Form 8-K Vicarious Surgical 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

 

 

VICARIOUS SURGICAL INC.

(Exact name of registrant as specified in its charter)

 

 

Delaware		001-39384		87-2678169
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)
78 Fourth Avenue
Waltham, Massachusetts				02451
(Address of principal executive offices)				(Zip Code)

 

Registrant’s telephone number, including area code: (617) 868-1700

 

N/A

(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:

 

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Class A common stock, par value $0.0001 per share		RBOT		The New York Stock Exchange
Warrants to purchase one share of Class A common stock, each at an exercise price of $11.50 per share		RBOT WS		The New York Stock Exchange

 

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 8, 2022, Vicarious Surgical Inc. (the “Company”) issued a press release announcing its results for the second quarter ended June 30, 2022 and providing a business update. A copy of the press release is furnished as Exhibit 99.1 hereto.

 

The information in this Current Report on Form 8-K (including Exhibit 99.1) shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing.

 

Item 9.01

Financial Statements and Exhibits.

 

(d)

Exhibits.

 

Exhibit No.		Description
99.1		Press Release dated August 8, 2022
104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

 

SIGNATURES

 

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.

 

	VICARIOUS SURGICAL INC.
	By:	/s/Adam Sachs
	Name:	Adam Sachs
	Title:	President and Chief Executive Officer

 

Date:

August 8, 2022

 

 

2

 

Exhibit 99.1

 

Vicarious Surgical Reports Second Quarter 2022 Financial Results

 

WALTHAM, Mass.-- (BUSINESS WIRE) – August 8, 2022 – Vicarious Surgical Inc. (“Vicarious Surgical” or the “Company”) (NYSE: RBOT, RBOT WS), a next-generation robotics technology company seeking to improve patient outcomes as well as both the cost and efficiency of surgical procedures, today announced financial results for the quarter ended June 30, 2022. Management will host a corresponding conference call at 4:30 p.m. ET today, August 8, 2022.

 

“We are excited to step closer toward our regulatory and commercial goals as we advance the development and integration of our Beta 2 system, continue feedback sessions with leading surgeons, and initiate Center of Excellence partnerships with both UH Ventures and HCA Healthcare,” said Adam Sachs, Chief Executive Officer of Vicarious Surgical, “We believe we are well positioned to deliver a surgical robot that can effectively integrate into the hospital setting by aligning our design with workflow needs while achieving the highest technical standards in pursuit of an improved user experience.”

 

Second Quarter 2022 Financial Results

  

●

Operating expenses were $19.1 million for the second quarter of 2022, compared to $6.6 million in the corresponding prior year period, an increase of 189%.

 

●

R&D expenses for the second quarter of 2022 were $10.1 million, compared to $4.0 million in the second quarter of 2021.

 

●

General and administrative expenses for the second quarter of 2022 were $7.8 million, compared to $2.3 million in the second quarter of 2021.

 

●

Sales and marketing expenses for the second quarter of 2022 were $1.3 million, compared to $0.3 million in the second quarter of 2021.

 

●

Adjusted net loss for the second quarter was $19.1 million, equating to a loss of $0.16 per share, as compared to an adjusted net loss of $6.6 million, or a loss of $0.08 per share, for the same period of the prior year. GAAP Net loss for the second quarter was $1.5 million, equating to a basic and diluted net loss per share of $0.01, as compared to a net loss of $6.6 million or a basic and diluted net loss per share of $0.08 for the same period of the prior year.

 

●

Cash burn rate for the second quarter of 2022 was $15.7 million.

 

Conference Call

 

Vicarious Surgical will host a conference call at 4:30 p.m. ET on Monday, August 8, 2022, to discuss its second quarter 2022 financial results. The call may be accessed through an operator by dialing + 1 (646) 904 5544 for domestic callers or + 1 (929) 526 1599 for international callers, using access code: 892258. A live and archived webcast of the event will be available at https://investor.vicarioussurgical.com.

 

 

About Vicarious Surgical

 

Founded in 2014, Vicarious Surgical is a next generation robotics company developing a disruptive technology with the goals of increasing the efficiency of surgical procedures, improving patient outcomes, and reducing healthcare costs. The Company’s novel surgical approach uses proprietary human-like surgical robots to transport surgeons inside the patient to perform minimally invasive surgery. The Company is led by an experienced team of technologists, medical device professionals and physicians, and is backed by technology luminaries including Bill Gates, Vinod Khosla’s Khosla Ventures, Innovation Endeavors, Jerry Yang’s AME Cloud Ventures, Sun Hung Kai & Co. Ltd and Philip Liang’s E15 VC. The Company is headquartered in Waltham, Massachusetts. Learn more at www.vicarioussurgical.com.

