false0001850079Telesis Bio Inc.00018500792023-11-132023-11-13

 

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 13, 2023

 

 

TELESIS BIO INC.

(Exact name of Registrant as Specified in Its Charter)

 

 

Delaware

001-40497

45-1216839

(State or Other Jurisdiction
of Incorporation)

(Commission File Number)

(IRS Employer
Identification No.)

 

 

 

 

 

10431 Wateridge Circle

Suite 150

 

San Diego, California

 

92121

(Address of Principal Executive Offices)

 

(Zip Code)

 

Registrant’s Telephone Number, Including Area Code: (858) 228-4115

 

N/A

(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, $0.0001 par value per share

 

TBIO

 

Nasdaq Global Select 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 November 13, 2023, Telesis Bio Inc. (“the Company”) issued a press release (the “Earnings Release”) announcing results for the quarter ended September 30, 2023. A copy of the Earnings Release is attached as Exhibit 99.1 to this current report on Form 8-K and is incorporated by reference herein.

The information under Item 2.02 in this current report on Form 8-K and the related information in the Earnings Release attached 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 in any filing under the Securities Act of 1933, as amended, or the Exchange Act, regardless of any general incorporation language in such filing.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.

Description

99.1

Press Release dated November 13, 2023

104

Cover Page Interactive Data File (formatted as Inline XBRL)

 

 


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.

 

 

 

TELESIS BIO INC.

 

 

 

 

Date:

November 13, 2023

By:

/s/ Todd R. Nelson

 

 

 

Todd R. Nelson
Chief Executive Officer

 


Exhibit 99.1

img44325073_0.jpg 

 

Telesis Bio Reports Third Quarter 2023 Financial Results

 

SAN DIEGO, November 13, 2023 (GLOBE NEWSWIRE) -- Telesis Bio Inc. (NASDAQ: TBIO), a leader in automated multi-omic and synthetic biology solutions, today reported financial results for the third quarter of 2023.

“This quarter, we continued to drive adoption of our instruments and kits, make progress against important collaborations, advance our mRNA strategy, and strengthen both our Board of Directors and Management Team”, said Todd R. Nelson, PhD, CEO, and founder of Telesis Bio.

 

Highlights

Strengthened board of directors and management team:

Appointed Greg Herrema, Senior Advisor to Novalis LifeSciences to the Telesis Bio board of directors in October 2023. Mr. Herrema’s distinguished career has included almost 20 years at Thermo Fisher Scientific in multiple division and group president roles. Before that, Mr. Herrema was with General Electric in various sales, marketing, and management roles.
Appointed William J. Kullback as Chief Financial Officer. With twenty-eight years of CFO experience, Mr. Kullback has held a broad range of financial management and operational roles in mid-sized corporations, including multiple privately and publicly held life-science companies.

 

Successful launch of BioXp® NGS Library Prep Kit:

This new automation capability expands the suite of NGS Library Preparation solutions on the BioXp platform and is expected to enable researchers to reduce hands-on time and cost, while streamlining the NGS Library Preparation workflow, accelerating time-to-answer in genomics discovery workflows.

 

Delivered operational milestones, including:

Successfully continued to advance our SOLA technology plan and platform via increasing resources with the goal of an mRNA focused high-growth, high-margin line of business. Further details to be communicated publicly in the first quarter of 2024, inclusive of the exciting impact of this strategy to our legacy BioXp platform.
Went live during the quarter with our “7 Days to mRNA” campaign to build mRNA from sequence in seven days with De novo mRNA as our initial primary product.

 


 

Completed project tasks necessary to enable in-house manufacturing of our BioXp platform with third quarter cessation of all third-party contract manufacturing activity.

 

 

Third Quarter 2023 Financial Results

Revenue was $5.6 million for the third quarter 2023, a 16.6% reduction from $6.7 million for the same period in the prior year due in part to capital spending weakness gripping the entire industry. Revenue for the September 30, 2023 year-to-date period of $20.5 million was $2.6 million, or 14.3% ahead of the prior year.

Gross margin at 53.9% for the third quarter was slightly below the same period last year at 54.8% due to reduced high margin collaboration/other revenue. However, for the nine-months ended September 30, 2023, gross margin remained strong at 59.4% compared to 50.9% last year for the same period.

Operating expense was $13.1 million for the third quarter 2023 compared to $14.9 million for the same period in the prior year. This decrease was the result of ongoing cost-cutting programs. This is the fifth consecutive quarter the company has successfully reduced or maintained its operating expense. For the nine-months ended September 30, operating expense was $41.3 million, a $6.5 million or 13.6% reduction from the prior year for the same period.

Net loss was $10.6 million for the third quarter 2023, compared to a loss of $12.3 million in the same period last year. Net loss per share was $0.37 for the third quarter of 2023, compared to $0.42 for the corresponding prior year period. For the nine-months ended September 30, net loss was $30.0 million in 2023 compared to $40.3 million for the same period last year. Per share net loss results were $1.03 and $1.37 in 2023 and 2022, respectfully.

As of September 30, 2023, cash, cash equivalents, restricted cash, and investments were $41.6 million, and current notes payable was $15.0 million. As previously disclosed in our 8-K filed on November 9, 2023, we expect that the $15.0 million current notes payable will be paid to our lender in November 2023.

 

Outlook

Based on current economic and product trends observed in its core markets, the Company now believes that revenue for fiscal 2023 is estimated to be between $28.0 and $30.0 million.

 

About Telesis Bio

Telesis Bio is empowering scientists with the ability to create novel, synthetic biology-enabled solutions for many of humanity’s greatest challenges. As inventors of the industry-standard Gibson Assembly® method and the first commercial automated benchtop DNA and mRNA synthesis system, Telesis Bio is enabling rapid, accurate and reproducible writing of DNA and mRNA for numerous downstream markets. The award-winning BioXp® system consolidates, automates, and optimizes the entire synthesis, cloning and amplification workflow. As a result, it delivers virtually error-free synthesis of DNA and RNA at scale within days and hours instead of

 


 

weeks or months. Scientists around the world are using the technology in their own laboratories to accelerate the design-build-test paradigm for novel, high-value products for precision medicine, biologics drug discovery, vaccine and therapeutic development, genome editing, and cell and gene therapy. Telesis Bio is a public company based in San Diego. For more information, visit www.telesisbio.com.

Telesis Bio, the Telesis Bio logo, Gibson Assembly, and BioXp are trademarks of Telesis Bio Inc.

 

Forward-Looking Statements

This press release contains forward-looking statements. All statements other than statements of historical facts contained herein are forward-looking statements reflecting the current beliefs and expectations of management made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. These statements include statements and guidance regarding Telesis Bio’s future financial performance as well as statements regarding the future release and success of new and existing products and services. Such statements are based on current assumptions that involve risks and uncertainties that could cause actual outcomes and results to differ materially. These risks and uncertainties, many of which are beyond our control, include risks described in the section entitled Risk Factors and elsewhere in our Quarterly Report on Form 10-Q filed on the date hereof. These forward-looking statements speak only as of the date hereof and should not be unduly relied upon. Telesis Bio disclaims any obligation to update these forward-looking statements.

 

Contact:

William J. Kullback

Chief Financial Officer

bill.kullback@telesisbio.com

858-750-5245

 


 

Telesis Bio Inc.

Selected Statements of Operations Financial Data

(in thousands, except per share amounts)

(unaudited)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Three Months Ended
September 30,

 

 

Nine Months Ended
September 30,

 

 

 

2023

 

 

2022

 

 

2023

 

 

2022

 

 

Revenue:

 

 

 

 

 

 

 

 

 

 

 

 

Product sales

$

2,435

 

 

$

2,672

 

 

$

8,106

 

 

$

7,432

 

 

Service revenue

 

1,466

 

 

 

2,052

 

 

 

4,853

 

 

 

5,512

 

 

Collaboration revenue

 

962

 

 

 

1,262

 

 

 

5,386

 

 

 

3,186

 

 

Royalties and other revenue

 

701

 

 

 

689

 

 

 

2,187

 

 

 

1,836

 

 

Total revenue

 

5,564

 

 

 

6,675

 

 

 

20,532

 

 

 

17,966

 

 

Cost of revenue

 

2,567

 

 

 

3,016

 

 

 

8,331

 

 

 

8,817

 

 

Gross Profit

 

2,997

 

 

 

3,659

 

 

 

12,201

 

 

 

9,149

 

 

Operating expenses:

 

 

 

 

 

 

 

 

 

 

 

 

Research and development

 

4,119

 

 

 

5,460

 

 

 

13,827

 

 

 

18,791

 

 

Sales and marketing

 

2,743

 

 

 

4,189

 

 

 

9,910

 

 

 

12,338

 

 

General and administrative

 

6,256

 

 

 

5,261

 

 

 

17,522

 

 

 

16,621

 

 

Total operating expenses

 

13,118

 

 

 

14,910

 

 

 

41,259

 

 

 

47,750

 

 

Loss from operations

 

(10,121

)

 

 

(11,251

)

 

 

(29,058

)

 

 

(38,601

)

 

Interest expense, net

 

(683

)

 

 

(319

)

 

 

(1,265

)

 

 

(954

)

 

Change in fair value of derivative liabilities

 

167

 

 

 

(17

)

 

 

326

 

 

 

(21

)

 

Loss on extinguishment of debt

 

 

 

 

(727

)

 

 

 

 

 

(727

)

 

Other income (expense), net

 

20

 

 

 

6

 

 

 

(19

)

 

 

(18

)

 

Provision for income taxes

 

(14

)

 

 

(6

)

 

 

(21

)

 

 

(18

)

 

Net loss

$

(10,631

)

 

$

(12,314

)

 

$

(30,037

)

 

$

(40,339

)

 

Less: redeemable convertible preferred stock dividends

 

(568

)

 

 

 

 

 

(721

)

 

 

 

 

Net loss attributable to common stockholders

$

(11,199

)

 

$

(12,314

)

 

$

(30,758

)

 

$

(40,339

)

 

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

$

(0.37

)

 

$

(0.42

)

 

$

(1.03

)

 

$

(1.37

)

 

Weighted average common stock outstanding—basic and diluted

 

29,946,770

 

 

 

29,518,955

 

 

 

29,795,723

 

 

 

29,429,393

 

 

 

 


 

Telesis Bio Inc.

Selected Balance Sheet Financial Data

(in thousands)

(unaudited)

 

September 30,

 

 

December 31,

 

 

2023

 

 

2022

 

Balance Sheet Data:

 

 

 

 

 

Cash, restricted cash, cash equivalents and short-term investments

$

41,629

 

 

$

43,753

 

Working capital

 

27,294

 

 

 

41,594

 

Total assets

 

105,029

 

 

 

81,362

 

Total liabilities

 

58,540

 

 

 

34,797

 

Redeemable convertible preferred stock

 

28,721

 

 

 

 

Accumulated deficit

 

(143,778

)

 

 

(113,741

)

Total stockholders’ equity

 

17,768

 

 

 

46,565

 

 

 


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Nov. 13, 2023
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Document Period End Date Nov. 13, 2023
Entity Registrant Name Telesis Bio Inc.
Entity Central Index Key 0001850079
Entity Emerging Growth Company true
Securities Act File Number 001-40497
Entity Incorporation, State or Country Code DE
Entity Tax Identification Number 45-1216839
Entity Address, Address Line One 10431 Wateridge Circle
Entity Address, Address Line Two Suite 150
Entity Address, City or Town San Diego
Entity Address, State or Province CA
Entity Address, Postal Zip Code 92121
City Area Code (858)
Local Phone Number 228-4115
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Pre-commencement Tender Offer false
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Title of 12(b) Security Common Stock, $0.0001 par value per share
Trading Symbol TBIO
Security Exchange Name NASDAQ

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