8-K
CHAMPIONS ONCOLOGY, INC. (CSBR)
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): March 12, 2020
CHAMPIONS ONCOLOGY, INC.
(Exact name of registrant as specified in its charter)
| Delaware | 001-11504 | 52-1401755 |
|---|---|---|
| (State or Other Jurisdiction | (Commission File Number) | (IRS Employer |
| of Incorporation) | Identification No.) |
1 University Plaza, Suite 307, Hackensack, New Jersey 07601
(Address of Principal Executive Offices)
Registrant’s telephone number, including area code: (201) 808-8400
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)) |
| --- | --- |
Indicate by check mark whether the registrant is an emerging growth company as defined in 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 o
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. o
INFORMATION TO BE INCLUDED IN THE REPORT
| Item 2.02. | Results of Operations and Financial Condition. |
|---|
On March 12, 2020, Champions Oncology, Inc. (the “Company”) issued a press release regarding the Company’s unaudited financial results for its fiscal quarter ended January 31, 2020. A copy of the Company’s press release is attached hereto as Exhibit 99.1.
The information contained under Item 2.02 in this Current Report shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.
| Item 9.01. | Financial Statements and Exhibits. |
|---|---|
| (d) | Exhibits |
| --- | --- |
The following exhibit is filed herewith:
Exhibit No.
| 99.1 | Press Release Dated March 12, 2020 |
|---|
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.
| CHAMPIONS ONCOLOGY, INC. | ||
|---|---|---|
| (Registrant) | ||
| Date: March 12, 2020 | By: | /s/ Ronnie Morris |
| Ronnie Morris | ||
| Chief Executive Officer |
Exhibit
Exhibit 99.1
NEWS
One University Plaza, Suite 307 Hackensack, NJ 07601 Tel: 201-808-8400
Champions Oncology Reports Record Quarterly Revenue of $9.0 Million
Hackensack, NJ – March 12, 2020 – Champions Oncology, Inc. (Nasdaq: CSBR), engaged in an end-to-end range of research and development technology solutions and services to improve the development and use of oncology drugs, today announced its financial results for the third fiscal quarter ended January 31, 2020.
Third Quarter Highlights:
| • | Record quarterly revenue of $9.0 million, an increase of 40% year-over-year |
|---|---|
| • | Reported income of $881,000 excluding stock-based compensation and depreciation |
| --- | --- |
| • | Achieved record quarterly bookings |
| --- | --- |
Ronnie Morris, CEO of Champions, commented, “Our third quarter revenue results were record breaking, exceeding $9 million for the first time. We continued to see bookings strength, aided by an increase in end point analysis testing in our studies. The pipeline of opportunities in GCLP flow cytometry services continued to expand and we are confident GCLP flow will contribute to future revenue growth.”
David Miller, CFO of Champions added, “As anticipated, we started the second half of the year with very strong results with near record income on both a GAAP and Non-GAAP basis and we anticipate remaining profitable for the remainder of the year.”
Third Fiscal Quarter Financial Results
For the third quarter of fiscal 2020, revenue increased 40.6% to $9.0 million compared to $6.4 million for the third quarter of fiscal 2019. The increase in revenue is due to increased sales, both in number and size of studies. Additionally, customers are seeking more complex study designs and end point analysis testing, leading to larger contracts, contributing to the revenue growth. Total costs and operating expenses for the third quarter of fiscal 2020 were $8.6 million compared to $6.8 million for the third quarter of fiscal 2019, an increase of $1.8 million or 26.5%.
Exhibit 99.1
For the third quarter of fiscal 2020, Champions reported income from operations of $433,000, including $229,000 in stock-based compensation and $219,000 in depreciation expenses, an increase of $803,000 compared to the loss from operations of $370,000, inclusive of $335,000 in stock-based compensation and $164,000 in depreciation expenses, in the third quarter of fiscal 2019. Excluding stock-based compensation and depreciation expenses, Champions reported non-GAAP income from operations of $881,000 for the third quarter of fiscal 2020 compared to non-GAAP income from operations of $129,000 in the third quarter of fiscal 2019, an increase of $752,000.
Cost of oncology solutions was $4.3 million for the three-months ended January 31, 2020, an increase of $900,000, or 26.5% compared to $3.4 million for the three-months ended January 31, 2019. For the three- months ended January 31, 2020, gross margin was 52.0% compared to 46.7% for the three-months ended January 31, 2019. Gross margin varies based on timing differences between expense and revenue recognition. The increase in cost of oncology services for the three-month period was mainly due to an increase in compensation and lab supply expenses. The overall expense increase is generally in line with the expected contribution based on the growth in revenue and study volume.
