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Form 8-K PACIFIC BIOSCIENCES OF For: Aug 03

August 3, 2022 4:45 PM EDT
false000129913000012991302022-08-032022-08-03

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of

The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported)

August 3, 2022

Pacific Biosciences of California, Inc.

(Exact name of registrant as specified in its charter)

Delaware

001-34899

16-1590339

(State or other jurisdiction

of incorporation)

(Commission

File Number)

(IRS Employer

Identification No.)

1305 O’Brien Drive

Menlo Park, California 94025

(Address of principal executive offices) (Zip Code)

(650) 521-8000

(Registrant’s telephone number, including area code)

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):



Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)



Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)



Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))



Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common Stock, par value $0.001 per share

PACB

The NASDAQ Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company

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


Item 2.02.    Results of Operations and Financial Condition.

On August 3, 2022, Pacific Biosciences of California, Inc. (the “Company”) announced its financial results for its second fiscal quarter ended June 30, 2022. A copy of the press release containing the announcement is attached as Exhibit 99.1 hereto and is incorporated herein by reference.

This information, as well as Exhibit 99.1, is intended to be furnished under Item 2.02 of Form 8-K, “Results of Operations and Financial Condition” and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), nor incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

ITEM 9.01.    FINANCIAL STATEMENTS AND EXHIBITS.



SIGNATURE

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 hereunto duly authorized.

Pacific Biosciences of California, Inc.

By:

/s/ Michele Farmer

Michele Farmer

Vice President and Chief Accounting Officer

Date: August 3, 2022

Exhibit 99.1

 

PacBio Announces Second Quarter 2022 Financial Results

Menlo Park, Calif. – August 3, 2022 – PacBio (NASDAQ: PACB) today announced financial results for the quarter ended June 30, 2022.

Second quarter results



·

Revenue of $35.5 million, a 16% increase compared with $30.6 million in the prior year period.

·

Delivered 36 Sequel II/IIe systems, compared with 38 Sequel II/IIe systems in the prior year period.

·

Installed base of 460 Sequel II/IIe systems as of June 30, 2022, compared with 282 as of June 30, 2021.

·

Instrument revenue of $15.6 million, compared with $14.3 million in the prior year period. 

·

Consumables revenue of $14.6 million compared with $12.2 million in the prior year period. 

·

Service and other revenue of $5.3 million, compared with $4.1 million in the prior year period.

Gross profit for the second quarter of 2022 was $16.2 million, representing an 18% increase compared with $13.8 million for the second quarter of 2021, and gross margin was 46% in the second quarter of 2022 compared to 45% for the second quarter of 2021. Excluding amortization of intangible assets, non-GAAP gross profit for the second quarter of 2022 was $16.4 million and represented a non-GAAP gross margin of 46% in the second quarter of 2022, compared to 45% for the second quarter of 2021 (see accompanying tables for reconciliations of GAAP and non-GAAP measures). 

Operating expenses totaled $84.2 million for the second quarter of 2022, compared to $51.3 million for the second quarter of 2021. Excluding contingent consideration remeasurement and amortization of intangible assets, non-GAAP operating expenses totaled $89.6 million for the second quarter of 2022, compared to $51.3 million for the second quarter of 2021. Operating expenses for the second quarter of 2022 and the second quarter of 2021 included non-cash stock-based compensation of $18.0 million and $13.9 million, respectively.

Net loss for the second quarter of 2022 was $71.4 million, compared to a net loss of $41.0 million for the second quarter of 2021. Excluding contingent consideration remeasurement and amortization of intangible assets in the second quarter of 2022, non-GAAP net loss was $76.6 million, compared to $41.0 million for the second quarter of 2021.

GAAP net loss per share for the second quarter of 2022 was $0.32 compared to GAAP net loss per share of $0.21 for the second quarter of 2021. Non-GAAP net loss per share for the second quarter of 2022 was $0.34 compared to $0.21 for the second quarter of 2021.

Cash, cash equivalents, and investments, excluding short and long-term restricted cash, at June 30, 2022, totaled $899.2 million, compared to $1,044.4 million at December 31, 2021. 

Recent company updates

·

Shared information and data highlighting the exquisite accuracy and variant calling performance of our Sequencing by BindingTM short read chemistry in development at the Advances in Genome Biology and Technology (AGBT) annual meeting.

·

Launched custom HiFi target enrichment panels in collaboration with Twist Bioscience for comprehensive variant calling of medically relevant genes that are challenging to sequence with short read technology.

