Press Release
TransEnterix, Inc. Reports Operating and Financial Results for the Third Quarter 2020
Recent Highlights
- Year-to-date, eight clinical programs initiated with one additional system pending installation and over 1,200 procedures performed globally
- First procedures performed in the
U.S. using the Intelligent Surgical Unit™ (ISU™) enabling intra-operative, real-time augmented intelligence capabilities in surgery for the first time - First robotically-assisted pediatric procedures performed utilizing fully reusable 3mm instruments in
Europe - Established Japanese training center for the Senhance® Surgical System to drive growth in
Asia-Pacific region - Filed FDA 510(k) submission for general surgery indication expansion to broaden addressable market
- Appointed
Shameze Rampertab as Chief Financial Officer - Raised
$15.0 million in gross proceeds in an underwritten public offering in July of 2020 - The Company now expects to have cash to support its operations into the second quarter of 2021
“The third quarter was immensely productive for the Company despite the ongoing headwinds associated with COVID and the burden placed on hospitals globally. We achieved several key milestones, including the first surgical procedures using the Intelligent Surgical Unit in the
Commercial and Clinical Update
During the quarter, three clinical Senhance programs were started and one new agreement was signed. Year to date in 2020, the Company has installed eight Senhance systems globally.
There is one additional system pending installation in
On
On
On
On
Underwritten Public Offering
On
Third Quarter Financial Results
For the three months ended
For the three months ended
For the three months ended
For the three months ended
The Company had cash and cash equivalents and restricted cash of approximately
As a result of the restructuring completed in the first quarter of 2020, cost optimization efforts, and recent equity financing, together with anticipated cash received from operating activities, including cash from system sales and leases, instruments and accessories, and services, we believe that cash on hand will be sufficient to meet our anticipated cash needs into the second quarter of 2021.
COVID-19 Impact and Business Outlook
Given the continued uncertainty that exists within the global healthcare market, we cannot currently predict the specific extent or duration of the impact of the COVID-19 pandemic on our financial and operating results. We are not providing forward looking guidance at this time.
Conference Call
About
At
Non-GAAP Measures
The adjusted net loss and adjusted net loss per share presented in this press release are non-GAAP financial measures. The adjustments relate to backing out goodwill impairment, change in fair value of contingent consideration, intangible asset impairment, amortization of intangible assets, change in fair value of warrant liabilities, loss from sale of SurgiBot assets, acquisition related costs, restructuring and other charges, deemed dividend related to beneficial conversion feature of the preferred stock, and deemed dividend related to the conversion of preferred stock into common stock. These financial measures are presented on a basis other than in accordance with
Forward-Looking Statements
