8-K
false000152775300015277532023-08-082023-08-08

 

 

 

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): August 8, 2023

 

Personalis, Inc.

(Exact name of Registrant as Specified in Its Charter)

 

 

Delaware

001-38943

27-5411038

(State or Other Jurisdiction

of Incorporation)

(Commission

File Number)

(IRS Employer

Identification No.)

 

 

 

6600 Dumbarton Circle

Fremont, California

 

94555

(Address of Principal Executive Offices)

(Zip Code)

(650) 752-1300

Registrant’s Telephone Number, Including Area Code

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 (see General Instructions A.2. below):

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, $0.0001 par value per share

 

PSNL

 

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 August 8, 2023, Personalis, Inc. issued a press release announcing its financial results for the quarter ended June 30, 2023. The full text of the press release is furnished as Exhibit 99.1 to this report on Form 8-K and is incorporated herein by reference.

The information in this Current Report on Form 8-K, including Exhibit 99.1, shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”), or otherwise subject to the liability of that section, and shall not be incorporated by reference into any registration statement or other document filed under the Securities Act of 1933 or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

 

Exhibit

Number

Description

99.1

Press release of Personalis, Inc., dated August 8, 2023.

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 thereunto duly authorized.

 

Date: August 8, 2023

Personalis, Inc.

 

By:

/s/ Aaron Tachibana

Aaron Tachibana

Chief Financial Officer and Chief Operating Officer

 

 


EX-99.1

Exhibit 99.1

 

https://cdn.kscope.io/928bbfdcfb0f0556aeea50434081fadd-img208356292_0.jpg 

Personalis Reports Second Quarter 2023 Financial Results

FREMONT, Calif. – August 8, 2023 – Personalis, Inc. (Nasdaq: PSNL), a leader in advanced genomics for precision oncology, today reported financial results for the second quarter ended June 30, 2023 and provided recent business highlights.

Recent Business Updates

Announced a collaboration with National Cancer Center Hospital East and Ono Pharmaceutical Co. Ltd to perform exploratory biomarker analysis using highly sensitive and comprehensive genomic tests from Personalis to better predict immunotherapy response for resectable rectal cancer with mismatch repair deficiency (dMMR)

Received notice from the U.S. Department of Veterans Affairs Million Veterans Program (VA MVP) that it has exercised the first of four one-year renewal options under the September 2022 contract

Filed second patent infringement lawsuit against Foresight Diagnostics as part of the company’s continuing efforts to protect its investment and industry-leading intellectual property position in whole genome, tumor-informed minimal residual disease (MRD) testing

“We continue expanding our biopharma funnel of opportunities for NeXT Personal® and expect revenue growth to begin ramping later this year, which allowed us to tighten the revenue guidance range,” said Chris Hall, President and CEO of Personalis. “We continue to crisply execute and plan to launch our highly sensitive MRD test later this year for oncologists. As we and our partners build a base of supportive evidence, we are paving the way for our successful entry into the clinical diagnostics market.”

Second Quarter Financial Highlights

Reported total company revenue of $16.7 million for the second quarter of 2023, representing an 8% decrease compared with $18.2 million for the second quarter of 2022

 

o
Revenue from pharma tests, enterprise sales, and other customers of $13.7 million in the second quarter of 2023, representing a 3% decrease compared with $14.2 million in the second quarter of 2022; revenue from enterprise customers includes revenue from Natera of $7.4 million in the second quarter of 2023, compared with $6.9 million from Natera in the second quarter of 2022

 

o
Revenue from population sequencing for the VA MVP of $3.0 million in the second quarter of 2023, compared with $4.0 million in the second quarter of 2022

Cash, cash equivalents, and short-term investments of $137.2 million as of June 30, 2023

Net loss of $24.0 million, and net loss per share of $0.50 based on a weighted-average basic and diluted share count of 47.7 million in the second quarter of 2023

1

 


 

Third Quarter and Full Year 2023 Outlook

Personalis expects the following for the third quarter of 2023:

Total company revenue of approximately $17 million
Revenue from pharma tests, enterprise sales, and other customers of approximately $14 million, and revenue from population sequencing of approximately $3 million

Personalis expects the following for the full year of 2023:

Total company revenue in the range of $70 million to $72 million
Revenue from pharma tests, enterprise sales, and all other customers in the range of $61 million to $63 million, and revenue from population sequencing of approximately $9 million
Net loss of approximately $103 million reduced from $113 million in 2022 due to realization of headcount reduction savings, partially offset by investments in clinical evidence generation and non-cash depreciation expense for the new facility
Cash usage of approximately $70 million, reduced from $119 million in 2022

Webcast and Conference Call Information


Personalis will host a conference call to discuss the second quarter financial results after market close on Tuesday, August 8, 2023 at 2:00 p.m. Pacific Time / 5:00 p.m. Eastern Time. The conference call can be accessed live by dialing 877-451-6152 for domestic callers or 201-389-0879 for international callers. The live webinar can be accessed at https://investors.personalis.com. A replay of the webinar will be available shortly after the conclusion of the call and will be archived on the company's website.


