|
|
|
(State or Other Jurisdiction of Incorporation or Organization)
|
(Commission File Number)
|
(I.R.S. Employer Identification No.)
|
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))
|
Title of each class
|
Trading Symbol
|
Name of each exchange on which registered
|
||
|
|
|
Item 2.02 |
Results of Operations and Financial Condition.
|
Item 9.01 |
Financial Statements and Exhibits.
|
(d)
|
Exhibits.
|
Exhibit No.
|
Description
|
||
Press Release of Chembio Diagnostics, Inc., dated March 3, 2022
|
|||
104
|
Cover Page Interactive Data File (embedded within the Inline XBRL document)
|
Chembio Diagnostics, Inc.
|
||
Dated: March 3, 2022
|
By:
|
/s/ Richard L. Eberly
|
Chief Executive Officer and President
|
• |
Achieved record quarterly total revenue of $20.6 million and product revenue of $17.4 million in the fourth quarter of 2021, representing growth of 101% and 154%, respectively, compared to the prior year period, including:
|
o |
U.S. product revenue of $3.2 million, representing growth of 268% compared to the prior year period
|
o |
Latin America product revenue of $12.0 million, representing growth of 415% compared to the prior year period
|
• |
Achieved record annual total revenue of $47.8 million and product revenue of $34.7 million for the full year 2021, representing growth of 47% and 40%, respectively, compared to the full year 2020, including:
|
o |
U.S. product revenue of $6.0 million, representing growth of 53% compared to 2020
|
o |
Latin America product revenue of $18.4 million, representing growth of 87% compared to 2020
|
• |
Initiated a Global Competitiveness Program intended to improve profitability by focusing on higher margin business, lowering manufacturing costs, reducing infrastructure costs and reviewing non-core businesses and assets
|
• |
Received ANVISA approval and CE mark for the DPP Respiratory Antigen Panel
|
• |
Submitted an EUA application for new DPP SARS-CoV-2 Antigen Test and a De Novo/510(k) request for the DPP Antigen Test System to the U.S. Food and Drug Administration, completing milestones under the BARDA product development award
|
• |
Strengthened its executive leadership team with the addition of Larry Steenvoorden as Chief Financial Officer
|
• |
On July 19, 2021, the Company entered into an At the Market Offering Agreement (“ATM Agreement”) with Craig Hallum Capital Group LLC (“Craig Hallum”) pursuant to which we may sell from time to time, at our option, up to an aggregate of
$60,000,000 of shares of common stock. As of December 31, 2021, the Company has issued and sold pursuant to the ATM Agreement a total of 9,709,328 shares of common stock at a volume-weighted average price of $4.20 per share for gross
proceeds of $40.8 million and net proceeds, after giving effect to placement fees and other transaction costs, of $38.8 million.
|
• |
The Company also received significant purchase orders from two customers (the “July Purchase Orders”). The Company had pursued the July Purchase Orders for an extended period of time. The July Purchase Orders consist of the following:
|
o |
On July 20, 2021, the Company received a $28.3 million purchase order from Bio-Manguinhos for the purchase of DPP SARS-CoV-2 Antigen tests for delivery during 2021 to support the needs of Brazil’s Ministry of Health in addressing the
COVID-19 pandemic. As of December 31, 2021 $16.8 million was recognized in connection with this order.
|
o |
On July 22, 2021, the Company received a $4.0 million purchase order from the Partnership for Supply Chain Management, supported by The Global Fund, for the purchase of HIV 1/2 STAT-PAK Assays for shipment to Ethiopia into early 2022. As
of December 31, 2021 $1.2 million was recognized in connection with this order.
|
• |
The ongoing healthcare and economic impacts of the COVID-19 pandemic on the global customer base for the Company’s non COVID-19 products continue to negatively affect the timing and rate of recovery of its revenues from those products
by, for example, decreasing the allocation of funding for HIV testing, thereby continuing to adversely affect the Company’s liquidity.
|
• |
Although the Company has entered into agreements to distribute third-party COVID-19 products in the United States, its ability to sell those products could be constrained because of staffing and supply chain limitations affecting the
suppliers of those products.
