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): August 14, 2018
MARRONE BIO INNOVATIONS, INC.
(Exact name of registrant as specified in its charter)
| Delaware | 001-36030 | 20-5137161 | ||
| (State or other jurisdiction | (Commission | (I.R.S. Employer | ||
| of incorporation) | File Number) | Identification No.) |
| 1540 Drew Avenue, Davis, CA | 95618 | |
| (Address of principal executive offices) | (Zip Code) |
Registrant’s telephone number, including area code: (530) 750-2800
(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)) |
Indicate by check mark whether the registrant is an emerging growth company as defined in as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company [X]
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. [X]
Item 2.02. Results of Operations and Financial Condition.
On August 14, 2018, Marrone Bio Innovations, Inc. (the “Company”) issued a press release announcing and will hold a press conference regarding its results of operations for the fiscal quarter ended June 30, 2018. A copy of the press release is furnished as Exhibit 99.1 to this report.
The information furnished pursuant to this Item 2.02, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities under that section and shall not be deemed to be incorporated by reference into any filing of the Company under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
| Exhibit
No. |
Description | |
| 99.1 | Press release issued on August 14, 2018 by Marrone Bio Innovations, Inc. |
SIGNATURES
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.
| MARRONE BIO INNOVATIONS, INC. | ||
| Dated: August 14, 2018 | By: | /s/ Linda V. Moore |
| Linda V. Moore | ||
| Executive Vice President, General Counsel and Secretary | ||
Marrone Bio Innovations, Inc. Reports Second Quarter 2018 Financial Results
Company Achieves Several Key Milestones, Continues International Expansion and Improves Gross Margins 850 Basis Points to 47.3%
DAVIS, Calif., August 14, 2018 - Marrone Bio Innovations, Inc. (“MBI” or the “Company”) (NASDAQ: MBII), a leading provider of bio-based pest management and plant health products for the agriculture, turf and ornamental and water treatment markets, has provided its financial results for the second quarter ended June 30, 2018.
Management Commentary
“We have continued to make solid operational progress, highlighted by our submission of MBI-014 bioherbicide to the EPA in August of 2018, continued excellent progress on international trials and submissions, and our support of growers in the burgeoning Cannabis market through the launch and approval of the CG brand of Regalia, Venerate and Grandevo,” said Dr. Pam Marrone, Founder and CEO of Marrone Bio Innovations. “As California and Colorado do not allow the use of chemical pesticides on Cannabis, biopesticides are uniquely positioned in this market.
“We also continued to expand our reach both internationally—through a new partnership with Lidorr Chemicals in Israel and a forthcoming partnership in Vietnam —and domestically, through the expansion of our sales team into Idaho and eastern Washington.
“Our research and development and manufacturing initiatives continue to bear fruit, driving significant margin improvements, as evidenced by our 850 basis point increase in gross margins to 47.3% in the second quarter.
“The progress we’ve continued to make internally and with customers has put us in a strong position to execute upon our business plan and create long-term shareholder value.”
Q2 2018 Financial Summary
| ● | Revenues in the second quarter of 2018 totaled $5.8 million, compared to $6.5 million in the second quarter of 2017. |
| ● | Due to the adoption of the ASC 606 accounting standard (Revenue From Contracts With Customers), 2018 over 2017 reported revenues are not strictly an apples to apples comparison. |
| ● | Gross margins in the second quarter of 2018 increased 850 basis points to 47.3%, compared to 38.8% in the second quarter of 2017. |
| ● | Operating expenses in the second quarter of 2018 totaled $7.2 million, compared to $7.9 million in the second quarter of 2017. |
| ● | Net loss in the second quarter of 2018 improved to $4.8 million, compared to a net loss of $7.4 million in the second quarter of 2017. |
| ● | Cash and cash equivalents, including restricted cash totaled $24.9 million on June 30, 2018 and $16.8 million on March 31, 2018. In April 2018, the Company raised net proceeds of $12.7 million though the sale of common stock. |
Recent Operational Highlights
| ● | Submission of MBI-014 bioherbicide to the EPA. |
| ● | Successful field trials and an on-farm demo with EnnobleTM (MBI-601) biofumigant in organic strawberry, resulting in an estimated increase in profit of $3000/acre. |
| ● | Launched new CG brand of highly effective biological solutions for crop protection and plant health in cannabis and home gardens. Use of Regalia CG, Grandevo CG and Venerate CG has been cleared by several key states for use on cannabis. |
| ● | Expanded MBI’s international distribution network through a new deal with Lidorr Chemicals in Israel. |
| ● | Launched Amplitude, a new biological fungicide for the row crop market. |
| ● | Received positive field trial data with Regalia on coffee, onions, tomato, sugarcane and citrus in international trials, as well as on fire blight in U.S. apples. |
| ● | Grandevo and Venerate excelled in trials in Mexico, Chile and South Africa, while the first European trial results for Majestene came back positive. |
| ● | Joined the Russell 2000 Index after the market closed on June 22, 2018. |
Conference Call and Webcast
Management will host an investor conference call today at 1:30 p.m. PDT (4:30 p.m. EDT) to discuss Marrone Bio Innovation’s second quarter 2018 financial results, provide a corporate update, and conclude with a Q&A from participants. To participate, please use the following information:
Q2 2018 Conference Call and Webcast
Date: Tuesday, August 14, 2018
Time: 1:30 p.m. Pacific time (4:30 p.m. Eastern time)
U.S. Dial-in: 1-888-254-3590
International Dial-in: 1-323-994-2093
Conference ID: 2331262
Webcast: http://public.viavid.com/index.php?id=130779
Please dial in at least 10 minutes before the start of the call to ensure timely participation.
