irtc-20200804
0001388658false00013886582020-08-042020-08-04


 
 
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 4, 2020
iRhythm Technologies, Inc.
(Exact name of Registrant as specified in its charter) 
Delaware001-3791820-8149544
(State or other jurisdiction of
incorporation or organization)
(Commission
File Number)
(I.R.S. Employer
Identification Number)
699 8th Street, Suite 600
San Francisco, California 94103
(Address of principal executive office) (Zip Code)
(415) 632-5700
(Registrant’s telephone number, including area code)
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 classTrading SymbolName of each exchange on which registered
Common Stock, Par Value $0.001 Per ShareIRTCThe 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 August 6, 2020, iRhythm Technologies, Inc. issued a press release regarding its financial results for the second quarter ended June 30, 2020. A copy of the press release is furnished as Exhibit 99.1 to this Form 8-K.
This information is intended to be furnished under Item 2.02 of Form 8-K and 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 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On August 4, 2020 Douglas Devine was granted a performance-based restricted stock unit, award covering a target of 9,123 shares of Common Stock. This award vests over 2.5 years and is subject to performance-based criteria relating to the achievement of certain corporate goals. The maximum number of shares of Common Stock that may vest under the award is 200% of the target number of shares of Common Stock subject to the award. Upon achievement of performance during a performance period, the applicable portion of the award will vest subject to Mr. Devine’s continued employment with the Company through the date that performance is certified. The performance period ends on December 31, 2022 with certification expected by March 15, 2023. The equity award is consistent with the terms of Mr. Devine’s offer letter filed as Exhibit 10.1 to the Company’s Form 8-K filed on June 4, 2020.

Item 8.01 Other Events.

Effective August 5, 2020 Mark Rubash was appointed to the Company’s Nominating and Corporate Governance Committee (the “Committee”). Mr. Rubash will receive standard compensation for his membership on the Committee.

Item 9.01 Financial Statements and Exhibits
(d)Exhibits.
 
Exhibit No. Description
99.1 




SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

IRHYTHM TECHNOLOGIES, INC.
Date: August 6, 2020By:/s/ Kevin M. King
Kevin M. King
Chief Executive Officer


Exhibit 99.1
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iRhythm Technologies Announces Second Quarter 2020 Financial Results

SAN FRANCISCO, August 6, 2020 -- iRhythm Technologies, Inc. (NASDAQ: IRTC), a leading digital health care solutions company focused on the advancement of cardiac care, today reported financial results for the three months ended June 30, 2020.

Second Quarter 2020 Summary

Revenue of $50.9 million
3% decrease compared to second quarter 2019
20% decrease compared to first quarter 2020
Gross margin was 69.6%
560 basis point year-over-year contraction

“Despite the challenges presented by the pandemic, we have continued to deliver our Zio service without interruption to the physicians and patients that rely on it. Our team recognized the need for high quality care has never been greater and I could not be prouder of the commitment we have demonstrated,” said Kevin King, CEO. “Second quarter results were encouraging, despite the COVID-19 impact felt early in the quarter. We saw a steady pace of recovery in registration rates throughout the quarter that exceeded our initial expectations.

“Importantly, we believe we continued to penetrate the market and take share as an acute shift away from Holter monitoring took place. Our digital platform is well suited to deliver services in a virtual environment, with a single-use Zio device and home enrollment capability. We expect it will remain an important component of many of our accounts’ workflows going forward. We also saw significant traction with Zio AT, signaling the increasing value our complete platform solution provides in streamlining workflows across cardiac monitoring needs.

“While we are encouraged by our recent rebound, the macro environment remains uncertain and several market factors could result in suppressed demand through the rest of 2020. We are managing our business for the long-term with planned investments to drive growth and profitability and remain as confident as ever in the durability of our business,” concluded King.

Second Quarter Financial Results
Revenue for the three months ended June 30, 2020 decreased 3% to $50.9 million, from $52.4 million during the same period in 2019. The decrease was primarily due to lower volumes but was slightly offset by increased ASP.

Gross profit for the second quarter of 2020 was $35.4 million, or 69.6% gross margin, compared to $39.4 million, or gross margin of 75.2%, during the same period in 2019.

