0001628280-18-002237.txt : 20180226 0001628280-18-002237.hdr.sgml : 20180226 20180226160959 ACCESSION NUMBER: 0001628280-18-002237 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20180226 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20180226 DATE AS OF CHANGE: 20180226 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Valeritas Holdings Inc. CENTRAL INDEX KEY: 0001619250 STANDARD INDUSTRIAL CLASSIFICATION: SURGICAL & MEDICAL INSTRUMENTS & APPARATUS [3841] IRS NUMBER: 465648907 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-38038 FILM NUMBER: 18640605 BUSINESS ADDRESS: STREET 1: 750 ROUTE 202 SOUTH STREET 2: SUITE 600 CITY: BRIDGEWATER STATE: NJ ZIP: 08807 BUSINESS PHONE: 908-927-9920 MAIL ADDRESS: STREET 1: 750 ROUTE 202 SOUTH STREET 2: SUITE 600 CITY: BRIDGEWATER STATE: NJ ZIP: 08807 FORMER COMPANY: FORMER CONFORMED NAME: Cleaner Yoga Mat, Inc. DATE OF NAME CHANGE: 20140911 8-K 1 form8-k22618.htm 8-K Document


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
 
February 26, 2018
Date of report (Date of earliest event reported)
_______________________
Valeritas Holdings, Inc.
(Exact name of registrant as specified in its charter)
________________________
 
 
 
 
 
Delaware
001-38038
46-5648907
(State or other jurisdiction
of incorporation)
(Commission
File Number)
(IRS Employer
Identification No.)
 
750 Route 202, Suite 600
Bridgewater, NJ
(Address of principal executive offices)
 
08807
(Zip Code)
 
 
 
Registrant's telephone number, including area code (908) 927-9920
 
 
(Former name or former address, if changed since last report)
________________________
Check the appropriate box below if the Form 8‑K is intended to simultaneously satisfy the filing obligation of 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))
 
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 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 February 26, 2018, Valeritas Holdings, Inc. (the "Company") issued a press release announcing its financial results for the quarter and year ended December 31, 2017. The Company is furnishing a copy of the press release, which is furnished as Exhibit 99.1 to this Current Report on Form 8-K.

In accordance with General Instruction B.2 of Form 8-K, the information included in Item 2.02 of this Current Report on Form 8-K (including Exhibit 99.1 hereto), shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference into any filing made by the Company under the Exchange Act or Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such a filing.

Item 9.01.     Financial Statements and Exhibits.
(d) Exhibits
 
 
 
Exhibit Number
 
Description
 
 
99.1
 
 







SIGNATURES
 
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 
 
Valeritas Holdings, Inc.
 
 
Dated: February 26, 2018                     By: s/ John E. Timberlake
Name: John E. Timberlake
Title: Chief Executive Officer



EX-99.1 2 a2017yepressrelease.htm EXHIBIT 99.1 Exhibit


Valeritas Reports Fourth Quarter and Full Year
2017 Financial Results

Company Will Host a Conference Call and Webcast Today, February 26, at 4:30 PM ET

BRIDGEWATER, N.J., February 26, 2018 --- Valeritas Holdings, Inc. (NASDAQ: VLRX), a medical technology company which offers patients with type 2 diabetes V-Go® Wearable Insulin Delivery device, a simple, affordable, all-in-one insulin delivery option that is worn like a patch and can eliminate the need for taking multiple daily shots, today announced financial results for the three months and full year ended December 31, 2017.

2017 Highlights:
Revenues in the fourth quarter grew 21% year-over-year to $5.8 million from $4.8 million in the fourth quarter of 2016, which represented a 14% sequential increase from $5.1 million in the third quarter and a 4% increase to $20.2 million for the full year ended December 31, 2017 from $19.6 million for the full year 2016;
Gross margin for the fourth quarter was 45.2%, compared to 37.1% in the fourth quarter of 2016, a year-over-year improvement of 810 basis points and 40.3% for the full year 2017 compared to 35.5% for the full year 2016, an improvement of 480 basis points;
Over 14 million V-Go's have now been distributed to and used clinically by patients as of December 31, 2017;
Advanced development of V-Go Link, a one-way bluetooth communication accessory for V-Go that will provide insulin use information to patients and their healthcare providers.