·

In April, we successfully released the latest Sequel II/IIe platform updates, which include our new direct methylation calling feature, which enables 5mC epigenetic profiling with no additional cost. Additionally, we released new gene-therapy workflows to support the expanding AAV sequencing markets. 

·

Published our inaugural ESG Highlights Report showcasing our approach to environmental sustainability, social justice, and responsible governance and our progress in these areas.

·

Partnered with iLAC and Robotic Biology Institute, Inc. to develop fully automated end-to-end workflows for PacBio’s Sequel II and Sequel IIe HiFi long-read sequencing systems by employing advanced robotics.

·

Appointed Jeff Eidel as Chief Commercial Officer, effective August 16, 2022, bringing diverse, multidisciplinary leadership expertise across the genomics industry. 


 

·

Amended our development and commercialization agreement with Invitae Corporation to incentivize the acceleration of Invitae’s adoption of HiFi technology and allow for continued collaboration between PacBio and Invitae toward developing next generation sequencers, including an ultra-high throughput sequencer.

“We continued to make progress expanding our Sequel IIe installed base in the quarter. However, it’s clear that macroeconomic factors such as COVID lockdowns, increased inflation, strengthening U.S. dollar, supply chain issues, and volatile capital markets are affecting our customers and particularly delaying instrument purchases,” said Christian Henry, President and Chief Executive Officer.  “We believe the impact from these factors is transitory, and PacBio remains in a solid position to progress our product pipeline, serve our customers, and drive growth in 2022 and beyond. Our products address a vast and expanding sequencing market, and we look forward to sharing more about our strategies and business opportunities at an Analyst Day this November.”

2022 Financial Guidance



As a result of macroeconomic factors discussed above, PacBio now expects 2022 revenue to be in the range of $138 million to $145 million. Management will provide more detail on financial guidance on the quarterly conference call today.



Quarterly Conference Call Information 

Management will host a quarterly conference call to discuss its second quarter ended June 30, 2022, results today at 5:00 p.m. Eastern Time. Investors may listen to the call by dialing 866-652-5200, or if outside the U.S., by dialing 412-317-6060, and request to join the “PacBio Q2 Earnings Call.” The call will be webcast live and will be available for replay at PacBio's website at https://investor.pacificbiosciences.com.





About PacBio



Pacific Biosciences of California, Inc. (NASDAQ: PACB) is a premier life science technology company that is designing, developing and manufacturing advanced sequencing solutions to help scientists and clinical researchers resolve genetically complex problems.  Our products and technology under development stem from two highly differentiated core technologies focused on accuracy, quality and completeness which include our existing HiFi long read sequencing and our emerging SBBTM short read sequencing technologies. Our products address solutions across a broad set of research applications including human germline sequencing, plant and animal sciences, infectious disease and microbiology, oncology, and other emerging applications. For more information, please visit www.pacb.com and follow @PacBio.



Statement regarding use of non‐GAAP financial measures



The Company reports non‐GAAP results for basic and diluted net income and loss per share, net income, net loss, gross margins, gross profit and operating expenses in addition to, and not as a substitute for, or because it believes that such information is superior to, financial measures calculated in accordance with GAAP.  The Company believes that non-GAAP financial information, when taken collectively, may be helpful to investors because it provides consistency and comparability with past financial performance. However, non-GAAP financial information is presented for supplemental informational purposes only, has limitations as an analytical tool and should not be considered in isolation or as a substitute for financial information presented in accordance with GAAP. In addition, other companies may calculate similarly-titled non-GAAP measures differently or may use other measures to evaluate their performance, all of which could reduce the usefulness of the Company’s non-GAAP financial measures as tools for comparison.



The Company's financial measures under GAAP include substantial charges such as merger related expenses, and others that are listed in the itemized reconciliations between GAAP and non‐GAAP financial measures included in this press release. The amortization of intangible assets excluded from GAAP financial measures relates to acquired intangible assets that were recorded as part of purchase accounting last year. Such intangible assets contribute to revenue generation and its amortization will recur in future periods until they are fully amortized. Management has


 

excluded the effects of these items in non‐GAAP measures to assist investors in analyzing and assessing past and future operating performance. In addition, management uses non-GAAP measures to compare the Company’s performance relative to forecasts and strategic plans and to benchmark its performance externally against competitors.