Operating expenses for the second quarter of 2020 $55.6 million, compared to $50.0 million for the same period in 2019 which was an increase of 11.1%. Excluding a $3.0 million milestone payment to Verily, operating expense increased 5.1% to $52.6 million.

Net loss for the second quarter of 2020 was $20.4 million, or a loss of $0.75 per share, compared with net loss of $10.7 million, or a loss of $0.43 per share, for the same period in 2019.

Total Cash and Short Term Investment balance at June 30, 2020 was $114.9M.

Guidance for Full Year 2020
As previously reported, iRhythm is not providing 2020 financial guidance due to the continued uncertainties from the impact of COVID-19.

Webcast and Conference Call Information
iRhythm’s management team will host a conference call today beginning at 1:30 p.m. PT / 4:30 p.m. ET. Investors interested in listening to the conference call may do so by accessing the webcast on the “Investors” section of the company’s website at: www.irhythmtech.com.

About iRhythm Technologies, Inc. iRhythm is a leading digital health care company redefining the way cardiac arrhythmias are clinically diagnosed. The company combines wearable biosensor devices worn for up to 14 days and cloud-based data analytics with powerful proprietary algorithms that distill data from millions of heartbeats into clinically


Exhibit 99.1
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actionable information. The company believes improvements in arrhythmia detection and characterization have the potential to change clinical management of patients.

Forward-Looking Statements
This news release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934 and the Private Securities Litigation Reform Act of 1995. These statements include statements regarding financial guidance, the impact of COVID-19 on our business, market opportunity, ability to penetrate the market, operating plans and expectations for economic recovery. 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 filing made with the Securities and Exchange Commission on the Form 10-K on March 2, 2020. These forward-looking statements speak only as of the date hereof and should not be unduly relied upon. iRhythm disclaims any obligation to update these forward-looking statements.

Investor Relations Contact:Media Contact:
Lynn Pieper Lewis or Leigh Salvo Saige Smith
(415) 937-5404(262) 289-7065
[email protected][email protected]



Exhibit 99.1
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IRHYTHM TECHNOLOGIES, INC.
Condensed Consolidated Balance Sheets
(Unaudited)
(In thousands, except share and per share data)

June 30,
2020
December 31,
2019
Assets
Current assets:
Cash and cash equivalents$81,730  $20,462  
Short-term investments33,196  120,089  
Accounts receivable, net22,877  23,867  
Inventory4,989  4,037  
Prepaid expenses and other current assets3,743  4,337  
Total current assets146,535  172,792  
Long-term investments—  8,030  
Property and equipment, net30,199  26,464  
Operating lease right-of-use assets87,758  90,124  
Goodwill862  862  
Other assets10,870  7,940  
Total assets$276,224  $306,212  
Liabilities and Stockholders’ Equity
Current liabilities:
Accounts payable$5,012  $8,243  
Accrued liabilities25,170  32,714  
Deferred revenue1,197  1,251  
Debt, current portion7,778  1,944  
Operating lease liabilities, current portion8,157  7,914  
Total current liabilities47,314  52,066  
Debt, noncurrent portion27,164  32,989  
Operating lease liabilities, noncurrent portion83,800  85,748  
Total liabilities158,278  170,803  
Commitments and contingencies
Stockholders’ equity:
Preferred Stock
—  —  
Common stock
25  25  
Additional paid-in capital408,096  395,695  
Accumulated other comprehensive income181  82  
Accumulated deficit(290,356) (260,393) 
Total stockholders’ equity117,946  135,409  
Total liabilities and stockholders’ equity$276,224  $306,212  



Exhibit 99.1
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IRHYTHM TECHNOLOGIES, 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,
2020201920202019
Revenue, net$50,878  $52,441  $114,413  $100,775  
Cost of revenue15,484  13,012  31,547  24,785  
Gross profit35,394  39,429  82,866  75,990  
Operating expenses:
Research and development12,542  7,833  20,957  14,532  
Selling, general and administrative43,014  42,161  91,244  80,227  
Total operating expenses55,556  49,994  112,201  94,759  
Loss from operations(20,162) (10,565) (29,335) (18,769) 
Interest expense(381) (440) (761) (849) 
Other income, net237  295  742  670  
Loss before income taxes(20,306) (10,710) (29,354) (18,948) 
Income tax provision131  15  148  27  
Net loss$(20,437) $(10,725) $(29,502) $(18,975)