Form 8-K STANDARD BIOTOOLS INC. For: Aug 08

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 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 8, 2022

_______________________________

Standard BioTools Inc.

(Exact name of registrant as specified in its charter)

_______________________________

Delaware	001-34180	77-0513190
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

2 Tower Place, Suite 2000

South San Francisco, California 94080

(Address of Principal Executive Offices) (Zip Code)

(650) 266-6000

(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:

☐	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:

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. ☐

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.

	Standard BioTools Inc.
Date: August 8, 2022	By:	/s/ Vikram Jog
		Vikram Jog
		Chief Financial Officer

 

EXHIBIT 99.1

Standard BioTools Announces Second Quarter 2022 Financial Results and Provides Strategic Update

Second quarter revenue of $18.8 million

Completed $250 million strategic cash infusion from Casdin Capital and Viking Global 

Upgraded management team and added board members to bring significant sector and operational expertise to the company 

Commenced restructuring program with the explicit goal of returning core business to growth, raising gross margins by approximately 7-10% and substantially reducing operating cash burn  

Cash, cash equivalents, and short-term investments expected to provide sufficient runway to generate positive free cash flow by end of 2024 while allowing for strategic M&A 

Company to host conference call and webcast today at 4:30 p.m. ET 

SOUTH SAN FRANCISCO, Calif., Aug. 08, 2022 (GLOBE NEWSWIRE) -- Standard BioTools Inc. (Nasdaq: LAB), driven by a bold purpose – Unleashing tools to accelerate breakthroughs in human health™ – today announced financial results for the second quarter ended June 30, 2022. 

“Four months after I joined the company as President and CEO, and now with a strategic review process completed, the potential to build a next-generation consolidated life science company around this portfolio of powerful technologies remains incredibly exciting,” said Michael Egholm, PhD, Chief Executive Officer and President of Standard BioTools™. “There is work to do to make this vision a reality, and while it will take time, we are confident we will get there.

“First, we are putting into motion a restructuring plan to return to steady growth across our organization, including improved product positioning and a new disciplined sales execution. This quarter’s results are not the standard we hold ourselves to and we can and will do better in coming quarters and years.  

“Second, our plan has us leaning in on operations, assembling a world-class team of seasoned operators, and systematically rolling out our Standard BioTools Business System (SBS) approach. Through these initiatives, we have identified numerous opportunities for gross margin improvements, which we expect will yield an increase of approximately 7-10% by year end 2023.”  

Continued Egholm, “I am committed as a leader and on the long-term vision, and we will drive our core business toward profitability while keeping capital available for portfolio expansion through strategic M&A. There is a deep funnel of opportunities, and we believe those will fuel longer-term growth. We look forward to providing updates as we come closer to realizing the vision of Standard BioTools to become a leading solutions partner for the life science industry, offering an innovative portfolio of high-quality, impactful technologies.”  

Second Quarter 2022 and Recent Strategic Updates 

Phased Restructuring 

A phased restructuring plan is underway that we expect will significantly lower operating cash burn beginning in the second half of 2022. With these actions and current cash, cash equivalents, and short-term investments, Standard BioTools expects its cash runway to be sufficient to fund current operations to cash flow breakeven by the end of 2024 while allowing for strategic M&A. As part of the restructuring, the following steps are being taken: 

• Right-Sizing General and Administrative Expenses:  The company plans to significantly lower general and administrative spend through a reduction in headcount and a decrease in office space to better align with its streamlined operations. Specifically, the company plans to reduce its real estate footprint including its headquarters location in South San Francisco while fostering remote work for certain employees. Beyond these near-term initiatives, the company will pursue continued process optimization through a focused SBS-based approach that may result in additional cost savings and will direct resources into areas with the highest impact on the business. 
  
• Right-Sizing Microfluidics Business: The company will significantly reduce investment in research and development and marketing for the microfluidics business while narrowing its commercial focus to high-value niche markets for specialized applications for which the platform is ideally suited. In addition, the company plans to pursue additional OEM opportunities, similar to its relationship with Olink Holding AB, as a lower-cost and more efficient go-to-market approach. 
  
• Portfolio Rationalization: As part of implementing rigorous portfolio management, the company is rationalizing its expansive product portfolio by exiting its laser capture microdissection and Flow Conductor™ product lines, while de-emphasizing its diagnostics/COVID-19 product line. Revenues from these product lines are not significant.   
  

