Additional capital raised through private
placement
Reduction in headcount and operating costs
targets lower cash burn
Advanced blood pressure biomarker by
demonstrating promising intra-subject tracking against standard
blood pressure cuff
Rockley Photonics Holdings Limited (NYSE: RKLY), a global
medical technology company focused on delivering leading edge
silicon photonics-based biosensing solutions by targeting a
portfolio of biomarkers, today announced its financial results for
the third quarter ended September 30, 2022.
During the quarter, the Company advanced its technology
platform, Bioptx™, through several technical and clinical
targets:
Expanded Free-Living Human Study of Its Bioptx Biosensing
Band – Utilizing its wearable Bioptx biosensing device, the
Company announced that it has expanded its free-living study to
monitor multiple key biomarkers in real-time. The expanded study is
expected to demonstrate the capability of Rockley’s product to
measure and monitor multiple biomarkers in real time more
accurately than other commonly available tools and wrist-worn
devices.
Announced the Completion of its Human Study
Demonstrating Promising Intra-Subject Tracking Against Standard
Blood Pressure Cuff – In October, Rockley announced that it had
successfully demonstrated the prediction of blood pressure with
strong intra-subject tracking using a laser-based signal and
without using demographic information. The IRB-approved human study
measured blood pressure, utilizing Rockley’s non-invasive, cuffless
biosensing device, currently under development.
Unveiled Next-Generation, Higher-Density Laser Chip for
Wearable Health Monitoring – During the quarter, the
Company announced that it has developed what it believes to be the
world’s first micro-transfer-printed (mTP) silicon-photonics laser
chip for commercial applications. This groundbreaking achievement
is expected to allow Rockley to further increase the density and
reduce the size of its already high-density spectrophotometer
chips.
Third Quarter of Fiscal Year 2022 Financial
Highlights1:
(in millions except per share)
Three Months Ended
Nine Months Ended
September 30, 2022
September 30, 2021
September 30, 2022
September 30, 2021
Revenue
$
0.6
$
1.8
$
3.0
$
5.8
Gross profit
$
(1.5
)
$
(1.6
)
$
(4.7
)
$
(5.9
)
SG&A expense
$
13.0
$
13.6
$
45.1
$
27.6
R&D expense
$
25.7
$
26.4
$
76.8
$
59.9
Net income (loss)2
$
12.0
$
(58.0
)
$
(151.6
)
$
(153.3
)
Net income (loss) per share - basic2
$
0.09
$
(0.54
)
$
(1.17
)
$
(1.67
)
Cash, cash equivalents, and investments at
period end
$
4.9
$
125.0
$
4.9
$
125.0
Cash used in operations
$
(37.3
)
$
(37.4
)
$
(117.3
)
$
(91.9
)
Non-GAAP Financial Highlights:
SG&A expense
$
9.8
$
9.4
$
28.4
$
20.8
R&D expense
$
22.5
$
24.3
$
66.8
$
54.4
Net income (loss)2
$
18.6
$
(51.4
)
$
(124.0
)
$
(140.0
)
Net income (loss) per share - basic2
$
0.14
$
(0.48
)
$
(0.96
)
$
(1.52
)
Adjusted EBITDA
$
(35.3
)
$
(35.6
)
$
(105.6
)
$
(80.4
)
1A reconciliation of GAAP financial
measures to non-GAAP financial measures is included in the
financial statement tables included in this press release. For more
information regarding the non-GAAP financial measures discussed in
this press release, please see "Non-GAAP Financial Measures" and
"Reconciliation of GAAP to Non-GAAP Financial Measures" below.
2Net income in the three months ended
September 30, 2022 was largely derived from credits to the income
statement in relation to fair value adjustments of debt instruments
and warrants.
In addition to the technical and clinical advances, the Company
took aggressive steps to reduce cash burn in the current quarter
ended December 31, 2022, and future quarters by reducing staffing
levels and operational spending. In parallel, the Company obtained
additional financing to extend its operating runway and engaged a
strategic advisor to advise the Company on additional capital,
financial and strategic alternatives. In October, the Company:
Announced Private Placement of New Convertible Notes
and Warrants – Rockley completed a $90.6 million private
placement of convertible notes and warrants, of which the Company
utilized approximately $63.9 million to repurchase its bridge and
existing convertible notes. The Company received $10 million at the
close of the transaction for general corporate purposes, with an
additional $14.5 million of the proceeds placed in escrow and
released to the Company at the direction of the requisite number of
holders of these new convertible notes.
