Bionano Genomics, Inc 10-Q for FY2020 Q1

Bionano Genomics, Inc. (BNGO)

10-Q 2020-06-18 For: 2020-03-31

Added on April 09, 2026

About this 10-Q

Bionano Genomics, Inc filed this 10-Q on June 18, 2020, covering the quarter ended March 31, 2020 (FY2020 Q1).

Headline figures

Quarter ended March 31, 2020, as reported in this filing, compared with the same period a year earlier where the filing states it.

Revenue: $1.14M; down 38.7% from $1.85M a year earlier
Net loss: $10.51M; compared with a net loss of $7.85M 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)



Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, $0.0001 par value per share	BNGO	The Nasdaq Stock Market, LLC
Warrants to purchase Common Stock	BNGOW	The Nasdaq Stock Market, LLC



Large accelerated filer	☐	Accelerated filer	☐
Non-accelerated filer	☒	Smaller reporting company	x
		Emerging growth company	x




PART I. FINANCIAL INFORMATION		3
	Item 1. Financial Statements	3
	Condensed Consolidated Balance Sheets as of March 31, 2020 (Unaudited) and December 31, 2019	3
	Condensed Consolidated Statements of Operations for the three months ended March 31, 2020 and 2019 (Unaudited)	4
	Condensed Consolidated Statements of Stockholders' Equity (Deficit) for the three months ended March 31, 2020, December 31, 2019, September 30, 2019, June 30, 2019 and March 31, 2019 (Unaudited)	5
	Condensed Consolidated Statements of Cash Flows for the three months ended March 31, 2020 and 2019 (Unaudited)	6
	Notes to Condensed Consolidated Financial Statements (Unaudited)	7
	Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations	15
	Item 3. Quantitative and Qualitative Disclosures about Market Risk	21
	Item 4. Controls and Procedures	22
PART II. OTHER INFORMATION		23
	Item 1. Legal Proceedings	23
	Item 1A. Risk Factors	23
	Item 2. Unregistered Sales of Equity Securities and Use of Proceeds	26
	Item 3. Defaults Upon Senior Securities	26
	Item 4. Mine Safety Disclosures	26
	Item 5. Other Information	26
	Item 6. Exhibits	27
SIGNATURES		29



	March 31, 2020			December 31, 2019
Assets
Current assets:
Cash and cash equivalents	$	8,144,000		$	17,311,000
Accounts receivable, net	4,115,000			6,334,000
Inventory, net	3,611,000			3,444,000
Prepaid expenses and other current assets	1,112,000			1,169,000
Total current assets	16,982,000			28,258,000
Property and equipment, net	2,120,000			1,950,000
Total assets	$	19,102,000		$	30,208,000

Liabilities and stockholders’ equity (deficit)
Current liabilities:
Accounts payable	$	3,176,000		$	2,699,000
Accrued expenses	2,725,000			3,225,000
Contract liabilities	318,000			358,000
Current portion of long-term debt	16,969,000			20,085,000
Total current liabilities	23,188,000			26,367,000
Long-term contract liabilities	127,000			183,000
Other non-current liabilities	—			44,000
Total liabilities	23,315,000			26,594,000
Commitments and contingencies
Stockholders’ equity (deficit):
Common stock, $0.0001 par value, 200,000,000 and 200,000,000 shares authorized at March 31, 2020 and December 31, 2019, respectively; 37,752,000 and 34,274,000 shares issued and outstanding at March 31, 2020 and December 31, 2019, respectively	3,000			3,000
Additional paid-in capital	108,871,000			106,188,000
Accumulated deficit	(113,087,000		)	(102,577,000		)
Total stockholders’ equity (deficit)	(4,213,000		)	3,614,000
Total liabilities and stockholders’ equity (deficit)	$	19,102,000		$	30,208,000



x	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


•	evaluating the impact of COVID-19 on the Company’s global operations, including with respect to its key global suppliers, distributors and customers, including in China, Europe and the United States;


•	addressing the impact of COVID-19 on the Company’s global commercialization efforts;


•	planning and implementing measures to conserve the Company’s resources;


•	devoting significant time to addressing issues raised by potential customer delays in payment or defaults on significant purchase orders;


•	monitoring, understanding and evaluating the impact of recent legislation and governmental orders, including with respect to the CARES Act and stay-at-home orders; and


•	modifications to the Company’s business practices, including those related to employee access to computers, equipment and important documents located at its closed offices, and the limitations on interactions between key members of the Company’s finance and accounting teams.



