Form 8-K VERMILLION, INC. For: May 11

May 11, 2015 4:15 PM EDT

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 11, 2015

   


Vermillion, Inc.

(Exact name of registrant as specified in its charter)

   


 

   

 

 

 

Delaware

001-34810

33-0595156

(State or other jurisdiction

(Commission

(IRS Employer

of incorporation)

File Number)

Identification No.)

 

 

 

 

 

12117 Bee Caves Road Building Three, Suite 100, Austin, TX  78738

(Address of principal executive offices, including zip code)

512.519.0400

(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:

   

 

 

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))

 

   

 


 

Item 2.02Results of Operations and Financial Condition.

On May 11, 2015, Vermillion, Inc. (the “Company”) issued a press release reporting financial results for the three months ended March 31, 2015.  A copy of the Company’s press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

The information provided in this Current Report, including Exhibit 99.1 attached hereto, is being furnished and shall not be deemed “filed” for the 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.  Such information shall not be incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, regardless of any incorporation by reference language in such filing.

 

Item 9.01Financial Statements and Exhibits. 

 

The following exhibit is being furnished as part of this report.

(d)         Exhibit No.Description.

99.1Press Release issued by Vermillion, Inc. on May 11, 2015

 

 



 

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.

 

 

 

 

 

 

 

Vermillion, Inc.

 

 

 

Date: May 11, 2015

By:

/s/Eric J. Schoen

 

 

Eric J. Schoen

 

 

Vice President, Finance and Chief Accounting Officer

 

 

 


 

EXHIBIT INDEX

  

Exhibit No.       Description

99.1Press Release issued by Vermillion, Inc. on May 11, 2015


 


 

 

 

 

 

Exhibit 99.1

 

Vermillion_Logo_RGB_wTag (2)

Vermillion Reports First Quarter 2015 Financial Results and    Provides Business Update

Conference Call at 4:30 p.m. ET Today

AUSTIN, Texas — May 11, 2015 — Vermillion, Inc. (NASDAQ: VRML), a bio-analytical solutions company focused on gynecologic disease, reported financial results for the first quarter ended March 31, 2015 and provided a business update.

 

Valerie Palmieri, President and CEO of Vermillion, Inc., stated, “The first quarter marked a number of significant accomplishments and we are on track and, in some cases, ahead of our 2015 milestone plan. In addition to our submission of OVA2 to the FDA, we presented strong results from a breakthrough health economics study, gained traction in our efforts to drive positive medical policy and initiated a ground-breaking partnership with Kaiser Permanente.“

 

Key Recent Developments

·

Executed a new commercial relationship on March 11 with Quest Diagnostics, whereby all OVA1 testing in the United States will migrate to Vermillion’s wholly owned subsidiary, ASPiRA Labs, as of early June. In this relationship, Quest Diagnostics will continue to provide its blood draw, courier and logistics network to its customers and ASPiRA’s new customers.

·

Announced on March 27, initial results of a health economic study at the annual meeting of the American College of Medical Quality. The study’s authors, from the University of California, Irvine and Stanford University, found that use of OVA1 was cost-effective and a more effective triage method than the standards of care, either modified ACOG guidelines or CA-125.

·

Announced on April 14, a strategic partnership with Kaiser Permanente’s Southern California Permanente Medical Group to identify “best practice” care pathways to enhance the diagnosis and treatment of ovarian cancer.  

·

Announced on April 27, an expansion of medical policy coverage of OVA1 by Blue Cross Blue Shield of Michigan, the largest health plan in Michigan for ASPiRA Labs.

·

On April 2 named Fred Ferrara to the newly-created post of Chief Information Officer of Vermillion. Mr. Ferrara will focus on developing our diagnostic informatics platform while advancing access to our customers.

 


 

 

Q1 2015 Financial Results

Total revenue in the first quarter of 2015 was $951,000 compared to $305,000 in the same year-ago period. First quarter 2015 revenue was comprised of $635,000 in OVA1 product revenue and $316,000 in license revenue.

The product revenue in the first quarter of 2015 was derived from 3,783 OVA1 tests performed which was consistent with 3,817 OVA1 tests performed in the same period in the prior year. Volume in the first quarter of 2015 includes 216 tests performed at ASPiRA Labs, Vermillion's wholly owned national CLIA-certified laboratory.  