|
For the three months ended
(Unaudited)
|
For the year ended
|
|||||||||||||||
Dec. 31, 2021
|
Dec. 31, 2020
|
Dec. 31, 2021
|
Dec. 31, 2020
|
|||||||||||||
REVENUES:
|
||||||||||||||||
Net product sales
|
$
|
17,410,240
|
$
|
6,852,526
|
$
|
34,737,444
|
$
|
24,767,149
|
||||||||
R&D
|
51,573
|
1,095,402
|
1,159,381
|
4,851,562
|
||||||||||||
Government grant income
|
2,861,726
|
2,018,924
|
10,891,726
|
2,018,924
|
||||||||||||
License and royalty revenue
|
250,000
|
260,112
|
1,029,901
|
832,562
|
||||||||||||
TOTAL REVENUES
|
20,573,539
|
10,226,964
|
47,818,452
|
32,470,197
|
||||||||||||
COSTS AND EXPENSES:
|
||||||||||||||||
Cost of product sales
|
19,004,846
|
6,361,480
|
34,495,802
|
23,874,487
|
||||||||||||
Research and development expenses
|
3,385,061
|
3,275,455
|
12,487,424
|
9,508,494
|
||||||||||||
Selling, general and administrative expenses
|
6,806,863
|
7,134,593
|
24,840,611
|
21,037,701
|
||||||||||||
Impairment, restructuring, severance and related costs
|
4,606,796
|
-
|
7,047,779
|
1,122,310
|
||||||||||||
Acquisition costs
|
-
|
-
|
-
|
63,497
|
||||||||||||
33,803,566
|
16,771,528
|
78,871,616
|
55,606,489
|
|||||||||||||
LOSS FROM OPERATIONS
|
(13,230,027
|
)
|
(6,544,564
|
)
|
(31,053,164
|
)
|
(23,136,292
|
)
|
||||||||
OTHER INCOME:
|
||||||||||||||||
Interest expense, net
|
(737,227
|
)
|
(731,818
|
)
|
(2,912,415
|
)
|
(2,841,830
|
)
|
||||||||
LOSS BEFORE INCOME TAXES
|
(13,967,254
|
)
|
(7,276,382
|
)
|
(33,965,579
|
)
|
(25,978,122
|
)
|
||||||||
Income tax benefit (loss)
|
(5,878
|
)
|
137,198
|
62,050
|
456,794
|
|||||||||||
NET LOSS
|
$
|
(13,973,132
|
)
|
$
|
(7,139,184
|
)
|
$
|
(33,903,529
|
)
|
$
|
(25,521,328
|
)
|
||||
Basic and diluted loss per share
|
$
|
(0.47
|
)
|
$
|
(0.35
|
)
|
$
|
(1.40
|
)
|
$
|
(1.34
|
)
|
||||
Weighted average number of shares outstanding, basic and diluted
|
30,049,338
|
20,150,168
|
24,299,465
|
19,085,691
|
December 31, 2021
|
December 31, 2020
|
|||||||
- ASSETS -
|
||||||||
CURRENT ASSETS:
|
||||||||
Cash and cash equivalents
|
$
|
28,772,892
|
$
|
23,066,301
|
||||
Accounts receivable, net of allowance for doubtful accounts of $243,042 and $296,793 as of December 31, 2021 and December 31, 2020, respectively
|
11,441,107
|
3,377,387
|
||||||
Inventories, net
|
12,920,451
|
12,516,402
|
||||||
Prepaid expenses and other current assets
|
1,710,194
|
778,683
|
||||||
TOTAL CURRENT ASSETS
|
54,844,644
|
39,738,773
|
||||||
FIXED ASSETS:
|
||||||||
Property, plant and equipment, net
|
8,556,773
|
8,688,403
|
||||||
Finance lease right-of-use asset, net
|
191,870
|
233,134
|
||||||
TOTAL FIXED ASSETS, net
|
8,748,643
|
8,921,537
|
||||||
OTHER ASSETS:
|
||||||||
Operating lease right-of-use assets, net
|
5,891,906
|
6,112,632
|
||||||
Intangible assets, net
|
-
|
3,645,986
|
||||||
Goodwill
|
3,022,787
|
5,963,744
|
||||||
Deposits and other assets
|
744,215
|
509,342
|
||||||
TOTAL ASSETS
|
$
|
73,252,195
|
$
|
64,892,014
|
||||
- LIABILITIES AND STOCKHOLDERS’ EQUITY -
|
||||||||
CURRENT LIABILITIES:
|
||||||||
Accounts payable and accrued liabilities
|
$
|
13,127,993
|
$
|
10,042,790
|
||||
Deferred revenue
|
-
|
1,606,997
|
||||||
Current portion of long term debt
|
1,200,000
|
-
|
||||||
Operating lease liabilities
|
886,294
|
642,460
|
||||||
Finance lease liabilities
|
68,176
|
58,877
|
||||||
TOTAL CURRENT LIABILITIES
|
15,282,463
|
12,351,124
|
||||||
OTHER LIABILITIES:
|
||||||||
Long-term operating lease liabilities
|
5,976,151
|
6,327,143
|
||||||
Long-term finance lease liabilities
|
139,678
|
185,239
|
||||||
Long-term debt, less current portion, net
|
17,589,003
|
18,182,158
|
||||||
Deferred tax liability
|
-
|
69,941
|
||||||
TOTAL LIABILITIES
|
38,987,295
|
37,115,605
|
||||||
STOCKHOLDERS’ EQUITY:
|
||||||||
