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): February 7, 2012
Codexis, Inc.
(Exact name of Registrant as Specified in its Charter)
Delaware | 001-34705 | 71-0872999 | ||
(State or other jurisdiction of incorporation) |
(Commission File Number) |
(I.R.S. Employer Identification No.) | ||
200 Penobscot Drive | ||||
Redwood City, CA | 94063 | |||
(Address of Principal Executive Offices) | (Zip Code) |
(650) 421-8100
(Registrants telephone number, including area code)
Not Applicable
(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 (see General Instruction A.2. below):
¨ | Written communication 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. |
On February 7, 2012, Codexis, Inc. (the Company) announced its financial results for the fourth quarter and year ended December 31, 2011. The full text of the press release issued in connection with the announcement is furnished as Exhibit 99.1 to this Current Report on Form 8-K.
The information in Item 2.02 of this Form 8-K (including Exhibit 99.1) shall not be deemed filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference under the Securities Act of 1933, as amended, except as expressly set forth by specific reference in such a filing.
Item 9.01. | Financial Statement and Exhibits |
(d) Exhibits
99.1 | Press release dated February 7, 2012 relating to the fourth quarter and year ended December 31, 2011 financial results* |
* | This exhibit relating to Item 2.02 shall be deemed to be furnished and not filed. |
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: February 7, 2012
CODEXIS, INC. | ||||||
By: /s/ Robert Lawson | ||||||
Name: | Robert Lawson | |||||
Title: | Senior Vice President and Chief Financial Officer |
Exhibit 99.1
Codexis, Inc. | ||
200 Penobscot Drive | ||
Redwood City, CA 94063 | ||
Tel: 650.421.8100 | ||
www.codexis.com |
Codexis Reports Fourth Quarter and Full Year 2011 Results
49% Annual Increase in Pharmaceutical Product Sales;
CodeXyme Cellulase Enzymes and CodeXol Detergent Alcohol Product Lines Launched
Redwood City, CA Codexis, Inc. (NASDAQ: CDXS), a developer of industrial enzymes to enable the production of biofuels, bio-based chemicals, and pharmaceutical intermediates, today announced financial results for the fourth quarter and year ended December 31, 2011.
In 2011, we launched our CodeXyme cellulase enzymes and CodeXol detergent alcohol product lines, said Alan Shaw, Ph.D., President and CEO of Codexis, Inc. In 2012 we are focused on delivering world-class CodeXyme cellulase enzymes to our development partners, piloting production of CodeXol, and delivering continued sales growth in our pharmaceuticals products and services.
Full Year 2011 Financial Highlights:
Revenue: For fiscal 2011, the company reported revenues of $123.9 million, an increase of $16.8 million or 16% over fiscal 2010 revenue of $107.1 million. Product revenue of $49.0 million increased $16.2 million or 49% over the prior year, driven by increased sales to both generic and innovator pharmaceutical customers. Collaborative R&D revenue of $71.4 million increased $1.2 million from $70.2 million over the prior year.
Operating Expenses: Research and development expenses for fiscal 2011 were $61.0 million, compared to $52.4 million for fiscal 2010. The increase was primarily due to additional headcount and amortization related to intellectual property purchased from Maxygen, Inc. Selling, general and administrative expenses for fiscal 2011 increased to $36.9 million compared to $33.8 million for fiscal 2010, driven by higher stock compensation expense and higher compensation expense due to headcount increases.
Net Loss: Net loss was ($16.6) million, or ($0.46) per share, based on 35.7 million weighted average common shares outstanding for fiscal year 2011. This compares to a net loss of ($8.5) million.
Adjusted EBITDA: On a non-GAAP basis, Adjusted EBITDA was $4.3 million for fiscal 2011 compared to $9.9 million for fiscal 2010. Adjusted EBITDA is calculated by adjusting net loss for net interest expense, income taxes, depreciation, amortization, stock-based compensation and preferred stock warrant fair market valuation. A reconciliation of net loss to Adjusted EBITDA is presented below.
