VSee Health's Losses Skyrocket 1050% Despite Revenue Surge

Ticker: VSEEW · Form: 10-Q/A · Filed: Nov 20, 2025 · CIK: 1864531

Vsee Health, Inc. 10-Q/A Filing Summary
FieldDetail
CompanyVsee Health, Inc. (VSEEW)
Form Type10-Q/A
Filed DateNov 20, 2025
Risk Levelhigh
Pages15
Reading Time18 min
Key Dollar Amounts$0.0001, $11.50, $0.05
Sentimentbearish

Sentiment: bearish

Topics: Telehealth, Going Concern, Net Loss, Revenue Growth, Financial Instruments, Stockholders' Deficit, SEC Filing

Related Tickers: VSEEW, VSEE

TL;DR

**VSEEW is a burning cash pile; revenue growth can't outrun its exploding losses and going concern risk.**

AI Summary

VSee Health, Inc. (VSEEW) reported a significant increase in total revenues for the six months ended June 30, 2025, reaching $6,711,604, a substantial rise from $3,332,561 in the same period of 2024. This 101.4% revenue growth was primarily driven by professional services and other fees, which increased from $749,475 to $1,921,157, and patient fees, which surged from $31,520 to $1,187,036. Despite this revenue growth, the company's net loss attributable to stockholders widened dramatically to $6,572,723 for the six months ended June 30, 2025, compared to a net loss of $571,352 in the prior year, representing an 1050% increase. This expanded loss was largely due to a significant increase in operating expenses, with general and administrative expenses rising from $779,236 to $4,205,063, and a substantial negative change in the fair value of financial instruments, moving from a gain of $548,100 in 2024 to a loss of $1,416,296 in 2025. The company also reported a total stockholders' deficit of $5,736,303 as of June 30, 2025, a sharp deterioration from a deficit of $18,488 at December 31, 2024, and management explicitly stated substantial doubt about its ability to continue as a going concern.

Why It Matters

VSee Health's dramatic increase in net loss, despite robust revenue growth, signals significant operational and financial challenges that could severely impact investors. The stated 'substantial doubt about its ability to continue as a going concern' is a red flag, indicating potential bankruptcy or severe dilution for existing shareholders. For employees and customers, this raises concerns about the company's long-term viability and ability to deliver on its services. In a competitive telehealth market, VSee Health's deteriorating financial health could make it vulnerable to larger, more stable players, potentially leading to market share loss and further financial strain.

Risk Assessment

Risk Level: high — The company explicitly states 'substantial doubt about its ability to continue as a going concern' due to persistent operating losses and deteriorating liquidity. The net loss attributable to stockholders increased by 1050% to $6,572,723 for the six months ended June 30, 2025, from $571,352 in the prior year, and total stockholders' deficit worsened from $18,488 to $5,736,303 in just six months, providing specific evidence of severe financial distress.

Analyst Insight

Investors should exercise extreme caution and consider divesting VSEEW shares due to the severe going concern risk and rapidly expanding losses. New investors should avoid initiating a position until the company demonstrates a clear path to profitability and resolves its liquidity issues, as the risk of total capital loss is significant.

Key Numbers

  • $6,711,604 — Total revenues for six months ended June 30, 2025 (Increased from $3,332,561 in 2024, a 101.4% increase)
  • $1,921,157 — Professional services and other fees for six months ended June 30, 2025 (Increased from $749,475 in 2024)
  • $1,187,036 — Patient fees for six months ended June 30, 2025 (Increased from $31,520 in 2024)
  • $6,572,723 — Net loss attributable to stockholders for six months ended June 30, 2025 (Increased from $571,352 in 2024, a 1050% increase)
  • $4,205,063 — General and administrative expenses for six months ended June 30, 2025 (Increased from $779,236 in 2024)
  • $1,416,296 — Change in fair value of financial instruments (loss) for six months ended June 30, 2025 (Moved from a gain of $548,100 in 2024)
  • $5,736,303 — Total stockholders' deficit as of June 30, 2025 (Worsened from $18,488 at December 31, 2024)
  • $291,595 — Cash as of June 30, 2025 (Decreased from $326,115 at December 31, 2024)
  • $50,000,000 — Maximum aggregate gross purchase price under ELOC Agreement (Potential financing over 36 months)
  • 17,022,690 — Common stock outstanding as of October 14, 2025 (Total shares outstanding)

