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): November 7, 2019

 

 

10x Genomics, Inc.

(Exact name of registrant as specified in its charter)

 

 

 

Delaware   001-39035   45-5614458

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

6230 Stoneridge Mall Road

Pleasanton, California 94588

(925) 401-7300

(Address, including zip code, and telephone number, including area code, of registrant’s principal executive offices)

 

 

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

 

Name of each exchange

on which registered

Class A common stock, par value $0.00001 per share   TXG   The Nasdaq Stock Market LLC

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 November 7, 2019, 10x Genomics, Inc. (the “Company”) issued a press release announcing the Company’s financial results for the quarter ended September 30, 2019. A copy of the press release is attached hereto as Exhibit 99.1.

The information furnished pursuant to Item 2.02 in this Current Report on Form 8-K and the press release attached as Exhibit 99.1 hereto 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 of that section, nor shall it be deemed incorporated by reference into any other filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

 

Exhibit
No.

  

Description of Exhibits

99.1    Press Release, dated November 7, 2019.


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.

 

10x Genomics, Inc.
By:   /s/ Eric S. Whitaker
Name:   Eric S. Whitaker
Title:   General Counsel

Date: November 7, 2019

EX-99.1

Exhibit 99.1

 

LOGO

10x Genomics Reports Third Quarter 2019 Financial Results and Provides 2019 Revenue Guidance

Q3 2019 revenue growth of 67% over prior year period

PLEASANTON, Calif. November 7, 2019 – 10x Genomics, Inc. (Nasdaq: TXG), today reported financial results for the third quarter ended September 30, 2019.

Recent Highlights

 

   

Revenue of $61.2 million for the third quarter of 2019, representing a 67% increase over the third quarter of 2018

 

   

Completed initial public offering, raising $410.8 million of net proceeds, after underwriting discounts and commissions and other offering expenses

“During the quarter, we had solid execution across all fronts demonstrating the strength of our business,” said Serge Saxonov, PhD, CEO and co-founder of 10x Genomics. “Our Chromium platform continues to see strong momentum with increasing publications and scientific discoveries coming out of our customers’ labs. In September, we began taking pre-orders for our new Visium Spatial Gene Expression Solution and are encouraged by the early interest in this product from both new and existing customers. Following the successful completion of our IPO, we look forward to continuing our rapid pace of innovation to lead the transformation of biology in the coming decades.”

Third Quarter 2019 Financial Results

Revenue was $61.2 million in the three months ended September 30, 2019, a 67% increase from $36.6 million in the three months ended September 30, 2018.

Gross margin was 75% for the third quarter of 2019, as compared to 86% in the corresponding prior year period. The decrease in gross margin was driven by higher accrued royalties related to ongoing litigation.

Operating expenses were $54.8 million for the third quarter of 2019, as compared to $46.3 million in the corresponding prior year period, an increase of 18%.

Net loss was $9.6 million in the third quarter of 2019, as compared to $15.3 million in the corresponding prior year period.

Cash and cash equivalents were $427.4 million as of September 30, 2019. In September 2019, 10x Genomics completed an initial public offering, raising $410.8 million net of underwriting discounts and commissions and other offering expenses.

2019 Financial Guidance

10x Genomics expects full year 2019 revenue to be in the range of $238 million to $242 million, representing 63% to 65% growth over full year 2018 revenue.

Webcast and Conference Call Information

10x Genomics will host a conference call to discuss the third quarter 2019 financial results, business developments and outlook after market close on November 7, 2019 at 2:00 PM Pacific Time / 5:00 PM Eastern Time. The conference call can be accessed live over the phone (877) 665-6515 for U.S. callers or (602) 563-8470 for international callers (Conference ID: 5899936). A live and archived webcast of the event will be available at http://investors.10xGenomics.com for at least 14 days following the event.

