We could not find any results for:
Make sure your spelling is correct or try broadening your search.
Share Name | Share Symbol | Market | Type |
---|---|---|---|
Oncocyte Corporation | NASDAQ:OCX | NASDAQ | Common Stock |
Price Change | % Change | Share Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|---|---|
0.06 | 2.17% | 2.82 | 2.77 | 2.98 | 2.98 | 2.71 | 2.71 | 28,786 | 21:30:00 |
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date
of Report (date of earliest event reported):
(Exact name of registrant as specified in its charter)
(State or other jurisdiction | (Commission | (IRS Employer | ||
of incorporation) | File Number) | Identification No.) |
(Address of principal executive offices) (Zip code)
(Registrant’s telephone number, including area code)
Securities registered pursuant to Section 12(b) of the Exchange Act:
Title of each class | Trading Symbol | Name of each exchange on which registered | ||
The
|
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)) |
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 August 10, 2023, Oncocyte Corporation (“we,” “us,” “our,” the “Company” or “Oncocyte”) issued a press release announcing our financial results for the three and six months ended June 30, 2023. A copy of the press release is furnished as Exhibit 99.1, which, in its entirety, is incorporated herein by reference.
The information in this Item 2.02 of this Current Report on Form 8-K, including Exhibit 99.1 hereto, is being furnished and shall not be deemed “filed” for the 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. Such information shall not be deemed incorporated by reference into 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, regardless of any general incorporation language in such filing, except as otherwise expressly set forth by specific reference in such filing.
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On August 4, 2023, the Company promoted James Liu to Senior Director, Controller & Principal Accounting Officer. On that same date, the Company appointed Mr. Liu to the additional role of interim Principal Financial Officer. Mr. Liu will serve as interim Principal Financial Officer until such time as a Chief Financial Officer is appointed, or until his earlier resignation or removal.
Mr. Liu, age 28, previously served as the Company’s Manager of Securities and Exchange Commission Reporting & Compliance from July 2021 to July 2022, as interim Controller from July 2022 to September 2022 and as Controller & Principal Accounting Officer since July 2022. Prior to that, Mr. Liu was the Accounting Manager of Acacia Research Corporation, an opportunistic capital platform that identifies and acquires other businesses, from November 2020 to July 2021, and Senior Accountant at Gatekeeper Systems, Inc. (“Gatekeeper Systems”), a provider of loss prevention solutions, from August 2019 to November 2020. Prior to joining Gatekeeper Systems, Mr. Liu served as Senior Assurance Associate at BDO USA, LLP, an accounting firm, from October 2016 to August 2019. Mr. Liu holds a BASc degree from the University of California, San Diego, and is a Certified Public Accountant.
As Senior Director, Controller & Principal Accounting Officer, Mr. Liu will receive an annual salary of $200,000 and will be eligible to receive discretionary annual bonuses based on achievement of personal and corporate performance goals established by Oncocyte, with a target bonus equal to 35% of his annual base salary. Mr. Liu will not receive additional compensation for his service as interim Principal Financial Officer.
Mr. Liu will continue to be eligible to participate in various Oncocyte employee benefit programs and plans.
There are no family relationships between Mr. Liu and any directors or executive officers of the Company. Additionally, there are no arrangements between Mr. Liu and any other person pursuant to which he was selected to serve as Senior Director, Controller & Principal Accounting Officer or as interim Principal Financial Officer. Finally, there are no transactions to which the Company is or was a participant and in which Mr. Liu has a direct or indirect material interest subject to disclosure as a related party transaction under Item 404(a) of Regulation S-K.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
Exhibit Number | Description | |
99.1 | Press release dated August 10, 2023. | |
104 | Cover Page Interactive Data File (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.
ONCOCYTE CORPORATION | ||
Date: August 10, 2023 | By: | /s/ Joshua Riggs |
Joshua Riggs | ||
President and Chief Executive Officer |
Exhibit 99.1
ONCOCYTE REPORTS SECOND QUARTER 2023 FINANCIAL RESULTS
Conference Call on Thursday, August 10, 2023 at 5:00 a.m. PT / 8:00 a.m. ET
IRVINE, Calif., August 10, 2023 (GLOBE NEWSWIRE) — Oncocyte Corporation (Nasdaq: OCX), a precision diagnostics company, today reported financial results for the second quarter of 2023, ended June 30, 2023.