Engaged Jefferies LLC to Advise on Additional Capitalization
and Strategic Alternatives – Rockley engaged Jefferies LLC to
advise the Company on additional capital raising and strategic
alternatives that support its strategic mission to bring its
advanced biosensing and portfolio of biomarkers to both the
consumer and clinical markets and to explore other
alternatives.
“Rockley made significant progress against our goals, announcing
promising human study results that are enabling customer sampling
and trailing and further technical advancements with the Bioptx
platform. Also, I am pleased that Randy Meier joined us as
president and chief financial officer to help lead us in the next
phase of our growth,” said Dr. Andrew Rickman, chairman and chief
executive officer of Rockley. “We started the quarter by receiving
our first purchase order for commercial product, adding our first
contract research organization as a customer, and working with our
customers to further integrate our solution into their product
roadmaps. We achieved product breakthroughs, including our recently
announced micro-transfer printing technology that will help us
develop even smaller, next-generation solutions. And we announced
very exciting results from our blood pressure human study,
successfully demonstrating the prediction of blood pressure. I
believe this progress with our customers, technology and human
studies has strengthened the company and our future
opportunities.”
“With the completion of the recent financing, I am very pleased
to join Rockley at this pivotal point in its development,” said
Richard A. (Randy) Meier, president and chief financial officer of
Rockley. “Rockley’s technology platform has the potential to be
transformative in the delivery of healthcare, and I believe the
company has incredible opportunities ahead. I look forward to
making a positive impact on its future in collaborating with the
entire organization to improve commercial and operational
productivity and improving our financial performance.”
Guidance
Looking ahead, the Company is focused on three priorities for
the remainder of 2022 – sampling Bioptx units to its customers for
their trials; completing its in-house and independent human studies
for blood pressure; and commencing its initial human studies
utilizing its Bioptx Pro module for additional biomarkers,
including glucose, alcohol, and lactate. Successful execution of
these priorities will provide the foundational platform for the
Company as it anticipates further scaling of these technologies in
2023. Rockley believes that its 2022 revenues will be in the range
of $3.2-$3.6 million and plans to provide its outlook for 2023 in
the first quarter of 2023.
Conference Call Information
Rockley will host a conference call and webcast to discuss the
third quarter results at 5:00 p.m. Eastern Time today, November 9,
2022. The live audio webcast along with accompanying presentation
materials will be accessible on the Company’s Investor Relations
website at investors.rockleyphotonics.com.
The U.S. dial-in for the call is 877-407-0832 or +1 201-689-8433
for international callers. Please reference access code 13733843. A
replay of the conference call will be available until December 9,
2022, at 11:59 p.m. Eastern Time, while an archived version of the
webcast will be available on Rockley’s Investor Relations website
for one year. The U.S. dial-in for the conference call replay is
877-660-6853 or +1 201-612-7415. The replay access code is
13733843.
Disclosure Information
In compliance with disclosure obligations under Regulation FD,
Rockley announces material information to the public through a
variety of means, including filings with the Securities and
Exchange Commission, press releases, public conference calls and
webcasts, as well as the investor relations website.
About Rockley
Formed in 2013, Rockley is a global medical technology company
focused on delivering leading edge silicon photonics-based
biosensing solutions that target a portfolio of biomarkers.
Rockley's ground-breaking end-to-end biosensing platform unlocks
unique spectra-based biomarkers enabling insights into personal
health and well-being. With next-generation biosensing platforms
specifically designed for mobile health monitoring, Rockley is
laying the foundation for a new generation of biomedical
applications across multiple industries.
To learn more about Rockley, visit rockleyphotonics.com.
Cautionary Statement Regarding Forward-Looking
Statements
Certain statements in this press release that are not historical
facts constitute “forward-looking statements” for purposes of the
safe harbor provisions of the Private Securities Litigation Reform
Act of 1995. These forward-looking statements include statements
regarding Rockley’s future expectations, beliefs, plans,
objectives, and assumptions regarding future events or performance.