Research and development expense was $1.4 million and $1.3 million for the three-months ended January 31, 2020 and January 31, 2019, respectively. We continued to invest in research and development to offer new PDx models, ex-vivo assays and to expand our endpoint analysis testing. Sales and marketing expense for the three-months ended January 31, 2020 was $1.3 million, an increase of $428,000, or 48.7%, compared to $879,000 for the three-months ended January 31, 2019. The increase was primarily due to compensation expense driven by the continued expansion of the sales force and commissions earned. General and administrative expense was $1.6 million for the three-months ended January 31, 2020 compared to $1.2 million for the three-months ended January 31, 2019, an increase of $400,000 or 33.3%. The increase was mainly due to an increase in compensation expense and a non-recurring bad debt write-off.
Net cash used in operating activities was $41,000. The quarter’s use of cash from operations was primarily due to ordinary course of business timing differences in working capital items for the third quarter of 2020, including an increase in accounts receivable, of $759,000 and a decrease in accounts payable of $893,000.
The Company ended the quarter with $3.3 million of cash. Additionally, subsequent to the quarter end, approximately 700,000 warrants were cash exercised, adding an additional $4 million to the balance sheet. The Company has no debt.
Year-to-Date Financial Results
For the first nine months of fiscal 2020, revenue increased 20.8% to $23.4 million, as compared to $19.3 million for the first nine months of fiscal 2019. For the first nine months of fiscal 2020, total operating expenses increased 22.7% to $23.3 million, as compared to $19.0 million for the first nine months of fiscal 2019. The increase in revenue is due to increased sales, both in number and size of studies, and expanding our customer base.
For the first nine months of fiscal 2020, Champions reported income from operations of $109,000, which includes $437,000 in stock-based compensation and $579,000 in depreciation expenses, a decrease of $277,000 or 71.8%, compared to income from operations of $386,000, inclusive of $498,000 in stock-based compensation and $433,000 depreciation expenses, for the first nine months of fiscal 2019. Excluding stock-based compensation and depreciation, Champions reported non-GAAP operating income of $1.1
Exhibit 99.1
million for the first nine months of fiscal 2020 compared to income of $1.3 million for the same period last year.
Cost of oncology solutions was $12.0 million for the first nine months of fiscal 2020 compared to $10.0 million for the first nine months of fiscal 2019 an increase of $2.0 million or 20.0%. Gross margin was 48.8% for the first nine months of fiscal 2020, consistent with 48.5% for the first nine months of fiscal 2019. The increase in cost of oncology services for the nine-month period was mainly due to an increase in compensation and supply expenses.
Research and development expense was $4.0 million for the first nine months of fiscal 2020 an increase of $485,000, or 13.7% compared to $3.6 million for the first nine months of fiscal 2019. The increase is due to increased compensation and lab supply expenses related to new model development and product expansion. Sales and marketing expense for the first nine months of fiscal 2020 was $3.2 million, an increase of $1.0 million, or 47.6% compared to $2.1 million for the first nine months of fiscal 2019. The increase is the result of the continued expansion of the sales force. General and administrative expense was $4.1 million for the first nine months of fiscal 2020, an increase of $807,000 or 24.4% compared to $3.3 million for the first nine months of fiscal 2019. The increase for the nine-month period was mainly due to an increase in compensation, professional fees, and depreciation expenses offset by a reduction in recruiting costs.
Net cash provided by operations was $360,000 for the first nine months of fiscal 2020 compared to net
cash provided by operations of $1.6 million in 2019, a decrease of $1.3 million or 81.3%. The decrease in net cash provided by operations is primarily due to a decrease in working capital items for the third quarter of 2020 including an increase in accounts receivable and a decrease in accounts payable.
Conference Call Information:
The Company will host a conference call today at 4:30 p.m. EST (1:30 p.m. PST) to discuss its third quarter financial results. To participate in the call, please call 877-407-8035 (domestic) or 201-689-8035 (international) ten minutes ahead of the call and give the verbal reference "Champions Oncology."
Full details of the Company’s financial results will be available Monday, March 16, 2020 in the Company’s Form 10-Q at www.championsoncology.com.
