rmti-20230515
0001041024FALSE00010410242023-05-152023-05-15

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):  May 15, 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 May 15, 2023, Rockwell Medical, Inc. issued a press release and earnings presentation announcing its financial results for the quarter ended March 31, 2023. 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: May 15, 2023By: /s/ Mark Strobeck
  Mark Strobeck
  Chief Executive Officer

image_2a.jpg                             Exhibit 99.1
Rockwell Medical Announces First Quarter 2023 Results
Achieved fourth consecutive quarter of revenue growth with new high of $19.7 million, representing a 22.4% increase over the same period in 2022
Achieved $2.6 million in gross profit, representing a 425% increase over the same period in 2022
Continued to reduce expenses and improve earnings per share with focus on driving enhanced business performance
Entered into several new long-term supply, product purchase, and distribution agreements
Reiterates 2023 guidance of revenue between $78.0 million and $82.0 million and gross profit between $7.0 million and $9.0 million

Wixom, Michigan, May 15, 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 ended March 31, 2023.

"Last year, we presented a new strategy and business plan for Rockwell that focused on enhancing our revenue-generating businesses, pausing our capital-intensive businesses, improving our financial condition, de-levering the Company, and driving us to profitability in 2024," said Mark Strobeck, Ph.D., Rockwell Medical’s President and CEO. "Our results for the first quarter of 2023, and the announcements we've subsequently made in the second quarter, continue to demonstrate that we are making significant progress towards these goals and objectives. We are putting Rockwell in a better position to drive growth and further improve our performance so that we can benefit more patients around the world."

First Quarter 2023 Financial Highlights
Revenue for the three months ended March 31, 2023 was $19.7 million, which represents a 22.4% increase over $16.1 million for the same period in 2022 and an increase over the fourth quarter of 2022.
Gross profit for the three months ended March 31, 2023 was $2.6 million, a 425% increase year-over-year compared with gross loss of $0.8 million for the same period in 2022.
Rockwell continued to reduce its operating expenses over the first quarter 2023 by focusing on enhanced business performance and more efficient manufacturing processes. For the three months ended March 31, 2023, operating loss was $1.4 million compared to $6.6 million for the same period in 2022 and an improvement over the fourth quarter of 2022.
For the three months ended March 31, 2023, Rockwell's net loss was $1.75 million, or $0.10* per share, compared with a net loss of $7.2 million, or $0.84 per share for the same period in 2022 and an improvement over the fourth quarter of 2022.
Cash and cash equivalents at March 31, 2023 was $16.8 million compared to cash and cash equivalents of $21.5 million at December 31, 2022. The variance was largely driven by fees associated with the reacquisition of Rockwell's distribution rights from Baxter, one-time severance payments, and fees associated with terminating a supply agreement.


image_2a.jpg                             Exhibit 99.1
Financial Highlights

Three Months Ended March 31
(In Thousands, Except Per Share Amounts)20232022
Net Sales$19,668 $16,124 
Gross Profit (Loss)$2,599 $(786)
Operating Loss$(1,427)$(6,626)
Net Loss$(1,750)$(7,162)
Basic and Diluted Net Loss per Share$ (0.10)*$(0.84)
* Basic and Diluted Net Loss per Share includes 5,911,000 of shares of common stock issuable upon the exercise of the pre-funded warrants in the weighted average shares of common stock outstanding for the three months ended March 31, 2023. For more details, see Note 3 on Form 10-Q filed May 15, 2023.

First Quarter 2023 Operating Highlights
Effective January 1, 2023, Rockwell assumed 100% commercial responsibility for Baxter's customers which were previously serviced under the exclusive distribution agreement that was terminated subsequent to the acquisition of this business in the fourth quarter of 2022. Rockwell is actively working with customers to establish long-term supply agreements with optimal pricing and contractual minimums. The majority of Baxter customers have transitioned successfully over to the Rockwell platform and are actively buying products. Rockwell has already begun to experience the benefits of these changes and expects to realize the full impact of these actions during the second quarter of 2023 and beyond.
In February 2023, we announced two long-term, multi-million-dollar supply and product purchase agreements that strengthen our revenue base over the next several years and grow our hemodialysis concentrates business. The first arrangement is with the largest non-profit dialysis provider in the United States. The second is with Concerto Renal Services, the largest provider of dialysis in skilled nursing facilities in the United States.
Additionally, during the first quarter of 2023, Rockwell established new non-exclusive distribution services agreements with Cardinal Health and Medline Industries for distribution of Rockwell's hemodialysis concentrates products throughout the United States.
Rockwell continues to evaluate potential business development opportunities to strengthen the Company's existing hemodialysis concentrates business and potentially expand into new product categories and markets.
Rockwell was certified as a Great Place to Work in the United States. Great Place to Work® is the global authority on workplace culture, employee experience, and the leadership behaviors proven to deliver market-leading revenue, employee retention and increased innovation.

CONFERENCE CALL AND WEBCAST DETAILS


image_2a.jpg                             Exhibit 99.1

Date: Monday, May 15, 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 June 14, 2023.

Access Code: 4944610

Speakers:
Mark Strobeck, Ph.D. — President and Chief Executive Officer; and
Paul McGarry, CPA — SVP, Finance and Chief Accounting Officer.

Format: Discussion of first quarter 2023 operational and financial results followed by Q&A.

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," “guidance,” 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 and further improve its performance; 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 and will transition Baxter customers; Rockwell Medical will achieve its projected total revenue 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 in 2024; Rockwell Medical will expand


image_2a.jpg                             Exhibit 99.1
into new product categories and markets; Rockwell Medical will be successful in evaluating potential business development opportunities; that Rockwell Medical will realize benefits from the Baxter transition; 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, 2022, 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
[email protected]



Financial Tables Follow
###


image_2a.jpg                             Exhibit 99.1
ROCKWELL MEDICAL, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(Dollars In Thousands)
March 31,    December 31,
20232022
(Unaudited)
Cash and Cash Equivalents$16,834 $21,492 
Total Assets$40,472 $46,635 
Total Liabilities$27,930 $32,529 
Total Stockholders’ Equity $12,542 $14,106 
Common Stock Outstanding12,552,673 12,163,673 
Common stock and common stock equivalents*31,343,670 31,356,373 
*Common stock and common stock equivalents:
Common stock12,552,673 12,163,673 
Common stock warrants (pre-funded)5,911,000 6,300,000 
Common stock and pre-funded stock warrants18,463,673 18,463,673 
Preferred stock converted1,363,636 1,363,636 
Options to purchase common stock1,194,202 1,206,905 
Restricted stock awards891 891 
Restricted stock units125,000 125,000 
Common stock warrants10,196,268 10,196,268 
Total common stock and common stock equivalents31,343,670 31,356,373 




image_2a.jpg                             Exhibit 99.1
ROCKWELL MEDICAL, INC. AND SUBSIDIARIES
UNAUDITED CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS
(In Thousands, Except Shares and Per Share Amounts)
    Three Months Ended March 31, 2023    Three Months Ended March 31, 2022
Net Sales$19,668 $16,124 
Cost of Sales17,069 16,910 
Gross Profit (Loss)2,599 (786)
Research and Product Development278 1,567 
Selling and Marketing498 455 
General and Administrative3,250 3,818 
Operating Loss(1,427)(6,626)
Other (Expense) Income
Realized Gain on Investments— 
Interest Expense(387)(540)
Interest Income64 — 
Total Other Expense(323)(536)
Net Loss$(1,750)$(7,162)
Basic and Diluted Net Loss per Share$(0.10)$(0.84)
Basic and Diluted Weighted Average Shares Outstanding18,359,940 8,544,225