The words “anticipate,” “believe,” “continue,” “could,” “develop,”
“enable,” “estimate,” “eventual,” “expect,” “future,” “intend,”
“may,” “might,” “opportunity,” “outlook,” “plan,” “possible,”
“position,” “potential,” “predict,” “project,” “revolutionize,”
“seem,” “should,” “trend,” “will,” “would” and other terms that
predict or indicate future events, trends, or expectations, and
similar expressions or the negative of such expressions may
identify forward-looking statements, but the absence of these words
or terms does not mean that a statement is not forward-looking.
Forward-looking statements in this press release include, but are
not limited to, statements regarding the following: (a) our ability
to lower our cash burn; (b) financial projections and revenue
guidance; (c) the timing of completion of our human studies; (d)
anticipated benefits of our expanded free-living human study of our
Bioptx biosensing band; (e) anticipated benefits and features of
our products and technologies; (f) statements related to our future
opportunities and future technological developments; and (g) our
belief that photonics will eventually become as pervasive as
micro-electronics and that we are uniquely positioned to support
hyper-scale manufacturing and address a multitude of high-volume
markets.
Forward-looking statements are subject to several risks and
uncertainties (many of which are beyond the Company’s control) or
other assumptions that may cause actual results or performance to
differ materially from those expressed or implied by these
forward-looking statements. These risks and uncertainties include,
but are not limited to, the factors described under the heading
“Risk Factors” in the Company’s Annual Report on Form 10-K for the
year ended 2021, and in other documents the Company files with the
Securities and Exchange Commission in the future. The
forward-looking statements contained in this press release are
based on various assumptions, whether or not identified in this
press release, and on the Company’s current expectations, beliefs,
and assumptions and are not predictions of actual performance. If
any of these risks or uncertainties materialize, or should any of
these assumptions prove incorrect, actual results may differ
materially from those discussed in or implied by these
forward-looking statements. There can be no assurance that future
developments affecting the Company will be those that have been
anticipated. Given these risks and uncertainties, you should not
place undue reliance on these forward-looking statements. These
forward-looking statements speak only as of the date hereof and the
Company does not intend to update or revise any forward-looking
statements, whether because of new information, future events, or
otherwise, except as required by law.
Third Quarter 2022 Financial Results
ROCKLEY PHOTONICS HOLDINGS
LIMITED
Condensed Consolidated
Statements of Operations
(Unaudited and in thousands,
except share and per share amounts)
Three Months Ended
Nine Months Ended
September 30, 2022
September 30, 2021
September 30, 2022
September 30, 2021
Revenue
$
556
$
1,839
$
3,023
$
5,805
Cost of revenue
2,066
3,459
7,753
11,742
Gross profit
(1,510
)
(1,620
)
(4,730
)
(5,937
)
Operating expenses:
Selling, general, and administrative
expenses
13,010
13,568
45,114
27,588
Research and development expenses
25,748
26,418
76,849
59,949
Total operating expenses
38,758
39,986
121,963
87,537
Loss from operations
(40,268
)
(41,606
)
(126,693
)
(93,474
)
Other income (expense):
Other (expense) income, net
(180
)
—
(349
)
2,860
Interest expense, net
(3,690
)
(1,587
)
(10,857
)
(1,913
)
(Loss) gain on equity method
investment
(270
)
40
(232
)
(720
)
Change in fair value of debt
instruments
27,227
(14,255
)
(20,352
)
(59,916
)
Change in fair value of warrant
liabilities
31,359
515
13,351
515
(Loss) gain on foreign currency
(1,877
)
(481
)
(6,522
)
150
Total other income (expense)
52,569
(15,768
)
(24,961
)
(59,024
)
Income (loss) before income
taxes
12,301
(57,374
)
(151,654
)
(152,498
)
Provision for income tax (benefit)
270
598
(67
)
808
Net income (loss)
$
12,031