"We are delighted in the Company’s performance throughout 2017, and very excited with the positive prescription trends we experienced in the second half of the year,” said John Timberlake, President and





Chief Executive Officer of Valeritas. “Our high-touch and higher-service sales and marketing strategy generated growth in our targeted accounts during every quarter in 2017 and enabled the Company to return to top-line revenue growth during the last two quarters of the year."
Fourth Quarter 2017 Financial Results
Total revenue for the fourth quarter of 2017 was $5.8 million, a 21% increase from $4.8 million in the fourth quarter of 2016 and a 14% sequential increase from $5.1 million in the third quarter of 2017. This represents the Company's third consecutive quarter of sequential revenue growth and its second consecutive quarter with increasing year-over-year revenue growth. This overall growth was primarily due to an increase in new prescriptions in targeted accounts. Total and new prescriptions in targeted accounts increased by 24% in the fourth quarter of 2017 and 32% year-over-year. As with the third quarter of 2017, there was continued stabilization of total and new prescriptions in accounts that were not targeted by the Company's sales representatives.
Gross profit in the fourth quarter of 2017 was $2.6 million, an increase of 47% as compared to $1.8 million in the same period in 2016, with gross margin increasing by 810 basis points from 37.1% basis points to 45.2%. The increase in gross margin was driven mainly by improved manufacturing and supply chain efficiencies and a slight increase in our V-Go's net price as compared to the same periods in 2016.
Operating expenses in the fourth quarter of 2017 were $12.9 million (which excludes a one-time expense of $3.7 million for impairment of assets), a 27% increase from $10.2 million in the fourth quarter of 2016. Increased operating expenses were driven primarily by increased investment in the Company’s commercial initiatives, including the expansion of the Company's sales force in April 2017 and an increase in Research and Development (R&D) primarily related to continued development of the V-Go Link.
Net loss in the fourth quarter of 2017 was $15.5 million as compared to a net loss of $9.8 million in the fourth quarter of 2016, an increase of 57%. The increase in net loss was due primarily to an increase in operating expenses and the one-time impairment expense of $3.7 million partially offset by an increase in gross profit due to increased revenue and lower cost of goods sold.






Full Year 2017 Financial Results

Revenue for the year ended December 31, 2017 increased 4% to $20.2 million, from $19.6 million for the year ended December 31, 2016. The increase in revenue was primarily due to a slight increase in V-Go's net price as compared to 2016. Overall prescription volume for the year was slightly down due to a decline in prescriptions in our non-targeted accounts offset by growth in total prescriptions in our targeted accounts in 2017.

Gross profit for the full year 2017 was $8.2 million, or 40.3% gross margin, up from $6.9 million, or 35.5% gross margin for the full year 2016. The increase in the Company’s gross margin was primarily due to manufacturing and supply chain efficiencies, overhead cost-reductions and a slight increase in net price for V-Go.

Operating expenses for the full year 2017 were $49.7 million (which excludes a $3.7 million one-time expense for impairment of assets), an increase of 22% from $40.7 million in the prior year. The increase in operating expenses was driven primarily by the Company’s commercial initiatives including the expansion of the Company's field based sales force in April 2017, an increase in R&D primarily related to the Company's V-Go Link, a bluetooth product program, stock compensation expenses and impairment costs.

Net loss for the full year 2017 was $49.3 million, compared to $46.4 million for the prior year, an increase of 6%. The increase was primarily due to the increase in operating expenses related to the expansion of the sales force and the one-time impairment expense partially offset by an increase in gross profit due to increased revenue with lower cost of goods sold.