About Personalis, Inc.

At Personalis, we are transforming the active management of cancer through breakthrough personalized testing. We aim to drive a new paradigm for cancer management, guiding care from biopsy through the life of the patient. Our highly sensitive assays combine tumor-and-normal profiling with proprietary algorithms to deliver advanced insights even as cancer evolves over time. Our products are designed to detect minimal residual disease (MRD) and recurrence at the earliest timepoints, enable selection of targeted therapies based on ultra-comprehensive genomic profiling, and enhance biomarker strategy for drug development. Personalis is based in Fremont, California. To learn more, visit www.personalis.com and connect with us on LinkedIn and Twitter.

 

2

 


 

Forward-Looking Statements


This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Actual results may differ materially from the results predicted and reported results should not be considered an indication of future performance. Forward-looking statements include all statements that are not historical facts and can generally be identified by terms such as “aim,” “continue to,” “expect,” “future,” “goal,” or “will” or similar expressions and the negatives of those terms. These statements include, but are not limited to, statements regarding NeXT Personal’s ability to predict responses to immunotherapy, the company entering into the clinical diagnostics market with NeXT Personal in 2023 and becoming a critical partner in cancer recurrence monitoring and detection, effective defense and enforcement of the company’s patents, the company’s third quarter and full year financial guidance, expected revenue growth, cash runway, the company’s business outlook, and the company’s goals and aims. Forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause Personalis’ actual results, performance, or achievements to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements. These risks, uncertainties and other factors relate to, among others: the timing and pace of new orders from customers, including from Natera, which accounted for 44% of the company’s total revenue in the second quarter, and the VA MVP; the launch and market adoption of new products and new product features, such as NeXT Personal; the timing of tissue, blood, and other specimen sample receipts from customers, which can materially impact revenue quarter-over-quarter and year-over-year; whether orders for the NeXT Platform and revenue from biopharmaceutical customers and Natera increase or decrease in future periods; ability to demonstrate attributes or advantages of NeXT Personal or the Personalis NeXT Platform; the evolution of cancer therapies and market adoption of the company’s services; risks associated with health epidemics or pandemics; unstable market, economic and geo-political conditions, which may significantly impact the company’s business and operations and the business and operations of Personalis’ customers and suppliers; and the outcome of legal proceedings to enforce patents, and the presumed validity or enforceability of the company’s patents or other intellectual property rights. These and other potential risks and uncertainties that could cause actual results to differ materially from the results predicted in these forward-looking statements are described under the captions “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in Personalis’ Annual Report on Form 10-K for the year ended December 31, 2022, filed with the Securities and Exchange Commission (SEC) on February 23, 2023, its Quarterly Report on Form 10-Q for the quarter ended March 31, 2023, filed with the SEC on May 3, 2023, and its Quarterly Report on Form 10-Q for the quarter ended June 30, 2023, being filed with the SEC later today. All information provided in this release is as of the date of this press release, and any forward-looking statements contained herein are based on assumptions that we believe to be reasonable as of this date. Undue reliance should not be placed on the forward-looking statements in this press release, which are based on information available to us on the date hereof. Personalis undertakes no duty to update this information unless required by law.

Contacts:

Investor Relations Contact:

Caroline Corner

investors@personalis.com

415-202-5678

Media:

pr@personalis.com

 

3

 


 

PERSONALIS, INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (unaudited)

(in thousands, except share and per share data)

 

 

 

Three Months Ended June 30,

 

 

Six Months Ended June 30,

 

 

 

2023

 

 

2022

 

 

2023

 

 

2022

 

Revenue

 

$

16,699

 

 

$

18,240

 

 

$

35,559

 

 

$

33,467

 

Costs and expenses

 

 

 

 

 

 

 

 

 

 

 

 

Cost of revenue

 

 

11,907

 

 

 

13,959

 

 

 

26,037

 

 

 

24,908

 

Research and development

 

 

17,852

 

 

 

16,288

 

 

 

34,425

 

 

 

33,386

 

Selling, general and administrative

 

 

12,134

 

 

 

15,874

 

 

 

26,231

 

 

 

31,360

 

Restructuring and other charges

 

 

152

 

 

 

 

 

 

4,037

 

 

 

 

Total costs and expenses

 

 

42,045

 

 

 

46,121

 

 

 

90,730

 

 

 

89,654

 

Loss from operations

 

 

(25,346

)

 

 

(27,881

)

 

 

(55,171

)

 

 

(56,187

)

Interest income

 

 

1,465

 

 

 

349

 

 

 

2,718

 

 

 

493

 

Interest expense

 

 

(39

)

 

 

(50

)

 

 

(86

)

 

 

(109

)

Other income (expense), net

 

 

1

 

 

 

50

 

 

 

(25

)

 

 

69

 

Loss before income taxes

 

 

(23,919

)

 

 

(27,532

)

 

 

(52,564

)

 

 

(55,734

)

Provision for income taxes

 

 

36

 

 

 

14

 

 

 

50

 

 

 

21

 

Net loss

 

$

(23,955

)

 

$

(27,546

)

 

$

(52,614

)

 

$

(55,755

)

Net loss per share, basic and diluted

 

$

(0.50

)

 

$

(0.60

)

 

$

(1.11

)

 

$

(1.23

)

Weighted-average shares outstanding, basic and diluted

 

 

47,669,513

 

 

 

45,637,838

 

 

 

47,204,891

 

 

 

45,316,795

 

 

4

 


 

PERSONALIS, INC.

SUPPLEMENTAL REVENUE INFORMATION (unaudited)

(in thousands)

 

 

 

Three Months Ended June 30,

 

 

Six Months Ended June 30,

 

 

 

2023

 

 

2022

 

 

2023

 

 

2022

 

Pharma tests and services

 

$

6,083

 

 

$

7,257

 

 

$

12,416

 

 

$

14,819

 

Enterprise sales

 

 

7,386

 

 

 

6,891

 

 

 

16,844

 

 

 

11,007

 

Population sequencing

 

 

3,000

 

 

 

4,055

 

 

 

6,005

 

 

 

7,556

 

Other

 

 

230

 

 

 

37

 

 

 

294

 

 

 

85

 

Total revenue

 

$

16,699

 

 

$

18,240

 

 

$

35,559

 

 

$

33,467

 

 

 

5

 


 

PERSONALIS, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS (unaudited)

(in thousands, except share and per share data)

 

 

 

June 30, 2023

 

 

December 31, 2022

 

Assets

 

 

 

 

 

 

Current assets

 

 

 

 

 

 

Cash and cash equivalents

 

$

97,195

 

 

$

89,128

 

Short-term investments

 

 

40,012

 

 

 

78,530

 

Accounts receivable, net

 

 

10,132

 

 

 

16,642

 

Inventory and other deferred costs

 

 

8,140

 

 

 

8,591

 

Prepaid expenses and other current assets

 

 

5,476

 

 

 

6,808

 

Total current assets

 

 

160,955

 

 

 

199,699

 

Property and equipment, net

 

 

59,486

 

 

 

61,935

 

Operating lease right-of-use assets

 

 

24,660

 

 

 

26,480

 

Other long-term assets

 

 

3,937

 

 

 

4,586

 

Total assets

 

$

249,038

 

 

$

292,700

 

Liabilities and Stockholders’ Equity

 

 

 

 

 

 

Current liabilities

 

 

 

 

 

 

Accounts payable

 

$

8,847

 

 

$

12,854

 

Accrued and other current liabilities

 

 

16,408

 

 

 

19,013

 

Contract liabilities

 

 

3,337

 

 

 

1,264

 

Total current liabilities

 

 

28,592

 

 

 

33,131

 

Long-term operating lease liabilities

 

 

40,326

 

 

 

41,041

 

Other long-term liabilities

 

 

4,034

 

 

 

389

 

Total liabilities

 

 

72,952

 

 

 

74,561

 

Commitments and contingencies

 

 

 

 

 

 

Stockholders’ equity

 

 

 

 

 

 

Preferred stock, $0.0001 par value — 10,000,000 shares authorized; none issued

 

 

 

 

 

 

Common stock, $0.0001 par value — 200,000,000 shares authorized; 48,507,101 and 46,707,084 shares issued and outstanding at June 30, 2023 and December 31, 2022, respectively

 

 

5

 

 

 

5

 

Additional paid-in capital

 

 

589,418

 

 

 

579,456

 

Accumulated other comprehensive loss

 

 

(313

)

 

 

(912

)

Accumulated deficit

 

 

(413,024

)

 

 

(360,410

)

Total stockholders’ equity

 

 

176,086

 

 

 

218,139

 

Total liabilities and stockholders’ equity

 

$

249,038

 

 

$

292,700

 

 

6