Corporate Highlights 

• Top-grade new management team members with significant sector and operator experience added since capital infusion closed, including Michael Egholm as Chief Executive Officer and President; Alex Kim as Chief Operating Officer; Jeremy Davis as Chief Commercial Officer; Mona Abou-Sayed as Senior Vice President of SBS; Anders Davas as Senior Vice President, Global Operations; and, more recently, Matt Ritchie as Vice President, Global Sales Operations; Seiya Ohta as Vice President, Customer & User Experience; David Panzarella as Vice President, Commercial Operations – Americas; and Kathy Harrell as Vice President and Controller. 
  
• Highly experienced new board members with life sciences and capital markets expertise appointed, including Martin Madaus, PhD, Frank Witney, PhD, and Eli Casdin. 
  
• Closed $250 million strategic capital infusion from leading life science investors Casdin Capital, LLC, and Viking Global Investors LP on April 4, 2022.
  

Second Quarter 2022 Financial Results   
  
Total revenue was $18.8 million for the quarter ended June 30, 2022, compared with $31.0 million for the second quarter of 2021, driven by lower instrument and COVID-19 testing revenue. Base product and service revenue (excluding COVID-19 testing revenue) was $17.5 million, approximately 35% lower compared with $26.9 million for the second quarter of 2021.  

GAAP net loss for the quarter ended June 30, 2022, was $63.5 million, compared with a GAAP net loss of $17.1 million for the second quarter of 2021. The year-over-year increase in GAAP net loss was driven by increases in fair value of the forward sale contract related to the Series B Preferred Stock and bridge loans aggregating $25.4 million, lower revenue, lower product and service margin, and higher operating expenses. Product line exits during the quarter negatively affected product and service gross profit and net loss by $4.7 million and $8.2 million, respectively. 
  
Non-GAAP net loss, which excludes the fair value increases noted above, stock-based compensation, depreciation and amortization expenses, and interest expense, was $25.8 million for the quarter, compared with a non-GAAP net loss of $9.3 million for the second quarter of 2021. 

Cash, cash equivalents and short-term investments as of June 30, 2022, were $211.2 million, compared with $30.0 million as of March 31, 2022. 

Conference Call Information 

The company’s management will host a conference call and webcast today at 1:30 p.m. PT/4:30 p.m. ET, to discuss second quarter 2022 financial results and operational progress as well as to provide additional color on its restructuring and strategic actions.  
Individuals interested in listening to the conference call may do so by dialing: 

US domestic callers: (888) 346-3970 
Outside US callers: (412) 902-4297 

Live audio of the webcast will be available online from the Investor Relations page of the company’s website at Events & Presentations. The webcast will be archived and available on the Standard BioTools Investor Relations page at investors.fluidigm.com. 

A reconciliation of GAAP to non-GAAP financial measures can be found in the tables of this news release.
  
Our investor presentation including Supplemental Financial Information has been posted on our website concurrent with this release. 

Statement Regarding Use of Non-GAAP Financial Information 
  
Standard BioTools has presented certain financial information in accordance with U.S. GAAP and also on a non-GAAP basis for the three- and six-month periods ended June 30, 2022, and June 30, 2021. Management believes that non-GAAP financial measures, taken in conjunction with GAAP financial measures, provide useful information for both management and investors by excluding certain non-cash and other expenses that are not indicative of the company’s core operating results. Management uses non-GAAP measures to compare the company’s performance relative to forecasts and strategic plans and to benchmark the company’s performance externally against competitors. Non-GAAP information is not prepared under a comprehensive set of accounting rules and should only be used to supplement an understanding of the company’s operating results as reported under U.S. GAAP. Standard BioTools 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. Reconciliations between GAAP and non-GAAP operating results are presented in the accompanying tables of this release.   

