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): March 31, 2014
Amedica Corporation
(Exact name of registrant as specified in its charter)
Delaware | 001-33624 | 84-1375299 | ||
(State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
1885 West 2100 South Salt Lake City, UT |
84119 | |
(Address of principal executive offices) | (Zip Code) |
Registrants telephone number, including area code: (801) 839-3500
(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 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.
On March 31, 2014, Amedica Corporation issued a press release announcing financial results for the fourth quarter of fiscal year 2013. A copy of the press release is attached hereto as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated by reference herein. The information contained in this Report shall not be deemed filed for purposes of Section 18 of the Securities Exchange Act of 1934 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 or the Securities Act of 1934, whether made before or after the date hereof and regardless of any general incorporation language in such filing, except as expressly set forth by specific reference in such filing.
Item 9.01 Financial Statements and Exhibits.
(d) | Exhibits. |
99.1 | Press Release dated March 31, 2014. |
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.
AMEDICA CORPORATION | ||||||
Date: March 31, 2014 | /s/ Kevin Ontiveros | |||||
Kevin Ontiveros | ||||||
Chief Legal Officer |
EXHIBIT 99.1
Amedica Reports Fourth Quarter and Full Year 2013 Financial Results
| Fourth Quarter 2013 Total Revenue was $5.7 Million, an Increase of 8% Compared with $5.3 Million in Third Quarter 2013 |
| Silicon Nitride Product Sales Increased by 34% in Fourth Quarter 2013 |
| Full Year 2013 Revenue was $22.3 Million |
SALT LAKE CITY, March 31, 2014 (GLOBE NEWSWIRE) Amedica Corporation (Nasdaq:AMDA), a biomaterials company, today announced financial results for the fourth quarter and full year ended December 31, 2013.
Eric Olson, President and CEO of Amedica Corporation, said, We have made substantial progress in moving the Company forward over the past year. Specifically, we increased our Silicon Nitride sales with the commercial launch of our Generation II Valeo interbody devices and brought others closer to market launch.
Product revenues for the fourth quarter of 2013 were $5.7 Million, an increase of 8% over the third quarters $5.3 Million, primarily due to increased sales efforts. The increase in revenues was due to increased sales efforts. The net income in the fourth quarter was $662,000 or $0.87 per share. This compares with a loss of $2.3 Million or $0.24 per share in the Third Quarter of 2013.
Full year 2013 revenues were $22.3 Million, slightly lower than the $23.1 Million in 2012. However, it is important to note that the company increased silicon nitride sales by 15% in 2013. The difference is attributable to the focus during 2013 on bringing forward the Companys proprietary Silicon Nitride product line and de-emphasizing the older product lines.
The Net Loss for the year ended December 31, 2013 was $8.3 Million, a reduction in net loss of 76%, compared with the Net Loss for the year ended December 31, 2012.
Cash and cash equivalents were $2.3 Million at the end of the year; however the Company has since launched an Initial Public Offering, which netted approximately $15.4 Million in proceeds.
Jay Moyes, Chief Financial Officer, commenting on the financial results, said, 2013 saw great progress in moving the Company toward profitability, with decreasing losses in each of the first three quarters, and a net profit for the fourth quarter. The Company is focused on bringing new proprietary Silicon Nitride products to market, growing revenues and increasing the bottom line.
Conference Call
The company will hold a conference call with President and CEO Eric Olson and CFO Jay Moyes, on Tuesday, April 1, 2014 at 10:00 a.m. Eastern Time. The call will cover Amedicas fourth quarter and year-end 2013 results. Mr. Olson will open the conference call and a question-and-answer session will follow.
To participate in the call, dial 1- (855) 455-6055, any time after 9:50 a.m. Eastern on April 1st. The Conference ID is 21871841. International and local callers should dial (484) 756-4308. A live audio webcast of the call will be available through a link on the Companys web site, at http://www.amedica.com/investors/. If you are unable to participate during the live teleconference, the call will be archived for one week. The audio archive can be accessed by calling (855) 859-2056 in the U.S. or (404) 537-3406 from outside the U.S. The Conference ID for the audio replay is 21871841.
About Amedica Corporation
Amedica is a commercial biomaterials company focused on using its silicon nitride technology platform to develop, manufacture and sell a broad range of medical devices. Amedica markets spinal fusion products and is developing product candidates for use in total hip and knee joint replacements. Amedica operates an ISO 13485 certified manufacturing facility and its spine products are FDA cleared, CE marked, and currently marketed in the U.S. and select markets in Europe and South America.
The Companys news releases and other information for investors are located at www.amedica.com
Forward-Looking Statements
This release contains various forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934, which represent the companys expectations or beliefs concerning future events of the companys financial performance. These forward-looking statements are further qualified by important factors that could cause actual results to differ materially from those in the forward-looking statements. These factors include the effect of competitive pricing, the companys dependence on the ability of third party manufacturers to produce components on a basis which is cost-effective to the company, market acceptance of the companys products, compliance costs and the effects of government regulation. Actual results may differ materially from expected results included in these statements.
