Delaware | 001-34180 | 77-0513190 | ||
(State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
¨ | 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 2.02 | Results of Operations and Financial Condition |
Item 9.01 | Financial Statements and Exhibits |
Exhibit No. | Description | |
99.1 | Fluidigm Corporation Press Release dated February 5, 2015 |
FLUIDIGM CORPORATION | ||||||
Date: February 5, 2015 | By: | /s/ Vikram Jog | ||||
Vikram Jog Chief Financial Officer |
Exhibit No. | Description | |
99.1 | Fluidigm Corporation Press Release dated February 5, 2015 |
• | Instrument revenue grew 72% year-on-year in the quarter and 68% for the full year, driven by increased sales of C1 systems and contribution from sales of the acquired CyTOF 2 system. |
◦ | Organic instrument revenue growth (which excludes contribution from the CyTOF 2 system) was 17% year-on-year in the quarter and 30% for the full year. |
◦ | Approximately 70% of the Biomark HD system sales during the quarter and the full year were motivated by single-cell research. |
◦ | Approximately 25% of C1 system sales were combined with a Biomark HD system in the quarter and the full year. |
• | Consumables revenue grew 48% year-on-year in the quarter and 61% for the full year. For the quarter, consumables revenue was driven by strength across all applications. |
◦ | Organic consumables revenue growth (which excludes contribution from proteomics analytical consumables) was 28% year-on-year in the quarter and 44% for the full year. |
◦ | Consumables pull-through in the quarter was within its historical range of $40,000 - $50,000 per instrument/year for genomics analytical systems and $15,000 - $25,000 per instrument/year for genomics preparatory systems. |
◦ | Consumables pull-through for proteomics analytical systems in the quarter was above its historical range of $50,000 -$70,000 per instrument/year. |
• | Geographic revenue as a percent of total product revenue in the fourth quarter of 2014 was as follows: United States - 51%; Europe - 33%; Japan - 4%; Asia-Pacific - 10%; and Other - 2%. |
• | Fluidigm’s instrument installed base was 1,325 units at the end of the year. |
◦ | Genomics analytical systems (Biomark, Biomark HD, and EP1™ systems) represented 645 units of the installed base, genomics preparatory systems (Access Array™, C1, and Juno™ systems) represented 584 units of the installed base, and proteomics analytical systems (CyTOF and CyTOF 2 systems) represented the remainder. |
• | GAAP product margin was 61.8% in the fourth quarter of 2014, versus 71.3% in the year ago period. For the full year 2014, GAAP product margin was 63.0% versus 71.2% for the full year 2013. Non-GAAP product margin was 72.5% in the fourth quarter of 2014, versus 73.1% in the year ago period. For the full year 2014, non-GAAP product margin was 74.4% versus 73.2% for the full year 2013. Non-GAAP product margin excludes the effects of amortization of developed technology, depreciation and amortization, non-cash charge for the sale of inventory revalued at the date of acquisition, loss on disposal of property and equipment, and stock-based compensation expense (see accompanying table for reconciliation of GAAP and non-GAAP product margins). |
• | Fluidigm ended December 31, 2014 with approximately $142.8 million in cash, cash equivalents, and investments. |
• | Introduced the Callisto™ system at the annual American Society for Cell Biology meeting in December 2014. Callisto is an integrated high throughput microfluidics platform that enables automated cell culture and combinatorial dosing on a single device. A full commercial version is expected to be available in mid-2015. |
• | Launched the Single-Cell Whole Genome Sequencing Application for the C1 system in December 2014, designed to help cancer researchers discover and define specific mutation profiles to predict cancer susceptibility, metastasis, and therapeutic efficacy. |
• | Introduced the High Throughput Single-Cell mRNA Sequencing application for the C1 system at the Society for Neuroscience Conference, designed to enable researchers to scale their experiments by eight-fold with significant cost and time savings. A full commercial version is expected to be available in the first half of 2015. |
