ISDR Blueprint iXBRL Document
0001386570
false
0001386570
2020-11-04
2020-11-04
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): November 4,
2020
CHROMADEX
CORPORATION
(Exact name of registrant as specified in its
charter)
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Delaware
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001-37752
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26-2940963
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(State
or other jurisdiction of incorporation)
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(Commission
File Number)
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(IRS
Employer Identification No.)
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10900 Wilshire
Blvd. Suite
600, Los
Angeles, California
90024
(Address
of principal executive offices, including zip code)
(310)
388-6706
(Registrant's telephone number, including area
code)
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:
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Title
of each class
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Trading
Symbol(s)
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Name of
each exchange on which registered
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Common Stock, par value $0.001 per
share
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CDXC
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The
Nasdaq
Capital Market
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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 4, 2020, ChromaDex Corporation (the “Company”)
issued a press release announcing its earnings for the quarter
ended September 30, 2020. A copy of the press release is attached
hereto as Exhibit 99.1.
The
information in this Item 2.02 and the exhibit hereto are being
furnished and shall not be deemed to be “filed” for
purposes of Section 18 of the Securities Exchange Act of 1934, as
amended (the “Exchange Act”), or otherwise subject to
the liability of that section, nor shall they be deemed
incorporated by reference in any filing under the Securities Act of
1933, as amended, or the Exchange Act, except as expressly set
forth by specific reference in such filing.
Item 7.01.
Regulation FD Disclosure.
On
November 4, 2020, the Company released a corporate presentation
which it made available on its website. A copy of the corporate
presentation is attached hereto as Exhibit 99.2.
The
information in this Item 7.01 and the exhibit hereto are being
furnished and shall not be deemed to be “filed” for
purposes of Section 18 of the Exchange Act, or otherwise subject to
the liability of that section, nor shall they be deemed
incorporated by reference in any filing under the Securities Act of
1933, as amended, or the Exchange Act, except as expressly set
forth by specific reference in such filing.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
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Exhibit
Number
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Description
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104
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Cover
Page Interactive Data File (embedded within the Inline XBRL
document)
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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.
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CHROMADEX CORPORATION
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Dated:
November 4, 2020
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By:
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/s/
Kevin M.
Farr
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Name:
Kevin M. Farr
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Chief
Financial Officer
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ChromaDex Corporation Reports Third Quarter 2020 Financial
Results
Revenue for the Three-Month Period Ended September 30, 2020 Totals
$14.2 Million, up 18% Year-over-Year, with Gross Margin of 59.6%,
and Lower Operating Expenses
LOS ANGELES, November 4, 2020 (BUSINESS WIRE) - ChromaDex Corp. (Nasdaq:CDXC)
today
reported third quarter financial results.
2020 Third Quarter and Recent Highlights
●
Total net sales of $14.2 million, up 18% from $12.1 million from
the year ago quarter.
●
Tru Niagen® net sales of $11.9 million, a 22% increase from
the year ago quarter.
●
Net loss was ($4.2) million or ($0.07) per share, an improvement of
$0.05 per share year-over-year.
●
Adjusted EBITDA excluding total legal expense, a non-GAAP measure,
was a loss of ($0.1) million, a $1.7 million improvement
year-over-year.
●
Announced Phase 2 results from
study in Turkey showing nutritional protocol including nicotinamide
riboside (“NR”) plus local standard of care reduced
recovery time in COVID-19 patients by nearly
30%.
●
Growing body of clinical research suggests that nicotinamide
riboside (Niagen®) may support areas of human health with
broad addressable markets, including cardiovascular and immune
health, with additional studies underway.
●
Nestlé Health Science’s new Celltrient™ Cellular
Energy products featuring Tru Niagen® launched in the United
States, following the launch of Tru Niagen® capsules on
Persona, a Nestlé Health Science company and leading
personalized vitamin subscription program, earlier this
year.