$
(57,972
)
$
(151,587
)
$
(153,306
)
Earnings (net loss) per share:
Basic
$
0.09
$
(0.54
)
$
(1.17
)
$
(1.67
)
Diluted
$
(0.09
)
$
(0.54
)
$
(1.17
)
$
(1.67
)
Weighted-average shares
outstanding:
Basic
130,752,092
107,633,037
129,520,792
92,008,435
Diluted
170,038,105
107,633,037
129,520,792
92,008,435
ROCKLEY PHOTONICS HOLDINGS
LIMITED
Condensed Consolidated Balance
Sheets
(Unaudited and in thousands,
except share amounts and par value)
September 30, 2022
December 31, 2021
Assets
Current assets
Cash and cash equivalents
$
4,881
$
36,786
Short-term investments
—
26,965
Accounts receivable, net of allowance of
$0 and $302 as of September 30, 2022 and December 31, 2021,
respectively
786
1,359
Other receivables, net of allowance of $0
and $141 as of September 30, 2022 and December 31, 2021,
respectively
48,385
47,462
Prepaid expenses and other current
assets
9,899
6,802
Total current assets
63,951
119,374
Long-term investments
—
17,659
Property and equipment, net
9,554
10,187
Equity method investment
4,358
4,879
Intangible assets, net
3,048
3,048
Other non-current assets
9,969
7,683
Total assets
$
90,880
$
162,830
Liabilities and Shareholders’ Equity
(Deficit)
Current liabilities
Trade payables
$
12,744
$
6,882
Accrued expenses
15,867
17,360
Debt, current portion
—
26,312
Other current liabilities
1,464
1,238
Total current liabilities
30,075
51,792
Long-term debt, net of current portion
66,492
—
Warrant liabilities
20,829
3,477
Other long-term liabilities
3,337
3,743
Total liabilities
120,733
59,012
Shareholders’ equity (deficit)
Ordinary shares, $0.000004 par value;
12,443,961,038 and 12,417,500,000 authorized as of September 30,
2022 and December 31, 2021, respectively; 132,660,683 and
127,860,639 issued and outstanding as of September 30, 2022 and
December 31, 2021, respectively
—
—
Additional paid-in-capital
522,630
504,714
Accumulated deficit
(552,483
)
(400,896
)
Total shareholders’ (deficit) equity
(29,853
)
103,818
Total liabilities and shareholders’
equity
$
90,880
$
162,830
ROCKLEY PHOTONICS HOLDINGS
LIMITED
Condensed Consolidated
Statements of Cash Flows
(Unaudited and in
thousands)
Three Months Ended
Nine Months Ended
September 30, 2022
September 30, 2021
September 30, 2022
September 30, 2021
Cash flows from operating
activities:
Net income (loss)
$
12,031
$
(57,972
)
$
(151,587
)
$
(153,306
)
Adjustments to reconcile net loss to net
cash used in operating activities:
—
—
Depreciation and amortization
1,638
1,229
4,723
3,228
Non-cash operating lease cost
357
197
1,001
651
Gain on disposal of property and
equipment
(114
)
—
(114
)
—
(Reversal) bad debt expense
—
—
(141
)
377
Accretion of marketable securities to
redemption value
(22
)
(32
)
(131
)
(32
)
Net realized loss on sale of marketable
securities
(179
)
—
(347
)
—
Stock-based compensation
3,435
2,155
11,412
5,856
Change in equity-method investment
702
(145
)
521
346
Change in fair value of debt
instrument
(27,227
)
14,255
20,352
59,916
Change in fair value of warrant
liabilities
(31,359
)
(515
)
(13,351
)
(515
)
Forgiveness of Paycheck Protection Program
loan
—
—
—
(2,860
)
Non-cash interest on convertible loan
notes
2,472
—
2,956
—
Changes in operating assets and
liabilities:
—
—
Accounts receivable
680
895
573
3,032
Other receivables
(258
)
(1,929
)
(782
)
(6,942
)
Prepaid expenses and other current
assets
(3,640
)
(2,090
)
(3,097
)
(7,859
)
Other non-current assets
(2,135
)
—
(2,595
)
—
Trade payables
3,205
1,277
4,942
1,147
Accrued expenses
3,441
5,398
9,228
5,800
Other current and long-term
liabilities
(364
)
(168
)
(872
)
(741
)
Net cash used in operating activities
(37,337
)
(37,445
)
(117,309
)
(91,902
)
Cash flows from investing
activities:
Purchase of property and equipment
(111
)
(2,876
)
(3,056
)
(5,698
)
Purchase of marketable securities
—
(54,800
)
—
(54,800
)
Proceeds from sale and maturities of
marketable securities
8,203
5,030
45,102
5,030
Proceeds from maturity of marketable
securities
—
—
—
—
Purchase of asset acquisition
—
—
—
(500
)
Net cash provided by (used in) investing
activities
8,092
(52,646
)
42,046
(55,968
)
Cash flows from financing
activities:
