Plan [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award, Number of Shares Available for Grant (in shares)			0.1
Common Stock, Capital Shares Reserved for Future Issuance, Number of Shares Increased	100,000
Common Stock, Capital Shares Reserved for Future Issuance	350,000
Share-Based Compensation Arrangement by Share-Based Payment Award, Award Vesting Period (Year)			3 years
Share-Based Compensation Arrangement by Share-Based Payment Award, Expiration Period (Year)			10 years

Note 11 - Equity Incentive Plan - Total Stock-based Compensation Expense (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023
Stock-based compensation expense	$ 3,891	$ 4,150	$ 7,481	$ 7,867
Cost of Sales [Member]
Stock-based compensation expense	173	167	299	351
Research and Development Expense [Member]
Stock-based compensation expense	572	653	1,102	1,170
Selling, General and Administrative Expenses [Member]
Stock-based compensation expense	$ 3,146	$ 3,330	$ 6,080	$ 6,346

Note 11 - Equity Incentive Plan - Stock Options (Details) - USD ($) $ / shares in Units, $ in Thousands	6 Months Ended
	Jun. 30, 2024	Dec. 31, 2023
Outstanding, shares (in shares)	1,812,729
Outstanding, Weighted Average Exercise (in dollars per share)	$ 33.42
Outstanding, shares	$ 300	$ 127
Granted, shares (in shares)	527,250
Granted, Weighted Average Exercise Price (in dollars per share)	$ 28.18
Exercised, shares (in shares)	(3,556)
Exercised, Weighted Average Exercise Price (in dollars per share)	$ 21.96
Exercised, Aggregate Intrinsic Value	$ 14
Forfeited and canceled, shares (in shares)	(66,010)
Forfeited and canceled, weighted average exercise price (in dollars per share)	$ 39.4
Forfeited and canceled, aggregate intrinsic value	$ 30
Outstanding, shares (in shares)	2,270,413
Outstanding, Weighted Average Exercise Price (in dollars per share)	$ 32.05
Outstanding, Weighted Average Remaining Contractual Term (Year)	7 years 8 months 12 days
Vested, shares (in shares)	1,291,554
Vested, Weighted Average Exercise Price (in dollars per share)	$ 34.79
Vested, Weighted Average Remaining Contractual Term (Year)	6 years 7 months 6 days
Vested, Aggregate Intrinsic Value	$ 55
Vested and expected to vest, shares (in shares)	2,270,413
Vested and expected to vest, Weighted Average Exercise Price (in dollars per share)	$ 32.05
Vested and expected to vest, Weighted Average Remaining Contractual Term (Year)	7 years 8 months 12 days
Vested and expected to vest, Aggregate Intrinsic Value	$ 300

Note 11 - Equity Incentive Plan - Assumptions Used to Estimate Fair Value of Stock Options and Stock Appreciation Rights (Details) - $ / shares	6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023
Expected life (years) (Year)	4 years 6 months	4 years 6 months
Expected dividend yield	0.00%	0.00%
Fair value per option (in dollars per share)	$ 0.1052	$ 0.1174
Minimum [Member]
Risk free interest rate	3.90%	3.50%
Expected volatility	44.50%	48.70%
Maximum [Member]
Risk free interest rate	4.60%	4.30%
Expected volatility	48.20%	49.40%

Note 11 - Equity Incentive Plan - Restricted Stock Activity (Details) - Restricted Stock Units (RSUs) [Member] - $ / shares	6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023
Outstanding, shares (in shares)	771,358
Outstanding, weighted average grant date fair value (in dollars per share)	$ 27.19
Granted (in shares)	445,373
Granted, weighted average grant date fair value (in dollars per share)	$ 26.68	$ 26.93
Vested, shares (in shares)	(298,573)
Vested, weighted average grant date fair value (in dollars per share)	$ 27.67
Forfeited and cancelled, shares (in shares)	(38,793)
Forfeited and cancelled, weighted average grant date fair value (in dollars per share)	$ 26.93
Outstanding, shares (in shares)	879,365
Outstanding, weighted average grant date fair value (in dollars per share)	$ 26.87

Note 12 - Income Taxes (Details Textual) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023
Income Tax Expense (Benefit)	$ 844	$ (329)	$ 887	$ (1,993)
Effective Income Tax Rate Reconciliation, Percent	111.60%	10.70%	(23.90%)	13.20%
Effective Income Tax Rate Reconciliation, Other Adjustments, Amount	$ 600

Note 13 - Earnings Per Share ("EPS") (Details Textual) - shares shares in Millions	6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023
Share-Based Payment Arrangement, Option [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount (in shares)	2.3	1.8
Restricted Stock Units and Performance Stock Units [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount (in shares)	0.9	0.8

Note 14 - Share Repurchase (Details Textual) - USD ($) $ / shares in Units, $ in Thousands	1 Months Ended	3 Months Ended
	Jun. 30, 2024	Jun. 30, 2024	Jun. 30, 2023
Stock Repurchased During Period, Value		$ 1,370	$ 5,050
May 2024 Share Repurchase Plan [Member]
Stock Repurchased During Period, Shares	52,552
Stock Repurchased During Period, Average Cost Per Share	$ 26.07
Stock Repurchased During Period, Value	$ 1,400

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