This press release includes statements relating to the current market development and operational plans for the Senhance Surgical System, as well as 2020 third quarter financial results and plans for the balance of 2020. These statements and other statements regarding our future plans and goals constitute "forward-looking statements" within the meaning of Section 21E of the Securities Exchange Act of 1934, and are intended to qualify for the safe harbor from liability established by the Private Securities Litigation Reform Act of 1995. Such statements are subject to risks and uncertainties that are often difficult to predict, are beyond our control and which may cause results to differ materially from expectations and include the extent of the impact of the COVID-19 pandemic on our current and future results of operations, whether the Company will receive FDA clearance for its general surgery indication, whether we will be able to leverage our continued momentum in system placement and procedures to deliver on our strategy and bring Senhance’s transformative technology to surgeons, hospitals and patients globally, and whether we have cash on hand sufficient, together with anticipated cash received from operating activities, including cash from system sales and leases, instruments and accessories, and services, to meet our anticipated cash needs into the second quarter of 2021. For a discussion of the risks and uncertainties associated with
|
||||||||||||||||
Consolidated Statements of Operations and Comprehensive Loss |
||||||||||||||||
(in thousands except per share amounts) |
||||||||||||||||
(Unaudited) |
||||||||||||||||
|
|
Three Months Ended |
|
|
Nine Months Ended |
|
||||||||||
|
|
|
|
|
|
|
||||||||||
|
|
2020 |
|
|
2019 |
|
|
2020 |
|
|
2019 |
|
||||
Revenue: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Product |
|
$ |
436 |
|
|
$ |
1,649 |
|
|
$ |
992 |
|
|
$ |
6,820 |
|
Service |
|
|
378 |
|
|
|
375 |
|
|
|
1,076 |
|
|
|
1,024 |
|
Total revenue |
|
|
814 |
|
|
|
2,024 |
|
|
|
2,068 |
|
|
|
7,844 |
|
Cost of revenue: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Product |
|
|
720 |
|
|
|
2,399 |
|
|
|
2,353 |
|
|
|
6,628 |
|
Service |
|
|
703 |
|
|
|
1,047 |
|
|
|
2,220 |
|
|
|
3,221 |
|
Total cost of revenue |
|
|
1,423 |
|
|
|
3,446 |
|
|
|
4,573 |
|
|
|
9,849 |
|
Gross loss |
|
|
(609 |
) |
|
|
(1,422 |
) |
|
|
(2,505 |
) |
|
|
(2,005 |
) |
Operating Expenses: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Research and development |
|
|
4,673 |
|
|
|
5,884 |
|
|
|
12,867 |
|
|
|
17,834 |
|
Sales and marketing |
|
|
3,136 |
|
|
|
6,883 |
|
|
|
10,291 |
|
|
|
22,425 |
|
General and administrative |
|
|
3,462 |
|
|
|
5,908 |
|
|
|
10,426 |
|
|
|
14,959 |
|
Amortization of intangible assets |
|
|
2,780 |
|
|
|
2,558 |
|
|
|
7,964 |
|
|
|
7,754 |
|
Change in fair value of contingent consideration |
|
|
502 |
|
|
|
(11,647 |
) |
|
|
1,770 |
|
|
|
(9,689 |
) |
Restructuring and other charges |
|
|
— |
|
|
|
— |
|
|
|
858 |
|
|
|
— |
|
|
|
|
— |
|
|
|
78,969 |
|
|
|
— |
|
|
|
78,969 |
|
Intangible assets impairment |
|
|
— |
|
|
|
7,912 |
|
|
|
— |
|
|
|
7,912 |
|
Loss from sale of SurgiBot assets, net |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
97 |
|
Acquisition related costs |
|
|
— |
|
|
|
(40 |
) |
|
|
— |
|
|
|
5 |
|
Total Operating Expenses |
|
|
14,553 |
|
|
|
96,427 |
|
|
|
44,176 |
|
|
|
140,266 |
|
Operating Loss |
|
|
(15,162 |
) |
|
|
(97,849 |
) |
|
|
(46,681 |
) |
|
|
(142,271 |
) |
Other Income (Expense): |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Change in fair value of warrant liabilities |
