Form 8-K SenesTech, Inc. For: May 15

 

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): May 15, 2020

 

 

SenesTech, Inc.

(Exact name of registrant as specified in its charter)

 

 

Delaware		001-37941		20-2079805
(State or other jurisdiction		(Commission File No.)		(IRS Employer
of incorporation)				Identification No.)

 

23460 N. 19^th Avenue, Suite 110

Phoenix, AZ 85027

(Address of principal executive offices) (Zip Code)

 

(928) 779-4143

(Registrant’s telephone number, including area code)

 

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 Securities Exchange Act of 1934:

 

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common Stock, $0.001 par value		SNES		The NASDAQ Stock Market LLC (NASDAQ Capital Market)

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act (§230.405 of this chapter) or Rule 12b-2 of the 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 May 15, 2020, SenesTech, Inc. (the “Company”) announced its financial results for the first quarter ended March 31, 2020. A copy of the Company’s press release announcing these financial results and certain other information is attached as Exhibit 99.1 to this Current Report on Form 8-K and incorporated herein by reference.

 

The information in 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 incorporated by reference in any filing under the Securities Act of 1933, 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.

 

(d)

Exhibits

 

The following exhibit is being furnished herewith:

 

Exhibit No.		Description
99.1		Press Release dated May 15, 2020 (furnished herewith)

 

 

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.

 

Date: May 15, 2020

 

	SENESTECH, INC.
	By:	/s/ Thomas C. Chesterman
		Thomas C. Chesterman
		Chief Financial Officer

 

 

2

 

Exhibit 99.1

 

 

SenesTech Announces First Quarter 2020 Financial and Operational Results

 

PHOENIX, Ariz., May 15, 2020 — SenesTech, Inc. (NASDAQ: SNES), a developer of proprietary, next generation technologies for managing animal pest populations through fertility control, today announced financial and operational results for the first quarter of fiscal year 2020, which ended on March 31, 2020.

 

Ken Siegel, CEO of SenesTech, commented, “We are working through the impact of COVID-19, which has presented challenges, especially to our field work and direct sales. We have been particularly challenged by our field research and sales teams’ inability to directly interact with customers, including a number of project locations within the poultry, municipal, and retail segments. In terms of opportunities, we successfully launched our direct-to-consumer model towards the end of the first quarter. We plan to leverage this sales tool quickly and expand adoption of ContraPest in the DIY market, while also resuming our field efforts as COVID-19 restrictions ease.”

 

“At the same time, we note a renewal of attention on public health and finding solutions to reduce vectors of disease transmission, such as rats. We expect that this surge in awareness will lead to more customers looking for solutions that can effectively address rodent control,” Mr. Siegel concluded.

 

Financial Results Highlights

 

●

Revenue during the first quarter of 2020 was $37,000 compared to $19,000 in the year ago first quarter.

 

●

On a GAAP basis, net loss for the first quarter of 2020 was $(2.3) million, compared with a net loss of $(2.4) million for first quarter of 2019.

 

●

Adjusted EBITDA loss, which is a non-GAAP measure of operating performance, for the first quarter of 2020 was $(2.1) million versus $(2.0) million in the first quarter of 2019.

 

●

Subsequent to the end of the first quarter of 2020, the Company closed an approximately $5.0 million public offering priced at-the-market under Nasdaq rules, and entered entered into a loan agreement in an aggregate principal amount of $645,700 pursuant to the Paycheck Protection Program under the Coronavirus Aid, Relief, and Economic Security Act. Cash at the end of the first quarter of 2020, together with the loan and the net proceeds from the public offering, was $6.4 million.

 

In response to the uncertainty created by the novel coronavirus (COVID-19), the Company implemented a number of operational safeguards and greatly reduced business travel and in-office presence. In addition, our non-employee directors and executive officers agreed to a 25% reduction in cash compensation. The Company will continue to evaluate the impact from the global pandemic and determine what further steps will be appropriate.

 

 

Use of Non-GAAP Measure

 

Adjusted EBITDA is a non-GAAP measure. However, this measure is not intended to be a substitute for those financial measures reported in accordance with GAAP. Adjusted EBITDA has been included because management believes that, when considered together with the GAAP figures, it provides meaningful information related to our operating performance and liquidity and can enhance an overall understanding of financial results and trends. Adjusted EBITDA may be calculated by us differently than other companies that disclose measures with the same or similar term. See our attached financials for a reconciliation of this non-GAAP measure to the nearest GAAP measure.

 

Conference Call Details

 

Date and Time: 11:00 am ET (8:00 am PT) on Friday, May 15, 2020

 

Call-in Information: Interested parties can access the conference call by dialing (844) 308-3351 or (412) 317-5407.

 

Live Webcast Information: Interested parties can access the conference call via a live Internet webcast, which is available in the Investor Relations section of the Company’s website at http://senestech.investorroom.com/.

 

Replay:

 

A teleconference replay of the call will be available for three days at (877) 344-7529 or (412) 317-0088, confirmation #10144162. A webcast replay will be available in the Investor Relations section of the Company’s website at http://senestech.investorroom.com/ for 90 days.

 

About SenesTech

 

SenesTech is changing the model for pest management by targeting one of the root causes of the problem: reproduction.

 

 

ContraPest® is an innovative technology with an approach that targets the reproductive capabilities of both sexes in rat populations, inducing egg loss in female rats and impairing sperm development in males. Using a proprietary bait delivery method, ContraPest® is dispensed in a highly palatable liquid formulation that promotes sustained consumption by rat communities. ContraPest® is designed, formulated and dispensed to be low hazard for handlers and non-target species such as wildlife, livestock and pets, where the active ingredients break down rapidly.