“We
delivered strong third quarter sales of Tru Niagen with sequential
growth in our e-commerce business and with Watsons, and our partner
Nestlé Health Science released their new product line
Celltrient, featuring Tru Niagen,” says ChromaDex CEO Rob
Fried. “Our scientists and research partners also published
important new data furthering our understanding of increased
NAD+
levels and immune health, including research on
COVID-19.”
Results of operations for the three months ended September 30,
2020
For the
three months ended September 30, 2020 (“Q3 2020”),
ChromaDex reported net sales of $14.2 million, up 18% compared to
$12.1 million in the third quarter of 2019 ("Q3 2019"). The
increase in Q3 2020 revenues was driven by growth in sales of Tru
Niagen.
Gross
margin increased by 360 basis points to 59.6% in Q3 2020 compared
to 56.0% in Q3 2019. The increase in gross margin was largely
driven by the positive impact of increased Tru Niagen consumer product sales and product
cost saving initiatives.
Operating
expenses decreased by $1.0 million to $12.7 million in Q3 2020,
compared to $13.6 million in Q3 2019. The decrease in operating
expenses was driven by a decrease of $1.4 million in general and
administrative expense, and a decrease of $0.2 million of research
and development expense, partially offset by $0.6 million of higher
selling and marketing expense. The decrease in general and
administrative expense was driven by $1.0 million of lower legal
expenses.
The net
loss for Q3 2020 was ($4.2) million or ($0.07) per share compared
to a net loss of ($7.2) million or ($0.12) per share for Q3
2019.
Adjusted
EBITDA excluding total legal expense, a non-GAAP measure, was a
loss of ($0.1) million for Q3 2020, compared to a loss of ($1.9)
million for Q3 2019, a $1.7 million improvement.
ChromaDex
defines Adjusted EBITDA excluding total legal expense as net income
or (loss) which is adjusted for interest, income tax, depreciation,
amortization, non-cash stock compensation costs, severance and
restructuring expense, bad debt expense related to Elysium Health
and total legal expense.
For Q3
2020, the net cash used in operating activities was ($3.8) million
versus ($7.8) million in Q3 2019.
The
Company’s full year financial outlook is unchanged from last
quarter. Based on the Company’s current financial outlook,
revenue growth will be driven by its U.S. ecommerce business, new
international market launches with its partners and distributors,
such as in the U.K. and Australia, new online platforms, including
Persona Nutrition, a Nestlé Health Science company, and the
Company’s new product, Tru Niagen® Beauty. The Company
expects continued gross margin improvement driven by a higher mix
of Tru Niagen® sales, product design changes implemented in
late 2019, and additional supply chain cost savings initiatives in
2020. The Company expects lower selling, marketing and advertising
as well as general and administrative expenses as a percentage of
net sales driven by strong growth from returning customers and
scale on our fixed overhead costs driven by organizational
realignment initiatives, as well as new systems and processes. The
Company does not expect any supply chain disruption related to the
impact of COVID-19 at this time and, while the revenue impact is
difficult to predict, the Company is managing expenses to mitigate
the bottom-line impact.
Investor Conference Call
ChromaDex
management will host an investor conference call to discuss the
third quarter results and provide a general business update on
Wednesday, November 4, at 4:30pm ET.
Participants
should call in at least 10 minutes prior to the call. The dial-in
information is as follows:
Date: Wednesday, November 4, 2020
Time: 4:30 p.m. Eastern time (1:30 p.m. Pacific
time)
Toll-free dial-in number: (833)
979-2703
International dial-in number: (236) 714-2223
Conference ID: 4699759
Webcast link: ChromaDex Third
Quarter 2020 Earnings Conference Call
The conference call will be broadcast live and available for
replay here and
via the investor relations section of the Company’s website
at www.chromadex.com.
A replay of the conference call will be available after 7:30
p.m. ET.
Toll-free replay number: 800-585-8367
Replay ID: 4699759
About Non-GAAP Financial Measures:
Adjusted
EBITDA excluding total legal expense excludes interest, income tax,
depreciation, amortization, non-cash share-based compensation
costs, severance and restructuring expense, bad debt expense
related to Elysium Health, and total legal expense.