Use of Forward-Looking Statements 

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including, among others, statements regarding operational and strategic plans, deployment of capital, our cash runway and sufficiency of cash resources, margin expectations, potential M&A activity, and expectations with respect to our restructuring plans (including expense reduction activities involving potential subleasing and talent relocation plans, modifications to the scope of the company’s microfluidics and mass cytometry franchises and discontinuing of certain product lines). Forward-looking statements are subject to numerous risks and uncertainties that could cause actual results to differ materially from currently anticipated results, including but not limited to risks that we may not realize expected cost savings from the restructuring, including the anticipated decrease in operational expenses, at the levels we expect; possible restructuring and transition-related disruption, including through the loss of customers, suppliers and employees and adverse impacts on our development activities and results of operation; restructuring activities, including our ability to execute subleasing plans, customer and employee relations, management distraction and reduced operating resources; internal and external costs required for ongoing and planned activities may be higher than expected which may cause us to use cash more quickly than we expect or change or curtail some of our plans or both; our expectations as to expenses, cash usage and cash needs may prove not to be correct for other reasons such as changes in plans or actual events being different than our assumptions; risks related to the adverse effects of the COVID-19 pandemic on our business and operating results; changes in Standard BioTools’ business or external market conditions; customers and prospective customers continuing to curtail or suspend activities utilizing our products due to the COVID-19 pandemic; our ability and/or the ability of the research institutions utilizing our products and technology to obtain and maintain Emergency Use Authorization from the FDA and any other requisite authorizations or approvals to use our products and technology for diagnostic testing purposes; challenges inherent in developing, manufacturing, launching, marketing, and selling new products; interruptions or delays in the supply of components or materials for, or manufacturing of, Standard BioTools products; reliance on sales of capital equipment for a significant proportion of revenues in each quarter; seasonal variations in customer operations; unanticipated increases in costs or expenses; uncertainties in contractual relationships; reductions in research and development spending or changes in budget priorities by customers; Standard BioTools research and development and distribution plans and capabilities; potential product performance and quality issues; risks associated with international operations; intellectual property risks; and competition. Information on these and additional risks and uncertainties and other information affecting Standard BioTools’ business and operating results is contained in its Annual Report on Form 10-K for the year ended December 31, 2021, and in its other filings with the Securities and Exchange Commission. These forward-looking statements speak only as of the date hereof. Standard BioTools disclaims any obligation to update these forward-looking statements except as may be required by law. 

About Standard BioTools Inc. 

Standard BioTools Inc. (Nasdaq: LAB), previously known as Fluidigm Corporation, is driven by a bold purpose – Unleashing tools to accelerate breakthroughs in human health. Standard BioTools has an established portfolio of essential, standardized next-generation technologies that help biomedical researchers develop medicines faster and better. As a leading solutions provider, the company provides reliable and repeatable insights in health and disease using its proprietary mass cytometry and microfluidics technologies, which help transform scientific discoveries into better patient outcomes. Standard BioTools works with leading academic, government, pharmaceutical, biotechnology, plant and animal research, and clinical laboratories worldwide, focusing on the most pressing needs in translational and clinical research, including oncology, immunology, and immunotherapy. Learn more at www.standardbiotools.com or connect with us on Twitter^®, Facebook^®, LinkedIn, and YouTube^™. Standard BioTools, the Standard BioTools logo, Fluidigm, the Fluidigm logo, and “Unleashing tools to accelerate breakthroughs in human health” are trademarks and/or registered trademarks of Standard BioTools Inc. or its affiliates in the United States and/or other countries. All other trademarks are the sole property of their respective owners. Standard BioTools products are provided for Research Use Only. Not for use in diagnostic procedures. 

Available Information 

Standard BioTools uses its website (standardbio.com), investor site (investors.standardbiotools.com), corporate Twitter account (@Standard_BioT), Facebook page (facebook.com/StandardBioT), and LinkedIn page (linkedin.com/company/standard-biotools) as channels of distribution of information about its products, its planned financial and other announcements, its attendance at upcoming investor and industry conferences, and other matters. Such information may be deemed material information, and Standard BioTools may use these channels to comply with its disclosure obligations under Regulation FD. Therefore, investors should monitor Standard BioTools’ website and its social media accounts in addition to following its press releases, SEC filings, public conference calls, and webcasts. 

Investors: 
Peter DeNardo 
415 389 6400 
[email protected] 

STANDARD BIOTOOLS INC.
(formerly known as FLUIDIGM CORPORATION)
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(In thousands, except per share amounts)
(Unaudited)
		Three Months Ended June 30,								Six Months Ended June 30,
			2022				2021				2022				2021
Revenue
Product revenue		$	12,219			$	22,627			$	32,223			$	47,355
Service revenue			5,806				6,627				11,950				12,913
Product and service revenue			18,025				29,254				44,173				60,268
Other revenue (1)			752				1,764				1,108				3,544
Total revenue			18,777				31,018				45,281				63,812
Costs and expenses
Cost of product revenue			12,738				12,730				25,077				24,393
Cost of service revenue			1,612				1,867				3,540				3,957
Cost of product and service revenue			14,350				14,597				28,617				28,350
Research and development			12,606				9,441				21,471				20,194
Selling, general and administrative			30,384				24,248				61,259				51,856
Total costs and expenses			57,340				48,286				111,347				100,400
Loss from operations			(38,563	)			(17,268	)			(66,066	)			(36,588	)
Interest expense			(1,062	)			(896	)			(2,092	)			(1,783	)
Loss on forward sale of Series B Preferred Stock			(22,289	)			—				(60,081	)			—
Loss on bridge loans			(3,064	)			—				(13,719	)			—
Other income (expense), net			(174	)			504				(56	)			219
Loss before income taxes			(65,152	)			(17,660	)			(142,014	)			(38,152	)
Income tax benefit			1,613				517				2,187				2,188
Net loss		$	(63,539	)		$	(17,143	)		$	(139,827	)		$	(35,964	)
Net loss per share, basic and diluted		$	(0.82	)		$	(0.23	)		$	(1.81	)		$	(0.48	)
Shares used in computing net loss per share, basic and diluted			77,821				75,452				77,430				75,084
Note: (1) Other revenue includes product development, license and grant revenue.