Key Players & Entities

  • VSee Health, Inc. (company) — Registrant and telehealth software company
  • VSee Lab, Inc. (company) — Accounting acquirer in the business combination
  • iDoc Virtual Telehealth Solutions, Inc. (company) — Acquired company in the business combination
  • Digital Health Acquisition Corp. (company) — Former name of VSee Health, Inc.
  • SEC (regulator) — Securities and Exchange Commission
  • Nasdaq Stock Market LLC (regulator) — Exchange where VSEE and VSEEW are registered
  • June 30, 2025 (date) — End of the reported quarterly period
  • December 31, 2024 (date) — End of the prior fiscal year
  • June 24, 2024 (date) — Date of business combination completion
  • November 21, 2023 (date) — Date of ELOC Agreement

FAQ

What were VSee Health's total revenues for the first six months of 2025?

VSee Health's total revenues for the six months ended June 30, 2025, were $6,711,604, a significant increase from $3,332,561 reported for the same period in 2024.

How much was VSee Health's net loss for the first half of 2025?

VSee Health reported a net loss attributable to stockholders of $6,572,723 for the six months ended June 30, 2025, which is a substantial increase from the $571,352 net loss in the comparable 2024 period.

What is the primary reason for VSee Health's increased net loss?

The primary reasons for VSee Health's increased net loss include a surge in general and administrative expenses to $4,205,063 from $779,236, and a negative change in the fair value of financial instruments, resulting in a $1,416,296 loss compared to a $548,100 gain in the prior year.

Does VSee Health have a going concern issue?

Yes, VSee Health's management has determined that the company's liquidity condition and historical operating losses raise substantial doubt about its ability to continue as a going concern for at least one year from the filing date.

How did VSee Health's stockholders' deficit change?

VSee Health's total stockholders' deficit significantly worsened to $5,736,303 as of June 30, 2025, from a deficit of $18,488 as of December 31, 2024.

What was the impact of the iDoc acquisition on VSee Health's financials?

The acquisition of iDoc Virtual Telehealth Solutions, Inc. on June 24, 2024, was treated as a business combination, with the excess purchase consideration recorded as goodwill, and was part of the company's revenue enhancement strategies.

What financing efforts is VSee Health undertaking?

VSee Health is in negotiations with an investor for additional financing and has an equity line of credit (ELOC) agreement from November 21, 2023, allowing it to issue and sell up to $50,000,000 in common stock over 36 months.

How much cash did VSee Health have at the end of June 2025?

As of June 30, 2025, VSee Health had $291,595 in cash, a decrease from $326,115 at the beginning of the period.

What were VSee Health's operating expenses for the first six months of 2025?

VSee Health's total operating expenses for the six months ended June 30, 2025, were $7,534,521, a significant increase from $2,840,201 in the same period of 2024.

What is the significance of the 10-Q/A filing for VSee Health?

The 10-Q/A filing is an amendment to a quarterly report, indicating corrections or updates to previously issued financial statements, specifically noting errors in asset/liability recognition and revenue cutoff for VSee Lab as of June 30, 2024.

Filing Stats: 4,571 words · 18 min read · ~15 pages · Grade level 17.5 · Accepted 2025-11-20 17:14:29

Key Financial Figures

  • $0.0001 — ich registered Common Stock, par value $0.0001 per share VSEE The Nasdaq Stock Market
  • $11.50 — (1) share of common stock at a price of $11.50 per whole share VSEEW The Nasdaq Stock
  • $0.05 — hare, the actual value of 500 shares is $0.05 (500*$0.0001/share) 3 Table of Conte

Filing Documents

Financial Statements

Financial Statements 1 Condensed Consolidated Balance Sheets as of June 30, 2025 (Unaudited) and December 31, 2024 1 Condensed Consolidated Statements of Operations for the three and six months ended June 30, 2025 and 2024 (Unaudited) 2 Condensed Consolidated Statements of Stockholders' Equity (Deficit) for the three and six months ended June 30, 2025 and 2024 (Unaudited) 3 Condensed Consolidated Statements of Cash Flows for the six months ended June 30, 2025 and 2024 (Unaudited) 5 Notes to Condensed Consolidated Financial Statements (Unaudited) 6 Item 2.

Management's Discussion and Analysis of Financial Condition and Results of Operations

Management's Discussion and Analysis of Financial Condition and Results of Operations 50 Item 3.

