rmti-20230330
0001041024FALSE00010410242023-03-302023-03-30

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 30, 2023
 
ROCKWELL MEDICAL, INC.
(Exact name of registrant as specified in its charter)
 
Delaware000-2366138-3317208
(State or other jurisdiction
of incorporation)
(Commission File Number)(IRS Employer
Identification No.)
 
30142 S. Wixom Road, Wixom, Michigan 48393
(Address of principal executive offices, including zip code)
 
(248) 960-9009
(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 Class Trading Symbol Name of Each exchange on which registered
Common Stock, par value $0.0001 RMTI 
Nasdaq Capital 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 March 30, 2023, Rockwell Medical, Inc. issued a press release and earnings presentation announcing its financial results for the quarter and year ended December 31, 2022. The press release and earnings presentation are furnished as Exhibit 99.1 to this Current Report on Form 8‑K.

As provided in General Instruction B.2 of Form 8-K, the information in this Item 2.02 and Exhibit 99.1 incorporated in this Form 8-K shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, nor shall such information or Exhibit 99.1 be deemed to be incorporated by reference in any filing under the Securities Act of 1933, as amended, 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 being furnished herewith:

EXHIBIT INDEX
 
Exhibit No. Description
   
99.1 
104Cover Page Interactive Data File, formatted in INline XBRL and included as Exhibit 101.




SIGNATURE
 
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.
 
 ROCKWELL MEDICAL, INC.
   
Date: March 30, 2023By: /s/ Mark Strobeck
  Mark Strobeck
  Chief Executive Officer

image_2.jpg                             
Rockwell Medical Announces Fourth Quarter and Full-Year 2022
Financial and Operational Results

Achieved third consecutive quarter of revenue growth with new high of $19.3 million in the fourth quarter 2022, representing a 26.0% increase over same period in 2021
Exceeded annual revenue guidance generating $72.8 million in 2022, representing a 17.6% increase year-over-year and the highest full-year revenue to date for the Company
Reduced debt to $10.0 million at December 31, 2022, representing a significant decrease from $21.6 million at December 31, 2021

Wixom, Michigan, March 30, 2023 – Rockwell Medical, Inc. (the "Company") (Nasdaq: RMTI), a healthcare company that develops, manufactures, commercializes, and distributes a portfolio of hemodialysis products to dialysis providers worldwide, today announced financial and operational results for the three months and full-year ended December 31, 2022.

"In 2022, Rockwell delivered on its new business strategy, achieving three consecutive quarters of improved financial performance that culminated in the highest full-year revenue to-date for the Company," said Mark Strobeck, Ph.D., Rockwell Medical’s President and CEO. "Over the course of the year, we significantly reduced our expenses and paid down our debt. We continue to focus on enhancing efficiencies within our business as we drive towards profitability, all with the goal of benefiting patients and increasing stockholder value.”

Fourth Quarter and Full-Year 2022 Financial Highlights

Revenue for the three months ended December 31, 2022 was $19.3 million, which represents a 26.0% increase over $15.3 million for the three months ended December 31, 2021. Revenue for the twelve months ended December 31, 2022 was $72.8 million, which represents a 17.6% increase year-over-year compared to $61.9 million for the comparable period in 2021.
For the three months ended December 31, 2022, cash used in operating activities was $594,000 compared to cash used in operating activities of $9.0 million for the same period in 2021. Cash used in operating activities for the twelve months ended December 31, 2022 was $17.4 million compared to $33.5 million for the same period in 2021.
For the three months ended December 31, 2022, Rockwell's net loss was $2.4 million, or $0.20 per share, compared with a net loss of $8.9 million, or $1.05 per share for the same period in 2021. For the full-year ended December 31, 2022, Rockwell's net loss was $18.7 million, or $1.89 per share, compared with a net loss of $32.7 million, or $3.83 per share in 2021.
Cash and cash equivalents at December 31, 2022 was $21.5 million compared to cash and cash equivalents of $27.6 million at September 30, 2022. The variance was largely driven by the Company's $5.0 million pre-payment of its long-term debt during the fourth quarter of 2022. The Company's outstanding debt at December 31, 2022 was $10.0 million, compared to $21.6 million at December 31, 2022.
At December 31, 2022, Rockwell Medical had 18.5 million common shares and prefunded warrants outstanding.