ChromaDex used these non-GAAP measures when evaluating its
financial results as well as for internal resource management,
planning and forecasting purposes. ChromaDex believes the
presentation of its non-GAAP financial measures enhances the
overall understanding of the company’s historical financial
performance. These non-GAAP measures should not be viewed in
isolation from or as a substitute for ChromaDex’s financial
results in accordance with GAAP. Reconciliation of GAAP to non-GAAP
measures are attached to this press release.
About ChromaDex:
ChromaDex Corp. is a science-based integrated
nutraceutical company devoted to improving the way people
age. ChromaDex scientists partner with leading
universities and research institutions worldwide to discover,
develop and create solutions to deliver the full potential of NAD
and its impact on human health. Its flagship
ingredient, NIAGEN® nicotinamide
riboside, sold directly to consumers as TRU
NIAGEN®,
is backed with clinical and scientific research, as well as
extensive IP protection. TRU
NIAGEN® is
helping the world AGE BETTER®. ChromaDex
maintains a website at www.chromadex.com to
which ChromaDex regularly posts copies of its press releases as
well as additional and financial information about the
Company.
Important Note on Forward Looking Statements:
This
release contains forward-looking statements within the meaning of
Section 27A of the Securities Act of 1933, as amended, and Section
21E of the Securities and Exchange Act of 1934, as amended. Because
such statements are subject to risks and uncertainties, actual
results may differ materially from those expressed or implied by
such forward-looking statements. Such statements include the
quotation from ChromaDex’s Chief Executive Officer, and
statements related to the impact of COVID-19 on revenues and supply
chain and ChromaDex’s management of expenses to mitigate the
bottom-line impact; future revenue growth being driven by
ChromaDex’s U.S. ecommerce business, new international market
launches with ChromaDex’s partners and distributors, such as
in the U.K. and Australia, new online platforms, including Persona
Nutrition, a Nestlé Health Science company, and the
ChromaDex’s new product, Tru Niagen® Beauty; the
expectations of gross margin improvement driven by a by a higher
mix of Tru Niagen® sales, product design changes implemented
in late 2019, and additional supply chain cost savings initiatives
in 2020; and the expectations of lower selling, marketing and
advertising expenses and lower general and administrative expenses
as a percentage of net sales driven by strong growth from returning
customers and scale on fixed overhead costs driven by
organizational realignment initiatives, as well as new systems and
processes. Other risks that contribute to the uncertain nature of
the forward-looking statements are reported in our most recent
Quarterly Report on Form 10-Q and Annual Report on Form 10-K as
filed with the SEC. Readers are cautioned not to place undue
reliance on these forward-looking statements, which speak only as
of the date hereof, and actual results may differ materially from
those suggested by these forward-looking statements. All
forward-looking statements are qualified in their entirety by this
cautionary statement and ChromaDex undertakes no obligation to
revise or update this release to reflect events or circumstances
after the date hereof.
ChromaDex Investor Relations Contact:
Brianna
Gerber, Vice President of FP&A and Investor
Relations
949-419-0288
ext. 127
ChromaDex Media Contact:
Alex
Worsham, Vice President of Global Marketing &
Communications
310-388-6706
ext. 689
ChromaDex
Corporation
ChromaDex Corporation and Subsidiaries
Condensed Consolidated Statements of Operations
For the Three Month Periods Ended September 30, 2020 and September
30, 2019
(In thousands, except per share data)
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Sales,
net
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$14,180
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$12,053
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Cost
of sales
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5,726
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5,304
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Gross profit
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8,454
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6,749
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Operating
expenses:
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Sales
and marketing
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5,223
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4,626
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Research
and development
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880
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1,044
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General
and administrative
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6,547
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7,967
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Operating expenses
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12,650
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13,637
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Operating loss
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(4,196)
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(6,888)
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Nonoperating
expense:
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Interest
expense, net
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(19)
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(314)
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Nonoperating expense
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(19)
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(314)
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Net loss
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$(4,215)
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$(7,202)
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Basic
and diluted loss per common share
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$(0.07)
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$(0.12)
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Basic
and diluted weighted average
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common
shares outstanding
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61,695
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57,658
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See Notes to Consolidated Financial Statements in Part I of
ChromaDex's Quarterly Report on Form 10-Q filed with Securities and
Exchange Commission on November 4, 2020.