As a result of Vermillion’s March 11, 2015 agreement with Quest Diagnostics, the company now recognizes all product revenue at the time an OVA1 test is performed by Quest Diagnostics rather than deferring some revenue as in prior periods.  However, product revenue for the first quarter also includes a one-time recognition of $163,000 of deferred revenue from Quest Diagnostics which represents the final deferred royalty recognition under the parties’ prior agreement.

Cost of revenue in the first quarter of 2015 increased to $491,000 compared to $55,000 in the prior year due to costs associated with ASPiRA Labs which opened in June 2014.

Total operating expenses in the first quarter of 2015 increased to $4.7 million from $4.2 million in the year-ago quarter. The increase was primarily due to strategic investments in personnel, increased legal expenses, and costs associated with billing for tests performed by ASPiRA Labs.

Net loss for the first quarter 2015 was $4.1 million or $(0.10) per share, as compared to a net loss of $4.0 million or $(0.11) per share in the year-ago quarter.

As of March 31, 2015, cash and equivalents totaled $17.2 million. The company used $4.5 million in cash for operations in the first quarter of 2015 as well as $1.1 million for the repayment of short-term debt. The company has no remaining debt as of March 31, 2015.

Conference Call and Webcast

Vermillion’s President and CEO Valerie Palmieri will host a call today to discuss results followed by a question and answer period.

 

Monday, May 11, 2015 at 4:30 pm Eastern/1:30 pm Pacific

Domestic:800-556-4997

International:719-457-2628

Conference ID:66696118

Webcast:Conference Call Link:  http:/public.viavid.com/player/index.php?id=114376

Replay – Available through May 25, 2015


 

Domestic:877-870-5176

International:858-384-5517

Conference ID:6696118

 

Please call the conference telephone number five minutes prior to the start time. An operator will register your name and organization. If you have any difficulty connecting with the conference call, please contact Vermillion at (512) 519-0400.

 

About Vermillion

Vermillion, Inc. is dedicated to the discovery, development and commercialization of novel high-value diagnostic and bio-analytical solutions that help physicians diagnose, treat and improve gynecologic health outcomes for women. Vermillion, along with its prestigious scientific collaborators, have diagnostic programs in gynecologic disease. The company's lead diagnostic, OVA1, is a blood test for pre-surgical assessment of ovarian tumors for malignancy, using an innovative algorithmic approach. As the first FDA-cleared, protein-based In Vitro Diagnostic Multivariate Index Assay, OVA1 represents a new class of software-based diagnostics. For additional information, including published clinical trials, visit www.vermillion.com.  

 

Forward-Looking Statements

This press release contains forward-looking statements, as that term is defined in the Private Litigation Reform Act of 1995, that involve significant risks and uncertainties, including Vermillion’s new relationship with Quest Diagnostics. Words such as “may,” “expects,” “intends,” “anticipates,” “believes,” “estimates,” “plans,” “seeks,” “could,” “should,” “continue,” “will,” “potential,” “projects” and similar expressions are intended to identify forward-looking statements. The forward-looking statements contained in this press release are based on Vermillion's expectations as of the date of this press release. A variety of factors could cause actual results and experience to differ materially from the anticipated results or other expectations expressed in such forward-looking statements. Factors that could cause actual results to materially differ from those projected in such forward-looking statements include but are not limited to: (1) Vermillion’s ability to increase the volume of OVA1 sales; (2) Vermillion’s ability to market its test through sales channels other than Quest Diagnostics; (3) uncertainty in how Vermillion will recognize future revenue following termination of its Strategic Alliance Agreement with Quest Diagnostics; (4) failures by third-party payers to reimburse OVA1 or changes or variances in reimbursement rates; (5) Vermillion’s ability to secure additional capital on acceptable terms to execute its business plan; (6) Vermillion’s ability to commercialize OVA1 outside the United States; (7) Vermillion’s ability to develop and commercialize additional diagnostic products and achieve market acceptance with respect to these products; (8) Vermillion’s ability to compete successfully; (9) Vermillion’s ability to obtain any regulatory approval for Vermillion’s future diagnostic products; (10) Vermillion’s suppliers’ ability to comply with FDA requirements for production, marketing and post market monitoring of its products; (11) Vermillion’s ability to maintain sufficient or acceptable supplies of immunoassay kits from its suppliers; (12) Vermillion’s ability to continue to develop, protect and promote its proprietary technologies; (13) Vermillion’s ability to generate sufficient demand for ASPiRA Labs’ services to cover its operating costs; (14) Vermillion’s ability to comply with the additional laws and regulations that apply to it in connection with the operation of ASPiRA Labs and (15)


 

other factors that are described in Vermillion's Form 10-K for the year ended December 31, 2014 filed with the Securities and Exchange Commission (the “SEC”). Vermillion expressly disclaims any obligation to update, amend or clarify any forward-looking statements to reflect events, new information or circumstances occurring after the date of this press release, except as required by law.

