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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 10, 2022

 

SENSEONICS HOLDINGS, INC.
(Exact Name of Registrant as Specified in its Charter)

 

Delaware   001-37717   47-1210911
(State or Other
Jurisdiction of
Incorporation)
  (Commission File Number)   (IRS Employer
Identification No.)

 

20451 Seneca Meadows Parkway
Germantown, MD 20876-7005
(Address of Principal Executive Office) (Zip Code)

 

Registrant's telephone number, including area code: (301) 515-7260

 

Not Applicable

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 (see General Instruction A.2 below):

 

¨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(s) Name of each exchange on which registered
Common Stock SENS NYSE American

 

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 10, 2022, Senseonics Holdings, Inc. (the “Company”) issued a press release announcing its financial results for the quarter ended March 31, 2022, as well as information regarding a conference call to discuss these financial results and the Company’s recent corporate highlights and outlook. The press release has been furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.

 

The information in this Current Report on Form 8-K, including Exhibit 99.1 attached hereto, is furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section. The information contained herein and in the accompanying exhibits are not incorporated by reference in any filing of the Company under the Securities Act of 1933, as amended, or the Exchange Act, whether made before or after the date hereof and irrespective of any general incorporation language in any filings.

 

Item 9.01. Financial Statements and Exhibits.

 

(d) Exhibits.

 

Exhibit   
Number  Description
99.1  Press Release of Senseonics Holdings, Inc. dated May 10, 2022.
104  Cover Page Interactive Data (embedded within the Inline XBRL document).

 

 

  

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.

 

Date: May 10, 2022 SENSEONICS HOLDINGS, INC.
     
  By: /s/ Nick Tressler
  Name: Nick Tressler
  Title: Chief Financial Officer

 

 

Exhibit 99.1

 

 

 

SENSEONICS HOLDINGS, INC. REPORTS FIRST QUARTER 2022 FINANCIAL RESULTS

 

GERMANTOWN, MD, May 10, 2022 —Senseonics Holdings, Inc. (NYSE American: SENS), a medical technology company focused on the development and manufacturing of long-term, implantable continuous glucose monitoring (CGM) systems for people with diabetes, today reported financial results for the quarter ended March 31, 2022.

 

Recent Highlights & Accomplishments:

 

·Received approval from the Food and Drug Administration (FDA) for the Eversense® E3 CGM System (E3), offering industry leading 6-month sensor wear duration, the longest lasting CGM system available
·Transitioned manufacturing to E3 to enable U.S. commercial launch through our commercial partner, Ascensia Diabetes Care, at the beginning of April and initiate retirement of the 90-day system
·Confirmed immediate coverage policy transition to E3 with select large payors

 

“We are excited to have received FDA approval and be under-way with a comprehensive launch campaign for Eversense® E3, the world’s longest lasting CGM system,” said Tim Goodnow, PhD, President and Chief Executive Officer of Senseonics. “From awareness and access to training and operations, Senseonics and Ascensia are coordinating to engage patients and HCP’s to experience the differentiated benefits of our longer duration next generation sensor – inserting the first patient with E3 just six weeks following FDA approval. We are now focused on bringing the E3 implantable CGM with six months of wear to more people with diabetes in the U.S.”

 

First Quarter 2022 Results:

 

Total revenue for the first quarter of 2022 was $2.5 million compared to $2.8 million for the first quarter of 2021. U.S. revenue was $0.8 million in the first quarter of 2022 compared to $0.3 million in the prior year period, and revenue outside the U.S. was $1.7 million in the first quarter of 2022 compared to $2.5 million in the prior year period.

 

First quarter 2022 gross profit of $0.5 million was in-line with gross profit for the first quarter 2021.

 

First quarter 2022 sales and marketing and general and administrative expenses increased by $1.3 million year-over-year, to $7.9 million. The increase was primarily the result of increased professional fees and payroll and related expenses.

 

First quarter 2022 research and development expenses increased by $2.5 million year-over-year, to $7.8 million. The increase was due to the expansion of the R&D workforce, and an increase in clinical studies, lab supplies and contractor expenses in order to support next generation products.

 

Net income was $86.7 million, or $0.19 per share, in the first quarter of 2022 compared to a net loss of $249.5 million, or ($0.68) per share, in the first quarter of 2021. Net income increased by $336.2 million due to the accounting for embedded derivatives and fair value adjustments.

 

Cash, cash equivalents, short and long-term investments were $166.9 million and outstanding indebtedness was $104.7 million as of March 31, 2022.

 

2022 Financial Outlook

 

Senseonics reiterates the expectation for full year 2022 global net revenue to be in the range of $14.0 million to $18.0 million.

 

Conference Call and Webcast Information:

 

Company management will host a conference call at 4:30 pm (Eastern Time) today, May 10, 2022, to discuss these financial results and recent business developments. This conference call can be accessed live by telephone or through Senseonics’ website.

 

 

 

 

 

 

Live Teleconference Information:

Dial in number: 888-317-6003

Entry Number: 9027379

International dial in: 412-317-6061

Live Webcast Information:

Visit http://www.senseonics.com and
select the “Investor Relations” section


 

A replay of the call can be accessed on Senseonics’ website http://www.senseonics.com under “Investor Relations.”