* Non-GAAP Financial Information
See the attached Reconciliation of GAAP net income (loss) to Non-GAAP net income (loss) for an explanation of the amounts excluded to arrive at Non-GAAP net income (loss) and related Non-GAAP earnings (loss) per share amounts for the nine months ended January 31, 2020 and 2019. Non-GAAP financial measures provide investors and management with supplemental measures of operating performance and trends that facilitate comparisons between periods before and after certain items that would not otherwise be apparent on a GAAP basis. Certain unusual or non-recurring items that management does not believe affect the Company’s basic operations do not meet the GAAP definition of unusual or non-recurring items. Non-GAAP net income (loss) and Non-GAAP earnings (loss) per share are not, and should not, be viewed as a substitute for similar GAAP items. Champions defines Non-GAAP dilutive earnings (loss) per share amounts as Non-GAAP net earnings (loss) divided by the weighted average number of diluted shares outstanding. Champions’ definition of Non-GAAP net earnings (loss) and Non-GAAP diluted earnings (loss) per share may differ from similarly named measures used by other companies.
Exhibit 99.1
About Champions Oncology, Inc.
About Champions Oncology
Champions Oncology, Inc. is engaged in the development of advanced technology solutions and services to personalize the development and use of oncology drugs. The Company's technology platform is a novel approach to personalizing cancer care based upon the implantation of primary human tumors in immune deficient mice followed by propagation of the resulting engraftments, or Champions TumorGrafts, in a manner that preserves the biological characteristics of the original human tumor in order to determine the efficacy of a treatment regimen. The Company uses this technology in conjunction with related services to offer solutions for pharmaceutical and biotechnology companies seeking personalized approaches to drug development that can lower the cost and increase the speed of developing new drugs. TumorGrafts are procured through agreements with a number of institutions in the U.S. and overseas as well as through Champions' Personalized Oncology Solutions business, in which results help guide the development of personalized treatment plans for individual patients. For more information visit Champions Oncology, Inc.'s website (www.championsoncology.com).
This press release may contain "forward-looking statements" (within the meaning of the Private Securities Litigation Act of 1995) that inherently involve risk and uncertainties. Champions Oncology generally uses words such as "believe," "may," "could," "will," "intend," "expect," "anticipate," "plan," and similar expressions to identify forward-looking statements. One should not place undue reliance on these forward-looking statements. The Company's actual results could differ materially from those anticipated in the forward-looking statements for many unforeseen factors. See Champions Oncology's Form 10-K for the fiscal year ended April 30, 2019 for a discussion of such risks, uncertainties and other factors. Although the Company believes the expectations reflected in the forward-looking statements are reasonable, they relate only to events as of the date on which the statements are made, and Champions Oncology's future results, levels of activity, performance or achievements may not meet these expectations. The Company does not intend to update any of the forward-looking statements after the date of this press release to conform these statements to actual results or to changes in Champions Oncology's expectations, except as required by law.
Champions Oncology, Inc.
(Dollars in thousands)
Reconciliation of GAAP to Non-GAAP Net Income (Loss) (Unaudited)
| Three Months Ended<br>January 31, | Nine Months Ended<br>January 31, | ||||||||
|---|---|---|---|---|---|---|---|---|---|
| 2020 | 2019 | 2020 | 2019 | ||||||
| Net income (loss) - GAAP | $ | 407 | $ | (369 | ) | $ | 72 | $ | 381 |
| Less: | |||||||||
| Stock-based compensation | 229 | 335 | 437 | 498 | |||||
| Net income (loss)- Non-GAAP | $ | 636 | $ | (34 | ) | $ | 509 | $ | 879 |
Reconciliation of GAAP EPS to Non-GAAP EPS (Unaudited)
| Three Months Ended<br>January 31, | Nine Months Ended<br>January 31, | ||||||||
|---|---|---|---|---|---|---|---|---|---|
| 2020 | 2019 | 2020 | 2019 | ||||||
| EPS – GAAP, basic | $ | 0.03 | $ | (0.03 | ) | $ | 0.01 | $ | 0.03 |
| Less: | |||||||||