	Three Months Ended March 31,
	2020			2019
Revenue:
Product revenue	$	983,000		$	1,688,000
Service and other revenue	153,000			165,000
Total revenue	1,136,000			1,853,000
Cost of revenue:
Cost of product revenue	774,000			1,120,000
Cost of service and other revenue	82,000			27,000
Total cost of revenue	856,000			1,147,000
Operating expenses:
Research and development	2,674,000			2,100,000
Selling, general and administrative	7,368,000			4,791,000
Total operating expenses	10,042,000			6,891,000
Loss from operations	(9,762,000		)	(6,185,000		)
Other income (expenses):
Interest expense	(761,000		)	(273,000		)
Loss on debt extinguishment	—			(1,333,000		)
Other income (expenses)	18,000			(56,000		)
Total other expenses	(743,000		)	(1,662,000		)
Loss before income taxes	(10,505,000		)	(7,847,000		)
Provision for income taxes	(5,000		)	(5,000		)
Net loss	$	(10,510,000	)	$	(7,852,000	)
Net loss per share, basic and diluted	$	(0.30	)	$	(0.77	)
Weighted-average common shares outstanding basic and diluted	35,569,000			10,211,000



	Common Stock			Additional Paid-in Capital		Accumulated Deficit			Total Stockholders' Equity (Deficit)
	Shares	Amount		Additional Paid-in Capital		Accumulated Deficit			Total Stockholders' Equity (Deficit)
Balance at January 1, 2019	10,055,000	$	1,000	$	82,898,000	$	(72,762,000	)	$	10,137,000
Stock option exercises	42,000	—		54,000		—			54,000
Stock-based compensation expense	—	—		289,000		—			289,000
Issue common stock	748,000	—		2,410,000		—			2,410,000
Issue warrants for debt	—	—		630,000		—			630,000
Issue stock for debt	—	—		202,000		—			202,000
Net loss	—	—		—		(7,852,000		)	(7,852,000		)
Balance at March 31, 2019	10,845,000	1,000		86,483,000		(80,614,000		)	5,870,000
Stock option exercises	9,000	—		11,000		—			11,000
Stock-based compensation expense	—	—		336,000		—			336,000
Issue stock for employee stock purchase plan	44,000	—		103,000		—			103,000
Net loss	—	—		—		(7,665,000		)	(7,665,000		)
Balance at June 30, 2019	10,898,000	1,000		86,933,000		(88,279,000		)	(1,345,000		)
Stock-based compensation expense	—	—		364,000		—			364,000
Net loss	—	—		—		(6,398,000		)	(6,398,000		)
Balance at September 30, 2019	10,898,000	1,000		87,297,000		(94,677,000		)	(7,379,000		)
Stock-based compensation expense	—	—		357,000		—			357,000
Issue common stock, net of issuance costs	11,081,000	1,000		8,549,000		—			8,550,000
Issue stock for covenant waiver	573,000	—		504,000		—			504,000
Issue stock for employee stock purchase plan	44,000	—		39,000		—			39,000
Issue stock for warrant exercises	11,678,000	1,000		9,396,000		—			9,397,000
Reduce warrant exercise price for covenant waiver	—	—		46,000		—			46,000
Net loss	—	—		—		(7,900,000		)	(7,900,000		)
Balance at December 31, 2019	34,274,000	3,000		106,188,000		(102,577,000		)	3,614,000
Stock-based compensation expense	—	—		328,000		—			328,000
Issue stock for warrant exercises	3,478,000	—		2,355,000		—			2,355,000
Net loss	—	—		—		(10,510,000		)	(10,510,000		)
Balance at March 31, 2020	37,752,000	$	3,000	$	108,871,000	$	(113,087,000	)	$	(4,213,000	)