 

Use of Non-GAAP Financial Measures

 

In addition to providing financial measurements that have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”), Vicarious Surgical provides additional financial metrics that are not prepared in accordance with U.S. GAAP (“non-GAAP”). The non-GAAP financial measures included in this press release are Adjusted Net Loss and Adjusted Net Loss Per Share (“Adjusted EPS”, and together with Adjusted Net Loss, “Non-GAAP Financial Measures”). The Company presents Non-GAAP Financial Measures in order to assist readers of its consolidated financial statements in understanding the core operating results that its management uses to evaluate the business and for financial planning purposes. Vicarious Surgical’s Non-GAAP financial measures provide an additional tool for investors to use in comparing its financial performance over multiple periods.

 

Adjusted Net Loss and Adjusted EPS are key performance measures that Vicarious Surgical’s management uses to assess its operating performance. These Non-GAAP Financial Measures facilitate internal comparisons of Vicarious Surgical’s operating performance on a more consistent basis. Vicarious Surgical uses these performance measures for business planning purposes and forecasting. Vicarious Surgical believes that the Non-GAAP Financial Measures enhance an investor’s understanding of Vicarious Surgical’s financial performance as it is useful in assessing its operating performance from period-to-period by excluding certain items that Vicarious Surgical believes are not representative of its core business.

 

The Non-GAAP Financials Measures may not be comparable to similarly titled measures of other companies because they may not calculate this measure in the same manner. Adjusted Net Loss and Adjusted EPS are not prepared in accordance with U.S. GAAP and should not be considered in isolation of, or as an alternative to, measures prepared in accordance with U.S. GAAP. When evaluating Vicarious Surgical’s performance, you should consider the Non-GAAP Financial Measures alongside other financial performance measures prepared in accordance with U.S. GAAP, including net loss.

 

The Non-GAAP Financial Measures do not replace the presentation of Vicarious Surgical’s U.S. GAAP financial results and should only be used as a supplement to, not as a substitute for, Vicarious Surgical’s financial results presented in accordance with U.S. GAAP. In this press release, Vicarious Surgical has provided a reconciliation of Adjusted Net Loss to net loss, the most directly comparable U.S. GAAP financial measure, and the calculation for Adjusted EPS.

 

 

Forward-Looking Statements

 

This press release includes “forward-looking statements” within the meaning of the “safe harbor” provisions of the United States Private Securities Litigation Reform Act of 1995. The company’s actual results may differ from its expectations, estimates, and projections and, consequently, you should not rely on these forward-looking statements as predictions of future events. All statements other than statements of historical facts contained herein, including without limitation the quotations of our Chief Executive Officer regarding Vicarious Surgical’s opportunity, among other things, are forward-looking statements that reflect the current beliefs and expectations of management. These forward-looking statements involve significant risks and uncertainties that could cause the actual results to differ materially from those discussed in the forward-looking statements. Most of these factors are outside Vicarious Surgical’s control and are difficult to predict. Factors that may cause such differences include, but are not limited to: the impact of COVID-19 on Vicarious Surgical’s business; changes in applicable laws or regulations; the ability of Vicarious Surgical to raise financing in the future; the success, cost and timing of Vicarious Surgical’s product and service development activities; the potential attributes and benefits of Vicarious Surgical’s products and services; Vicarious Surgical’s ability to obtain and maintain regulatory approval for the Vicarious System, and any related restrictions and limitations of any approved product; the size and duration of human clinical trials for the Vicarious Surgical; Vicarious Surgical’s ability to identify, in-license or acquire additional technology; Vicarious Surgical’s ability to maintain its existing license, manufacture, supply and distribution agreements; Vicarious Surgical’s ability to compete with other companies currently marketing or engaged in the development of products and services that Vicarious Surgical is currently marketing or developing; the size and growth potential of the markets for Vicarious Surgical’s products and services, and its ability to serve those markets, either alone or in partnership with others; the pricing of Vicarious Surgical’s products and services and reimbursement for medical procedures conducted using its products and services; the company’s estimates regarding expenses, revenue, capital requirements and needs for additional financing; Vicarious Surgical’s financial performance; economic downturns, political and market conditions and their potential to adversely affect Vicarious Surgical’s business, financial condition and results of operations; and other risks and uncertainties indicated from time to time in Vicarious Surgical’s filings with the SEC. Vicarious Surgical cautions that the foregoing list of factors is not exclusive. The company cautions readers not to place undue reliance upon any forward-looking statements, which speak only as of the date made. Vicarious Surgical does not undertake or accept any obligation or undertaking to release publicly any updates or revisions to any forward-looking statements to reflect any change in its expectations or any change in events, conditions or circumstances on which any such statement is based.