Quantitative and Qualitative Disclosures about Market Risk

Quantitative and Qualitative Disclosures about Market Risk 61 Item 4.

Controls and Procedures

Controls and Procedures 61 Part II Other Information Item 1.

Legal Proceedings

Legal Proceedings 62 Item 1A.

Risk Factors

Risk Factors 62 Item 2. Unregistered Sales of Equity Securities and Use of Proceeds 62 Item 3. Defaults Upon Senior Securities 62 Item 4. Mine Safety Disclosures 62 Item 5. Other Information 62 Item 6. Exhibits 63 Exhibit Index 63

Signatures

Signatures 64 i Table of Contents As used in this Quarterly Report on Form 10-Q, unless otherwise indicated, VSee Health, Inc., together with its consolidated subsidiaries, is hereinafter referred to as "VSee Health," the "Registrant," "us," "we," "our" or the "Company." Cautionary Note on Forward-Looking Statements This Quarterly Report on Form 10-Q contains "forward-looking statements" within the meaning of Section 27A of the Securities Act of 1933, as amended (the "Securities Act"), and Section 21E of the Securities Exchange Act of 1934, as amended (the "Exchange Act"). Forward-looking statements appear in a number of places in this Form 10-Q including, without limitation, in the section titled " Management's Discussion and Analysis of Financial Condition and Results of Operations ". In addition, any statements that refer to projections, forecasts or other characterizations of future events or circumstances, including any underlying assumptions, are forward-looking statements. Forward-looking statements are typically identified by words such as "plan," "believe," "expect," "anticipate," "intend," "outlook," "estimate," "forecast," "project," "continue," "could," "may," "might," "possible," "potential," "predict," "should," "would" and other similar words and expressions, but the absence of these words does not mean that a statement is not forward-looking. The forward-looking statements are based on the current expectations of our management and are inherently subject to uncertainties and changes in circumstances and their potential effects and speak only as of the date of such statement. There can be no assurance that future developments will be those that have been anticipated. These forward-looking statements involve a number of risks, uncertainties or other assumptions that may These risks and uncertainties include, but are not limited to, those factors described in "Risk Factors" in our Annual Report on Form 10-K for the year ended December 31, 20

—FINANCIAL

PART I —FINANCIAL INFORMATION Item 1.

Financial Statements

Financial Statements VSEE HEALTH, INC. ( FKA DIGITAL HEALTH ACQUISITION CORP.) CONDENSED CONSOLIDATED BALANCE SHEETS June 30, 2025 December 31, 2024 (Unaudited) ASSETS Current assets Cash $ 291,595 $ 326,115 Accounts receivable, net of allowance for credit losses of $ 2,639,917 and $ 2,393,033 as of June 30, 2025, and December 31, 2024, respectively 1,616,751 1,716,370 Due from related party 241,122 531,656 Prepaids and other current assets 410,037 446,826 Total current assets 2,559,505 3,020,967 Right-of-use assets, net 337,770 379,585 Intangible assets, net 9,890,002 10,995,000 Goodwill 4,916,694 4,916,694 Fixed assets, net 506,070 680,242 Total assets $ 18,210,041 $ 19,992,488 LIABILITIES AND STOCKHOLDERS' DEFICIT Current liabilities Accounts payable and accrued liabilities $ 9,620,888 $ 9,343,659 Deferred revenue 1,170,101 417,815 Due to related party 51,900 51,900 Operating lease liabilities 81,132 72,836 Finance lease liabilities 234,673 328,833 Factoring payable 143,220 179,007 Encompass Purchase Liability 263,874 263,918 Equity Line of Credit 59,843 80,000 Quantum convertible note, related party at fair value 3,580,612 3,248,000 September 2024 Convertible Note, at fair value 2,918,875 2,094,000 Loan payable, related party 471,651 471,651 Line of credit 456,097 456,097 Notes payable, net of discount 1,460,422 433,983 Exchange Note, at Fair Value 2,485,636 1,499,000 Common stock issuance obligation 59,383 69,621 Total current liabilities 23,058,307 19,010,320 Notes payable, less current portion, net of discount 593,941 593,941 Operating lease liabilities, less current portion 226,718 269,338 Deferred revenue, net of current portion - 69,999 Deferred tax liabilities, net 67,378 67,378 Total liabilities 23,946,344 20,010,976 Commitments, Contingencies, and Concentration Risk (Note 10) STOCKHOLDERS' DEFICIT Preferr

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