Total cash and cash equivalents were $26.0 million as of December 31, 2017, compared to $9.9 million as of December 31, 2016.






Guidance

The Company expects 2018 revenue to be between $26 and $28 million. As previously discussed, the Company ended 2017 with a gross margin of 45% for the fourth quarter. The Company expects quarterly gross margin to increase on an annual and sequential basis in 2018, ending the year with a gross margin near 50% for the fourth quarter of 2018. These expectations are based on, among other things, the assumption that there will be continued growth in the Company's targeted accounts and no further decline in the Company's non-targeted accounts.
Conference Call Information
Valeritas will hold a conference call to discuss the results today, Monday, February 26, 2018, at 4:30 PM ET. The dial-in numbers are (866) 393-4306 for domestic callers and (734) 385-2616 for international callers. The conference ID number is 7894245. A live webcast of the conference call will be available on the investor relations section of the Valeritas corporate website at www.valeritas.com.


A replay of the conference call will be available on the investor relations section of the Valeritas corporate website at www.valeritas.com until the Company reports its Q1 2018 financial results. In addition, a telephonic replay of the call will be available through February 27, 2018. The replay dial-in numbers are (800) 585-8367 for domestic callers and (404) 537-3406 for international callers. Please use the replay pin number 7894245.
About Valeritas Holdings, Inc.
Valeritas is a commercial-stage medical technology company focused on improving health and simplifying life for people with diabetes by developing and commercializing innovative technologies. Valeritas’ flagship product, V-Go® Wearable Insulin Delivery device, is a simple, affordable, all-in-one basal-bolus insulin delivery option for patients with type 2 diabetes that is worn like a patch and can eliminate the need for taking multiple daily shots. V-Go administers a continuous preset basal rate of insulin over 24 hours and it provides discreet on-demand bolus dosing at mealtimes. It is the only basal-





bolus insulin delivery device on the market today specifically designed keeping in mind the needs of type 2 diabetes patients. Headquartered in Bridgewater, New Jersey, Valeritas operates its R&D functions in Marlborough, Massachusetts.

More information is available at www.valeritas.com and our Twitter feed @Valeritas_US, www.twitter.com/Valeritas_US.

Forward-Looking Statements

This press release may contain forward-looking statements. Statements in this press release that are not purely historical are forward-looking statements. Such forward-looking statements include, among other things, references to Valeritas technologies, business and product development plans and market information. Actual results could differ from those projected in any forward-looking statements due to numerous factors. Such factors include, among others, the ability to raise the additional funding needed to continue to pursue Valeritas’ business and product development plans, the inherent uncertainties associated with developing new products or technologies, the ability to commercialize the V-Go® Wearable Insulin Delivery device with limited resources, competition in the industry in which Valeritas operates and overall market conditions. Any forward-looking statements are made as of the date of this press release, and Valeritas assumes no obligation to update the forward-looking statements or to update the reasons why actual results could differ from those projected in the forward-looking statements, except as required by law. Investors should consult all of the information set forth herein and should also refer to the risk factor disclosure set forth in the reports and other documents Valeritas files with the SEC available at http://www.sec.gov.





Investor Contacts:
Lynn Pieper Lewis or Greg Chodaczek
Gilmartin Group
610-368-6505
ir@valeritas.com
Media Contact:
Kevin Knight
Knight Marketing Communications, Ltd.
206-451-4823
pr@valeritas.com











































VALERITAS HOLDINGS, INC.
CONSOLIDATED STATEMENTS OF OPERATIONS
(Dollars in thousands, except share and per share data)
 
Quarter Ended
December 31,
 
Year Ended
December 31,
 
 
2017
 
2016
 
2017
 
2016
 
 
Unaudited
 
 
 
 
 
Revenue, net
$
5,781

 
$
4,796

 
$
20,245

 
$
19,550

 
Cost of goods sold
3,169

 
3,017

 
12,080

 
12,606

 
Gross margin
2,612

 
1,779

 
8,165

 
6,944

 
Operating expense:
 