ChromaDex Corporation and Subsidiaries
Condensed Consolidated Balance Sheets
September 30, 2020 and December 31, 2019
(In thousands, except per share data)
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Assets
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Current
Assets
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Cash,
including restricted cash of $0.2 million and $0.2 million,
respectively
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$15,478
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$18,812
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Trade
receivables, net of allowances of $0.0 million and $2.8 million,
respectively;
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Receivables
from Related Party: $1.0 million and $0.8 million,
respectively
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3,214
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2,175
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Inventories
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11,031
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11,535
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Prepaid
expenses and other assets
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1,005
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996
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Total current assets
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30,728
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33,518
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Leasehold
Improvements and Equipment, net
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3,307
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3,765
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Intangible
Assets, net
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1,147
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1,311
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Right
of Use Assets
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1,323
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891
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Other
Long-term Assets
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910
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762
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Total assets
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$37,415
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$40,247
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Liabilities and Stockholders' Equity
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Current
Liabilities
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Accounts
payable
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$6,881
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$9,626
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Accrued
expenses
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5,173
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4,415
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Current
maturities of operating lease obligations
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650
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595
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Current
maturities of finance lease obligations
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83
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258
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Customer
deposits
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228
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169
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Total current liabilities
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13,015
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15,063
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Deferred
Revenue
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3,820
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3,873
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Operating
Lease Obligations, Less Current Maturities
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1,070
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848
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Finance
Lease Obligations, Less Current Maturities
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23
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18
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Total liabilities
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17,928
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19,802
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Commitments
and Contingencies
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Stockholders'
Equity
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Common
stock, $.001 par value; authorized 150,000 shares;
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issued
and outstanding September 30, 2020 61,587 shares and
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December
31, 2019 59,562 shares
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62
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60
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Additional
paid-in capital
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155,156
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142,285
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Accumulated
deficit
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(135,728)
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(121,900)
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Cumulative
translation adjustments
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(3)
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-
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Total stockholders' equity
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19,487
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20,445
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Total liabilities and stockholders' equity
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$37,415
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$40,247
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See Notes to Consolidated Financial Statements in Part I of
ChromaDex's Quarterly Report on Form 10-Q filed with Securities and
Exchange Commission on November 4, 2020.
ChromaDex Corporation and Subsidiaries
Reconciliation of Non-GAAP Financial Measures
Adjusted EBITDA
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(In
thousands)
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Net
loss, as reported
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$(8,337)
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$(7,755)
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$(7,202)
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$(8,853)
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$(5,902)
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$(3,711)
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$(4,215)
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Adjustments:
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Interest
(income) expense
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(35)
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575
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314
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(7)
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12
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24
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19
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Depreciation
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173
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190
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196
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203
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214
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218
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220
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Amortization
of intangibles
|
61
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61
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62
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62
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62
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60
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60
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Amortization
of right of use assets
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138
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141
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144
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92
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92
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95
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97
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Share-based
compensation
|
2,029
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1,759
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1,687
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1,697
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1,873
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1,711
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1,574
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Severance
and restructuring
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-
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-
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-
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200
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953
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284
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224
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Elysium-related
bad debt expense
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-
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-
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-
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2,233
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-
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-
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-
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Adjusted
EBITDA
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$(5,971)
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$(5,029)
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$(4,799)
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$(4,373)
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$(2,696)
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$(1,319)
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$(2,021)
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Total
legal expense
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3,250
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2,926
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2,944
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2,226
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2,380
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1,844
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1,896
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Adjusted
EBITDA excluding total legal expense
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$(2,721)
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$(2,103)
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$(1,855)
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$(2,147)
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$(316)
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$525
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$(125)
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