Cash: Cash, cash equivalents and marketable securities at December 31, 2011, was $63.8 million compared to $74.1 million at December 31, 2010. The company used ($0.5) million in cash from operations in fiscal 2011.
Page | 1
Fourth Quarter 2011 Financial Highlights:
Revenue: For the fourth quarter of 2011, the company reported revenues of $33.5 million, an increase of $3.7 million or 12% over $29.8 million in the fourth quarter of 2010. Product revenue increased $6.9 million or 80% over the same time period of 2010.
Operating Expenses: Research and development expenses in the fourth quarter of 2011 were $15.5 million, compared to $13.3 million for the fourth quarter of 2010. The increase was primarily due to additional headcount for the development of CodeXol Detergent Alcohol. Selling, general and administrative expenses in the fourth quarter of 2011 increased to $9.8 million, compared to $8.6 million over the same time period of 2010, related to use of consultants, legal costs associated with intellectual property patent filing and increased costs related to SOX compliance.
Net Loss: Net loss was ($5.3) million, or ($0.15) per share, based on 36.0 million weighted average common shares outstanding in the fourth quarter of 2011. This compares to a net loss of ($0.5) million or ($0.01) per share during the fourth quarter of 2010.
Adjusted EBITDA: On a non-GAAP basis, Adjusted EBITDA decreased from $4.4 million in the fourth quarter of 2010 to ($0.2) million in the fourth quarter of 2011. Adjusted EBITDA is calculated by adjusting net loss for net interest expense, income taxes, depreciation, amortization, stock-based compensation and preferred stock warrant fair market valuation. A reconciliation of net loss to Adjusted EBITDA is presented below.
Cash: Cash, cash equivalents and marketable securities at December 31, 2011 was $63.8 million compared to $70.6 million at September 30, 2011. The company used ($2.9) million in cash from operations in the fourth quarter.
Outlook
Codexis statements with regard to its outlook are based on current expectations. The following statements are forward looking, and actual results could differ materially depending on market conditions and the factors set forth under Forward-Looking Statements below.
For the full year 2012, Codexis forecasts revenues in line with or exceeding 2011 results. Codexis expects 2012 Adjusted EBITDA will be positive.
Conference Call
Codexis will hold a conference call for investors on February 7, 2012 at 1:30 p.m. PT (4:30 p.m. ET). The conference call dial-in numbers are US: 866-788-0541 or International: 857-350-1679,
Page | 2
access code 54501345. A live webcast of the call will also be available from the Investor Relations section of www.codexis.com. A recording of the call will be available by calling US: 888-286-8010 or International: 617-801-6888, access code 84268524 beginning approximately two hours after the call, and will be available for up to thirty days. A webcast replay from todays call will also be available from the Investor Relations section of www.codexis.com approximately two hours after the call and will be available for up to thirty days.
About Codexis, Inc.
Codexis is an industrial biotechnology company developing enzymes for the production of high value sustainable chemicals, clean fuels, cost effective pharmaceutical processes and renewable bioindustrial ingredients to make industry more efficient, productive and profitable. Partners and customers include global leaders such as Shell, Merck and Pfizer. For more information, see www.codexis.com.
Forward-Looking Statements
This press release contains forward-looking statements relating to Codexis forecast for 2012 revenue and Adjusted EBITDA, and Codexis ability to deliver CodeXyme cellulase enzymes to its development partners in 2012, pilot production of CodeXol in 2012, and deliver sales growth in its pharmaceuticals products and services in 2012. You should not place undue reliance on these forward-looking statements because they involve known and unknown risks, uncertainties and other factors that are, in some cases, beyond our control and that could materially affect actual results. Factors that could materially affect actual results include the risks that our operating results may fluctuate in the future, that we have a history of net losses and that we may be unable to successfully commercialize our technology in biofuels. Additional factors that could materially affect actual results can be found in Codexis Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on November 7, 2011, including under the caption Risk Factors. Codexis expressly disclaims any intent or obligation to update these forward-looking statements, except as required by law.
