8-K

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): May 12, 2022

BIOLASE, INC.

(Exact name of Registrant as Specified in Its Charter)

Delaware	001-36385	87-0442441
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)
27042 Towne Centre Drive, Suite 270
Lake Forest, California		92610
(Address of Principal Executive Offices)		(Zip Code)
Registrant’s Telephone Number, Including Area Code: (949) 361-1200
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:

☐	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
Common Stock, par value $0.001 per share	BIOL	The NASDAQ Stock Market LLC (NASDAQ Capital 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 May 12, 2022, BIOLASE, Inc. issued a press release announcing its financial results for the first quarter ended March 31, 2022. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is hereby incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.

d) Exhibits.

The following exhibit is being furnished as part of this Current Report on Form 8-K:

Exhibit No.	Description
99.1	Press Release of BIOLASE dated May 12, 2022
104	Cover Page Interactive Data File (embedded within the Inline XBRL document)

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.

	BIOLASE, INC.
Date: May 12, 2022	By	/s/ John R. Beaver
		Name: John R. Beaver
		Title: President and Chief Executive Officer

EX-99.1

  Exhibit 99.1

BIOLASE MAINTAINS GROWTH MOMENTUM AS FIRST QUARTER

REVENUE INCREASED 25% YEAR OVER YEAR

Lake Forest, Calif., May 12, 2022 – BIOLASE, Inc. (NASDAQ: BIOL), the global leader in dental lasers, today announced its financial results for the first quarter ended March 31, 2022.

2022 First Quarter and Recent Highlights

•Total revenue was $10.2 million, up 25% year over year

•U.S. laser sales increased 43% year over year and U.S. consumable sales increased 35% year over year, driven by increased procedures using BIOLASE lasers

•International laser sales increased 15% year over year, while international consumable sales remained consistent

•Higher average selling price and sales volumes resulted in a 47% gross margin for the quarter, an increase of 13 percentage points year over year

•Continued momentum with new customers and dental specialists with 81% of U.S. Waterlase sales coming from new customers and 65% of U.S. Waterlase sales coming from dental specialists

•Waterlase Exclusive Trial Program success rate increased to above 50% YTD, highlighting success of this program

•Maintained a healthy balance sheet with cash and cash equivalents of approximately $22 million on March 31, 2022

"Our continued strong performance in the first quarter reflects positive momentum on several fronts," commented John Beaver, president and chief executive officer. “During the quarter we saw continued progress with our Waterlase Exclusive Trial Program, as our success rate has surpassed 50% year to date. This initiative, along with the launch of our specialist academies for endodontists, periodontists, pediatric dentists, and dental hygienists, generated increased adoption of our laser technology in the U.S. this quarter with 81% of our sales coming from new customers and 65% of sales coming from dental specialists. Additionally, we had 14 territory managers exceed quota this quarter, which is significant given that this is historically our softest quarter.

“With only between 7% and 8% of the U.S. dental community currently using dental lasers, we are confident that we can leverage the enhanced capabilities of our dental lasers to drive further adoption and become the new standard of care. With every one percentage point increase in market adoption of laser technology in the U.S. alone, we estimate it will generate an additional $50 million in revenue for BIOLASE, assuming we maintain our current 60% market share. With our strong start to the year, and the continued success of our sales initiatives, we believe we are well positioned for continued revenue growth in 2022.”

2022 First Quarter Financial Results

Net revenue for the first quarter of 2022 was $10.2 million, an increase of 25% year over year. U.S. laser revenue was $4.0 million for the first quarter of 2022, up 43% when compared to U.S. laser revenue of $2.8 million for the first quarter of 2021. U.S. consumables and other revenue for the first quarter of 2022, which consists of revenue from consumable products such as disposable tips, increased 35% compared to the first quarter of

2021. Outside the U.S., laser revenue increased 15% to $2.3 million for the first quarter of 2022 compared to $2.0 million for the first quarter of 2021, and consumables and other revenue remained consistent year over year at $0.9 million.

Gross margin for the first quarter of 2022 improved significantly to 47%, compared to 34% for the first quarter of 2021. The higher gross margin reflects the increase in revenue relative to the Company’s fixed costs as well as higher average U.S. selling prices of its lasers. Total operating expenses were $8.9 million for the first quarter of 2022 compared to $8.8 million for the first quarter of 2021. Operating loss for the first quarter of 2022 was $4.2 million, compared to an operating loss of $6.1 million in the first quarter of 2021.