A playback of the call will be available through September 14, 2018. To listen, call 1-844-512-2921 within the United States or 1-412-317-6671 when calling internationally. Please use the replay pin number 2331262. A webcast will also be available for 30 days on the IR section of the Marrone Bio Innovations website or by clicking here: MBII Q2 2018 Webcast.
About Marrone Bio Innovations
Marrone Bio Innovations, Inc. (NASDAQ: MBII) strives to lead the movement to more sustainable world through the discovery, development and sale of innovative biological products for crop protection, plant health and waterway systems treatment. MBI has screened over 18,000 microorganisms and 350 plant extracts, leveraging its in-depth knowledge of plant and soil microbiomes enhanced by advanced molecular technologies to rapidly develop seven effective and environmentally responsible pest management products to help customers operate more sustainably while uniquely improving plant health and increasing crop yields. Supported by a robust portfolio of over 400 issued and pending patents around its superior natural product chemistry, MBI’s currently available commercial products are Regalia®, Grandevo®, Venerate®, Majestene®, Haven® Stargus® and Amplitude™, Zelto® and Zequanox®.
Marrone Bio Innovations is dedicated to pioneering smart biopesticide solutions that support a better tomorrow for both farmers, turf managers and consumers around the globe. For more information, please visit www.marronebio.com.
Marrone Bio Innovations Forward Looking Statements
This press release contains forward-looking statements that involve substantial risks and uncertainties. All statements, other than statements of historical facts, included in this press release regarding strategy, future operations and plans, including assumptions underlying such statements, are forward-looking statements, and should not be relied upon as representing MBI’s views as of any subsequent date. Examples of such statements include statements regarding the strength of the Company’s position for executing on its business plan and increasing shareholder value, and the potential benefits of the Company’s products. Such forward-looking statements are based on information available to the Company as of the date of this release and involve a number of risks and uncertainties, some beyond the Company’s control, that could cause actual results to differ materially from those anticipated by these forward-looking statements, including consumer, regulatory and other factors affecting demand for the Company’s products, any difficulty in marketing MBI’s products in global markets, competition in the market for pest management products, lack of understanding of bio-based pest management products by customers and growers, and adverse decisions by regulatory agencies and other relevant third parties. Additional information that could lead to material changes in MBI’s performance is contained in its filings with the SEC. MBI is under no obligation to, and expressly disclaims any responsibility to, update or alter forward-looking statements contained in this release, whether as a result of new information, future events or otherwise.
Marrone Bio Innovations Contacts:
Pam Marrone, CEO and Founder
Jim Boyd, CFO
Telephone: +1 (530) 750-2800
Email: Info@marronebio.com
Investor Relations:
Greg Falesnik
Managing Director
MZ Group – MZ North America
Main: 949-385-6449
MBII@mzgroup.us
MARRONE BIO INNOVATIONS, INC.