Second Quarter and Recent Highlights
● | Transplant product launch on pace for Q4 early access. Manufacturing transfer process for 48-target universal assay began in June | |
● | Expanding clinical utility for VitaGraft Kidney, a recent peer-reviewed publication in Kidney International Reports showed ability to identify ABMR and differentiate it from IgA Nephropathy | |
● | Landmark randomized triple negative breast cancer study of DetermaIO in patients treated with Keytruda in the adjuvant setting continues to progress | |
● | Cash, cash equivalents, and marketable securities totaled $17.9 million at June 30, 2023, with average cash burn projected to drop below $5 million a quarter in 2H 2023 |
“In the second quarter, we made significant progress towards the development and manufacturing of our Transplant product for institutions conducting research on the use of cfDNA monitoring post-transplantation,” said Josh Riggs, CEO of Oncocyte. “We look forward to serving the global transplant community with our patented technology and expect to meet our target of early access launch by the end of this year. On the clinical front, our transplant and oncology laboratory tests continue their review process with MolDX as they are evaluated for potential coverage. Amongst the potential coverage decisions, ongoing clinical studies and operational improvements, we believe that Oncocyte is positioned for success with several value creating milestones achievable in the second half of this year.”
Second Quarter 2023 Financial Results
Consolidated revenues for the second quarter of 2023 were approximately $0.5 million, and cost of revenues for the second quarter were approximately $0.2 million, primarily from services customers.
Net consolidated operating loss for the three months ended June 30, 2023, was $8.3 million, compared to consolidated operating loss of $8.6 million, a decrease of $0.3 million from the same period in the prior year.
Consolidated research and development expense for the second quarter decreased 56% year-over-year from $5.6 million to $2.4 million driven by focused investment in developing manufacturable versions of our assays.
Consolidated general and administrative expense for the second quarter decreased 36% year-over-year from $5.5 million to $3.5 million, reflecting management’s efforts to control spending not directly related to product development or commercial activities.
Consolidated sales and marketing expense for the second quarter decreased 77% year over year from $3.5 million to $0.8 million. We focused on our early access programs and early market access work for our laboratory tests and research products.
For Oncocyte’s complete financial results for the second quarter ended June 30, 2023, see the Company’s Quarterly Form 10-Q to be filed with the Securities and Exchange Commission on Aug 10, 2023.
Webcast and Conference Call Information
Oncocyte will host a conference call to discuss the first quarter 2023 financial results prior to market open on Thursday, August 10, 2023 at 5:00 a.m. Pacific Time / 8:00 a.m. Eastern Time. The conference call may be accessed live via telephone by dialing (877) 317-6789 for domestic callers or (412) 317-6789 for international callers. Once dialed in, ask to be joined to the Oncocyte Corporation call. The live webinar of the call may be accessed by visiting the “Events & Presentation” section of the Company’s website at https://investors.oncocyte.com.
About Oncocyte
Oncocyte is a precision diagnostics company. The Company’s tests are designed to help provide clarity and confidence to physicians and their patients. DetermaIO™ is a gene expression test that assesses the tumor microenvironment in order to predict response to immunotherapies. VitaGraft™ is a blood-based solid organ transplantation monitoring test, and pipeline test DetermaCNI™ is a blood-based monitoring tool for monitoring therapeutic efficacy. For more information, visit www.oncocyte.com
DetermaIO™, DetermaCNI™, and VitaGraft™ are trademarks of Oncocyte Corporation.
Forward-Looking Statements
Any statements that are not historical fact (including, but not limited to statements that contain words such as “will,” “believes,” “plans,” “anticipates,” “expects,” “estimates,” “may,” and similar expressions) are forward-looking statements. These statements include those pertaining to, among other things, the expectation that the Company’s transplant product launch is on pace for Q4 2023 early access, the projection that average cash burn will drop below $5 million a quarter in 2H 2023, the anticipation of potential coverage from MolDX for our transplant and oncology laboratory tests, the expectation that Oncocyte is positioned to achieve several value creating milestones in the second half of this year, and other statements about the future expectations, beliefs, goals, plans, or prospects expressed by management. Forward-looking statements involve risks and uncertainties, including, without limitation, the potential impact of COVID-19 on Oncocyte or its subsidiaries’ financial and operational results, risks inherent in the development and/or commercialization of diagnostic tests or products, uncertainty in the results of clinical trials, changes to regulatory oversight and/or regulatory approvals, the capacity of Oncocyte’s third-party supplied blood sample analytic system to provide consistent and precise analytic results on a commercial scale, potential interruptions to supply chains, the need and ability to obtain future capital, maintenance of intellectual property rights in all applicable jurisdictions, obligations to third parties with respect to licensed or acquired technology and products, the need to obtain third party reimbursement for patients’ use of any diagnostic tests. Oncocyte or its subsidiaries commercialize in applicable jurisdictions, and risks inherent in strategic transactions such as the potential failure to realize anticipated benefits, legal, regulatory or political changes in the applicable jurisdictions, accounting and quality controls, potential greater than estimated allocations of resources to develop and commercialize technologies, or potential failure to maintain any laboratory accreditation or certification. Actual results may differ materially from the results anticipated in these forward-looking statements and accordingly such statements should be evaluated together with the many uncertainties that affect the business of Oncocyte, particularly those mentioned in the “Risk Factors” and other cautionary statements found in Oncocyte’s Securities and Exchange Commission (SEC) filings, which are available from the SEC’s website. You are cautioned not to place undue reliance on forward-looking statements, which speak only as of the date on which they were made. Oncocyte undertakes no obligation to update such statements to reflect events that occur or circumstances that exist after the date on which they were made, except as required by law.