Preferred stock – 10,000,000 shares authorized, none outstanding
|
-
|
-
|
||||||
Common stock - $0.01 par value; 100,000,000 shares authorized; 30,101,393 shares and 20,223,498 shares issued at December 31, 2021 and December 31,
2020, respectively
|
301,050
|
202,235
|
||||||
Additional paid-in capital
|
165,772,636
|
124,961,514
|
||||||
Accumulated deficit
|
(131,009,860
|
)
|
(97,106,331
|
)
|
||||
Treasury stock 48,057 and 41,141 shares at cost as of December 31, 2021 and December 31, 2020, respectively
|
(206,554
|
)
|
(190,093
|
)
|
||||
Accumulated other comprehensive loss
|
(592,372
|
)
|
(90,916
|
)
|
||||
TOTAL STOCKHOLDERS’ EQUITY
|
34,264,900
|
27,776,409
|
||||||
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY
|
$
|
73,252,195
|
$
|
64,892,014
|
December 31,
2021
|
December 31,
2020
|
|||||||
CASH FLOWS FROM OPERATING ACTIVITIES:
|
||||||||
Cash received from customers and grants
|
$
|
38,093,984
|
$
|
34,736,133
|
||||
Cash paid to suppliers and employees
|
(65,273,967
|
)
|
(50,238,409
|
)
|
||||
Cash paid for operating leases
|
(1,404,532
|
)
|
(1,139,944
|
)
|
||||
Cash paid for finance leases
|
(20,077
|
)
|
(19,987
|
)
|
||||
Interest and taxes, net
|
(2,281,124
|
)
|
(2,225,031
|
)
|
||||
Net cash used in operating activities
|
(30,885,716
|
)
|
(18,887,238
|
)
|
||||
CASH FLOWS FROM INVESTING ACTIVITIES:
|
||||||||
Acquisition of and deposits on fixed assets
|
(1,824,285
|
)
|
(3,961,369
|
)
|
||||
Patent application costs
|
(33,398
|
)
|
(205,493
|
)
|
||||
Net cash used in investing activities
|
(1,857,683
|
)
|
(4,166,862
|
)
|
||||
CASH FLOWS FROM FINANCING ACTIVITIES:
|
||||||||
Proceeds from sale of common stock, net
|
38,811,958
|
28,436,740
|
||||||
Proceeds from option exercises
|
85,555
|
-
|
||||||
Principal payments for finance leases
|
(61,867
|
)
|
(51,166
|
)
|
||||
Payments on note payable
|
-
|
(180,249
|
)
|
|||||
Stimulus package loan
|
-
|
2,978,315
|
||||||
Payment of stimulus package loan
|
-
|
(2,978,315
|
)
|
|||||
Payments of tax withholdings on stock award
|
(145,225
|
)
|
(441,723
|
)
|
||||
Net cash provided by financing activities
|
38,690,421
|
27,763,602
|
||||||
Effect of exchange rate changes on cash
|
(240,431
|
)
|
85,447
|
|||||
INCREASE IN CASH AND CASH EQUIVALENTS
|
5,706,591
|
4,794,949
|
||||||
Cash and cash equivalents - beginning of the period
|
23,066,301
|
18,271,352
|
||||||
Cash and cash equivalents - end of the period
|
$
|
28,772,892
|
$
|
23,066,301
|
||||
RECONCILIATION OF NET LOSS TO NET CASH USED IN OPERATING ACTIVITIES:
|
||||||||
Net Loss
|
$
|
(33,903,529
|
)
|
$
|
(25,521,328
|
)
|
||
Adjustments:
|
||||||||
Depreciation and amortization
|
2,930,976
|
2,697,126
|
||||||
Share based compensation
|
2,431,982
|
1,223,171
|
||||||
Benefit from deferred tax liability
|
(69,941
|
)
|
(396,385
|
)
|
||||
Provision for doubtful accounts
|
(53,751
|
)
|
270,193
|
|||||
Non-cash inventory changes
|
4,054,701
|
3,543,515
|
||||||
Impairment charges
|
5,880,741
|
-
|
||||||
Changes in assets and liabilities, net of effects from acquisitions:
|
||||||||
Accounts receivable
|
(8,009,969
|
)
|
283,939
|
|||||
Inventories
|
(4,458,750
|
)
|
(6,461,887
|
)
|
||||
Prepaid expenses and other current assets
|
(931,510
|
)
|
(85,670
|
)
|
||||
Deposits and other assets
|
(234,874
|
)
|
34,195
|
|||||
Accounts payable and accrued liabilities
|
3,085,205
|
4,043,896
|
||||||
Deferred revenue
|
(1,606,997
|
)
|
1,481,997
|
|||||
Net cash used in operating activities
|
$
|
(30,885,716
|
)
|
$
|
(18,887,238
|
)
|
||
Supplemental disclosures for non-cash investing and financing activities:
|
||||||||
Deposits on manufacturing equipment transferred to fixed assets
|
$
|
-
|
$
|
472,651
|
||||
Contingent liability earnout
|
-
|
1,011,261
|