|
|
63 |
|
|
|
614 |
|
|
|
(206 |
) |
|
|
3,036 |
|
Interest income |
|
|
3 |
|
|
|
63 |
|
|
|
34 |
|
|
|
559 |
|
Interest expense |
|
|
— |
|
|
|
(1,230 |
) |
|
|
— |
|
|
|
(3,407 |
) |
Other income (expense), net |
|
|
16 |
|
|
|
(439 |
) |
|
|
(54 |
) |
|
|
(935 |
) |
Total Other Income (Expense), net |
|
|
82 |
|
|
|
(992 |
) |
|
|
(226 |
) |
|
|
(747 |
) |
Loss before income taxes |
|
|
(15,080 |
) |
|
|
(98,841 |
) |
|
|
(46,907 |
) |
|
|
(143,018 |
) |
Income tax (expense) benefit |
|
|
(2) |
|
|
|
1,070 |
|
|
|
1,386 |
|
|
|
2,549 |
|
Net loss |
|
|
(15,082 |
) |
|
|
(97,771 |
) |
|
|
(45,521 |
) |
|
|
(140,469 |
) |
Deemed dividend related to beneficial conversion feature of preferred stock |
|
|
— |
|
|
|
— |
|
|
|
(412 |
) |
|
|
— |
|
Deemed dividend related to conversion of preferred stock into common stock |
|
|
— |
|
|
|
— |
|
|
|
(299 |
) |
|
|
— |
|
Net loss attributable to common stockholders |
|
|
(15,082 |
) |
|
|
(97,771 |
) |
|
|
(46,232 |
) |
|
|
(140,469 |
) |
Comprehensive loss: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net loss |
|
|
(15,082 |
) |
|
|
(97,771 |
) |
|
|
(45,521 |
) |
|
|
(140,469 |
) |
Foreign currency translation gain (loss) |
|
|
2,101 |
|
|
|
(3,670 |
) |
|
|
2,191 |
|
|
|
(4,379 |
) |
Comprehensive loss |
|
$ |
(12,981 |
) |
|
$ |
(101,441 |
) |
|
$ |
(43,330 |
) |
|
$ |
(144,848 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net loss per common share attributable to common stockholders – basic |
|
$ |
(0.15 |
) |
|
$ |
(5.55 |
) |
|
$ |
(0.77 |
) |
|
$ |
(8.26 |
) |
Net loss per common share attributable to common stockholders – diluted |
|
$ |
(0.15 |
) |
|
$ |
(5.55 |
) |
|
$ |
(0.77 |
) |
|
$ |
(8.34 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted average number of shares used in computing net loss per common share – basic |
|
|
97,538 |
|
|
|
17,629 |
|
|
|
59,737 |
|
|
|
17,015 |
|
Weighted average number of shares used in computing net loss per common share – diluted |
|
|
97,538 |
|
|
|
17,741 |
|
|
|
59,737 |
|
|
|
17,208 |
|
|
||||||||
Consolidated Balance Sheets |
||||||||
(in thousands, except share amounts) |
||||||||
|
|
|
|
|
|
|
||
|
|
2020 |
|
|
2019 |
|
||
|
|
(unaudited) |
|
|
|
|
|
|
Assets |
|
|
|
|
|
|
|
|
Current Assets: |
|
|
|
|
|
|
|
|
Cash and cash equivalents |
|
$ |
19,964 |
|
|
$ |
9,598 |
|
Accounts receivable, net |
|
|
903 |
|
|
|
620 |
|
Inventories |
|
|
10,856 |
|
|
|
10,653 |
|
Other current assets |
|
|
5,780 |
|
|
|
7,084 |
|
Total Current Assets |
|
|
37,503 |
|
|
|
27,955 |
|
Restricted cash |
|
|
1,154 |
|
|
|
969 |
|
Inventories, net of current portion |
|
|
6,769 |
|
|
|
7,594 |
|
Property and equipment, net |
|
|
8,702 |
|
|
|
4,706 |
|
Intellectual property, net |
|
|
24,139 |
|
|
|
28,596 |
|
In-process research and development |
|
|
— |
|
|
|
2,470 |
|
Net deferred tax assets |
|
|
41 |
|
|
|
— |
|
Other long term assets |
|
|
1,836 |
|
|
|
2,489 |
|
Total Assets |
|
$ |
80,144 |
|
|
$ |
74,779 |
|
Liabilities and Stockholders’ Equity |
|
|
|
|
|
|
|
|
Current Liabilities: |
|
|
|
|
|
|
|
|
Accounts payable |
|
$ |
2,973 |
|
|
|
3,579 |
|
Accrued expenses |
|
|
7,492 |
|
|
|
8,553 |
|
Deferred revenue – current portion |
|
|
818 |
|
|
|
818 |
|
Notes payable – current portion, net of debt discount |
|
|
279 |
|
|
|
— |
|
Contingent consideration – current portion |
|
|
— |
|
|
|
73 |
|
Total Current Liabilities |
|
|
11,562 |
|
|
|