 

1


LOGO

 

About 10x Genomics

10x Genomics is a life science technology company building products to interrogate, understand and master biology to advance human health. The company’s integrated solutions include instruments, consumables and software for analyzing biological systems at a resolution and scale that matches the complexity of biology. 10x Genomics products have been adopted by researchers around the world including 93 of the top 100 global research institutions and 90 percent of the top 20 global pharmaceutical companies, and have been cited in over 570 research papers on discoveries ranging from oncology to immunology and neuroscience. The company’s patent portfolio comprises more than 650 issued patents and patent applications.

Forward Looking Statements

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 as contained in Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Forward-looking statements generally can be identified by the use of forward-looking terminology such as “may,” “will,” “should,” “expect,” “plan,” “anticipate,” “could,” “intend,” “target,” “project” “contemplate,” “believe,” “estimate,” “predict,” “potential” or “continue” or the negatives of these terms or variations of them or similar terminology. These forward-looking statements include statements regarding 10x Genomics, Inc.’s expected financial results for the year ended December 31, 2019, which involve risks and uncertainties that could cause 10x Genomics, Inc.’s actual results to differ materially from the anticipated results and expectations expressed in these forward-looking statements. These statements are based on management’s current expectations, forecasts, beliefs, assumptions and information currently available to management, and actual outcomes and results could differ materially from these statements due to a number of factors. These and additional risks and uncertainties that could affect 10x Genomics, Inc.’s financial and operating results and cause actual results to differ materially from those indicated by the forward-looking statements made in this press release include those discussed under the captions “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and elsewhere in the documents 10x Genomics, Inc. files with the Securities and Exchange Commission from time to time. The forward-looking statements in this press release are based on information available to 10x Genomics, Inc. as of the date hereof, and 10x Genomics, Inc. disclaims any obligation to update any forward-looking statements provided to reflect any change in its expectations or any change in events, conditions, or circumstances on which any such statement is based, except as required by law. These forward-looking statements should not be relied upon as representing 10x Genomics, Inc.’s views as of any date subsequent to the date of this press release.

Disclosure Information

10x Genomics uses filings with the Securities and Exchange Commission, its website (www.10xgenomics.com), press releases, public conference calls, public webcasts and its social media accounts as means of disclosing material non-public information and for complying with its disclosure obligations under Regulation FD.

Contacts

Investors:

investors@10xgenomics.com

Media:

media@10xgenomics.com

 

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LOGO

 

10x Genomics, Inc.

Condensed Consolidated Statements of Operations and Comprehensive Loss

(Unaudited)

(In thousands, except share and per share data)

 

     Three Months Ended
September 30,
    Nine Months Ended
September 30,
 
     2019     2018     2019     2018  

Revenue

   $ 61,207     $ 36,607     $ 170,604     $ 95,759  

Cost of revenue

     15,480       5,241       44,451       13,761  
  

 

 

   

 

 

   

 

 

   

 

 

 

Gross profit

     45,727       31,366       126,153       81,998  

Operating expenses:

        

Research and development

     22,209       11,085       55,208       34,457  

In-process research and development

     —         16,104       —         22,310  

Selling, general and administrative

     32,614       19,110       92,078       61,030  

Accrued contingent liabilities

     —         —         1,360       —    
  

 

 

   

 

 

   

 

 

   

 

 

 

Total operating expenses

     54,823       46,299       148,646       117,797  
  

 

 

   

 

 

   

 

 

   

 

 

 

Loss from operations

     (9,096     (14,933     (22,493     (35,799

Other income (expense):

        

Interest income

     481       294       986       755  

Interest expense

     (708     (659     (2,087     (1,721

Other expenses, net

     (272     (31     (413     (151
  

 

 

   

 

 

   

 

 

   

 

 

 

Total other expense

     (499     (396     (1,514     (1,117
  

 

 

   

 

 

   

 

 

   

 

 

 

Loss before provision for income taxes

     (9,595     (15,329     (24,007     (36,916

Provision for income taxes

     8       16       110       45  
  

 

 

   

 