Page | 3
Codexis, Inc.
Condensed Consolidated Statements of Operations
(Unaudited)
(In Thousands, Except Per Share Amounts)
Three Months Ended | Year Ended | |||||||||||||||||||||||
December 31, | December 31, | |||||||||||||||||||||||
2011 | 2010 | % change | 2011 | 2010 | % change | |||||||||||||||||||
Revenues: |
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Product |
$ | 15,493 | $ | 8,586 | 80 | % | $ | 49,021 | $ | 32,835 | 49 | % | ||||||||||||
Collaborative research and development |
17,296 | 20,746 | -17 | % | 71,368 | 70,196 | 2 | % | ||||||||||||||||
Government grants |
705 | 479 | 47 | % | 3,476 | 4,073 | -15 | % | ||||||||||||||||
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Total revenues |
33,494 | 29,811 | 12 | % | 123,865 | 107,104 | 16 | % | ||||||||||||||||
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Costs and operating expenses: |
||||||||||||||||||||||||
Cost of product revenues |
13,067 | 8,126 | 61 | % | 41,781 | 27,982 | 49 | % | ||||||||||||||||
Gross margin $ |
2,426 | 460 | 427 | % | 7,240 | 4,853 | 49 | % | ||||||||||||||||
Gross margin % |
16 | % | 5 | % | 15 | % | 15 | % | ||||||||||||||||
Research and development |
15,548 | 13,349 | 16 | % | 61,049 | 52,405 | 16 | % | ||||||||||||||||
Selling, general and administrative |
9,782 | 8,649 | 13 | % | 36,942 | 33,841 | 9 | % | ||||||||||||||||
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Total costs and operating expenses |
38,397 | 30,124 | 27 | % | 139,772 | 114,228 | 22 | % | ||||||||||||||||
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Loss from operations |
(4,903 | ) | (313 | ) | 1466 | % | (15,907 | ) | (7,124 | ) | 123 | % | ||||||||||||
Interest income |
77 | 31 | 148 | % | 273 | 166 | 64 | % | ||||||||||||||||
Interest expense and other, net |
(297 | ) | (153 | ) | 94 | % | (675 | ) | (1,199 | ) | -44 | % | ||||||||||||
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Loss before provision for income taxes |
(5,123 | ) | (435 | ) | 1078 | % | (16,309 | ) | (8,157 | ) | 100 | % | ||||||||||||
Provision for income taxes |
174 | 60 | 190 | % | 241 | 384 | -37 | % | ||||||||||||||||
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Net loss |
$ | (5,297 | ) | $ | (495 | ) | 970 | % | $ | (16,550 | ) | $ | (8,541 | ) | 94 | % | ||||||||
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Net loss per share of common stock, basic and diluted |
$ | (0.15 | ) | $ | (0.01 | ) | $ | (0.46 | ) | $ | (0.35 | ) | ||||||||||||
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Weighted average common shares used in computing net loss per share of common stock, basic and diluted |
35,965 | 34,452 | 35,674 | 24,594 | ||||||||||||||||||||
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Page | 4
Codexis, Inc.