13,023 |
|
Long Term Liabilities: |
|
|
|
|
|
|
|
|
Deferred revenue – less current portion |
|
|
— |
|
|
|
27 |
|
Contingent consideration – less current portion |
|
|
2,780 |
|
|
|
1,011 |
|
Notes payable - net of issuance costs |
|
|
2,536 |
|
|
|
— |
|
Warrant liabilities |
|
|
124 |
|
|
|
2,388 |
|
Net deferred tax liabilities |
|
|
— |
|
|
|
1,392 |
|
Other long term liabilities |
|
|
973 |
|
|
|
1,403 |
|
Total Liabilities |
|
|
17,975 |
|
|
|
19,244 |
|
Commitments and Contingencies |
|
|
|
|
|
|
|
|
Stockholders’ Equity |
|
|
|
|
|
|
|
|
Common stock 20,691,301 shares issued and outstanding at |
|
|
100 |
|
|
|
21 |
|
Preferred stock, |
|
|
— |
|
|
|
— |
|
Additional paid-in capital |
|
|
770,368 |
|
|
|
720,484 |
|
Accumulated deficit |
|
|
(709,120 |
) |
|
|
(663,600 |
) |
Accumulated other comprehensive income (loss) |
|
|
821 |
|
|
|
(1,370 |
) |
Total Stockholders’ Equity |
|
|
62,169 |
|
|
|
55,535 |
|
Total Liabilities and Stockholders’ Equity |
|
$ |
80,144 |
|
|
|
74,779 |
|
|
||||||||
Consolidated Statements of Cash Flows |
||||||||
(in thousands) |
||||||||
(Unaudited) |
||||||||
|
|
Nine Months Ended |
|
|||||
|
|
|
|
|||||
|
|
2020 |
|
|
2019 |
|
||
Operating Activities: |
|
|
|
|
|
|
|
|
Net loss |
|
$ |
(45,521 |
) |
|
$ |
(140,469 |
) |
Adjustments to reconcile net loss to net cash and cash equivalents used in operating activities: |
|
|
|
|
|
|
|
|
Loss from sale of SurgiBot assets, net |
|
|
— |
|
|
|
97 |
|
|
|
|
— |
|
|
|
86,881 |
|
Depreciation |
|
|
2,015 |
|
|
|
1,651 |
|
Amortization of intangible assets |
|
|
7,964 |
|
|
|
7,754 |
|
Amortization of debt discount and debt issuance costs |
|
|
— |
|
|
|
1,437 |
|
Amortization of short-term investment discount |
|
|
— |
|
|
|
(328 |
) |
Stock-based compensation |
|
|
5,800 |
|
|
|
9,727 |
|
Interest expense on deferred consideration – MST acquisition |
|
|
— |
|
|
|
762 |
|
Deferred tax benefit |
|
|
(1,386 |
) |
|
|
(2,549 |
) |
Bad debt expense |
|
|
— |
|
|
|
1,630 |
|
Write down of inventory |
|
|
— |
|
|
|
761 |
|
Change in fair value of warrant liabilities |
|
|
206 |
|
|
|
(3,036 |
) |
Change in fair value of contingent consideration |
|
|
1,770 |
|
|
|
(9,689 |
) |
Changes in operating assets and liabilities: |
|
|
|
|
|
|
|
|
Accounts receivable |
|
|
(252 |
) |
|
|
4,313 |
|
Interest receivable |
|
|
— |
|
|
|
3 |
|
Inventories |
|
|
(4,410 |
) |
|
|
(14,141 |
) |
Other current and long term assets |
|
|
2,233 |
|
|
|
(2.313 |
) |
Accounts payable |
|
|
(706 |
) |
|
|
(914 |
) |
Accrued expenses |
|
|
(1,191 |
) |
|
|
(1,439 |
) |
Deferred revenue |
|
|
(56 |
) |
|
|
(867 |
) |
Other long term liabilities |
|
|
(376 |
) |
|
|
1,613 |
|
Net cash and cash equivalents used in operating activities |
|
|
(33,910 |
) |
|
|
(59,116 |
) |
Investing Activities: |
|
|
|
|
|
|
|
|
Purchase of short-term investments |
|
|
— |
|
|
|
(12,883 |
) |
Proceeds from maturities of short-term investments |
|
|
— |
|
|
|
65,000 |
|
Purchase of property and equipment |
|
|
(3 |
) |
|
|
(392 |
) |
Net cash and cash equivalents (used in) provided by investing activities |
|
|
(3 |
) |
|
|
51,725 |
|
Financing Activities: |
|
|
|
|
|
|
|
|
Proceeds from issuance of common stock, preferred stock and warrants under 2020 financing, net of issuance costs |
|
|
13,525 |
|
|
|
— |
|
Proceeds from issuance of common stock, net of issuance costs |
|
|
24,861 |
|
|
|
23,725 |
|
Proceeds from notes payable, net of issuance costs |