| Effect of stock-based compensation on EPS | 0.02 | 0.03 | 0.04 | 0.04 | |||||
| EPS - Non-GAAP, basic | $ | 0.05 | $ | — | $ | 0.05 | $ | 0.07 | |
| Three Months Ended<br>January 31, | Nine Months Ended<br>January 31, | ||||||||
| 2020 | 2019 | 2020 | 2019 | ||||||
| EPS – GAAP, diluted | $ | 0.03 | $ | (0.03 | ) | $ | 0.01 | $ | 0.03 |
| Less: | |||||||||
| Effect of stock-based compensation on EPS | 0.02 | 0.03 | 0.03 | 0.04 | |||||
| EPS - Non-GAAP, diluted | $ | 0.05 | $ | — | $ | 0.04 | $ | 0.07 |
Unaudited Condensed Consolidated Statements of Operations
| Three Months Ended<br>January 31, | Nine Months Ended<br>January 31, | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| 2020 | 2019 | 2020 | 2019 | ||||||||
| Oncology services revenue | $ | 9,012 | $ | 6,430 | $ | 23,375 | $ | 19,348 | |||
| Cost of oncology services | 4,325 | 3,429 | 11,958 | 9,963 | |||||||
| Research and development | 1,391 | 1,269 | 4,035 | 3,550 | |||||||
| Sales and marketing | 1,307 | 879 | 3,155 | 2,138 | |||||||
| General and administrative | 1,556 | 1,223 | 4,118 | 3,311 | |||||||
| Income (loss) from operations | 433 | (370 | ) | 109 | 386 | ||||||
| Other income (expense) | (14 | ) | 1 | 1 | (5 | ) | |||||
| Income (loss) before provision for income taxes | 419 | (369 | ) | 110 | 381 | ||||||
| Provision for income taxes | 12 | — | 38 | — | |||||||
| Net income (loss) | $ | 407 | $ | (369 | ) | $ | 72 | $ | 381 | ||
| Net income (loss) per common share outstanding | |||||||||||
| basic | $ | 0.03 | $ | (0.03 | ) | $ | 0.01 | $ | 0.03 | ||
| and diluted | $ | 0.03 | $ | (0.03 | ) | $ | 0.01 | $ | 0.03 | ||
| Weighted average common shares outstanding | |||||||||||
| basic | 11,752,619 | 11,508,180 | 11,653,115 | 11,257,314 | |||||||
| and diluted | 13,673,672 | 11,508,180 | 13,440,861 | 13,909,063 |
Condensed Consolidated Balance Sheets
| January 31, 2020 | April 30, 2019 | |||
|---|---|---|---|---|
| (unaudited) | ||||
| Cash | $ | 3,282 | $ | 3,237 |
| Accounts receivable | 4,493 | 4,377 | ||
| Other current assets | 355 | 308 | ||
| Total current assets | 8,130 | 7,922 | ||
| Operating lease right-of-use assets, net | 2,902 | — | ||
| Property and equipment, net | 3,246 | 2,546 | ||
| Other long term assets | 128 | 128 | ||
| Goodwill | 669 | 669 | ||
| Total assets | $ | 15,075 | $ | 11,265 |
| Accounts payable and accrued liabilities | $ | 3,193 | $ | 3,987 |
| Current portion of finance lease | 177 | 16 | ||
| Current portion of operating lease liabilities | 490 | — | ||
| Deferred revenue | 4,586 | 4,022 | ||
| Total current liabilities | 8,446 | 8,025 | ||
| Deferred rent | — | 851 | ||
| Non-current operating lease liabilities | 3,301 | — | ||
| Other Non-current Liability | 151 | 151 | ||
| Total liabilities | 11,898 | 9,027 | ||
| Stockholders’ equity | 3,177 | 2,238 | ||
| Total liabilities and stockholders’ equity | $ | 15,075 | $ | 11,265 |
Unaudited Condensed Consolidated Statements of Cash Flows
| Nine Months Ended<br>January 31, | ||||||
|---|---|---|---|---|---|---|
| 2020 | 2019 | |||||
| Cash flows from operating activities: | ||||||
| Net income | $ | 72 | $ | 381 | ||
| Adjustments to reconcile net cash provided by operations: | ||||||
| Stock-based compensation expense | 437 | 498 | ||||
| Issuance of common stock for services | — | 8 | ||||
| Operating lease right-of use assets | 299 | — | ||||
| Depreciation and amortization expense | 579 | 433 | ||||
| Gain on disposal of equipment | (52 | ) | — | |||
| Allowance for doubtful accounts | 218 | 53 | ||||
| Deferred rent | — | 279 | ||||
| Changes in operating assets and liabilities | (1,193 | ) | (42 | ) | ||
| Net cash provided by operating activities | 360 | 1,610 | ||||
| Cash flows from investing activities: | ||||||
| Purchases of property and equipment | (693 | ) | (693 | ) | ||
| Net cash used in investing activities: | (693 | ) | (693 | ) | ||
| Cash flows from financing activities: | ||||||
| Proceeds from the exercise of stock options | 429 | 1,440 | ||||
| Finance lease payments | (51 | ) | (53 | ) | ||
| Net cash (used in) provided by financing activities: | 378 | 1,387 | ||||
| Net increase in cash | 45 | 2,304 | ||||
| Cash at beginning of period | 3,237 | 1,006 | ||||
| Cash at the end of period | $ | 3,282 | $ | 3,310 | ||
| Non-cash investing activities: | ||||||
| Purchase of equipment under finance lease | $ | 212 | $ | 235 | ||
| Credit received on purchase of equipment | $ | 160 | $ | — | ||
| Unpaid portion of property and equipment purchase | $ | 321 | $ | — |