STANDARD BIOTOOLS INC.
(formerly known as FLUIDIGM CORPORATION)
CONDENSED CONSOLIDATED BALANCE SHEETS
(In thousands)
(Unaudited)
		June 30, 2022				December 31, 2021 (1)
ASSETS
Current assets:
Cash and cash equivalents (2)		$	74,361			$	28,451
Short-term investments (2)			136,850				—
Accounts receivable, net			10,937				18,320
Inventories, net			22,791				20,825
Prepaid expenses and other current assets			5,938				4,470
Total current assets			250,877				72,066
Property and equipment, net			27,275				28,034
Operating lease right-of-use asset, net			35,412				37,119
Other non-current assets			3,158				3,689
Developed technology, net			18,200				27,927
Goodwill			106,200				106,379
Total assets		$	441,122			$	275,214
LIABILITIES, MEZZANINE EQUITY AND STOCKHOLDERS’ EQUITY (DEFICIT)
Current liabilities:
Accounts payable		$	9,016			$	10,602
Accrued compensation and related benefits			8,576				4,920
Operating lease liabilities, current			3,293				3,053
Deferred revenue, current			11,409				11,947
Deferred grant income, current			3,729				3,535
Other accrued liabilities			6,747				8,673
Advances under revolving credit agreement, current			—				6,838
Total current liabilities			42,770				49,568
Convertible notes, net			54,384				54,160
Term loan, net			10,162				10,049
Deferred tax liability			1,651				4,329
Operating lease liabilities, non-current			35,732				37,548
Deferred revenue, non-current			5,064				5,966
Deferred grant income, non-current			16,263				18,116
Other non-current liabilities			1,297				882
Total liabilities			167,323				180,618
Redeemable preferred stock			311,253				—
Total stockholders’ equity (deficit)			(37,454	)			94,596
Total liabilities, mezzanine equity and stockholders’ equity (deficit)		$	441,122			$	275,214
Notes:
(1) Derived from audited consolidated financial statements
(2) Cash and cash equivalents and available for sale securities consist of:
Cash and cash equivalents		$	74,361			$	28,451
Short-term investments			136,850				—
Total cash, cash equivalents and available for sale securities		$	211,211			$	28,451

STANDARD BIOTOOLS INC.
(formerly known as FLUIDIGM CORPORATION)
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(In thousands)
(Unaudited)
		Six Months Ended June 30,
			2022				2021
Operating activities
Net loss		$	(139,827	)		$	(35,964	)
Loss on forward sale of Series B Preferred Stock			60,081				—
Loss on bridge loans			13,719				—
Stock-based compensation expense			8,705				7,418
Amortization of developed technology			5,928				5,965
Depreciation and amortization			1,878				1,851
Provision for excess and obsolete inventory			4,597				1,248
Impairment of intangible			3,526				—
Other non-cash items			599				539
Changes in assets and liabilities, net			(4,784	)			(8,622	)
Net cash used in operating activities			(45,578	)			(27,565	)
Investing activities
Purchases of investments			(137,302	)			—
Proceeds from NIH Contract			—				2,000
Purchases of property and equipment			(1,806	)			(11,095	)
Net cash used in investing activities			(139,108	)			(9,095	)
Financing activities
Proceeds from bridge loans			25,000				—
Proceeds from issuance of Series B Preferred Stock			225,000				—
Repayment of advances under credit agreement			(6,838	)			—
Payment of equity issuance costs			(12,547	)			—
Repayment of long-term debt			—				(501	)
Proceeds from (payments for) employee equity programs, net			418				(658	)
Net cash provided by (used in) financing activities			231,033				(1,159	)
Effect of foreign exchange rate fluctuations on cash and cash equivalents			(437	)			162
Net increase (decrease) in cash, cash equivalents and restricted cash			45,910				(37,657	)
Cash, cash equivalents and restricted cash at beginning of period			29,467				69,536
Cash, cash equivalents and restricted cash at end of period		$	75,377			$	31,879
Cash and cash equivalents, and available for sale securities consist of:
Cash and cash equivalents		$	74,361			$	30,863
Short-term investments			136,850				—
Total cash and cash equivalents, and available for sale securities		$	211,211			$	30,863