The Company encourages investors to carefully consider its results under GAAP, as well as its supplemental non‐GAAP information and the reconciliation between these presentations, to more fully understand its business. A reconciliation of the Company’s non-GAAP financial measures to their most directly comparable financial measure stated in accordance with GAAP has been provided in the financial statement tables included in this press release.



Forward-Looking Statements



This press release may contain “forward-looking statements” within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended, and the U.S. Private Securities Litigation Reform Act of 1995, including statements relating to our expectations for progress on the Company’s product pipeline and ability to drive growth in 2022 and beyond, as well as expectations with respect to challenges related to the COVID-19 pandemic; our expectations with respect to our collaboration and partnership efforts, as well as the potential results of such collaborations; potential impacts to our business related to macroeconomic factors, as well as our belief that such impacts will be transitory; and other future events. Reported results should not be considered an indication of future performance. You should not place undue reliance on forward-looking statements because they are subject to assumptions, risks, and uncertainties that could cause actual outcomes and results to differ materially from currently anticipated results.  These risks include, but are not limited to, challenges inherent in developing, manufacturing, launching, marketing and selling new products, and achieving anticipated new sales; competition; unanticipated increases in costs or expenses; interruptions or delays in the supply of components or materials for, or manufacturing of, our products and products under development; potential product performance and quality issues and potential delays in development timelines; the possible loss of key employees, customers, or suppliers; customers and prospective customers curtailing or suspending activities utilizing our products; intellectual property risks; and other risks associated with macroeconomic conditions such as uncertain capital markets, pandemic-related lockdowns, heightened inflation, war in Europe, and international operations.  Additional factors that could materially affect actual results can be found in PacBio's most recent filings with the Securities and Exchange Commission, including PacBio's most recent reports on Forms 8-K, 10-K, and 10-Q, and include those listed under the caption “Risk Factors.” These forward-looking statements are based on current expectations and speak only as of the date hereof; except as required by law, PacBio disclaims any obligation to revise or update these forward-looking statements to reflect events or circumstances in the future, even if new information becomes available.



The unaudited condensed consolidated financial statements that follow should be read in conjunction with the notes set forth in PacBio's Quarterly Report on Form 10-Q when filed with the Securities and Exchange Commission.

Contacts

Investors:

Todd Friedman

650.521.8450

[email protected] 



Media:
Lizelda Lopez
[email protected] 


 

Pacific Biosciences of California, Inc.

Unaudited Condensed Consolidated Statement of Operations 

(in thousands, except per share amounts)







 

 

 

 

 

 

 

 



Three Months Ended



June 30,

 

March 31,

 

June 30,



2022

 

2022

 

2021

Revenue:

 

 

 

 

 

 

 

 

Product revenue

$

30,175 

 

$

28,244 

 

$

26,533 

Service and other revenue

 

5,292 

 

 

4,929 

 

 

4,077 

Total revenue

 

35,467 

 

 

33,173 

 

 

30,610 

Cost of revenue:

 

 

 

 

 

 

 

 

Cost of product revenue

 

15,499 

 

 

14,820 

 

 

13,222 

Cost of service and other revenue

 

3,592 

 

 

4,015 

 

 

3,635 

Amortization of intangible assets

 

183 

 

 

183 

 

 

 —

Total cost of revenue

 

19,274 

 

 

19,018 

 

 

16,857 

Gross profit

 

16,193 

 

 

14,155 

 

 

13,753 

Operating expense:

 

 

 

 

 

 

 

 

Research and development

 

50,348 

 

 

52,937 

 

 

22,266 

Sales, general and administrative

 

39,252 

 

 

39,804 

 

 

29,060 

Change in fair value of contingent consideration (1)

 

(5,438)

 

 

(1,063)

 

 

 —

Total operating expense

 

84,162 

 

 

91,678 

 

 

51,326 



 

 

 

 

 

 

 

 

Operating loss

 

(67,969)

 

 

(77,523)

 

 

(37,573)

Interest expense

 

(3,681)

 

 

(3,697)

 

 

(3,589)

Other income (expense), net

 

256 

 

 

(279)

 

 

161 

Loss before expense from income taxes

 

(71,394)

 

 

(81,499)

 

 

(41,001)

Expense from income taxes 

 

 —

 

 

 —

 

 

 —

Net loss

$

(71,394)

 

$

(81,499)

 

$

(41,001)



 

 

 

 

 

 

 

 

Net loss per share:

 

 

 

 

 

 

 

 

Basic

$

(0.32)

 

$

(0.37)

 

$

(0.21)

Diluted

$

(0.32)

 

$

(0.37)

 

$

(0.21)



 

 

 

 

 

 

 

 

Shares used in computing net loss per share:

 

 

 

 

 

 

 

 

Basic

 

224,499 

 

 

222,289 

 

 

198,568 

Diluted

 

224,499 

 

 

222,289 

 

 

198,568 

_______________________



(1)

Change in fair value of contingent consideration for three months ended June 30, 2022 and March 31, 2022 was due to fair value adjustments of milestone payments payable upon the commercialization of acquired IPR&D.