• | Successfully filled and closed the Early Access Program for our Imaging Mass Cytometry (IMC) technology. |
• | Announced Fluidigm’s collaboration with the Wellcome Trust Sanger Institute and the European Bioinformatics Institute (EMBL-EBI) to accelerate the development of new methods for the analysis of single-cell genomics data. |
• | The total number of single-cell publications referencing Fluidigm increased to 251 and includes 72 publications citing mass cytometry technology. |
Three Months Ended December 31, | Year Ended | |||||||||||||||
2014 | 2013 | 2014 | 2013 (1) | |||||||||||||
Revenue: | ||||||||||||||||
Instruments | $ | 20,750 | $ | 12,089 | $ | 69,077 | $ | 41,053 | ||||||||
Consumables | 12,673 | 8,543 | 46,838 | 29,145 | ||||||||||||
Product revenue | 33,423 | 20,632 | 115,915 | 70,198 | ||||||||||||
License and grant revenue | 67 | 249 | 541 | 985 | ||||||||||||
Total revenue | 33,490 | 20,881 | 116,456 | 71,183 | ||||||||||||
Costs and expenses: | ||||||||||||||||
Cost of product revenue | 12,769 | 5,931 | 42,849 | 20,204 | ||||||||||||
Research and development | 11,716 | 5,755 | 43,423 | 19,953 | ||||||||||||
Selling, general and administrative | 18,838 | 13,572 | 71,324 | 48,412 | ||||||||||||
Litigation settlement | — | 267 | — | 1,267 | ||||||||||||
Acquisition-related expenses | — | — | 10,696 | — | ||||||||||||
Total costs and expenses | 43,323 | 25,525 | 168,292 | 89,836 | ||||||||||||
Loss from operations | (9,833 | ) | (4,644 | ) | (51,836 | ) | (18,653 | ) | ||||||||
Gain from sale of investment in Verinata | — | — | 332 | 1,777 | ||||||||||||
Interest expense | (1,450 | ) | (1 | ) | (5,344 | ) | (14 | ) | ||||||||
Other income (expense), net | (549 | ) | 44 | (857 | ) | 501 | ||||||||||
Loss before income taxes | (11,832 | ) | (4,601 | ) | (57,705 | ) | (16,389 | ) | ||||||||
Provision for income taxes | 888 | (42 | ) | 4,875 | (137 | ) | ||||||||||
Net loss | $ | (10,944 | ) | $ | (4,643 | ) | $ | (52,830 | ) | $ | (16,526 | ) | ||||
Net loss per share, basic and diluted | $ | (0.39 | ) | $ | (0.18 | ) | $ | (1.90 | ) | $ | (0.65 | ) | ||||
Shares used in computing net loss per share, basic and diluted | 28,227 | 25,695 | 27,768 | 25,479 | ||||||||||||
(1) | Derived from audited consolidated financial statements. |
December 31, 2014 | December 31, 2013 (1) | |||||||
(Unaudited) | ||||||||
ASSETS | ||||||||
Current assets: | ||||||||
Cash and cash equivalents | $ | 33,713 | $ | 35,261 | ||||
Short-term investments | 81,588 | 49,083 | ||||||
Accounts receivable, net | 22,384 | 10,552 | ||||||
Inventories | 15,991 | 8,148 | ||||||
Prepaid expenses and other current assets | 2,221 | 1,540 | ||||||
Total current assets | 155,897 | 104,584 | ||||||
Long-term investments | 27,499 | 1,942 | ||||||
Property and equipment, net | 13,889 | 6,818 | ||||||
Other non-current assets | 3,966 | 3,571 | ||||||
Developed technology, net | 102,200 | — | ||||||
Goodwill | 104,108 | $ | — | |||||
Total assets | $ | 407,559 | $ | 116,915 | ||||
LIABILITIES AND STOCKHOLDERS’ EQUITY | ||||||||
Current liabilities: | ||||||||
Accounts payable | $ | 5,919 | $ | 4,353 | ||||
Accrued compensation and related benefits | 6,874 | 5,485 | ||||||
Other accrued liabilities | 9,664 | 5,392 | ||||||
Deferred revenue, current portion | 6,928 | 2,721 | ||||||
Total current liabilities | 29,385 | 17,951 | ||||||
Convertible notes, net | 195,455 | — | ||||||
Deferred tax liability, net | 26,152 | — | ||||||
Other non-current liabilities | 6,148 | 2,550 | ||||||
Total liabilities | 257,140 | 20,501 | ||||||
Total stockholders’ equity | 150,419 | 96,414 | ||||||
Total liabilities and stockholders’ equity | $ | 407,559 | $ | 116,915 | ||||
(1) | Derived from audited consolidated financial statements. |
Year Ended | ||||||||
2014 | 2013 (1) | |||||||
Operating Activities | ||||||||
Net loss | $ | (52,830 | ) | $ | (16,526 | ) | ||
Depreciation and amortization | 4,061 | 2,551 | ||||||
Stock-based compensation expense | 20,940 | 6,438 | ||||||
Non-cash charges related to acquisition | 13,304 | — | ||||||
Gain from sale of investment in Verinata | (332 | ) | (1,777 | ) | ||||
Other non-cash item | 83 | 296 | ||||||
Changes in assets and liabilities, net | (7,849 | ) | 7,427 | |||||
Net cash used in operating activities | (22,623 | ) | (1,591 | ) | ||||