 

This release should be read in conjunction with the consolidated financial statements and notes thereto included in Vermillion’s most recent reports on Form 10-K and Form 10-Q. Copies are available through the SEC’s Electronic Data Gathering Analysis and Retrieval system (EDGAR) at www.sec.gov.

 

Investor Relations Contact:

Michael Wood

LifeSci Advisors LLC

Tel 1-646-597-6983

[email protected]


 

 

Vermillion, Inc.

Consolidated Balance Sheets

(Amounts in Thousands, Except Share and Par Value Amounts)

(Unaudited)

 

 

 

 

 

 

 

 

 

 

 

March 31,

 

December 31,

 

2015

 

2014

Assets

 

 

 

 

 

Current assets:

 

 

 

 

 

Cash and cash equivalents

$

17,241 

 

$

22,965 

Accounts receivable

 

160 

 

 

167 

Prepaid expenses and other current assets

 

684 

 

 

526 

Total current assets

 

18,085 

 

 

23,658 

Property and equipment, net

 

492 

 

 

508 

Other assets

 

98 

 

 

Total assets

$

18,675 

 

$

24,174 

Liabilities and Stockholders’ Equity

 

 

 

 

 

Current liabilities:

 

 

 

 

 

Accounts payable

$

1,295 

 

$

1,123 

Accrued liabilities

 

2,190 

 

 

2,201 

Short-term debt

 

 —

 

 

1,106 

Deferred revenue

 

 —

 

 

489 

Total current liabilities

 

3,485 

 

 

4,919 

Commitments and contingencies

 

 

 

 

 

Stockholders’ equity:

 

 

 

 

 

Preferred stock, $0.001 par value, 5,000,000 shares authorized, none issued and

 

 

 

 

 

outstanding at March 31, 2015 and December 31, 2014, respectively

 

 —

 

 

 —

Common stock, $0.001 par value, 150,000,000 shares authorized at March 31, 2015

 

 

 

 

 

  and December 31, 2014; 43,115,790 shares issued and outstanding

 

 

 

 

 

  at March 31, 2015 and December 31, 2014

 

43 

 

 

43 

Additional paid-in capital

 

370,757 

 

 

370,685 

Accumulated deficit

 

(355,610)

 

 

(351,473)

Total stockholders’ equity

 

15,190 

 

 

19,255 

Total liabilities and stockholders’ equity

$

18,675 

 

$

24,174 

 


 

 

Vermillion, Inc.

Consolidated Statements of Operations and Comprehensive Loss

(Amounts in Thousands, Except Share and Per Share Amounts)

(Unaudited)

 

 

 

 

 

 

 

 

 

 

 

Three Months Ended March 31,

 

 

2015

 

2014

 

Revenue:

 

 

 

 

 

 

Product

$

635 

 

$

191 

 

License

 

316 

 

 

114 

 

Total revenue

 

951 

 

 

305 

 

Cost of revenue:

 

 

 

 

 

 

Product

 

491 

 

 

55 

 

Gross profit

 

460 

 

 

250 

 

Operating expenses:

 

 

 

 

 

 

Research and development(1)

 

1,105 

 

 

1,153 

 

Sales and marketing(2)

 

2,217 

 

 

2,104 

 

General and administrative(3)

 

1,400 

 

 

988 

 

Total operating expenses

 

4,722 

 

 

4,245 

 

Loss from operations

 

(4,262)

 

 

(3,995)

 

Interest income

 

 

 

14 

 

Other income (expense), net

 

116 

 

 

(6)

 

Net loss

$

(4,137)

 

$

(3,987)

 

Net loss per share - basic and diluted

$

(0.10)

 

$

(0.11)

 

Weighted average common shares used to compute
basic and diluted net loss per common share

 

43,115,790 

 

 

35,827,886 

 

Non-cash stock-based compensation expense included
in operating expenses:

 

 

 

 

 

 

(1)  Research and development

$

31 

 

$

40 

 

(2)  Sales and marketing

 

37 

 

 

25 

 

(3)  General and administrative

 

97 

 

 

69 

 

 




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