 

Pacific Biosciences of California, Inc.

Unaudited Condensed Consolidated Statement of Operations 

(in thousands, except per share amounts)









 

 

 

 

 

 

 

 

 

 

 



 

 

 

 

 

 

 

 

 

 

 



Three Months Ended June 30,

 

Six Months Ended June 30,



2022

 

2021

 

2022

 

2021

Revenue:

 

 

 

 

 

 

 

 

 

 

 

Product revenue

$

30,175 

 

$

26,533 

 

$

58,419 

 

$

51,836 

Service and other revenue

 

5,292 

 

 

4,077 

 

 

10,221 

 

 

7,771 

Total revenue

 

35,467 

 

 

30,610 

 

 

68,640 

 

 

59,607 

Cost of revenue:

 

 

 

 

 

 

 

 

 

 

 

Cost of product revenue

 

15,499 

 

 

13,222 

 

 

30,319 

 

 

25,919 

Cost of service and other revenue

 

3,592 

 

 

3,635 

 

 

7,607 

 

 

6,958 

Amortization of intangible assets

 

183 

 

 

 —

 

 

366 

 

 

 —

Total cost of revenue

 

19,274 

 

 

16,857 

 

 

38,292 

 

 

32,877 

Gross profit

 

16,193 

 

 

13,753 

 

 

30,348 

 

 

26,730 

Operating expense:

 

 

 

 

 

 

 

 

 

 

 

Research and development

 

50,348 

 

 

22,266 

 

 

103,285 

 

 

42,815 

Sales, general and administrative

 

39,252 

 

 

29,060 

 

 

79,056 

 

 

55,198 

Change in fair value of contingent consideration (1)

 

(5,438)

 

 

 —

 

 

(6,501)

 

 

 —

Total operating expense

 

84,162 

 

 

51,326 

 

 

175,840 

 

 

98,013 



 

 

 

 

 

 

 

 

 

 

 

Operating loss

 

(67,969)

 

 

(37,573)

 

 

(145,492)

 

 

(71,283)

Loss from Continuation Advances from Illumina

 

 —

 

 

 —

 

 

 —

 

 

(52,000)

Interest expense

 

(3,681)

 

 

(3,589)

 

 

(7,378)

 

 

(5,378)

Other income (expense), net

 

256 

 

 

161 

 

 

(23)

 

 

225 

Net loss

$

(71,394)

 

 

(41,001)

 

 

(152,893)

 

 

(128,436)



 

 

 

 

 

 

 

 

 

 

 

Net loss per share:

 

 

 

 

 

 

 

 

 

 

 

Basic

$

(0.32)

 

$

(0.21)

 

$

(0.68)

 

$

(0.65)

Diluted

$

(0.32)

 

$

(0.21)

 

$

(0.68)

 

$

(0.65)



 

 

 

 

 

 

 

 

 

 

 

Shares used in computing net loss per share:

 

 

 

 

 

 

 

 

 

 

 

Basic

 

224,499 

 

 

198,568 

 

 

223,400 

 

 

196,690 

Diluted

 

224,499 

 

 

198,568 

 

 

223,400 

 

 

196,690 

_____________________



(1)

Change in fair value of contingent consideration for three and six months ended June 30, 2022 was due to fair value adjustments of milestone payments payable upon the commercialization of acquired IPR&D.








 

Pacific Biosciences of California, Inc.

