8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or Section 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): October 21, 2019 (October 17, 2019)

QUOTIENT LIMITED

(Exact name of registrant as specified in its charter)

Jersey, Channel Islands	001-36415	Not Applicable
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

B1, Business Park Terre Bonne, Route de Crassier 13, 1262 Eysins, Switzerland	Not Applicable
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code: 011-41-22-716-9800

n/a

(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 to 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))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Ordinary Shares	QTNT	The Nasdaq Global Market

Indicate by check mark whether the registrant is an emerging growth company 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  ☒

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.   ☒

Item 2.02. Results of Operations and Financial Condition.

On October 17, 2019, Quotient Limited (the “Company”) issued a press release that included discussion of the Company’s preliminary financial results for the quarter ended September 30, 2019. A copy of the Company’s press release dated October 17, 2019, titled “Quotient Announces Positive Verification and Validation Results for Extended Immunohematology Microarray and Updates on Hypercare Sites and Revenue Performance in the Quarter” is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

The information in this Current Report, including the exhibit 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, or otherwise subject to the liabilities of that Section. The information in this Current Report shall not be incorporated by reference into any registration statement or other document pursuant to the Securities Act of 1933, as amended, unless it is specifically incorporated by reference therein.

Item 9.01 Financial Statements and Exhibits

(d) Exhibits.

Number	Description
99.1	Press Release of the Company, dated October  17, 2019, titled “Quotient Announces Positive Verification and Validation Results for Extended Immunohematology Microarray and Updates on Hypercare Sites and Revenue Performance in the Quarter.”

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Dated: October 21, 2019	QUOTIENT LIMITED
	By:	/s/ Christopher Lindop
		Name: Christopher Lindop
		Title:   Chief Financial Officer

EX-99.1

Exhibit 99.1

Quotient Announces Positive Verification and Validation Results for Extended Immunohematology Microarray and Updates on Hypercare Sites and Revenue Performance in the Quarter

• Successful Extended Immunohematology Verification and Validation data paving the way for field trials

• Positive customer feedback and three additional hypercare sites initiated

• Preliminary quarterly revenue higher than guided

JERSEY, Channel Islands, Oct. 17, 2019 (GLOBE NEWSWIRE) — Quotient Limited (NASDAQ:QTNT), a commercial-stage diagnostics company, today announced the positive Verification & Validation (V&V) data for the Extended Immunohematology (IH) Microarray.

“We received encouraging feedback from the ongoing Initial SDS US field trial sites, with a response from one of the sites being that the MosaiQ platform is the most user-friendly instrument used in their 27 years working in a testing lab. This in addition to the initiation of another three hypercare sites, gives me confidence in the market acceptance of MosaiQ,” said Franz Walt, Quotient’s Chief Executive Officer.

Mr. Walt added, “The Extended IH Microarray in combination with the Initial SDS Microarray, which was submitted for CE mark in June 2019, will be the first impactful and highly effective offering to hit the market. We are pleased to share these new data, which continues to demonstrate the potential of our platform.”

A summary of the V&V data for the Extended MosaiQ^™ IH Microarray is set out below:

Antigen Type	A	B	D	C	c	E	e	K	Cw
Concordance	99.6%	100%	99.3%	99.4%	99.7%	100%	100%	100%	100%
Antigen Type	k	Kpa	Fya	Fyb	Jka	Jkb	N	S	Leb
Concordance	98.9%	99.3%	98.8%	99.7%	98.6%	98.9%	100%	97.7%	98.1%

This study includes 723 samples tested and also demonstrates equivalent or improved performance for the group of antigen assays included on the Initial IH microarray. The next step for the Extended MosaiQ IH Microarray will be the commencement of US and European field trials.

Preliminary Quarterly Results

The Company plans to release results for the quarter ended September 30, 2019 on November 4, 2019 before the market opens. Preliminary results, which are subject to review by our independent public accountants, reflect revenue higher than guidance previously provided for the quarter.

About Quotient Limited

Building on 30 years of experience in transfusion diagnostics, Quotient is a commercial-stage diagnostics company committed to delivering solutions that reshape the way diagnostics is practiced. MosaiQ, Quotient’s proprietary multiplex microarray technology, offers the world’s first fully automated, consolidated testing platform, allowing for multiple tests across different modalities. MosaiQ is designed to be a game-changing solution, which Quotient believes will increase efficiencies, improve clinical practice, deliver significant workflow improvements, and operational cost savings to laboratories around the world. Quotient’s operations are based in Eysins, Switzerland, Edinburgh, Scotland and Newtown, Pennsylvania.

The Quotient logo and MosaiQ^™ are registered trademarks or trademarks of Quotient Limited and its subsidiaries in various jurisdictions.

Contact: Christopher Lindop, Chief Financial Officer, chris.lindop@quotientbd.com; +41 799 61 69 38

Source: Quotient Limited