Condensed Consolidated Balance Sheets
(In Thousands, Except Par Value)
| JUNE 30, | DECEMBER 31, | |||||||
| 2018 | 2017 | |||||||
| (Unaudited) | (Audited) | |||||||
| Assets | ||||||||
| Current assets: | ||||||||
| Cash and cash equivalents | $ | 23,250 | $ | 786 | ||||
| Restricted cash, current portion | 46 | 487 | ||||||
| Accounts receivable | 4,722 | 3,785 | ||||||
| Inventories, net | 9,181 | 9,827 | ||||||
| Deferred cost of product revenues | 3 | 3,063 | ||||||
| Prepaid expenses and other current assets | 766 | 1,170 | ||||||
| Total current assets | 37,968 | 19,118 | ||||||
| Property, plant and equipment, net | 15,275 | 16,016 | ||||||
| Restricted cash, less current portion | 1,560 | 1,560 | ||||||
| Other assets | 337 | 219 | ||||||
| Total assets | $ | 55,140 | $ | 36,913 | ||||
| Liabilities and stockholders’ equity (deficit) | ||||||||
| Current liabilities: | ||||||||
| Accounts payable | $ | 1,486 | $ | 3,800 | ||||
| Accrued liabilities | 5,986 | 8,189 | ||||||
| Accrued interest due to related parties | — | 1,622 | ||||||
| Deferred revenue, current portion | 356 | 6,193 | ||||||
| Derivative liability | — | 674 | ||||||
| Debt, current portion | 2,608 | 1,524 | ||||||
| Total current liabilities | 10,436 | 22,002 | ||||||
| Deferred revenue, less current portion | 2,669 | 2,046 | ||||||
| Debt, less current portion | 11,929 | 24,407 | ||||||
| Debt due to related parties | 7,300 | 37,822 | ||||||
| Other liabilities | 843 | 1,287 | ||||||
| Total liabilities | 33,177 | 87,564 | ||||||
| Commitments and contingencies (Note 9) | ||||||||
| Stockholders’ equity (deficit): | ||||||||
| Preferred stock: $0.00001 par value; 20,000 shares authorized and no shares issued or outstanding at June 30, 2018 and December 31, 2017 | — | — | ||||||
| Common stock: $0.00001 par value; 250,000 shares authorized, 110,473 and 31,351 shares issued and outstanding as of June 30, 2018 and December 31, 2017, respectively | 1 | — | ||||||
| Additional paid in capital | 292,985 | 214,921 | ||||||
| Accumulated deficit | (271,023 | ) | (265,572 | ) | ||||
| Total stockholders’ equity (deficit) | 21,963 | (50,651 | ) | |||||
| Total liabilities and stockholders’ equity (deficit) | $ | 55,140 | $ | 36,913 | ||||
MARRONE BIO INNOVATIONS, INC.
Condensed Consolidated Statements of Operations
(In Thousands, Except Per Share Amounts)
(Unaudited)
| THREE
MONTHS ENDED JUNE 30, | SIX
MONTHS ENDED JUNE 30, | |||||||||||||||
| 2018 | 2017 | 2018 | 2017 | |||||||||||||
| Revenues: | ||||||||||||||||
| Product | $ | 5,637 | $ | 6,418 | $ | 9,861 | $ | 10,514 | ||||||||
| License | 115 | 58 | 215 | 116 | ||||||||||||
| Total revenues | 5,752 | 6,476 | 10,076 | 10,630 | ||||||||||||
| Cost of product revenues | 3,030 | 3,966 | 5,272 | 6,245 | ||||||||||||
| Gross profit | 2,722 | 2,510 | 4,804 | 4,385 | ||||||||||||
| Operating Expenses: | ||||||||||||||||
| Research, development and patent | 2,493 | 2,853 | 5,027 | 5,297 | ||||||||||||
| Selling, general and administrative | 4,720 | 5,073 | 9,744 | 10,416 | ||||||||||||
| Total operating expenses | 7,213 | 7,926 | 14,771 | 15,713 | ||||||||||||
| Loss from operations | (4,491 | ) | (5,416 | ) | (9,967 | ) | (11,328 | ) | ||||||||
| Other income (expense): | ||||||||||||||||
| Interest expense | (340 | ) | (869 | ) | (1,459 | ) | (1,505 | ) | ||||||||
| Interest expense, related parties | (17 | ) | (1,085 | ) | (451 | ) | (2,159 | ) | ||||||||
| Change in fair value of financial instruments | — | — | (5,177 | ) | — | |||||||||||
| Loss on extinguishment of debt, net | — | — | (303 | ) | — | |||||||||||
| Gain on extinguishment of debt, related party | — | — | 9,622 | — | ||||||||||||
| Other income (expense), net | 4 | (15 | ) | (27 | ) | (22 | ) | |||||||||
| Total other income (expense), net | (353 | ) | (1,969 | ) | 2,205 | (3,686 | ) | |||||||||
| Net loss | $ | (4,844 | ) | $ | (7,385 | ) | $ | (7,762 | ) | $ | (15,014 | ) | ||||
| Basic and diluted net loss per common share: | $ | (0.04 | ) | $ | (0.25 | ) | $ | (0.08 | ) | $ | (0.55 | ) | ||||
| Weighted-average shares outstanding used in computing basic and diluted net loss per common share: | 108,647 | 29,401 | 91,713 | 27,070 | ||||||||||||
MARRONE BIO INNOVATIONS, INC.