image_2.jpg                             
Three Months Ended
(In Thousands, Except Shares and Per Share Amounts)December 31, 2021March 31, 2022June 30, 2022September 30, 2022December 31, 2022
Net Sales$15,333 $16,124 $18,682 $18,691 $19,313 
Operating Cash Flow$(9,026)$(9,812)$(5,906)$(1,101)$(594)
Net Loss$(8,941)$(7,162)$(4,967)$(4,190)$(2,360)
Basic and Diluted Net Loss per Share$(1.05)$(0.84)$(0.56)$(0.40)$(0.20)

Twelve Months Ended December 31,
(In Thousands, Except Shares and Per Share Amounts)20222021
Net Sales$72,810 $61,931 
Operating Cash Flow$(17,413)$(33,534)
Net Loss$(18,679)$(32,674)
Basic and Diluted Net Loss per Share$(1.89)$(3.83)


Fourth Quarter and Full-Year 2022 Operating Highlights

In December 2022, we expanded our hemodialysis concentrates distribution capabilities westward into Minnesota.
In November 2022, we announced a new business strategy focused on growing our revenue-generating businesses and exiting our non-profitable businesses. This included the reacquisition of our distribution rights for our hemodialysis concentrates business from Baxter, comprising more than 700 hemodialysis concentrates customers including hospitals, medical centers, dialysis centers, and health systems. Exclusivity and other provisions associated with the distribution agreement terminated November 9, 2022 and the remaining operational elements of the agreement terminated December 31, 2022. Rockwell agreed to provide certain services to a group of Baxter customers until March 31, 2023. Following the reacquisition of these rights, Rockwell is now able to sell its hemodialysis concentrates products directly to dialysis clinics throughout the United States and around the world.
In July 2022, Jeil Pharmaceutical commercially launched Triferic® in South Korea.
In July 2022, Mark Strobeck, Ph.D. joined Rockwell as President and Chief Executive Officer and as a member of the Company's Board of Directors.


image_2.jpg                             
In June 2022, we closed a $15 million financing that consisted of $12 million in a Registered Direct Offering and $3 million in a private investment in public equity, both priced at-market, with Armistice Master Fund Ltd.
In April 2022, we expanded our partnership with DaVita through an amended supply agreement. DaVita entered into a stock purchase agreement under which DaVita initially invested $7.5 million in Rockwell Medical in April 2022 and then an additional $7.5 million in June 2022.
In April 2022, we announced that our partner in China, Wanbang Biopharmaceuticals, a subsidiary of Shanghai Fosun Pharmaceutical, completed enrollment with over 400 patients for its pivotal phase 3 clinical trial of Triferic in China.

2023 Guidance

“For 2023, we plan to continue to focus on growing our hemodialysis concentrates business by enhancing the economics within our current customer agreements, adding new long-term supply agreements with new customers, continuing to reduce expenses, lowering our debt, and driving our business to profitability,” Dr. Strobeck concluded.

Rockwell projects its 2023 guidance as follows:

Net Sales$78.0 Million to $82.0 Million
Gross Profit$7.0 Million to $9.0 Million

CONFERENCE CALL AND WEBCAST DETAILS
Date: Thursday, March 30, 2023
Time: 8:00am ET
Webcast: www.RockwellMed.com/Results
Live Number: (888) 660-6347 // (International) 1 (929) 201-6594
Replay Number: (800) 770-2030 // (International) 1 (647) 362-9199
A replay will be available via the replay number and webcast through April 29, 2023.
Access Code: 4944610
Speakers:
Mark Strobeck, Ph.D. — President and Chief Executive Officer;
Paul McGarry, CPA — SVP, Finance and Chief Accounting Officer; and
Tim Chole — SVP, Sales and Marketing

Format: Discussion of fourth quarter and full-year 2022 operational and financial results followed by Q&A.