Condensed Consolidated Balance Sheets
(Unaudited)
(In Thousands)
December 31, 2011 |
December 31, 2010 |
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Assets |
||||||||
Current assets: |
||||||||
Cash and cash equivalents |
$ | 25,762 | $ | 72,396 | ||||
Marketable securities |
27,720 | | ||||||
Accounts receivable, net |
18,917 | 15,333 | ||||||
Inventories |
4,488 | 2,817 | ||||||
Prepaid expenses and other current assets |
2,345 | 1,646 | ||||||
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Total current assets |
79,232 | 92,192 | ||||||
Restricted cash |
1,511 | 1,466 | ||||||
Non-current marketable securities |
10,348 | 1,650 | ||||||
Property and equipment, net |
24,176 | 21,452 | ||||||
Intangible assets, net |
16,442 | 20,158 | ||||||
Goodwill |
3,241 | 3,241 | ||||||
Other non-current assets |
972 | 1,141 | ||||||
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Total assets |
$ | 135,922 | $ | 141,300 | ||||
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Liabilities and stockholders equity |
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Current liabilities: |
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Accounts payable |
$ | 10,364 | $ | 9,208 | ||||
Accrued compensation |
6,785 | 8,107 | ||||||
Other accrued liabilities |
7,354 | 5,630 | ||||||
Deferred revenues |
3,789 | 4,539 | ||||||
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Total current liabilities |
28,292 | 27,484 | ||||||
Deferred revenues, net of current portion |
1,485 | 5,074 | ||||||
Other long-term liabilities |
3,455 | 1,381 | ||||||
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Total liabilities |
33,232 | 33,939 | ||||||
Stockholders equity: |
||||||||
Common stock |
4 | 4 | ||||||
Additional paid-in capital |
287,792 | 275,540 | ||||||
Accumulated other comprehensive income (loss) |
(407 | ) | (34 | ) | ||||
Accumulated deficit |
(184,699 | ) | (168,149 | ) | ||||
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Total stockholders equity |
102,690 | 107,361 | ||||||
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Total liabilities and stockholders equity |
$ | 135,922 | $ | 141,300 | ||||
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Page | 5
Codexis, Inc.
Condensed Consolidated Statements of Cash Flow
(Unaudited)
(In Thousands)
Year Ended December 31, |
||||||||
2011 | 2010 | |||||||
Operating activities: |
||||||||
Net loss |
$ | (16,550 | ) | $ | (8,541 | ) | ||
Adjustments to reconcile net loss to net cash used in operating activities: |
||||||||
Amortization of intangible assets |
3,716 | 1,063 | ||||||
Depreciation and amortization of property and equipment |
7,755 | 7,246 | ||||||
Revaluation of redeemable convertible preferred stock warrant liability |
| 677 | ||||||
Loss (gain) on disposal of property and equipment |
49 | 148 | ||||||
Gain from extinguishment of asset retirement obligation |
(124 | ) | | |||||
Extinguishment of royalty payable |
| 461 | ||||||
Stock-based compensation |
9,431 | 8,737 | ||||||
Accretion of asset retirement obligation |
39 | 146 | ||||||
Amortization of debt discount |
| 26 | ||||||
Accretion (amortization) of premium/discount on marketable securities |
771 | 511 | ||||||
Changes in operating assets and liabilities: |
||||||||
Accounts receivable |
(3,583 | ) | (8,087 | ) | ||||
Inventories |
(1,671 | ) | 98 | |||||
Prepaid expenses and other current assets |
(682 | ) | 13 | |||||
Other assets |
513 | 2,814 | ||||||
Accounts payable |
1,156 | (2,105 | ) | |||||
Accrued compensation |
(1,322 | ) | 1,589 | |||||
Other accrued liabilities |
4,351 | (6,048 | ) | |||||
Deferred revenues |
(4,339 | ) | (15,131 | ) | ||||
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Net cash used in operating activities |
(490 | ) | (16,383 | ) | ||||
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Investing activities: |
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Increase in restricted cash |
(45 | ) | (735 | ) | ||||
Purchase of property and equipment |
(10,736 | ) | (6,990 | ) | ||||
Purchase of marketable securities |
(52,564 | ) | (49,051 | ) | ||||
Purchase of Maxygen patent portfolio |
(20,705 | ) | ||||||
Proceeds from sale of marketable securities |
6,037 | 1,605 | ||||||
Proceeds from maturities of marketable securities |
8,500 | 70,695 | ||||||
Proceeds from disposal of property and equipment |
15 | |||||||
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Net cash used in investing activities |