	Three Months Ended March 31,
	2020				2019
	$		%		$		%
North America	$	726,000	64	%	$	839,000	45	%
EMEIA	390,000		34	%	919,000		50	%
Asia Pacific	20,000		2	%	95,000		5	%
Total	$	1,136,000	100	%	$	1,853,000	100	%



	March 31, 2020		December 31, 2019
Inventory:
Materials and supplies	$	2,138,000	$	951,000
Finished goods	1,473,000		2,493,000
	$	3,611,000	$	3,444,000



	Shares of Stock under Stock Options		Weighted- Average Exercise Price		Weighted- Average Remaining Contractual Term	Aggregate Intrinsic Value
Outstanding at January 1, 2020	1,743,000		$	5.73	8.2	$	4,356
Granted	1,148,000		1.04
Exercised	—		—			$	—
Canceled	(131,000	)	5.57
Outstanding at March 31, 2020	2,760,000		$	3.78	8.9	$	33
Vested and exercisable at March 31, 2020	883,000		$	6.03	7.8	$	—



	Three Months Ended March 31,
	2020		2019
Risk-free interest rate	1.4	%	2.5	%
Expected volatility	70.0	%	67.0	%
Expected term (in years)	6.0		4.9
Expected dividend yield	0.0	%	0.0	%



	March 31, 2020	March 31, 2019
Stock options	2,760,000	1,707,000
Warrants	24,128,000	4,225,000
Total	26,888,000	5,932,000



	March 31, 2020			December 31, 2019
Accounts receivable, net:
Accounts receivable, trade	$	5,628,000		$	6,889,000
Less allowance for doubtful accounts	(1,513,000		)	(555,000		)
	$	4,115,000		$	6,334,000



	March 31, 2020			December 31, 2019
Term Loans	$	18,522,000		$	20,473,000
Revolver	103,000			1,498,000
Total principal	18,625,000			21,971,000
Less unamortized debt issuance costs	(1,656,000		)	(1,886,000		)
Total carrying value of debt	$	16,969,000		$	20,085,000



	Shares of Stock under Warrants		Weighted- Average Exercise Price		Weighted- Average Remaining Contractual Term	Aggregate Intrinsic Value
Outstanding at January 1, 2020	24,406,000		$	1.76	4.82	$	7,932,689
Granted	3,200,000		1.06		5.43
Exercised	(3,478,000	)	0.71			1,305,172
Canceled	—
Outstanding at March 31, 2020	24,128,000		$	1.81	4.52	$	—
Vested and exercisable at March 31, 2020	24,128,000		$	1.81	4.52	$	—



	Three Months Ended March 31,						Period-to-Period Change
	2020			2019			$			%
Revenues:
Product revenue	$	983,000		$	1,688,000		$	(705,000	)	(41.8	)%
Service and other revenue	153,000			165,000			(12,000		)	(7.3	)%
Total revenue	1,136,000			1,853,000			(717,000		)	(38.7	)%
Cost of revenue:
Cost of product revenue	774,000			1,120,000			(346,000		)	(30.9	)%
Cost of other revenue	82,000			27,000			55,000			203.7	%
Total cost of revenue	856,000			1,147,000			(291,000		)	(25.4	)%
Operating expenses:
Research and development	2,674,000			2,100,000			574,000			27.3	%
Selling, general and administrative	7,368,000			4,791,000			2,577,000			53.8	%
Total operating expenses	10,042,000			6,891,000			3,151,000			45.7	%
Loss from operations	(9,762,000		)	(6,185,000		)	(3,577,000		)	57.8	%
Other income (expenses):
Interest expense	(761,000		)	(273,000		)	(488,000		)	178.8	%
Loss on debt extinguishment	—			(1,333,000		)	1,333,000			—	%
Other income (expenses)	18,000			(56,000		)	74,000			(132.1	)%
Total other income (expenses)	(743,000		)	(1,662,000		)	919,000			(55.3	)%
Loss before income taxes	(10,505,000		)	(7,847,000		)	(2,658,000		)	33.9	%
Provision for income taxes	(5,000		)	(5,000		)	—			—	%
Net loss	$	(10,510,000	)	$	(7,852,000	)	$	(2,658,000	)	33.9	%