Proceeds from convertible loan notes
—
—
80,685
76,723
Principal payments on long-term debt
—
—
(26,311
)
—
Proceeds from issuance of ordinary
shares
—
167,966
—
167,966
Proceeds from exercise of options
224
86
1,319
369
Proceeds from exercise of warrants
—
146
—
379
Proceeds from issuance of warrants
—
—
—
263
Debt issuance costs incurred
—
3,173
—
(383
)
Transaction costs
(4,870
)
(41,484
)
(11,976
)
(41,484
)
Withheld taxes paid on behalf of employees
on net settled stock-based awards
—
—
(359
)
—
Net cash (used in) provided by financing
activities
(4,646
)
129,887
43,358
203,833
Net (decrease) increase in cash and
cash equivalents
(33,891
)
39,796
(31,905
)
55,963
Cash and cash equivalents:
Beginning of period
38,772
35,395
36,786
19,228
End of period
$
4,881
$
75,191
$
4,881
$
75,191
Use of Non-GAAP Financial Measures
In addition to financial information presented in accordance
with GAAP, this press release includes certain financial measures
that are not prepared in accordance with generally accepted
accounting principles in the United States, including: non-GAAP
SG&A, non-GAAP R&D, non-GAAP net loss, non-GAAP net loss
per share, and adjusted EBITDA, each of which is a non-GAAP
financial measure. The Company defines non-GAAP SG&A as GAAP
SG&A other than stock-based compensation, non-capitalized
transaction costs and forgiveness of PPP loan, and non-GAAP R&D
as GAAP R&D other than stock-based compensation. The Company
defines non-GAAP net loss as net loss other than the non-GAAP cost
of revenue adjustment, non-GAAP SG&A adjustment, and non-GAAP
R&D adjustment (in each case as described above), and defines
non-GAAP net loss per share as net loss other than non-GAAP
adjustments noted above divided by weighted shares outstanding. The
Company defined adjusted EBITDA as net loss before interest
expense, taxes, depreciation and amortization, stock-based
compensation, change in fair value of debt instruments and
warrants, and non-capitalized transaction costs as the Company
believes they are not indicative of its core operating performance.
As noted below, none of these non-GAAP financial measures is a
substitute for or superior to measures of financial performance
prepared in accordance with GAAP and should not be considered as an
alternative to any other performance measures derived in accordance
with GAAP.
The Company believes that presenting these non-GAAP financial
measures provides useful supplemental information to investors
about the Company in understanding and evaluating its operating
results, enhancing the overall understanding of its past
performance and future prospects, and allowing for greater
transparency with respect to key financial metrics used by its
management in financial and operational-decision making. The
Company uses these non-GAAP measures to help assess its operating
performance and operating leverage in its business, analyze its
financial results, establish operational goals, develop operating
budgets, and make strategic decisions. The Company also believes
that the presentation of these non-GAAP financial measures provides
an additional tool for investors to use in comparing its core
business and results of operations over multiple periods with other
companies in its industry, many of which present similar non-GAAP
financial measures to investors, and to help analyze the Company’s
cash performance.
Other companies may calculate non-GAAP measures differently, or
may use other measures to calculate their financial performance,
and therefore any non-GAAP measures the Company uses may not be
directly comparable to similarly titled measures of other
companies. Further, there are a number of limitations related to
the use of non-GAAP measures and their nearest GAAP equivalents.
Accordingly, these non-GAAP financial measures should be considered
as supplemental in nature, should not be considered as the sole
measure of the Company’s performance, and are not intended to be
construed, and should not be considered, in isolation from, or as a
substitute for, the comparable or related financial information
calculated in accordance with GAAP.