Investing Activities | ||||||||
Acquisition, net of cash acquired | (113,190 | ) | — | |||||
Purchases of investments | (132,644 | ) | (59,436 | ) | ||||
Proceeds from sales and maturities of investments | 74,520 | 33,440 | ||||||
Proceeds from sale of investment in Verinata | 332 | 3,117 | ||||||
Purchase of intangible assets | — | (1,240 | ) | |||||
Purchases of property and equipment | (7,403 | ) | (3,446 | ) | ||||
Net cash used in investing activities | (178,385 | ) | (27,565 | ) | ||||
Financing Activities | ||||||||
Proceeds from issuance of convertible notes, net | 195,213 | — | ||||||
Proceeds from exercise of stock options | 5,113 | 5,806 | ||||||
Net cash provided by financing activities | 200,326 | 5,806 | ||||||
Effect of foreign exchange rate fluctuations on cash and cash equivalents | (866 | ) | (38 | ) | ||||
Net (decrease) increase in cash and cash equivalents | (1,548 | ) | (23,388 | ) | ||||
Cash and cash equivalents at beginning of period | 35,261 | 58,649 | ||||||
Cash and cash equivalents at end of period | $ | 33,713 | $ | 35,261 | ||||
(1) | Derived from audited consolidated financial statements. |
Three Months Ended December 31, | Year Ended | |||||||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||||||
Net loss (GAAP) | $ | (10,944 | ) | $ | (4,643 | ) | $ | (52,830 | ) | $ | (16,526 | ) | ||||
Acquisition-related expenses | — | — | 10,696 | — | ||||||||||||
Stock-based compensation expense | 5,660 | 1,757 | 20,940 | 6,438 | ||||||||||||
Amortization of developed technology | 2,800 | — | 9,800 | — | ||||||||||||
Interest expense | 1,450 | 1 | 5,344 | 14 | ||||||||||||
Depreciation and amortization | 869 | 701 | 3,791 | 2,551 | ||||||||||||
Non-cash charge for sale of inventory revalued at the date of acquisition | 58 | — | 856 | — | ||||||||||||
Benefit from acquisition related income taxes | (1,569 | ) | — | (4,757 | ) | |||||||||||
Gain from sale of investment in Verinata | — | — | (332 | ) | (1,777 | ) | ||||||||||
Other income from litigation settlement | — | — | — | (600 | ) | |||||||||||
Litigation settlement, net | — | 67 | — | 1,067 | ||||||||||||
(Gain)/loss on disposal of property and equipment | (3 | ) | 267 | 80 | 296 | |||||||||||
Net loss (Non-GAAP) | $ | (1,679 | ) | $ | (1,850 | ) | $ | (6,412 | ) | $ | (8,537 | ) | ||||
Shares used in net loss per share calculation - basic and diluted (GAAP and Non-GAAP) | 28,227 | 25,695 | 27,768 | 25,479 | ||||||||||||
Net loss per share - basic and diluted (GAAP) | $ | (0.39 | ) | $ | (0.18 | ) | $ | (1.90 | ) | $ | (0.65 | ) | ||||
Net loss per share - basic and diluted (Non-GAAP) | $ | (0.06 | ) | $ | (0.07 | ) | $ | (0.23 | ) | $ | (0.34 | ) |
Three Months Ended December 31, | Year Ended | |||||||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||||||
Product margin (GAAP) | $ | 20,654 | $ | 14,701 | $ | 73,066 | $ | 49,994 | ||||||||
Amortization of developed technology | 2,800 | — | 9,800 | — | ||||||||||||
Depreciation and amortization | 267 | 202 | 919 | 765 | ||||||||||||
Loss on disposal of property and equipment | 31 | 8 | 31 | 8 | ||||||||||||
Non-cash charge for sale of inventory revalued at the date of acquisition | 58 | — | 856 | — | ||||||||||||
Stock-based compensation expense | 435 | 161 | 1,584 | 610 | ||||||||||||
Product margin (Non- GAAP) | $ | 24,245 | $ | 15,072 | $ | 86,256 | $ | 51,377 | ||||||||
Product margin percentage (GAAP) | 61.8 | % | 71.3 | % | 63.0 | % | 71.2 | % | ||||||||
Product margin percentage (Non-GAAP) | 72.5 | % | 73.1 | % | 74.4 | % | 73.2 | % |
Three Months Ended December 31, | Year Ended | |||||||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||||||
Operating expenses (GAAP) | $ | 30,554 | $ | 19,594 | $ | 125,443 | $ | 69,632 | ||||||||
Acquisition-related expenses | — | — | (10,696 | ) | — | |||||||||||
Stock-based compensation expense | (5,225 | ) | (1,596 | ) | (19,356 | ) | (5,828 | ) | ||||||||
Depreciation and amortization | (602 | ) | (499 | ) | (2,872 | ) | (1,786 | ) | ||||||||
Litigation settlement expense | — | (267 | ) | — | (1,267 | ) | ||||||||||
Loss on disposal of property and equipment | (49 | ) | (259 | ) | (49 | ) | (288 | ) | ||||||||
Net loss (Non-GAAP) | $ | 24,678 | $ | 16,973 | $ | 92,470 | $ | 60,463 |