 

We believe ContraPest® will establish a new paradigm in rodent control, resulting in a decreased reliance on lethal options. For more information visit the SenesTech website at www.senestech.com.

 

Safe Harbor Statement

 

The foregoing paragraphs contain forward-looking statements that involve estimates, assumptions, risks and uncertainties. Any statements about our expectations, beliefs, plans, objectives, assumptions or future events or performance are not historical facts and may be forward-looking. “Forward-looking statements” may be preceded by words such as “may,” “future,” “plan” or “planned,” “will,” “should,” “expected,” “anticipates,” “continue,” “eventually,” “believes,” or “projected.” Forward-looking statements include statements concerning the potential impact and effects of the COVID-19 pandemic on the Company’s business, results of operations and financial performance; any measures the Company has and may take in response to COVID-19 and any expectations the Company may have with respect thereto; the Company’s strategy and target marketing and markets; continuing the Company’s vision; expected benefits of the Company’s initiatives and continuation of those initiatives; deployment of the Company’s product; the continuation or expansion of the use of ContraPest; demand for ContraPest; the Company’s expectation regarding costs, expenses and cash and continuing its cost improvement plan; future financial results; and the Company’s execution of its strategic business plan.

 

Investors should not unduly rely on forward-looking statements. Such statements are subject to a multitude of risks and uncertainties that could cause future circumstances, events, or results to differ materially from those made in the forward-looking statements, including as a result of various factors and other risks, such as market acceptance and demand for the Company’s products, customers completing order commitments, the Company’s ability to reduce costs and execute on its plans and continuing to believe it is following the best strategy, the Company having sufficient financing, and other factors identified in the Company’s filings with the Securities and Exchange Commission, including its annual report on Form 10-K and quarterly reports filed on Form 10-Q. All forward-looking statements speak only as of the date on which they were made based on management’s assumptions as of such date. The Company does not undertake any obligation to update any forward-looking statements, whether as a result of the receipt of new information, the occurrence of future events or otherwise.

 

CONTACT:  

 

Investors: Robert Blum, Joe Dorame, Joe Diaz, Lytham Partners, LLC,

602-889-9700, [email protected]

 

Company: Tom Chesterman, Chief Financial Officer, SenesTech, Inc.,

928-779-4143

 

 

SENESTECH, INC.

CONDENSED BALANCE SHEETS

(In thousands, except shares and per share data)

 

		March 31,				December 31,
		2020				2019
ASSETS		(Unaudited)
Current assets:
Cash		$	1,492			$	1,936
Accounts receivable trade, net			22				26
Accounts receivable-other			-				123
Prepaid expenses			297				257
Inventory			1,162				1,180
Deposits			18				20
Total current assets			2,991				3,542
Right to use asset-operating leases			622				699
Property and equipment, net			636				738
Total assets		$	4,249			$	4,979
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
Short-term debt		$	116			$	123
Accounts payable			739				265
Accrued expenses			600				1,193
Total current liabilities			1,455				1,581
Long-term debt, net			96				137
Operating lease liability			624				694
Total liabilities			2,175				2,412
Commitments and contingencies (See note 12)			-				-
Stockholders’ equity:
Common stock, $0.001 par value, 100,000,000 shares authorized, 1,819,981 and 1,414,671 shares issued and outstanding at March 31, 2020 and December 31, 2019, respectively			2				1
Additional paid-in capital			100,670				98,433
Accumulated deficit			(98,598	)			(95,867	)
Total stockholders’ equity			2,074				2,567
Total liabilities and stockholders’ equity		$	4,249			$	4,979

 

The accompanying notes are an integral part of these financial statements.

 

 

SENESTECH, INC.

CONDENSED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS

(In thousands, except shares and per share data)

(Unaudited)

 

		For the Three Months
		Ended March 31,
		2020				2019
Revenue:
Sales		$	37			$	19
Cost of sales			22				12
Gross profit			15				7
Operating expenses:
Research and development			296				464
Selling, general and administrative			2,045				1,904
Total operating expenses			2,341				2,368
Net operating loss			(2,326	)			(2,361	)
Other income (expense):
Interest income			2				15
Interest expense			(8	)			(13	)
Other income (expense)			15				(5	)
Total other income (expense)			9				(3	)
Net loss and comprehensive loss			(2,317	)			(2,364	)
Deemed dividend-warrant price protection-revaluation adjustment			414				-
Net loss attributable to common shareholders		$	(2,731	)		$	(2,364	)
Weighted average common shares outstanding - basic and fully diluted			1,611,304				1,175,920
Net loss per common share - basic and fully diluted		$	(1.69	)		$	(2.01	)

 

The accompanying notes are an integral part of these financial statements.

 

 

SenesTech Inc.

Itemized Reconciliation Between Net Loss and Non-GAAP Adjusted EBITDA

For the Three Months Ended March 31, 2020 and 2019

(Unaudited)

 

		For the Three Months
		Ended March 31,
(in thousands)		2020				2019
Net Loss (As Reported, GAAP)			(2,317	)			(2,364	)
Non-GAAP Adjustments:
Interest expense (income), net			6				(2	)
Stock-based compensation			151				252
Reserve for future severance payments			(51	)
Gain on investments			(15	)			-
Change in fair value of derivative			-				5
Depreciation expense			77				111
Total of non-GAAP adjustments			168				366
Adjusted EBITDA Loss (Non-GAAP)			(2,149	)			(1,998	)

 

 

6

 

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