Adjusted EBITDA
(unaudited, in thousands):
Three Months Ended
Nine Months Ended
September 30, 2022
September 30, 2021
September 30, 2022
September 30, 2021
Net Income (Loss)
$
12,031
$
(57,972
)
$
(151,587
)
$
(153,306
)
Interest expense, net
3,690
1,587
10,857
1,913
Provision for income tax (benefit)
270
598
(67
)
808
Depreciation and amortization
1,638
1,229
4,723
3,228
EBITDA
17,629
(54,558
)
(136,074
)
(147,357
)
Non-capitalized transaction costs*
1,511
3,214
11,499
4,254
Stock-based compensation
3,435
2,155
11,412
5,856
Change in equity method investment
702
(145
)
521
346
Change in fair value of debt
instruments
(27,227
)
14,255
20,352
59,916
Change in fair value of warrant
liabilities
(31,359
)
(515
)
(13,351
)
(515
)
Forgiveness of PPP Loan
—
—
—
(2,860
)
Adjusted EBITDA
$
(35,309
)
$
(35,594
)
$
(105,641
)
$
(80,360
)
Non-GAAP Net Income (Loss)
(unaudited, in thousands):
Three Months Ended
Nine Months Ended
September 30, 2022
September 30, 2021
September 30, 2022
September 30, 2021
Net income (loss)
$
12,031
$
(57,972
)
$
(151,587
)
$
(153,306
)
Cost of revenue adjustment
141
347
816
977
Selling, general and administrative
adjustment
3,216
4,132
16,759
6,824
Research and development adjustment
3,225
2,119
10,058
5,537
Non-GAAP net income (loss)
$
18,613
$
(51,374
)
$
(123,954
)
$
(139,968
)
Non-GAAP net income (loss) per
share:
Basic and diluted1
$
0.14
$
(0.48
)
$
(0.96
)
$
(1.52
)
Weighted-average shares
outstanding:
Basic and diluted1
130,752,092
107,633,037
129,520,792
92,008,435
1Non-GAAP net income per share for the
three months ended September 30, 2022 is basic only. Diluted
non-GAAP net income per share amount is not considered
meaningful.
Non-GAAP - Cost of Revenue
(unaudited, in thousands):
Three Months Ended
Nine Months Ended
September 30, 2022
September 30, 2021
September 30, 2022
September 30, 2021
Cost of revenue
$
2,066
$
3,459
$
7,753
$
11,742
Adjustments:
Stock-based compensation
(141
)
(347
)
(816
)
(977
)
Non-GAAP Cost of revenue
$
1,925
$
3,112
$
6,937
$
10,765
Non-GAAP - Selling, General and
Administrative Expenses (unaudited, in thousands):
Three Months Ended
Nine Months Ended
September 30, 2022
September 30, 2021
September 30, 2022
September 30, 2021
Selling, general, and administrative
expenses
$
13,010
$
13,568
$
45,114
$
27,588
Adjustments:
Depreciation and amortization
(606
)
(449
)
(1,737
)
(1,250
)
Stock-based compensation
(1,099
)
(469
)
(3,523
)
(1,320
)
Non-capitalized transaction costs*
(1,511
)
(3,214
)
(11,499
)
(4,254
)
Non-GAAP selling, general and
administrative expenses
$
9,794
$
9,436
$
28,355
$
20,764
Non-GAAP - Research and Development
Expenses
(unaudited, in thousands):
Three Months Ended
Nine Months Ended
September 30, 2022
September 30, 2021
September 30, 2022
September 30, 2021
Research and development expenses
$
25,748
$
26,418
$
76,849
$
59,949
Adjustments:
Depreciation and amortization
(1,030
)
(780
)
(2,985
)
(1,978
)
Stock-based compensation
(2,195
)
(1,339
)
(7,073
)
(3,559
)
Non-GAAP research and development
expenses
$
22,523
$
24,299
$
66,791
$
54,412
*
Non-capitalized transaction costs
include non-recurring expense related to the issuance of
convertible loan notes in 2022, 2021 and the Business
Combination.
View source
version on businesswire.com: https://www.businesswire.com/news/home/20221109005962/en/
Media Debra Raine Rainemakers Telephone: +1 415-349-7432 Email:
rockleyphotonics@rainemakers.com
Investors Gwyn Lauber Rockley Photonics Telephone: +1
626-995-0001 Email: investors@rockleyphotonics.com
Rockley Photonics (NYSE:RKLY)
過去 株価チャート
から 10 2024 まで 11 2024
Rockley Photonics (NYSE:RKLY)
過去 株価チャート
から 11 2023 まで 11 2024