Unaudited Condensed Consolidated Balance Sheets

(in thousands)







 

 

 

 

 



 

 

 

 

 



June 30,

 

December 31,



2022

 

2021

Assets

 

 

 

Cash and investments

$

899,151 

 

$

1,044,400 

Accounts receivable, net

 

27,058 

 

 

24,241 

Inventory, net

 

36,121 

 

 

24,599 

Prepaid and other current assets

 

7,657 

 

 

7,394 

Property and equipment, net

 

37,957 

 

 

32,504 

Operating lease right-of-use assets, net

 

43,274 

 

 

46,617 

Restricted cash

 

3,222 

 

 

5,092 

Intangible assets, net

 

410,523 

 

 

410,979 

Goodwill

 

409,974 

 

 

409,974 

Other long-term assets

 

1,205 

 

 

1,170 

Total Assets

$

1,876,142 

 

$

2,006,970 

 

 

 

 

 

 

Liabilities and Stockholders' Equity

 

 

 

 

 

Accounts payable

$

12,883 

 

$

11,002 

Accrued expenses

 

25,174 

 

 

36,261 

Deferred revenue

 

33,911 

 

 

36,026 

Operating lease liabilities

 

53,847 

 

 

57,680 

Contingent consideration liability

 

163,216 

 

 

169,717 

Convertible senior notes, net

 

896,374 

 

 

896,067 

Other liabilities

 

8,851 

 

 

9,230 

Stockholders' equity

 

681,886 

 

 

790,987 

Total Liabilities and Stockholders' Equity

$

1,876,142 

 

$

2,006,970 



 

 

 

 

 


















 

Pacific Biosciences of California, Inc.

Reconciliation of Non-GAAP Financial Measures

(in thousands, except per share amounts)





 



 

 

 

 

 

 

 

 

 

 

 

 

 

 



Three Months Ended

 

Six Months Ended



June 30,

 

March 31,

 

June 30,

 

June 30,

 

June 30,



2022

 

2022

 

2021

 

2022

 

2021



 

 

 

 

 

 

 

 

 

 

 

 

 

 

GAAP net loss

$

(71,394)

 

$

(81,499)

 

$

(41,001)

 

$

(152,893)

 

$

(128,436)

Change in fair value of contingent consideration (1)

 

(5,438)

 

 

(1,063)

 

 

 —

 

 

(6,501)

 

 

 —

Amortization of intangible assets

 

228 

 

 

228 

 

 

 —

 

 

457 

 

 

 —

Non-GAAP net loss

$

(76,604)

 

$

(82,334)

 

$

(41,001)

 

$

(158,937)

 

$

(128,436)



 

 

 

 

 

 

 

 

 

 

 

 

 

 

GAAP net loss per share

$

(0.32)

 

$

(0.37)

 

$

(0.21)

 

$

(0.68)

 

$

(0.65)

Change in fair value of contingent consideration (1)

 

(0.02)

 

 

 —

 

 

 —

 

 

(0.03)

 

 

 —

Amortization of intangible assets

 

 —

 

 

 —

 

 

 —

 

 

 —

 

 

 —

Non-GAAP net loss per share

$

(0.34)

 

$

(0.37)

 

$

(0.21)

 

$

(0.71)

 

$

(0.65)



 

 

 

 

 

 

 

 

 

 

 

 

 

 

GAAP gross profit

$

16,193 

 

$

14,155 

 

$

13,753 

 

$

30,348 

 

$

26,730 

Amortization of intangible assets

 

183 

 

 

183 

 

 

 —

 

 

366 

 

 

 —

Non-GAAP gross profit

$

16,376 

 

$

14,338 

 

$

13,753 

 

$

30,714 

 

$

26,730 



 

 

 

 

 

 

 

 

 

 

 

 

 

 

GAAP gross profit %

 

46% 

 

 

43% 

 

 

45% 

 

 

44% 

 

 

45% 



 

 

 

 

 

 

 

 

 

 

 

 

 

 

Non-GAAP gross profit %

 

46% 

 

 

43% 

 

 

45% 

 

 

45% 

 

 

45% 



 

 

 

 

 

 

 

 

 

 

 

 

 

 

GAAP total operating expense

$

84,162 

 

$

91,678 

 

$

51,326 

 

$

175,840 

 

$

98,013 

Change in fair value of contingent consideration (1)

 

5,438 

 

 

1,063 

 

 

 —

 

 

6,501 

 

 

 —

Amortization of intangible assets

 

(45)

 

 

(45)

 

 

 —

 

 

(91)

 

 

 —

Non-GAAP total operating expense

$

89,555 

 

$

92,696 

 

$

51,326 

 

$

182,250 

 

$

98,013 



 

 

 

 

 

 

 

 

 

 

 

 

 

 

________________________



(1)

Change in fair value of contingent consideration was related to fair value adjustments of milestone payments payable upon the commercialization of acquired IPR&D. 






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