|
|
2,815 |
|
|
|
(30 |
) |
Payment of note payable |
|
|
— |
|
|
|
(15,000 |
) |
Taxes paid related to net share settlement of vesting of restricted stock units |
|
|
(33 |
) |
|
|
(499 |
) |
Payment of contingent consideration |
|
|
(74 |
) |
|
|
— |
|
Proceeds from exercise of stock options and warrants |
|
|
3,340 |
|
|
|
539 |
|
Net cash and cash equivalents provided by financing activities |
|
|
44,434 |
|
|
|
8,735 |
|
Effect of exchange rate changes on cash and cash equivalents |
|
|
30 |
|
|
|
(191 |
) |
Net increase in cash, cash equivalents and restricted cash |
|
|
10,551 |
|
|
|
1,153 |
|
Cash, cash equivalents and restricted cash, beginning of period |
|
|
10,567 |
|
|
|
21,651 |
|
Cash, cash equivalents and restricted cash, end of period |
|
$ |
21,118 |
|
|
$ |
22,804 |
|
Supplemental Disclosure for Cash Flow Information |
|
|
|
|
|
|
|
|
Interest paid |
|
$ |
— |
|
|
$ |
2,073 |
|
Supplemental Schedule of Non-cash Investing and Financing Activities |
|
|
|
|
|
|
|
|
Transfer of inventories to property and equipment |
|
$ |
5,839 |
|
|
$ |
478 |
|
Exchange of common stock for Series B Warrants |
|
$ |
2,470 |
|
|
$ |
— |
|
Transfer of in-process research and development to intellectual property |
|
$ |
2,425 |
|
|
$ |
— |
|
Issuance of common stock – MST acquisition |
|
$ |
— |
|
|
$ |
6,600 |
|
Conversion of preferred stock to common stock |
$ |
79 |
$ |
— |
|
|
|
||||||||||||
Reconciliation of Non-GAAP Measures |
|
||||||||||||
Adjusted Net Loss and Net Loss per Share |
|
||||||||||||
(in thousands except per share amounts) |
|
||||||||||||
(Unaudited) |
|
||||||||||||
Three Months Ended |
|
|
Nine Months Ended |
||||||||||
|
|
|
|
||||||||||
2020 |
|
2019 |
|
2020 |
|
2019 |
|||||||
(Unaudited, |
|||||||||||||
Net loss attributable to common stockholders (GAAP) |
$ |
(15,082) |
$ |
(97,771) |
$ |
(46,232) |
$ |
(140,469) |
|||||
Adjustments |
|||||||||||||
Loss from sale of SurgiBot assets, net |
— |
— |
— |
97 |
|||||||||
Amortization of intangible assets |
2,780 |
2,558 |
7,964 |
7,754 |
|||||||||
Change in fair value of contingent consideration |
502 |
(11,647) |
1,770 |
(9,689) |
|||||||||
|
Acquisition related costs |
|
— |
|
|
(40) |
|
|
— |
|
|
5 |
|
Change in fair value of warrant liabilities |
(63) |
(614) |
206 |
(3,036) |
|||||||||
|
Restructuring and other charges |
|
— |
|
|
— |
|
|
858 |
|
|
— |
|
|
|
|
— |
|
|
78,969 |
|
|
— |
|
|
78,969 |
|
|
Intangible assets impairment |
|
— |
|
|
7,912 |
|
|
— |
|
|
7,912 |
|
|
Deemed dividend related to beneficial conversion feature of preferred stock |
|
— |
|
|
— |
|
|
412 |
|
|
— |
|
Deemed dividend related to conversion of preferred stock into common stock |
— |
— |
299 |
— |
|||||||||
Adjusted net loss attributable to common stockholders (Non-GAAP) |
$ |
(11,863) |
$ |
(20,633) |
$ |
(34,723) |
$ |
(58,457) |
|||||
Three Months Ended |
|
|
Nine Months Ended |
||||||||||
|
|
|
|
||||||||||
(Unaudited, per basic share) |
2020 |
|
2019 |
|
2020 |
|
2019 |
||||||
Net loss per share attributable to common stockholders (GAAP) |
$ |
(0.15) |
$ |
(5.55) |
$ |
(0.77) |
$ |
(8.26) |
|||||
Adjustments |
|||||||||||||
Loss from sale of SurgiBot assets, net |
— |
— |
— |
0.01 |
|||||||||
Amortization of intangible assets |
0.03 |
0.14 |
0.13 |
0.46 |
|||||||||
Change in fair value of contingent consideration |
0.00 |
(0.66) |
0.03 |
(0.57) |
|||||||||
|
Acquisition related costs |
|
— |
|
|
(0.00) |
|
|
— |
|
|