 
 
 
 
 
 
 
Research and development
2,027

 
1,207

 
7,126

 
4,842

 
Selling, general and administrative
10,898

 
8,934

 
42,596

 
33,481

 
Restructuring costs

 
33

 

 
2,394

 
Long-lived asset impairment costs
3,711

 

 
3,711

 

 
Total operating expense
16,636

 
10,174

 
53,433

 
40,717

 
Operating loss
(14,024
)
 
(8,395
)
 
(45,268
)
 
(33,773
)
 
Other income (expense), net:
 
 
 
 
 
 
 
 
Interest expense, net
(915
)
 
(1,549
)
 
(4,263
)
 
(12,151
)
 
Change in fair value of derivative liabilities
1

 
113

 
221

 
(549
)
 
Other income
3

 
(15
)
 
9

 
106

 
Total other income (expense), net
(911
)
 
(1,451
)
 
(4,033
)
 
(12,594
)
 
Loss before income taxes
(14,935
)
 
(9,846
)
 
(49,301
)
 
(46,367
)
 
Income tax expense

 

 

 

 
Net loss
$
(14,935
)
 
$
(9,846
)
 
$
(49,301
)
 
$
(46,367
)
 
       Preferred stock dividend
$
(557
)
 
$

 
$
(1,711
)
 
$

 
       Net loss attributable to common stockholders
$
(15,492
)
 
$
(9,846
)
 
$
(51,012
)
 
$
(46,367
)
 
Net loss per share of common share outstanding — basic and diluted
$
(3.10
)
 
$
(6.19
)
 
$
(8.94
)
 
$
(39.06
)
 
Weighted average common shares outstanding — basic and diluted
7,007,782

 
1,590,948

 
5,708,577

 
1,187,104

 























VALERITAS HOLDINGS, INC.
CONSOLIDATED BALANCE SHEETS
(Dollars in thousands, except share and per share data)
 
December 31,
 
 
2017
 
2016
 
Assets
 
 
 
 
Current assets:
 
 
 
 
Cash and cash equivalents
$
25,961

 
$
9,866

 
Accounts receivable, net
3,991

 
3,462

 
Other receivables
242

 
173

 
Inventories, net
8,105

 
9,384

 
Deferred cost of goods sold
539

 
690

 
Prepaid expense and other current assets
634

 
569

 
Total current assets
39,472

 
24,144

 
Property and equipment, net
5,469

 
10,219

 
Other assets
148

 
153

 
Total assets
$
45,089

 
$
34,516

 
Liabilities and stockholders’ deficit
 
 
 
 
Current liabilities:
 
 
 
 
Accounts payable
$
5,644

 
$
4,591

 
Accrued expense and other current liabilities
5,798

 
5,532

 
Deferred revenue
1,638

 
1,623

 
Total current liabilities
13,080

 
11,746

 
Long-term debt, related parties (net of issuance costs of $125 and $214, respectively).
36,009

 
58,978

 
Other long-term liabilities
58

 
292

 
Total liabilities
49,147

 
71,016

 
Commitments and contingencies

 

 
Stockholders’ deficit
 
 
 
 
Convertible preferred stock, $0.001 par value; 50,000,000 authorized at December 31, 2017; 2,750,000 and 0 shares issued and outstanding, respectively (aggregate liquidation value of $29,211 and $0, respectively).
3

 

 
Common stock, $0.001 par value, 300,000,000 shares authorized; 7,007,782 and 1,590,948 shares issued and outstanding, respectively
7

 
2

 
Additional paid-in capital
469,877

 
387,737

 
Accumulated deficit
(473,921
)
 
(424,239
)
 
Treasury stock, at cost (7,854 and 0 shares, respectively)
(24
)
 

 
Total stockholders’ deficit
(4,058
)
 
(36,500
)
 
Total liabilities and stockholders’ deficit
$
45,089

 
$
34,516