 

About Senseonics

 

Senseonics Holdings, Inc. (“Senseonics”) is a medical technology company focused on the development and manufacturing of glucose monitoring products designed to transform lives in the global diabetes community with differentiated, long-term implantable glucose management technology. Senseonics' CGM systems, Eversense®, Eversense® XL and Eversense® E3 include a small sensor inserted completely under the skin that communicates with a smart transmitter worn over the sensor. The glucose data are automatically sent every 5 minutes to a mobile app on the user's smartphone.

 

Forward Looking Statements

 

Any statements in this press release about future expectations, plans and prospects for Senseonics, including the revenue projections under “2022 Financial Outlook,” statements about the commercial launch of Eversense® E3 and other statements containing the words “believe,” “expect,” “intend,” “may,” “projects,” “will,” “planned,” and similar expressions, constitute forward-looking statements within the meaning of The Private Securities Litigation Reform Act of 1995. Actual results may differ materially from those indicated by such forward-looking statements as a result of various important factors, including: uncertainties inherent in the commercial launch of Eversense® E3 CGM system and commercial expansion of the Eversense product, uncertainties inherent in the transition of commercialization responsibilities to Ascensia Diabetes Care and its commercial initiatives, uncertainties in insurer, regulatory and administrative processes and decisions, uncertainties in the duration and severity of the COVID-19 pandemic, and such other factors as are set forth in the risk factors detailed in Senseonics’ Annual Report on Form 10-K for the year ended December 31, 2021, the Quarterly Report on Form 10-Q for the three months ended March 31, 2022 and Senseonics’ other filings with the SEC under the heading “Risk Factors.” In addition, the forward-looking statements included in this press release represent Senseonics’ views as of the date hereof. Senseonics anticipates that subsequent events and developments will cause Senseonics’ views to change. However, while Senseonics may elect to update these forward-looking statements at some point in the future, Senseonics specifically disclaims any obligation to do so except as required by law. These forward-looking statements should not be relied upon as representing Senseonics’ views as of any date subsequent to the date hereof.

 

Investor Contact

Philip Taylor

Investor Relations

415-937-5406

[email protected]

 

 

 

 

 

 

Senseonics Holdings, Inc.

 

Condensed Consolidated Balance Sheets

(in thousands, except share and per share data)

 

   March 31,   December 31, 
   2022 unaudited   2021 
Assets          
Current assets:          
Cash and cash equivalents  $39,011   $33,461 
Short term investments, net   102,755    96,445 
Accounts receivable, net   232    205 
Accounts receivable, net - related parties   3,797    1,768 
Inventory, net   7,153    6,316 
Prepaid expenses and other current assets   7,629    6,218 
Total current assets   160,577    144,413 
           
Option   269    239 
Deposits and other assets   786    1,086 
Long term investments, net   25,145    51,882 
Property and equipment, net   1,320    1,308 
Total assets  $188,097   $198,928 
           
Liabilities and Stockholders’ Deficit          
Current liabilities:          
Accounts payable  $2,089   $1,204 
Accrued expenses and other current liabilities   8,742    10,667 
Accrued expenses and other current liabilities- related parties   3,674    3,597 
Note payable, current portion, net   14,534     
Derivative liability, current portion   1,713     
Term Loans, net   732    2,926 
Total current liabilities   31,484    18,394 
           
Long-term debt and notes payables, net   48,035    59,798 
Derivative liabilities   150,010    236,291 
Option   47,700    69,401 
Other liabilities   337    579 
Total liabilities   277,566    384,463 
           
Commitments and contingencies          
           
Stockholders’ deficit:          
Common stock, $0.001 par value per share; 900,000,000 shares authorized;
463,229,779 and 447,282,263 shares issued and outstanding as of March 31, 2022 and December 31, 2021
   463    447 
Additional paid-in capital   775,172    765,215 
Accumulated other comprehensive loss   (837)   (212)
Accumulated deficit   (864,267)   (950,985)
Total stockholders' deficit   (89,469)   (185,535)
Total liabilities and stockholders’ deficit  $188,097   $198,928 

 

 

 

 

 

 

Senseonics Holdings, Inc.

 

Unaudited Condensed Consolidated Statements of Operations and Comprehensive Income (Loss)

(in thousands, except share and per share data)

 

   Three Months Ended 
   March 31, 
   2022   2021 
Revenue, net   292    487 
Revenue, net - related parties   2,189    2,359 
Total revenue   2,481    2,846 
Cost of sales   1,954    2,320 
Gross profit   527    526 
           
Expenses:          
Sales and marketing expenses   1,509    1,613 
Research and development expenses   7,804    5,255 
General and administrative expenses   6,374    4,974 
Operating loss   (15,160)   (11,316)
Other income (expense), net:          
Interest income   93    9 
Gain (Loss) on fair value adjustment of option   21,701    (52,675)
Gain on extinguishment of debt and option       330 
Interest expense   (4,494)   (4,058)
Gain (Loss) on change in fair value of derivatives   84,569    (180,899)
Impairment cost   30    (782)
Other expense   (21)   (123)
   Total other income (expense), net   101,878    (238,198)
           
Net Income (Loss)   86,718    (249,514)
Other comprehensive loss          
Unrealized loss on marketable securities   (625)    
     Total other comprehensive loss   (625)    
Total comprehensive income (loss)  $86,093   $(249,514)
           
Basic net income (loss) per common share   0.19    (0.68)
Basic weighted-average shares outstanding   455,942,886    364,274,433 
           
Diluted net loss per common share   (0.03)   (0.68)
Diluted weighted-average shares outstanding   605,198,839    364,274,433