Financial Charts Follow
Amedica Corporation
Consolidated Statements of Operations and Comprehensive Loss
(in thousands, except share and per share data)
Year Ended December 31 | ||||||||
2013 | 2012 | |||||||
Product revenue |
$ | 22,314 | $ | 23,065 | ||||
Cost of revenue: |
||||||||
Product revenue |
5,752 | 5,423 | ||||||
Write-down of excess and obsolete inventory |
1,293 | 1,043 | ||||||
|
|
|
|
|||||
Total cost of revenue |
7,045 | 6,466 | ||||||
Operating expenses: |
||||||||
Research and development |
3,461 | 6,013 | ||||||
General and administrative |
5,759 | 7,313 | ||||||
Sales and marketing |
16,384 | 17,094 | ||||||
Impairment loss on intangible assets |
| 15,281 | ||||||
|
|
|
|
|||||
Total operating expenses |
25,604 | 45,701 | ||||||
|
|
|
|
|||||
Loss from operations |
(10,335 | ) | (29,102 | ) | ||||
Other income (expense): |
||||||||
Interest income |
16 | 57 | ||||||
Interest expense |
(1,851 | ) | (5,611 | ) | ||||
Loss on extinguishment of debt |
| (251 | ) | |||||
Change in fair value of preferred stock warrants |
515 | (85 | ) | |||||
Change in fair value of common stock warrants |
3,455 | (618 | ) | |||||
Other expense |
(86 | ) | (151 | ) | ||||
|
|
|
|
|||||
Total other income (expense) |
2,049 | (6,659 | ) | |||||
|
|
|
|
|||||
Net loss before income taxes |
(8,286 | ) | (35,761 | ) | ||||
Income tax benefit |
| 726 | ||||||
|
|
|
|
|||||
Net Loss |
(8,286 | ) | (35,035 | ) | ||||
Other comprehensive loss, net of tax: |
||||||||
Unrealized gain (loss) on marketable securities |
(2 | ) | 25 | |||||
|
|
|
|
|||||
Total comprehensive loss |
$ | (8,288 | ) | $ | (35,010 | ) | ||
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|
|
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Net loss per share attributable to common stockholders: |
||||||||
Basic and diluted |
$ | (15.52 | ) | $ | (100.52 | ) | ||
Weighted average common shares outstanding: |
||||||||
Basic and diluted |
534,073 | 348,550 |
Amedica Corporation
Consolidated Balance Sheets
(in thousands, except share and per share data)
December 31, 2013 |
December 31, 2012 |
|||||||
Assets |
||||||||
Current assets: |
||||||||
Cash and cash equivalents |
$ | 2,279 | $ | 2,741 | ||||
Restricted cash |
392 | 260 | ||||||
Marketable securities |
| 2,680 | ||||||
Trade accounts receivable, net of allowance of $49 and $58 respectively |
2,817 | 4,016 | ||||||
Prepaid expenses and other current assets |
1,575 | 519 | ||||||
Deferred offering costs |
2,763 | | ||||||
Inventories |
10,084 | 8,826 | ||||||
|
|
|
|
|||||
Total current assets |
19,910 | 19,042 | ||||||
Property and equipment, net |
3,531 | 3,023 | ||||||
Intangible assets |
4,688 | 5,189 | ||||||
Goodwill |
6,163 | 6,163 | ||||||
Other long-term assets |
35 | 38 | ||||||
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|
|
|||||
Total assets |
$ | 34,327 | $ | 33,455 | ||||
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|
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Liabilities and stockholders deficit |
||||||||
Current liabilities: |
||||||||
Accounts payable |
$ | 3,377 | $ | 2,143 | ||||
Accrued liabilities |
3,711 | 1,606 | ||||||
Line of credit |
| 2,573 | ||||||
Current portion of long-term debt |
17,925 | 17,893 | ||||||
|
|
|
|
|||||
Total current liabilities |
25,013 | 24,215 | ||||||
Deferred rent |
575 | 606 | ||||||
Other long-term liabilities |
134 | 134 | ||||||
Preferred stock warrant liability |
11 | 526 | ||||||
Common stock warrant liability |
199 | 2,783 | ||||||
Commitments and contingencies |
||||||||
Convertible preferred stock, $0.01 par value, 100,000,000 shares authorized; 80,910,394 and 76,170,394 shares issued and outstanding at December 31, 2013 and 2012; aggregate liquidation value of $149,692 and $140,212 at December 31, 2013 and 2012 |
161,456 | 153,474 | ||||||
Stockholders deficit: |
||||||||
Common stock, $0.01 par value; 150,000,000 shares authorized; 597,675 and 348,636 shares issued and outstanding at December 31, 2013 and 2012 |
6 | 3 | ||||||
Additional paid-in capital / (capital deficiency) |
(13,144 | ) | (16,651 | ) | ||||
Accumulated other comprehensive income |
| 2 | ||||||
Accumulated deficit |
(139,923 | ) | (131,637 | ) | ||||
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|
|
|
|||||
Total stockholders deficit |
(153,061 | ) | (148,283 | ) | ||||
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|||||
Total liabilities, convertible preferred stock and stockholders deficit |
$ | 34,327 | $ | 33,455 | ||||
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CONTACT: |
Amedica Investor Relations: Bill Hockett Alden Communications (801) 947-6264 amedica@aldencommunications.com |