  

Investor Inquiries:

 

Kaitlyn Brosco

[email protected]

 

Marissa Bych

Gilmartin Group

[email protected]

 

Press and Media Inquiries:

 

Jill Gross

Matter Communications

[email protected]

 

 

VICARIOUS SURGICAL INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(Unaudited)

(in thousands, except share and per share data)

 

		Three Months Ended June 30,								Six Months Ended June 30,
		2022				2021				2022				2021
Operating expenses:
Research and development		$	10,055			$	4,008			$	19,903			$	7,616
Sales and marketing			1,311				325				2,713				551
General and administrative			7,760				2,279				14,690				3,676
Total operating expenses			19,126				6,612				37,306				11,843
Loss from operations			(19,126	)			(6,612	)			(37,306	)			(11,843	)
Other income (expense):
Change in fair value of warrant liabilities			17,601				—				78,329				—
Interest income			101				1				109				2
Interest expense			(29	)			(27	)			(58	)			(28	)
Income/(loss) before income taxes			(1,453	)			(6,638	)			41,074				(11,869	)
Provision for income taxes			—				—				—				—
Net income/(loss) and comprehensive gain/(loss)		$	(1,453	)		$	(6,638	)		$	41,074			$	(11,869	)
Net income/(loss) per share of Class A and Class B common stock, basic		$	(0.01	)		$	(0.08	)		$	0.34			$	(0.14	)
Net income/(loss) per share of Class A and Class B common stock, diluted		$	(0.01	)		$	(0.08	)		$	0.32			$	(0.14	)
Weighted average shares, basic			121,341,460				87,841,781				120,813,572				87,676,277
Weighted average shares, diluted			121,341,460				87,841,781				127,847,825				87,676,277

 

 

VICARIOUS SURGICAL INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

(Unaudited)

(in thousands, except share and per share data)

 

		June 30,				December 31,
		2022				2021
Assets
Current assets:
Cash and cash equivalents		$	141,315			$	173,507
Prepaid expenses and other current assets			2,319				4,867
Total current assets			143,634				178,374
Restricted cash			936				1,055
Property and equipment, net			5,616				2,250
Right-of-use assets			13,866				—
Total assets		$	164, 052			$	181,679
Liabilities, Convertible Preferred Stock and Stockholders’ Equity
Current liabilities:
Accounts payable		$	1,326			$	1,500
Accrued expenses			4,265				4,098
Lease liabilities, current portion			664				—
Current portion of equipment loans			39				47
Current portion of term loan			600				600
Total current liabilities			6,894				6,245
Lease liabilities, net of current portion			15,296				—
Deferred rent			—				1,631
Equipment loans, net of current portion			—				16
Term loan, net of current portion and issuance costs			392				675
Warrant liabilities			11,691				90,021
Total liabilities			34,273				98,588
Stockholders’ equity:
Class A Common stock			10				10
Class B Common stock			2				2
Additional paid-in capital			155,491				149,877
Accumulated deficit			(25,724	)			(66,798	)
Total stockholders’ equity			129,779				83,091
Total liabilities and stockholders’ equity		$	164, 052			$	181,679

 

 

VICARIOUS SURGICAL INC.

RECONCILIATION OF GAAP TO NON-GAAP FINANCIAL MEASURES

(in thousands, except share and per share data)

Adjusted net loss and Adjusted EPS

 

		Three Months Ended June 30,								Six Months Ended June 30,
		2022				2021				2022				2021
Net income/(loss)		$	(1,453	)		$	(6,638	)		$	41,074			$	(11,869	)
Change in fair value of warrant liabilities			17,601				—				78,329				—
Adjusted net loss			(19,054	)			(6,638	)			(37,255	)			(11,869	)
Adjusted EPS, basic and diluted		$	(0.16	)		$	(0.08	)		$	(0.31	)		$	(0.14	)
Weighted average shares, basic and diluted			121,341,460				87,841,781				120,813,572				87,676,277

 

 

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