 

   

 

 

   

 

 

 

Net loss

   $ (9,603   $ (15,345   $ (24,117   $ (36,961
  

 

 

   

 

 

   

 

 

   

 

 

 

Other comprehensive income (loss):

        

Foreign currency translation adjustment

     (126     1       (123     17  
  

 

 

   

 

 

   

 

 

   

 

 

 

Comprehensive loss

   $ (9,729   $ (15,344   $ (24,240   $ (36,944
  

 

 

   

 

 

   

 

 

   

 

 

 

Net loss per share attributable to common stockholders, basic and diluted

   $ (0.33   $ (1.13   $ (1.21   $ (2.80
  

 

 

   

 

 

   

 

 

   

 

 

 

Weighted-average shares of common stock used in computing net loss per share attributable to common stockholders, basic and diluted

     29,184,218       13,587,288       19,904,184       13,188,322  
  

 

 

   

 

 

   

 

 

   

 

 

 

 

3


LOGO

 

10x Genomics, Inc.

Condensed Consolidated Balance Sheets

(In thousands, except share and per share data)

 

     September 30,
2019
    December 31,
2018
 
     (Unaudited)        

Assets

    

Current assets:

    

Cash and cash equivalents

   $ 427,436     $ 65,080  

Accounts receivable, net

     26,150       28,088  

Inventory

     13,305       8,570  

Prepaid expenses and other current assets

     7,253       4,498  
  

 

 

   

 

 

 

Total current assets

     474,144       106,236  

Property and equipment, net

     46,840       11,127  

Restricted cash

     50,053       5,008  

Other assets

     1,778       1,939  
  

 

 

   

 

 

 

Total assets

   $ 572,815     $ 124,310  
  

 

 

   

 

 

 

Liabilities, convertible preferred stock and stockholders’ equity (deficit)

    

Current liabilities:

    

Accounts payable

   $ 11,959     $ 8,792  

Accrued compensation and related benefits

     7,850       7,047  

Accrued expenses and other current liabilities

     14,267       8,172  

Term loans, current portion

     7,383       4,187  

Accrued legal expenses

     3,695       1,769  

Deferred revenue, current

     3,082       2,395  
  

 

 

   

 

 

 

Total current liabilities

     48,236       32,362  

Term loans, noncurrent portion

     22,307       25,489  

Accrued contingent liabilities

     62,501       38,000  

Deferred revenue, noncurrent

     1,202       1,102  

Deferred rent, noncurrent

     16,170       3,329  

Other noncurrent liabilities

     951       771  
  

 

 

   

 

 

 

Total liabilities

     151,367       101,053  
  

 

 

   

 

 

 

Commitments and contingencies

    

Convertible preferred stock, $0.00001 par value, no shares authorized and no shares issued and outstanding as of September 30, 2019; 67,904,871 shares authorized and 67,704,278 shares issued and outstanding as of December 31, 2018; aggregate liquidation preference of $242,588 as of December 31, 2018

     —         243,244  

Stockholders’ equity (deficit):

    

Preferred stock, $0.00001 par value; 100,000,000 shares authorized, no shares issued and outstanding as of September 30, 2019 and December 31, 2018

     —         —    

Common stock, $0.00001 par value; 1,100,000,000 shares authorized as of September 30, 2019, 96,118,804 shares issued and outstanding as of September 30, 2019; 190,955,000 shares authorized as of December 31, 2018, 14,549,801 shares issued and outstanding as of December 31, 2018

     2       1  

Additional paid-in capital

     676,839       11,165  

Accumulated deficit

     (255,233     (231,116

Accumulated other comprehensive loss

     (160     (37
  

 

 

   

 

 

 

Total stockholders’ equity (deficit)

     421,448       (219,987
  

 

 

   

 

 

 

Total liabilities, convertible preferred stock and stockholders’ equity (deficit)

   $ 572,815     $ 124,310  
  

 

 

   

 

 

 

 

4