The Company maintained a healthy balance sheet and had cash and cash equivalents of $21.6 million on March 31, 2022. The Company believes it has sufficient financial resources to execute its near and long-term growth strategies.

Net Loss and Adjusted EBITDA

The reconciliation of GAAP Net Loss to Adjusted EBITDA at the end of this news release provides the details of the Company's non-GAAP disclosures and the reconciliation of GAAP net loss and net loss per share to the Company's Adjusted EBITDA and Adjusted EBITDA per share.

Net loss for the first quarter of 2022 was $4.8 million compared to a net loss of $6.9 million for the first quarter of 2021. When adjusted for the reverse stock split, net loss per share for the quarter was $0.77 compared to $1.28 for the first quarter of 2021. Adjusted EBITDA loss for the first quarter of 2022 was $3.9 million compared with Adjusted EBITDA loss of $5.3 million for the first quarter of 2021.When adjusted retrospectively for the reverse stock split, adjusted EBITDA per share for the quarter was $0.64 compared to $0.97 for the first quarter of 2021.

2022 Second Quarter and Full Year Revenue Guidance

Based on currently available information and the continued operating momentum the Company has experienced in the first quarter, BIOLASE is anticipating second quarter net revenue to exceed $10.5 million, which would represent growth of at least 15% year over year. The Company continues to expect full year net revenue to increase at least 10% from 2021 levels.

Conference Call Information

BIOLASE, Inc. will host a conference call today at 4:30 p.m. Eastern Time to discuss its operating results for the first quarter ended March 31, 2022 and to answer questions. To access the live call, dial 1-877-317-6789 (U.S.) or +1 412-317-6789 (International) and ask to join the BIOLASE earnings call.

A live and archived webcast of the conference call will be accessible on the BIOLASE Investor Relations page. In addition, a phone replay will be available approximately two hours following the end of the call, and it will remain available for one week. To access the call replay dial 1-877-344-7529 or +1 412-317-0088 (International) and enter replay passcode: 3445539.

About BIOLASE

BIOLASE is a medical device company that develops, manufactures, markets, and sells laser systems in dentistry and medicine. BIOLASE's products advance the practice of dentistry and medicine for patients and healthcare professionals. BIOLASE's proprietary laser products incorporate approximately 301 patented and 32 patent-pending technologies designed to provide biologically and clinically superior performance with less pain and faster recovery times. BIOLASE's innovative products provide cutting-edge technology at competitive prices to deliver superior results for dentists and patients. BIOLASE's principal products are dental laser systems that perform a broad range of dental procedures, including cosmetic and complex surgical applications. BIOLASE has sold over 43,300 laser systems to date in over 80 countries around the world.

Laser products under development address BIOLASE's core dental market and other adjacent medical and consumer applications.

For updates and information on Waterlase iPlus®, Waterlase Express™, and laser dentistry, find BIOLASE online at www.biolase.com, Facebook at www.facebook.com/biolase, Twitter at www.twitter.com/biolaseinc, Instagram at www.instagram.com/waterlase_laserdentistry, and LinkedIn at www.linkedin.com/company/biolase.

BIOLASE®, Waterlase® and Waterlase iPlus® are registered trademarks of BIOLASE, Inc.

Cautionary Statement Regarding Forward-Looking Statements

This press release contains forward-looking statements, as that term is defined in the Private Litigation Reform Act of 1995, that involve significant risks and uncertainties, including statements, regarding BIOLASE’s expected revenue and revenue growth and beliefs regarding its financial resources. Forward-looking statements can be identified through the use of words such as “may,” “might,” “will,” “intend,” “should,” “could,” “can,” “would,” “continue,” “expect,” “believe,” “anticipate,” “estimate,” “predict,” “outlook,” “potential,” “plan,” “seek,” and similar expressions and variations or the negatives of these terms or other comparable terminology. Readers are cautioned not to place undue reliance on these forward-looking statements, which reflect BIOLASE’s current expectations and speak only as of the date of this release. Actual results may differ materially from BIOLASE’s current expectations depending upon a number of factors. These factors include, among others, the coronavirus (COVID-19) and the effects of the outbreak and actions taken in connection therewith, adverse changes in general economic and market conditions, competitive factors including but not limited to pricing pressures and new product introductions, uncertainty of customer acceptance of new product offerings and market changes, risks associated with managing the growth of the business, and those other risks and uncertainties that are described in the "Risk Factors" section of BIOLASE's most recent annual report filed on Form 10-K filed with the Securities and Exchange Commission. Except as required by law, BIOLASE does not undertake any responsibility to revise or update any forward-looking statements.