Net cash provided by (used in):	Three Months Ended March 31,
	2020			2019

Operating activities	$	(8,032,000	)	$	(6,552,000	)
Investing activities	—			—
Financing activities	(1,135,000		)	10,859,000



Exhibit Number		Description
3.1 ⁽¹⁾		Amended and Restated Certificate of Incorporation.
3.2⁽¹⁾		Amended and Restated Bylaws.
4.1 ⁽²⁾		Form of Common Stock Certificate
4.2 ⁽²⁾		Form of Warrant to Purchase Series B-1 Preferred Stock issued to Square 1 Bank.
4.3 ⁽²⁾		Form of Warrant to Purchase Series D Preferred Stock issued to Western Alliance Bank.
4.4 ⁽²⁾		Warrant to Purchase Series D-1 Preferred Stock issued to Western Alliance Bank.
4.5 ⁽²⁾		Form of Warrant to Purchase Series D-1 Preferred Stock issued to Midcap Financial Trust.
4.6 ⁽²⁾		Form of Warrant to Purchase Common Stock Issued to Underwriters.
4.7 ⁽²⁾		Form of Warrant Certificate (included in Exhibit 4.8).
4.8 ⁽²⁾		Form of Warrant Agent Agreement by and between the Registrant and American Stock Transfer & Trust Company LLC, as warrant agent.
4.9 ⁽³⁾		Form of Warrant to Purchase Common Stock for Service Providers.
4.10 ⁽⁴⁾		Form of Warrant to Purchase Common Stock for Innovatus.
4.11 ⁽⁴⁾		Registration Rights Agreement, dated March 14, 2019, between the Company and Aspire Capital Fund, LLC.
4.12 ⁽⁴⁾		Registration Rights Agreement, dated March 14, 2019, by and among the Company and the Innovatus Investors.
4.13 ⁽⁵⁾		Form of Warrant to Purchase Common Stock issued to Investors in October 2019 Public Offering.
4.14 ⁽⁵⁾		Form of Pre-Funded Warrant issued to Investors in October 2019 Public Offering.
4.15 ⁽⁶⁾		Form of Warrants Amendment and Agreement.
4.16 ⁽⁶⁾		Form of New Warrant issued in April 2020.
4.17 ⁽⁷⁾		Form of Warrant to Purchase Common Stock issued to Investors in April 2020 Public Offering.
4.18 ⁽⁷⁾		Form of Prefunded Warrant issued to Investors in April 2020 Public Offering.
10.1 ⁽⁸⁾		Second Amendment to Loan Agreement, dated March 6, 2020, by and among the Company, Innovatus Life Sciences Lending Fund I, LP and East West Bank.
31.1*		Certification of Principal Executive Officer and 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		XBRL Instance Document.
101.SCH		XBRL Taxonomy Extension Schema Document.
101.CAL		XBRL Taxonomy Extension Calculation Linkbase Document.
101.DEF		XBRL Taxonomy Extension Definition Linkbase Document.
101.LAB		XBRL Taxonomy Extension Label Linkbase Document.
101.PRE		XBRL Taxonomy Extension Presentation Linkbase Document.


(1)	Incorporated by reference to the Registrant’s Current Report on Form 8-K, filed with the SEC on August 24, 2018.


(6)	Incorporated by reference to the Company’s Current Report on Form 8-K, filed with the SEC on March 2, 2020.


#	Confidential treatment has been granted with respect to certain portions of this exhibit. Omitted portions have been filed separately with the SEC.


*	This certification is deemed not filed for purpose of section 18 of the Exchange Act or otherwise subject to the liability of that section, nor shall it be deemed incorporated by reference into any filing under the Securities Act or the Exchange Act.



	BIONANO GENOMICS, INC.

Date: June 18, 2020	By: /s/ R. Erik Holmlin, Ph.D.
	R. Erik Holmlin, Ph.D.
	President and Chief Executive Officer (Principal Executive and Financial Officer)


1.	I have reviewed this Quarterly Report on Form 10-Q of Bionano Genomics, Inc., a Delaware corporation (the “registrant”);


2.	Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;


3.	Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;


4.	I am responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:


(a)	Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;


(b)	Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;


(c)	Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and


(d)	Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and