(48,808 | ) | (5,166 | ) | ||||
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Financing activities: |
||||||||
Principal payments on financing obligations |
| (8,026 | ) | |||||
Payments in preparation for initial public offering |
| (3,870 | ) | |||||
Proceeds from issuance of common stock on IPO, net of underwriting discounts |
| 72,541 | ||||||
Proceeds from exercises of stock options |
2,579 | 1,594 | ||||||
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Net cash provided by financing activities |
2,579 | 62,239 | ||||||
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Effect of exchange rate changes on cash and cash equivalents |
85 | (79 | ) | |||||
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Net increase in cash and cash equivalents |
(46,634 | ) | 40,611 | |||||
Cash and cash equivalents: |
||||||||
Beginning of the period |
72,396 | 31,785 | ||||||
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End of the period |
25,762 | 72,396 | ||||||
Marketable securities at the end of period |
38,068 | 1,650 | ||||||
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Cash, cash equivalents and marketable securities |
$ | 63,830 | $ | 74,046 | ||||
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Reclassification of preferred stock warrant from liability to additional paid-in capital |
$ | 2,686 | ||||||
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Conversion of preferred stock to common stock and additional paid-in capital |
$ | 179,672 | ||||||
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Page | 6
Reconciliation of GAAP to Non-GAAP Financial Information
In this press release, in addition to GAAP financial results, we present Adjusted EBITDA because we believe it assists investors and analysts in comparing our performance across reporting periods on a consistent basis by excluding items that we do not believe are indicative of our core operating performance. In addition, we use Adjusted EBITDA to evaluate the effectiveness of our business strategies.
A reconciliation of GAAP net loss to Adjusted EBITDA is included in the table below.
Codexis, Inc.
Reconciliation of GAAP Net Loss to Adjusted EBITDA
(Unaudited)
(In Thousands)
Three Months Ended December 31, |
Year Ended December 31, |
|||||||||||||||
Calculation of Adjusted EBITDA |
2011 | 2010 | 2011 | 2010 | ||||||||||||
Net loss |
$ | (5,297 | ) | $ | (495 | ) | $ | (16,550 | ) | $ | (8,541 | ) | ||||
Adjustments: |
||||||||||||||||
Minus: Interest income |
(77 | ) | (31 | ) | (273 | ) | (166 | ) | ||||||||
Plus: Interest expense |
| 5 | | 529 | ||||||||||||
Plus: Income taxes |
174 | 60 | 241 | 384 | ||||||||||||
Plus: Depreciation and amortization |
3,006 | 2,609 | 11,471 | 8,309 | ||||||||||||
Plus: Stock-based compensation |
2,038 | 2,271 | 9,431 | 8,737 | ||||||||||||
Plus: Preferred stock warrant fair market valuation adjustment |
| | | 677 | ||||||||||||
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Adjusted EBITDA |
$ | (156 | ) | $ | 4,419 | $ | 4,320 | $ | 9,929 | |||||||
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Adjusted EBITDA has limitations as an analytical tool. Some of these limitations are:
| Adjusted EBITDA does not reflect our cash expenditures, or future requirements, for capital expenditures or contractual commitments; |
| Adjusted EBITDA does not reflect changes in, or cash requirements for, our working capital needs; |
| Although depreciation and amortization are non-cash charges, the assets being depreciated and amortized will often have to be replaced in the future, and Adjusted EBITDA does not reflect any cash requirements for such replacements; and |
| Non-cash compensation is and will remain a key element of our overall long-term incentive compensation package, although we exclude it as an expense when evaluating our ongoing operating performance for a particular period. |
Because of these limitations, Adjusted EBITDA should not be considered in isolation or as a substitute for performance measures calculated in accordance with GAAP. We compensate for these limitations by relying primarily on our GAAP results and using Adjusted EBITDA only supplementally.
Contacts:
Investors: Jay Sarwar, ir@codexis.com, 650-421-8331
Media: Lyn Christenson, lyn.christenson@codexis.com, 650-421-8144 or Saskia Sidenfaden, ssidenfaden@mww.com, 212-827-3771.
Page | 7
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