STANDARD BIOTOOLS INC.
(formerly known as FLUIDIGM CORPORATION)
RECONCILIATION OF GAAP TO NON-GAAP FINANCIAL INFORMATION
(In thousands, except per share amounts)
(Unaudited)
ITEMIZED RECONCILIATION BETWEEN GAAP AND NON-GAAP NET LOSS
		Three Months Ended June 30,								Six Months Ended June 30,
			2022				2021				2022				2021
Net loss (GAAP)		$	(63,539	)		$	(17,143	)		$	(139,827	)		$	(35,964	)
Loss on forward sale of Series B Preferred Stock			22,289				—				60,081				—
Loss on bridge loans			3,064				—				13,719				—
Stock-based compensation expense			4,663				3,741				8,705				7,418
Amortization of developed technology (a)			2,961				2,982				5,928				5,965
Depreciation and amortization			875				917				1,878				1,851
Interest expense (b)			1,062				896				2,092				1,783
Impairment of intangible (c)			3,526				—				3,526				—
Loss on disposal of property and equipment			6				1				15				1
Loss on extinguishment of debt			—				—				—				9
Benefit from acquisition related income taxes (d)			(742	)			(742	)			(1,484	)			(1,484	)
Net loss (Non-GAAP)		$	(25,835	)		$	(9,348	)		$	(45,367	)		$	(20,421	)
Shares used in net loss per share calculation -
basic and diluted (GAAP and Non-GAAP)			77,821				75,452				77,430				75,084
Net loss per share - basic and diluted (GAAP)		$	(0.82	)		$	(0.23	)		$	(1.81	)		$	(0.48	)
Net loss per share - basic and diluted (Non-GAAP)		$	(0.33	)		$	(0.12	)		$	(0.59	)		$	(0.27	)
ITEMIZED RECONCILIATION BETWEEN GAAP AND NON-GAAP PRODUCT AND SERVICE MARGIN
		Three Months Ended June 30,								Six Months Ended June 30,
			2022				2021				2022				2021
Product and service gross profit (GAAP)		$	3,675			$	14,657			$	15,556			$	31,918
Amortization of developed technology (a)			2,641				2,800				5,608				5,600
Depreciation and amortization (e)			319				393				634				813
Stock-based compensation expense (e)			164				128				305				226
Product and service gross profit (Non-GAAP)		$	6,799			$	17,978			$	22,103			$	38,557
Product and service margin (GAAP)			20.4	%			50.1	%			35.2	%			53.0	%
Product and service margin (Non-GAAP)			37.7	%			61.5	%			50.0	%			64.0	%
ITEMIZED RECONCILIATION BETWEEN GAAP AND NON-GAAP OPERATING EXPENSES
		Three Months Ended June 30,								Six Months Ended June 30,
			2022				2021				2022				2021
Operating expenses (GAAP)		$	42,990			$	33,689			$	82,730			$	72,050
Stock-based compensation expense (f)			(4,499	)			(3,613	)			(8,400	)			(7,192	)
Depreciation and amortization (f)			(877	)			(707	)			(1,565	)			(1,404	)
Impairment of intangible (c)			(3,526	)			—				(3,526	)			—
Loss on disposal of property and equipment (f)			(6	)			(1	)			(15	)			(1	)
Operating expenses (Non-GAAP)		$	34,082			$	29,368			$	69,224			$	63,453
ITEMIZED RECONCILIATION BETWEEN GAAP AND NON-GAAP LOSS FROM OPERATIONS
		Three Months Ended June 30,								Six Months Ended June 30,
			2022				2021				2022				2021
Loss from operations (GAAP)		$	(38,563	)		$	(17,268	)		$	(66,066	)		$	(36,588	)
Stock-based compensation expense			4,663				3,741				8,705				7,418
Amortization of developed technology (a)			2,961				2,982				5,928				5,965
Depreciation and amortization (f)			875				917				1,878				1,851
Impairment of intangible (c)			3,526				—				3,526				—
Loss on disposal of property and equipment (f)			6				1				15				1
Loss from operations (Non-GAAP)		$	(26,532	)		$	(9,627	)		$	(46,014	)		$	(21,353	)
(a) Represents amortization of developed technology in connection with the DVS and InstruNor acquisitions
(b) Represents interest expense, primarily on convertible debt and the term loan
(c) Represents impairment of intangible no longer used in our product lines
(d) Represents the tax impact on the purchase of intangible assets in connection with the DVS acquisition
(e) Represents expense associated with cost of product revenue
(f) Represents expense associated with research and development, and selling, general and administrative activities

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