1. The Company and Basis of Presentation Viveve Medical, Inc. (Viveve Medical, the Company, we, our, or us) designs, develops, manufactures and markets a platform medical technology, which we refer to as Cryogen-cooled Monopolar RadioFrequency , or CMRF. Our proprietary CMRF technology is delivered through a radiofrequency generator, handpiece and treatment tip, which collectively, we refer to as the Viveve System. Viveve Medical competes in the womens intimate health industry in some countries by marketing the Viveve System as a way to improve the overall well-being and quality of life of women suffering from vaginal introital laxity, for improved sexual function, or stress urinary incontinence, depending on the relevant country-specific clearance or approval. In the United States, the Viveve System is currently indicated for use in general surgical procedures for electrocoagulation and hemostasis. Public Offerings In December 2018, in connection with the closing of a public offering (the December 2018 Offering), the Company issued an aggregate of 14,728,504 shares of common stock, including the shares issued in connection with the exercise of the underwriters overallotment option, at a public offering price of $1.50 per share for gross proceeds of approximately $22,093,000. The net proceeds to the Company, after deducting underwriting discounts and commissions and other offering expenses, were approximately $20,385,000. In February 2018, in connection with the closing of a public offering (the February 2018 Offering), the Company issued an aggregate of 11,500,000 shares of common stock, including the shares issued in connection with the exercise of the underwriters overallotment option, at a public offering price of $3.00 per share for gross proceeds of approximately $34,500,000. The net proceeds to the Company, after deducting underwriting discounts and commissions and other offering expenses, were approximately $32,214,000. The Company established an at-the-market equity offering program through the filing of a prospectus supplement to its shelf registration statement on Form S- 3, which was filed on November 8, 2017, under which the Company may offer and sell, from time-to-time, up to $25,000,000 aggregate offering price of shares of its common stock (the November 2017 ATM Facility). During the three and six months ended June 30, 2019, the Company sold zero shares of common stock under the November 2017 ATM Facility. During the three and six months ended June 30, 2018, the Company sold 65,252 and 273,529 shares of common stock under the November 2017 ATM Facility for net proceeds of approximately $172,000 and $1,183,000. As of June 30, 2019, the Company has sold 336,498 shares of common stock under the November 2017 ATM Facility for net proceeds of approximately $1,318,000. Interim Unaudited Financial Information The accompanying unaudited condensed consolidated financial statements of Viveve Medical have been prepared in accordance with accounting principles generally accepted in the United States of America (U.S. GAAP) for interim financial information and pursuant to the instructions to Form 10 -Q and Article 8 - 03 of Regulation S- X. Accordingly, they do not include all of the information and footnotes required by U.S. GAAP for complete financial statements. In the opinion of management, all adjustments, consisting of normal recurring adjustments, considered necessary for a fair presentation of the condensed consolidated financial statements have been included. The accompanying unaudited condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto included in the Annual Report on Form 10 -K for the year ended December 31, 2018, which was filed with the Securities and Exchange Commission on March 15, 2019. The results of operations for the three and six months ended June 30, 2019 are not necessarily indicative of the results for the year ending December 31, 2019 or any future interim period. Liquidity and Management Plans The Company has adopted the Financial Accounting Standards Boards (FASB) Accounting Standard Codification (ASC) Topic 205 - 40, Presentation of Financial Statements  Going Concern, which requires that management evaluate whether there are relevant conditions and events that, in the aggregate, raise substantial doubt about the entitys ability to continue as a going concern and to meet its obligations as they become due within one year after the date that the financial statements are issued. The accompanying financial statements have been prepared assuming that the Company will continue as a going concern. However, since inception, the Company has sustained significant operating losses and such losses are expected to continue for the foreseeable future. As of June 30, 2019, the Company had an accumulated deficit of $175,138,000, cash and cash equivalents of $9,506,000 and working capital of $13,660,000. Additionally, the Company used $7,696,000 in cash for operations in the three months ended June 30, 2019 and $19,254,000 in cash for operations for the six months ended June 30, 2019. The Company will require additional cash funding to fund operations through August 2020. Accordingly, management has concluded that the Company does not have sufficient funds to support operations within one year after the date the financial statements are issued and, therefore, the Company concluded there was substantial doubt about the Companys ability to continue as a going concern. To fund further operations, the Company will need to raise additional capital. The Company may obtain additional financing in the future through the issuance of its common stock, or through other equity or debt financings. The Companys ability to continue as a going concern or meet the minimum liquidity requirements in the future is dependent on its ability to raise significant additional capital, of which there can be no assurance. If the necessary financing is not obtained or achieved, the Company will likely be required to reduce its planned expenditures, which could have an adverse impact on the results of operations, financial condition and the Companys ability to achieve its strategic objective. There can be no assurance that financing will be available on acceptable terms, or at all. The financial statements contain no adjustments for the outcome of these uncertainties. These factors raise substantial doubt about the Companys ability to continue as a going concern and have a material adverse effect on the Companys future financial results, financial position and cash flows.