0.00 |
|
Change in fair value of warrant liabilities |
(0.00) |
(0.03) |
0.00 |
(0.18) |
|||||||||
|
Restructuring and other charges |
|
— |
|
|
— |
|
|
0.01 |
|
|
— |
|
|
|
|
— |
|
|
4.48 |
|
|
— |
|
|
4.64 |
|
|
Intangible assets impairment |
|
— |
|
|
0.45 |
|
|
— |
|
|
0.46 |
|
|
Deemed dividend related to beneficial conversion feature of preferred stock |
|
— |
|
|
— |
|
|
0.01 |
|
|
— |
|
Deemed dividend related to conversion of preferred stock into common stock |
— |
— |
0.01 |
— |
|||||||||
Adjusted net loss per share attributable to common stockholders (Non-GAAP) |
$ |
(0.12) |
$ |
(1.17) |
$ |
(0.58) |
$ |
(3.44) |
|||||
|
|||||||||||||
The non-GAAP financial measures for the three and nine months ended
a) Loss from sale of SurgiBot assets relates to additional outside service costs to transfer the assets in connection with the sale of SurgiBot assets to
b) Intangible assets that are amortized consist of developed technology and purchased patent rights recorded at cost and amortized over 5 to 10 years.
c) Contingent consideration in connection with the acquisition of the Senhance System in 2015 is recorded as a liability and is the estimate of the fair value of potential milestone payments related to business acquisitions. Contingent consideration is measured at fair value using a discounted cash flow model utilizing significant unobservable inputs including the probability of achieving each of the potential milestones and an estimated discount rate associated with the risks of the expected cash flows attributable to the various milestones. Significant increases or decreases in any of the probabilities of success or changes in expected timelines for achievement of any of these milestones would result in a significantly higher or lower fair value of these milestones, respectively, and commensurate changes to the associated liability. The contingent consideration is revalued at each reporting period and changes in fair value are recognized in the consolidated statements of operations and comprehensive loss.
d) Acquisition related costs were incurred in connection with the MST purchase agreement and consist of legal, accounting, and other costs.
e) The Company’s Series B Warrants are measured at fair value using a simulation model which takes into account, as of the valuation date, factors including the current exercise price, the expected life of the warrant, the current price of the underlying stock, its expected volatility, holding cost and the risk-free interest rate for the term of the warrant. The warrant liability is revalued at each reporting period or upon exercise and changes in fair value are recognized in the consolidated statements of operations and comprehensive loss.
f) During the fourth quarter of 2019, we announced the implementation of a restructuring plan to reduce operating expenses as we continue the global market development of the Senhance platform. During
g) As of
h) During the first quarter of 2020, the Company closed an underwritten public offering under which it issued, as part of units and the exercise of an over-allotment option, 25,367,646 Series C Warrants, each to acquire one share of Common Stock at an exercise price of
View source version on businesswire.com: https://www.businesswire.com/news/home/20201105005840/en/
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or
Media:
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Source: