Bionano Genomics, Inc 10-Q for FY2023 Q1

Bionano Genomics, Inc. (BNGO)

10-Q 2023-05-09 For: 2023-03-31

Added on April 09, 2026

About this 10-Q

Bionano Genomics, Inc filed this 10-Q on May 9, 2023, covering the quarter ended March 31, 2023 (FY2023 Q1).

Headline figures

Quarter ended March 31, 2023, as reported in this filing, compared with the same period a year earlier where the filing states it.

Revenue: $7.42M; up 30.2% from $5.7M a year earlier
Net loss: $37.12M; compared with a net loss of $29.95M a year earlier
Diluted EPS: -$0.12; compared with -$0.11 a year earlier

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Delaware						26-1756290
(State or Other Jurisdiction of Incorporation or Organization)						(I.R.S. Employer Identification No.)

9540 Towne Centre Drive, Suite 100, San Diego, CA						92121
(Address of Principal Executive Offices)						(Zip Code)



PART I. FINANCIAL INFORMATION		3
	Item 1. Financial Statements	3
	Condensed Consolidated Balance Sheets as of March 31 , 202 3 and December 31, 202 2 (Unaudited)	3
	Condensed Consolidated Statements of Operations for the three months ended March 31 , 202 3 and 202 2 (Unaudited)	4
	Condensed Consolidated Statements of Comprehensive Loss for the three months ended March 31 , 202 3 and 202 2 (Unaudited)	5
	Condensed Consolidated Statements of Stockholders’ Equity (Deficit) for the three months ended March 3 1 , 202 3 and 202 2 (Unaudited)	6
	Condensed Consolidated Statements of Cash Flows for the three months ended March 3 1 , 202 3 and 202 2 (Unaudited)	7
	Notes to Condensed Consolidated Financial Statements (Unaudited)	9
	Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations	21
	Item 3. Quantitative and Qualitative Disclosures about Market Risk	28
	Item 4. Controls and Procedures	30
PART II. OTHER INFORMATION		31
	Item 1. Legal Proceedings	31
	Item 1A. Risk Factors	31
	Item 2. Unregistered Sales of Equity Securities and Use of Proceeds	73
	Item 3. Defaults Upon Senior Securities	73
	Item 4. Mine Safety Disclosures	73
	Item 5. Other Information	73
	Item 6. Exhibits	74
SIGNATURES		76


	(Unaudited)
	March 31, 2023		December 31, 2022
Assets
Current assets:
Cash and cash equivalents	$	4,104,000	$	5,091,000
Investments	91,704,000		108,095,000
Accounts receivable, net	6,780,000		7,022,000
Inventory	33,113,000		29,761,000
Prepaid expenses and other current assets	6,856,000		7,329,000
Total current assets	142,557,000		157,298,000
Restricted cash	400,000		400,000
Property and equipment, net	19,050,000		18,029,000
Operating lease right-of-use assets	7,062,000		7,222,000
Finance lease right-of-use assets	3,657,000		3,707,000
Intangible assets, net	39,351,000		41,143,000
Goodwill	77,289,000		77,289,000
Other long-term assets	2,785,000		2,414,000
Total assets	$	292,151,000	$	307,502,000

Liabilities and stockholders’ equity
Current liabilities:
Accounts payable	$	15,780,000	$	12,534,000
Accrued expenses	9,250,000		10,552,000
Contract liabilities	1,127,000		871,000

Operating lease liability	2,235,000		2,260,000
Finance lease liability	282,000		285,000
Contingent consideration	9,461,000		9,382,000
Total current liabilities	38,135,000		35,884,000
Operating lease liability, net of current portion	5,043,000		5,504,000
Finance lease liability, net of current portion	3,612,000		3,619,000
Contingent consideration, net of current portion	13,680,000		12,970,000

Long-term contract liabilities	194,000		127,000

Total liabilities	$	60,664,000	$	58,104,000
Commitments and contingencies (Note 7)






Stockholders’ equity:
Preferred stock, $0.0001 par value; 10,000,000 shares authorized and no shares issued or outstanding as of March 31, 2023 and December 31, 2022	—		—
Common stock, $0.0001 par value, 400,000,000 shares authorized at March 31, 2023 and December 31, 2022; 306,790,000 and 297,183,000 shares issued and outstanding at March 31, 2023 and December 31, 2022, respectively	31,000		30,000
Additional paid-in capital	617,960,000		599,207,000
Accumulated deficit	(385,839,000)		(348,715,000)
Accumulated other comprehensive loss	(665,000)		(1,124,000)
Total stockholders’ equity	$	231,487,000	$	249,398,000
Total liabilities and stockholders’ equity	$	292,151,000	$	307,502,000


	Three Months Ended March 31,
		2023		2022
Revenue:
Product revenue		$	5,447,000	$	4,206,000
Service and other revenue		1,968,000		1,490,000
Total revenue		7,415,000		5,696,000
Cost of revenue:
Cost of product revenue		3,858,000		3,576,000
Cost of service and other revenue		1,487,000		1,259,000
Total cost of revenue		5,345,000		4,835,000
Operating expenses:
Research and development		13,937,000		10,527,000
Selling, general and administrative		25,976,000		20,277,000
Total operating expenses		39,913,000		30,804,000
Loss from operations		(37,843,000)		(29,943,000)
Other income (expense):
Interest income		704,000		110,000
Interest expense		(76,000)		(77,000)
Other income (expense)		117,000		(33,000)
Total other income (expense)		745,000		—
Loss before income taxes		(37,098,000)		(29,943,000)
Benefit (provision) for income taxes		(26,000)		(9,000)
Net loss		$	(37,124,000)	$	(29,952,000)
Net loss per share, basic and diluted		$	(0.12)	$	(0.11)
Weighted-average common shares outstanding basic and diluted		302,045,000		284,613,000


	Three Months Ended March 31,
	2023		2022
Net loss:	$	(37,124,000)	$	(29,952,000)
Other comprehensive income (loss):
Unrealized gain (loss) on investment securities	423,000		(1,098,000)
Foreign currency translation adjustments	36,000		—
Other comprehensive income (loss)	$	459,000	$	(1,098,000)
Total comprehensive loss	$	(36,665,000)	$	(31,050,000)


☒			QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934


☐			TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934


	Common Stock			Additional Paid-in Capital		Accumulated Deficit		Accumulated Other Comprehensive Loss		Total Stockholders’ Equity (Deficit)
	Shares	Amount
Balance at January 1, 2022	289,602,000	$	29,000	$	553,747,000	$	(216,119,000)	$	(539,000)	$	337,118,000
Stock option exercises	21,000			15,000		—		—		15,000
Stock-based compensation expense	—	—		5,102,000		—		—		5,102,000
Issuance of common stock due to the vesting of restricted stock units, net of shares withheld to cover taxes	65,000	—		—		—		—		—
Net loss	—	—		—		(29,952,000)		—		(29,952,000)
Other comprehensive loss	—	—		—		—		(1,098,000)		(1,098,000)
Balance at March 31, 2022	289,688,000	$	29,000	$	558,864,000	$	(246,071,000)	$	(1,637,000)	$	311,185,000

Balance at January 1, 2023	297,183,000	$	30,000	$	599,207,000	$	(348,715,000)	$	(1,124,000)	$	249,398,000
Stock option exercises	42,000	—		23,000		—		—		23,000
Stock-based compensation expense	—	—		3,882,000		—		—		3,882,000
Issue common stock, net of issuance costs	9,500,000	1,000		14,848,000		—		—		14,849,000
Issuance of common stock due to the vesting of restricted stock units, net of shares withheld to cover taxes	65,000	—		—		—		—		—
Net loss	—	—		—		(37,124,000)		—		(37,124,000)
Other comprehensive income (loss)	—	—		—		—		459,000		459,000
Balance at March 31, 2023	306,790,000	$	31,000	$	617,960,000	$	(385,839,000)	$	(665,000)	$	231,487,000


Supplemental disclosure of non-cash investing and financing activities:
Transfer of instruments and servers from property and equipment into inventory	$	—	$	544,000
Transfer of instruments and servers from inventory to property and equipment, net	$	2,356,000	$	2,056,000
Property and equipment included in accounts payable	$	230,000	$	—
Operating lease liabilities resulting from obtaining right-of-use assets	$	—	$	513,000


	March 31, 2023	March 31, 2022
Stock options	32,013,000	21,531,000
Unvested restricted stock	—	4,257,000
Warrants	4,356,000	4,356,000
RSUs	2,457,000	296,000
PSUs	290,000	290,000
Total	39,116,000	30,730,000


	Three Months Ended March 31,
	2023		2022
Instruments	$	1,896,000	$	1,596,000
Consumables	2,235,000		1,520,000
Software	1,316,000		1,090,000
Total product revenue	5,447,000		4,206,000
Service and other	1,968,000		1,490,000
Total revenue	$	7,415,000	$	5,696,000


	March 31, 2023		December 31, 2022
Accounts receivable, net:
Accounts receivable, trade	$	7,030,000	$	7,315,000
Allowance for credit losses	(250,000)		(293,000)
	$	6,780,000	$	7,022,000


	Allowance for Credit Losses
Balance as of January 1, 2023	$	(293,000)
Provision for expected credit loss	(5,000)
Write-offs and payments	48,000
Balance as of March 31, 2023	$	(250,000)


	March 31, 2023		December 31, 2022
Inventory:
Raw materials	$	5,800,000	$	5,319,000
Work in process	10,003,000		7,055,000
Finished goods	17,310,000		17,387,000
	$	33,113,000	$	29,761,000


	March 31, 2023						December 31, 2022
	Gross Carrying Amount		Accumulated Amortization		Net Carrying Amount		Gross Carrying Amount		Accumulated Amortization		Net Carrying Amount
Trade name	$	2,630,000	$	(684,000)	$	1,946,000	$	2,630,000	$	(552,000)	$	2,078,000
Customer relationships	4,150,000		(1,379,000)		2,771,000		4,150,000		(1,172,000)		2,978,000
Developed technology	41,600,000		(7,068,000)		34,532,000		41,600,000		(5,615,000)		35,985,000
Intangibles, net	$	48,380,000	$	(9,131,000)	$	39,249,000	$	48,380,000	$	(7,339,000)	$	41,041,000


	Three Months Ended March 31,
	2023				2022
	$		%		$		%
Americas	$	3,444,000	47	%	$	3,328,000	58	%
EMEA	2,992,000		40	%	1,739,000		31	%
Asia Pacific	979,000		13	%	629,000		11	%
Total	$	7,415,000	100	%	$	5,696,000	100	%


	March 31, 2023		December 31, 2022
Compensation expenses	$	6,349,000	$	7,002,000
Customer deposits	17,000		17,000
Taxes payable	848,000		825,000
Insurance	326,000		613,000
Professional fees and royalties	96,000		210,000
Warranty liabilities	591,000		489,000
Accrued clinical study fees	174,000		250,000
Other	849,000		1,146,000
Total	$	9,250,000	$	10,552,000


	Shares of Stock under Warrants	Weighted- Average Exercise Price		Weighted- Average Remaining Contractual Term	Aggregate Intrinsic Value
Outstanding at January 1, 2023	4,356,000	$	5.96	0.76	$	273,000
Granted	—	—		—	—
Exercised	—	—		—	—
Canceled	—	—		—	—
Outstanding at March 31, 2023	4,356,000	$	5.96	0.52	$	156,000


	Shares of Stock under Stock Options	Weighted- Average Exercise Price		Weighted- Average Remaining Contractual Term	Aggregate Intrinsic Value
Outstanding at January 1, 2023	24,022,000	$	3.28	8.50	$	2,068,000
Granted	9,121,000	1.60		—
Exercised	(42,000)	0.55		—	25,000
Canceled	(1,088,000)	3.37		—
Outstanding at March 31, 2023	32,013,000	$	2.80	8.84	$	1,147,000
Vested and exercisable at March 31, 2023	9,149,000	$	3.56	7.89	$	892,000


	Stock Units	Weighted- Average Grant Date Fair Value per Share
Outstanding at January 1, 2023	96,000	$	4.74
Granted	2,461,000	1.63
Released	(65,000)	4.74
Forfeited	(35,000)	1.63
Outstanding at March 31, 2023	2,457,000	$	1.67


	Operating Leases		Finance Lease
Remainder of 2023	$	1,942,000	$	242,000
2024	2,684,000		330,000
2025	2,788,000		338,000
2026	729,000		347,000
2027	255,000		356,000
Thereafter	—		5,594,000
Total future lease payments	8,398,000		7,207,000
Less: imputed interest	(1,120,000)		(3,313,000)
Total lease liabilities	$	7,278,000	$	3,894,000


Cash	$	32,034,000
Estimated fair value of milestone consideration	12,970,000
Estimated return of cash to buyer from escrow	(90,000)
Total estimated purchase price	$	44,914,000


Cash & cash equivalents	$	290,000
Accounts receivable	259,000
Inventory	944,000
Prepaid expenses and other current assets	184,000
Property and equipment, net	805,000
Restricted cash	400,000
Operating lease right-of-use assets	1,636,000
Other long-term assets	533,000
Intangible assets	20,000,000
Goodwill	22,651,000
Accounts payable and other accrued liabilities	(1,152,000)
Operating lease liability (short-term and long-term)	(1,636,000)
Net assets acquired	$	44,914,000


Developed technology	$	18,800,000
Customer relationships	200,000
Tradename	1,000,000
Fair value of identifiable intangible assets	$	20,000,000


	Three Months Ended March 31,
	2022
Revenue	$	6,220,000
Net loss	(32,048,000)
Basic and diluted net loss per share	$	(0.11)


	March 31, 2023
	Total Fair Value and Carrying Value on Balance Sheet		Fair Value Measurement Category
			Level 1		Level 2		Level 3
Assets:
Commercial paper	$	15,216,000	$	—	$	15,216,000	$	—
Corporate notes/bonds	74,500,000		—		74,500,000		—
Securities of government sponsored entities	1,988,000		—		1,988,000		—
Total investments:	$	91,704,000	$	—	$	91,704,000	$	—
Money market funds	$	252,000	$	252,000	$	—	$	—
Liabilities:
Contingent consideration	$	23,141,000	$	—	$	—	$	23,141,000


	Contingent Consideration Liability (Level 3 Measurement)
Balance as of January 1, 2023	$	22,352,000
Liability recorded as a result of current period acquisition	—
Change in estimated fair value, recorded in selling, general and administrative expenses	789,000
Cash payments	—
Balance as of March 31, 2023	$	23,141,000


	Remaining Contractual Maturity (in years)	Amortized Cost		Unrealized Gains		Unrealized Losses		Aggregate Estimated Fair Value
Commercial paper	Less than 1	$	15,259,000	$	—	$	(43,000)	$	15,216,000
Corporate notes/bonds	Less than 1	68,739,000		—		(561,000)		68,178,000
Securities of government sponsored entities	Less than 1	1,998,000		—		(10,000)		1,988,000
Total maturity less than 1 year		$	85,996,000	$	—	$	(614,000)	$	85,382,000
Corporate notes/bonds	1 to 5	6,372,000		—		(50,000)		6,322,000
Total		$	92,368,000	$	—	$	(664,000)	$	91,704,000


	Less Than 12 Months				12 Months or Greater				Total
	Fair Value		Gross Unrealized Loss		Fair Value		Gross Unrealized Loss		Fair Value		Gross Unrealized Loss
Commercial paper	$	15,216,000	$	(43,000)	$	—	$	—	$	15,216,000	$	(43,000)
Corporate Notes/Bonds	11,687,000		(40,000)		62,813,000		(571,000)		74,500,000		(611,000)
Securities of Government Sponsored Entities	1,988,000		(10,000)		—		—		1,988,000		(10,000)
Total	$	28,891,000	$	(93,000)	$	62,813,000	$	(571,000)	$	91,704,000	$	(664,000)


	Three Months Ended March 31,				Period-to-Period Change
	2023		2022		$		%
Revenues:
Product revenue	$	5,447,000	$	4,206,000	$	1,241,000	30	%
Service and other revenue	1,968,000		1,490,000		478,000		32	%
Total revenue	7,415,000		5,696,000		1,719,000		30	%
Cost of revenue:
Cost of product revenue	3,858,000		3,576,000		282,000		8	%
Cost of service and other revenue	1,487,000		1,259,000		228,000		18	%
Total cost of revenue	5,345,000		4,835,000		510,000		11	%
Operating expenses:
Research and development	13,937,000		10,527,000		3,410,000		32	%
Selling, general and administrative	25,976,000		20,277,000		5,699,000		28	%
Total operating expenses	39,913,000		30,804,000		9,109,000		30	%
Loss from operations	(37,843,000)		(29,943,000)		(7,900,000)		26	%
Other income (expenses):
Interest income	704,000		110,000		594,000		540	%
Interest expense	(76,000)		(77,000)		1,000		(1)	%
Other income (expenses)	117,000		(33,000)		150,000		(455)	%
Total other income (expenses)	745,000		—		745,000		100	%
Loss before income taxes	(37,098,000)		(29,943,000)		(7,155,000)		24	%
Provision for income taxes	(26,000)		(9,000)		(17,000)		189	%
Net loss	$	(37,124,000)	$	(29,952,000)	$	(7,172,000)	24	%


	Three Months Ended March 31,						Period-to-Period Change		Period-to-Period Percentage Change
	2023			2022			2023 to 2022		2023 to 2022
Gross profit (loss):
Product	$	1,589,000		$	630,000		$	959,000	152%
Service and other	481,000			231,000			250,000		108%
Total gross profit	$	2,070,000		$	861,000		$	1,209,000	140%

Gross margin:
Product	29		%	15		%
Service and other	24		%	16		%
Total gross margin	28		%	15		%


Net cash provided by (used in):	Three Months Ended March 31,
	2023		2022

Operating activities	$	(32,413,000)	$	(32,494,000)
Investing activities	16,528,000		31,964,000
Financing activities	14,862,000		7,000


Exhibit Number						Description
2.1+						First Amendment to Agreement and Plan of Merger, dated March 4, 2023, by and between the Company and Soheil Shams, as the Securityholders’ Representative.
3.1 (1)						Amended and Restated Certificate of Incorporation, as amended.
3.2 (7)						Certificate of Designation of Preferences, Rights and Limitations of Series A Preferred Stock
3.3 (2)						Amended and Restated Bylaws.
3.4 (7)						Amendment to Amended and Restated Bylaws
4.1 (3)						Form of Common Stock Certificate
4.2 (3)						Form of Warrant to Purchase Series D-1 Preferred Stock issued to Midcap Financial Trust.
4.3 (3)						Form of Warrant to Purchase Common Stock Issued to Underwriters (attached to the Underwriting Agreement).
4.4 (3)						Form of Warrant Certificate (included in Exhibit 4.5).
4.5 (3)						Form of Warrant Agent Agreement by and between the Registrant and American Stock Transfer & Trust Company LLC, as warrant agent.
4.6 (4)						Form of Warrant to Purchase Common Stock for Service Providers.
4.7 (5)						Form of Warrant to Purchase Common Stock issued to Investors in October 2019 Public Offering.
4.8 (6)						Form of Warrant to Purchase Common Stock issued to Investors in April 2020 Public Offering.
10.1						Amendment No. 1 to Sales Agreement, dated March 9, 2023, by and between the Company and Cowen and Company, LLC.
31.1						Certification of Principal Executive Officer pursuant to Rules 13a-14(a) and 15d-14(a) promulgated under the Securities Exchange Act of 1934, as amended.
31.2						Certification of Principal Financial Officer pursuant to Rules 13a-14(a) and 15d-14(a) promulgated under the Securities Exchange Act of 1934, as amended.
32.1*						Certification of Principal Executive Officer and Principal Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
101.INS						Inline XBRL Instance Document—the instance document does not appear in the Interactive Data File as its XBRL tags are embedded within the Inline XBRL document.
101.SCH						Inline XBRL Taxonomy Extension Schema Document.
101.CAL						Inline XBRL Taxonomy Extension Calculation Linkbase Document.
101.DEF						Inline XBRL Taxonomy Extension Definition Linkbase Document.
101.LAB						Inline XBRL Taxonomy Extension Label Linkbase Document.
101.PRE						Inline XBRL Taxonomy Extension Presentation Linkbase Document.
104						Cover Page Interactive Data File (formatted in Inline XBRL and contained in Exhibit 101)


			BIONANO GENOMICS, INC.

Dated: May 9, 2023			By: /s/ R. Erik Holmlin, Ph.D.
			R. Erik Holmlin, Ph.D.
			President and Chief Executive Officer (Principal Executive Officer)

Dated: May 9, 2023			By: /s/ Christopher Stewart
			Christopher Stewart
			Chief Financial Officer (Principal Financial and Accounting Officer)


			PARENT:
			Bionano Genomics, Inc. By: _/s/ R. Erik Holmlin, Ph.D.___________ Name: R. Erik Holmlin, Ph.D. Title: President and Chief Executive Officer


			SECURITYHOLDERS’ REPRESENTATIVE:
			By: _/s/ Soheil Shams__________________ Name: Soheil Shams


Dated: May 9, 2023

/s/ R. Erik Holmlin, Ph.D.
R. Erik Holmlin, Ph.D.
President and Chief Executive Officer
(Principal Executive Officer)


Dated: May 9, 2023

/s/ Christopher Stewart
Christopher Stewart
Chief Financial Officer
(Principal Financial and Accounting Officer)