Condensed Consolidated Statements of Cash Flows
(In Thousands)
(Unaudited)
| SIX MONTHS ENDED JUNE 30, | ||||||||
| 2018 | 2017 | |||||||
| Cash flows from operating activities | ||||||||
| Net loss | $ | (7,762 | ) | $ | (15,014 | ) | ||
| Adjustments to reconcile net loss to net cash used in operating activities: | ||||||||
| Depreciation and amortization | 983 | 1,034 | ||||||
| Gain on disposal of equipment | — | (4 | ) | |||||
| Share-based compensation | 873 | 1,169 | ||||||
| Non-cash interest expense | 722 | 730 | ||||||
| Change in fair value of financial instruments | 5,177 | — | ||||||
| Loss on extinguishment of debt, net | 303 | — | ||||||
| Gain on extinguishment of debt, related party, net | (9,622 | ) | — | |||||
| Net changes in operating assets and liabilities: | ||||||||
| Accounts receivable | (937 | ) | (2,202 | ) | ||||
| Inventories | 646 | 118 | ||||||
| Prepaid Expenses and other assets | 163 | 738 | ||||||
| Deferred cost of product revenues | 2 | (722 | ) | |||||
| Accounts payable | (2,192 | ) | 1,595 | |||||
| Accrued and other liabilities | (1,692 | ) | 1,242 | |||||
| Accrued interest due to related parties | (1,614 | ) | (22 | ) | ||||
| Deferred revenue | — | 1,507 | ||||||
| Net cash used in operating activities | (14,950 | ) | (9,831 | ) | ||||
| Cash flows from investing activities | ||||||||
| Purchases of property, plant and equipment | (478 | ) | (160 | ) | ||||
| Net cash used in investing activities | (478 | ) | (160 | ) | ||||
| Cash flows from financing activities | ||||||||
| Proceeds from issuance of common stock, net of offering costs | 34,496 | 8,223 | ||||||
| Proceeds from issuance of debt | 2,000 | — | ||||||
| Proceeds from secured borrowings | 9,754 | 6,151 | ||||||
| Repayments in secured borrowings | (8,670 | ) | (3,281 | ) | ||||
| Repayment of debt | (129 | ) | (134 | ) | ||||
| Repayment of capital leases | — | (352 | ) | |||||
| Exercise of stock options | — | 17 | ||||||
| Net cash provided by financing activities | 37,451 | 10,624 | ||||||
| Net increase in cash and cash equivalents and restricted cash | 22,023 | 633 | ||||||
| Cash and cash equivalents and restricted cash, beginning of period | 2,833 | 12,613 | ||||||
| Cash and cash equivalents and restricted cash, end of period | $ | 24,856 | $ | 13,246 | ||||
| Supplemental disclosure of cash flow information | ||||||||
| Cash paid for interest | $ | 2,481 | $ | 2,938 | ||||
| Supplemental disclosure of non-cash investing and financing activities | ||||||||
| Property, plant and equipment included in accounts payable and accrued liabilities | $ | 236 | $ | 7 | ||||
| Financing costs in accounts payable | — | $ | 215 | |||||
| Embedded derivative liability associated with bridge loan | $ | 573 | $ | — | ||||
| Conversion of debt to equity | $ | 10,000 | $ | — | ||||
| Conversion of bridge loan (convertible note) to equity | $ | 6,000 | $ | — | ||||
| Conversion of debt, related party to equity | $ | 35,000 | $ | — | ||||
| Conversion of accrued liabilities into equity associated with the granting of restricted stock units | $ | 205 | $ | — | ||||