image_2.jpg                             
About Rockwell Medical
Rockwell Medical, Inc. (Nasdaq: RMTI) is a healthcare company that develops, manufactures, commercializes, and distributes a portfolio of hemodialysis products for dialysis providers worldwide. Rockwell Medical's mission is to provide dialysis clinics and the patients they serve with the highest quality products supported by the best customer service in the industry. Rockwell is focused on innovative, long-term growth strategies that enhance its products, its processes, and its people, enabling the Company to deliver exceptional value to the healthcare system and provide a positive impact on the lives of hemodialysis patients. Hemodialysis is the most common form of end-stage kidney disease treatment and is usually performed at freestanding outpatient dialysis centers, at hospital-based outpatient centers, at skilled nursing facilities, or in a patient’s home. Rockwell Medical's products are vital to vulnerable patients with end-stage kidney disease, and the Company is relentless in providing unmatched reliability and customer service. Rockwell Medical is the second largest supplier of acid and bicarbonate concentrates for dialysis patients in the United States and has the vision of becoming the leading global supplier of hemodialysis concentrates. Certified as a Great Place to Work® in 2023, Rockwell Medical is Driven to Deliver Life-Sustaining Dialysis SolutionsTM. For more information, visit www.RockwellMed.com.
Forward-Looking Statements
Certain statements in this press release may constitute "forward-looking statements" within the meaning of the federal securities laws. Words such as, "may," "might," "will," "should," "believe," "expect," "anticipate," "estimate," "continue," "could," "can," "would," "develop," "plan," "potential," "predict," "forecast," "project," "intend," "look forward to," "remain confident," or the negative of these terms, and similar expressions, or statements regarding intent, belief, or current expectations, are forward looking statements. There can be no assurance that: Rockwell Medical will grow its hemodialysis concentrates business; Rockwell Medical will be able to enhance the economics in its current customer agreements; Rockwell Medical will add new long-term supply agreements with new customers; Rockwell Medical will continue to lower its debt: Rockwell Medical will achieve its projected total net product sales and gross profit for 2023; Rockwell Medical will be able to achieve planned cost savings to operate its concentrates business profitability or achieve the other components of its strategy; Rockwell Medical will achieve profitability; or Rockwell Medical’s future cash balance will be sufficient to fund operations going forward. While Rockwell Medical believes these forward-looking statements are reasonable, undue reliance should not be placed on any such forward-looking statements, which are based on information available to us on the date of this release. These forward-looking statements are based upon current estimates and assumptions and are subject to various risks and uncertainties (including, without limitation, those set forth in Rockwell Medical's SEC filings), many of which are beyond our control and subject to change. Actual results could be materially different. Risks and uncertainties include, but are not limited to those risks more fully discussed in the "Risk Factors" section of our Annual Report on Form 10-K for the year ended December 31, 2021, as such description may be amended or updated in any subsequent reports filed with the SEC. Rockwell Medical expressly disclaims any obligation to update our forward-looking statements, except as may be required by law.
# # #


CONTACT:
Heather R. Hunter
SVP, Chief Corporate Affairs Officer
(248) 432-1362


image_2.jpg                             
[email protected]



Financial Tables Follow
###


image_2.jpg                             
ROCKWELL MEDICAL, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(Dollars In Thousands)
December 31,December 31,
20222021
(Unaudited)
Cash and Cash Equivalents$21,492 $22,438 
Total Assets$46,635 $48,574 
Total Liabilities$32,529 $46,039 
Total Stockholders’ Equity $14,106 $2,535 
Common Stock Outstanding12,163,673 8,544,225 
Common stock and common stock equivalents*19,192,700 2,967,441 
*Common stock and common stock equivalents:
Common stock12,163,673 8,544,225 
Common stock warrants (pre-funded)6,300,000 — 
Common stock and pre-funded stock warrants18,463,673 8,544,225 
Preferred stock converted1,363,636 — 
Options to purchase common stock1,206,905 528,591 
Restricted stock awards891 7,118 
Restricted stock units125,000 29,289 
Common stock warrants10,196,268 2,402,442 
Total common stock and common stock equivalents31,356,373 11,511,666 




image_2.jpg                             
ROCKWELL MEDICAL, INC. AND SUBSIDIARIES
UNAUDITED CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS
(In Thousands, Except Shares and Per Share Amounts)
    Three Months Ended December 31, 2022Three Months Ended December 31, 2021Twelve Months Ended December 31, 2022Twelve Months Ended December 31, 2021
Net Sales$19,313 $15,333 $72,810 $61,931 
Cost of Sales16,973 17,563 68,733 64,351 
Gross Profit (Loss)2,340 (2,230)4,077 (2,420)
Research and Product Development156 1,391 3,119 6,835 
Selling and Marketing352 873 2,094 5,733 
General and Administrative3,798 3,865 15,644 15,348 
Operating Loss(1,966)(8,359)(16,780)(30,336)
Other (Expense) Income
Realized Gain on Investments— — — 
Interest Expense(439)(588)(1,936)(2,360)
Interest Income45 33 22 
Total Other Expense(394)(582)(1,899)(2,338)
 
Net Loss$(2,360)$(8,941)$(18,679)$(32,674)
Basic and Diluted Net Loss per Share$(0.20)$(1.05)$(1.89)$(3.83)
Basic and Diluted Weighted Average Shares Outstanding11,549,5218,542,7569,866,8448,526,186