For further information, please contact:

EVC Group LLC

Michael Polyviou / Todd Kehrli

(732) 933-2754

mpolyviou@evcgroup.com / tkehrli@evcgroup.com

Tables to Follow

BIOLASE, INC.

CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS

(Unaudited, in thousands, except per share data)

	Three Months Ended
	March 31,
	2022			2021
Net revenue	$	10,166		$	8,116
Cost of revenue		5,437			5,375
Gross profit		4,729			2,741
Operating expenses:
Sales and marketing		4,814			3,553
General and administrative		2,577			3,358
Engineering and development		1,544			1,803
Loss on patent litigation settlement		—			89
Total operating expenses		8,935			8,803
Loss from operations		(4,206	)		(6,062	)
Loss on foreign currency transactions		(120	)		(204	)
Interest expense, net		(433	)		(575	)
Non-operating loss, net		(553	)		(779	)
Loss before income tax provision		(4,759	)		(6,841	)
Income tax provision		(17	)		(60	)
Net loss		(4,776	)		(6,901	)
Other comprehensive loss items:
Foreign currency translation adjustments		(41	)		(148	)
Comprehensive loss	$	(4,817	)	$	(7,049	)
Net loss	$	(4,776	)	$	(6,901	)
Deemed dividend on convertible preferred stock		(217	)		(532	)
Net loss attributable to common stockholders	$	(4,993	)	$	(7,433	)
Net loss per share attributable to common stockholders:
Basic and Diluted	$	(0.81	)	$	(1.38	)
Shares used in the calculation of net loss per share:
Basic and Diluted		6,159			5,383

BIOLASE, INC.

CONSOLIDATED BALANCE SHEETS

(Unaudited, in thousands, except per share data)

	March 31,			December 31,
	2022			2021
ASSETS
Current assets:
Cash and cash equivalents	$	21,606		$	29,972
Restricted cash		203			203
Accounts receivable, less allowance of $2,236 and $2,154 as of March 31, 2022 and December 31, 2021, respectively		5,180			4,238
Inventory		14,611			12,929
Prepaid expenses and other current assets		2,183			2,012
Total current assets		43,783			49,354
Property, plant, and equipment, net		1,244			1,067
Goodwill		2,926			2,926
Right of use asset		2,058			1,717
Other assets		231			220
Total assets	$	50,242		$	55,284
LIABILITIES, REDEEMABLE PREFERRED STOCK AND    STOCKHOLDERS' EQUITY
Current liabilities:
Accounts payable	$	4,643		$	3,309
Accrued liabilities		6,027			8,276
Deferred revenue, current portion		2,442			2,259
Total current liabilities		13,112			13,844
Deferred revenue		303			329
Warranty accrual		512			521
Non current term loans, net of discount		13,666			13,603
Non current operating lease liability		1,662			1,449
Other liabilities		387			330
Total liabilities		29,642			30,076
Redeemable preferred stock:
Series G Preferred stock, par value $0.001 per share		—			—
Total redeemable preferred stock		—			—
Stockholders' equity:
Series F Preferred stock, par value $0.001 per share		—			34
Common stock, par value $0.001 per share		155			154
Additional paid-in capital		293,419			293,177
Accumulated other comprehensive loss		(664	)		(623	)
Accumulated deficit		(272,310	)		(267,534	)
Total stockholders' equity		20,600			25,208
Total liabilities, redeemable preferred stock and stockholders' equity	$	50,242		$	55,284

BIOLASE, INC.

CONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited, in thousands)

	Three Months Ended
	March 31,
	2022			2021
Cash Flows from Operating Activities:
Net loss	$	(4,776	)	$	(6,901	)
Adjustments to reconcile net loss to net cash and cash equivalents used in operating activities:
Depreciation and amortization		117			85
Provision for bad debts		84			(106	)
Provision for sales returns		60			90
Inventory write-offs and disposals		—			(20	)
Amortization of discount on lines of credit		24			42
Amortization of debt issuance costs		43			95
Patent litigation mark-to-market		—			89
Stock-based compensation		209			928
Changes in operating assets and liabilities:
Accounts receivable		(1,085	)		(193	)
Inventory		(1,682	)		(700	)
Prepaid expenses and other current assets		(186	)		558
Accounts payable and accrued liabilities		(986	)		(488	)
Deferred revenue		157			22
Net cash and cash equivalents used in operating activities		(8,021	)		(6,499	)
Cash Flows from Investing Activities:
Purchases of property, plant, and equipment		(304	)		(8	)
Net cash and cash equivalents used in investing activities		(304	)		(8	)
Cash Flows from Financing Activities:
Proceeds from the issuance of common stock, net of offering costs		—			13,292
Payments of equity offering costs		—			(6	)
Proceeds from the exercise of common stock warrants		—			16,539
Net cash and cash equivalents provided by financing activities		—			29,825
Effect of exchange rate changes		(41	)		(148	)
(Decrease) increase in cash, cash equivalents and restricted cash		(8,366	)		23,170
Cash, cash equivalents and restricted cash, beginning of period		30,175			17,876
Cash, cash equivalents and restricted cash, end of period	$	21,809		$	41,046
Supplemental cash flow disclosure:
Cash paid for interest	$	377		$	448
Cash received for interest	$	10		$	14
Cash paid for income taxes	$	26		$	10
Cash paid for operating leases	$	66		$	66
Non-cash settlement of liability	$	—		$	510
Non-cash right-of-use assets obtained in exchange for lease obligation	$	444		$	—
Deemed dividend on preferred stock	$	217		$	532

Non-GAAP Financial Measures

In addition to the financial information prepared in conformity with generally accepted accounting principles in the U.S. (“GAAP”), this press release includes certain historical non-GAAP financial information. Management believes that these non-GAAP financial measures assist investors in making comparisons of period-to-period operating results and that, in some respects, these non-GAAP financial measures are more indicative of the Company’s ongoing core operating performance than their GAAP equivalents.

Adjusted EBITDA is defined as net income (loss) before interest, taxes, depreciation and amortization, loss on patent litigation settlement, stock-based and other non-cash compensation, and allowance for doubtful accounts. Management uses Adjusted EBITDA in its evaluation of the Company’s core results of operations and trends between fiscal periods and believes that these measures are important components of its internal performance measurement process. Therefore, investors should consider non-GAAP financial measures in addition to, and not as a substitute for, or as superior to, measures of financial performance prepared in accordance with GAAP. Further, the non-GAAP financial measures presented by the Company may be different from similarly named non-GAAP financial measures used by other companies.

BIOLASE, INC.

Reconciliation of GAAP Net Loss to Adjusted EBITDA and

GAAP Net Loss Per Share to Adjusted EBITDA Per Share

(Unaudited, in thousands, except per share data)

	Three Months Ended
	March 31,
	2022			2021
GAAP net loss attributable to common stockholders	$	(4,993	)	$	(7,433	)
Deemed dividend on convertible preferred stock		217			532
GAAP net loss	$	(4,776	)	$	(6,901	)
Adjustments:
Interest expense, net		433			575
Income tax provision		17			60
Depreciation and amortization		117			85
Change in allowance for doubtful accounts		84			(106	)
Loss on patent litigation settlement		—			89
Stock-based and other non-cash compensation		209			928
Adjusted EBITDA	$	(3,916	)	$	(5,270	)
GAAP net loss attributable to common stockholders    per share, basic and diluted	$	(0.81	)	$	(1.38	)
Deemed dividend on convertible preferred stock		0.04			0.10
GAAP net loss per share, basic and diluted	$	(0.77	)	$	(1.28	)
Adjustments:
Interest expense, net		0.07			0.11
Income tax provision		—			0.01
Depreciation and amortization		0.02			0.02
Change in allowance for doubtful accounts		0.01			(0.02	)
Loss on patent litigation settlement		—			0.02
Stock-based and other non-cash compensation		0.03			0.17
Adjusted EBITDA per share, basic and diluted	$	(0.64	)	$	(0.97	)