CONTACT:
Stephanie Prince
PCG Advisory
(646) 863-6341
sprince@pcgadvisory.com
ONCOCYTE CORPORATION
CONDENSED CONSOLIDATED BALANCE SHEETS
(In thousands)
June 30, | December 31, | |||||||
2023 | 2022 | |||||||
(unaudited) | ||||||||
ASSETS | ||||||||
CURRENT ASSETS | ||||||||
Cash and cash equivalents | $ | 17,368 | $ | 19,993 | ||||
Accounts receivable, net of allowance of $178 and $154, respectively | 1,716 | 2,012 | ||||||
Marketable equity securities | 530 | 433 | ||||||
Prepaid expenses and other current assets | 1,179 | 977 | ||||||
Assets held for sale | 191 | - | ||||||
Current assets of discontinuing operations | - | 2,121 | ||||||
Total current assets | 20,984 | 25,536 | ||||||
NONCURRENT ASSETS | ||||||||
Right-of-use and financing lease assets, net | 1,891 | 2,088 | ||||||
Machinery and equipment, net, and construction in progress | 5,997 | 8,763 | ||||||
Intangible assets, net | 56,639 | 61,633 | ||||||
Restricted cash | 1,700 | 1,700 | ||||||
Other noncurrent assets | 329 | 371 | ||||||
TOTAL ASSETS | $ | 87,540 | $ | 100,091 | ||||
LIABILITIES AND SHAREHOLDERS’ EQUITY | ||||||||
CURRENT LIABILITIES | ||||||||
Accounts payable | $ | 875 | $ | 1,253 | ||||
Accrued compensation | 1,301 | 1,771 | ||||||
Accrued expenses and other current liabilities | 2,196 | 3,839 | ||||||
Accrued severance from acquisition | 2,314 | 2,314 | ||||||
Accrued liabilities from acquisition | 109 | 109 | ||||||
Right-of-use and financing lease liabilities, current | 737 | 815 | ||||||
Current liabilities of discontinuing operations | 135 | 2,005 | ||||||
Total current liabilities | 7,667 | 12,106 | ||||||
NONCURRENT LIABILITIES | ||||||||
Right-of-use and financing lease liabilities, noncurrent | 2,398 | 2,729 | ||||||
Contingent consideration liabilities | 29,150 | 45,662 | ||||||
TOTAL LIABILITIES | 39,215 | 60,497 | ||||||
Commitments and contingencies | ||||||||
Series A Redeemable Convertible Preferred Stock, no par value; stated value $1,000 per share; 5 and 6 shares issued and outstanding at June 30, 2023 and December 31, 2022, respectively; aggregate liquidation preference of $5,140 and $6,091 as of June 30, 2023 and December 31, 2022, respectively | 4,725 | 5,302 | ||||||
SHAREHOLDERS’ EQUITY | ||||||||
Preferred stock, no par value, 5,000 shares authorized; no shares issued and outstanding | - | - | ||||||
Common stock, no par value, 230,000 shares authorized; 8,241 and 5,932 shares issued and outstanding at June 30, 2023 and December 31, 2022, respectively | 309,535 | 294,929 | ||||||
Accumulated other comprehensive income | 41 | 39 | ||||||
Accumulated deficit | (265,976 | ) | (260,676 | ) | ||||
Total shareholders’ equity | 43,600 | 34,292 | ||||||
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY | $ | 87,540 | $ | 100,091 |
ONCOCYTE CORPORATION
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(In thousands, except per share data)
Three Months Ended | Six Months Ended | |||||||||||||||
June 30, | June 30, | |||||||||||||||
2023 | 2022 | 2023 | 2022 | |||||||||||||
NET REVENUE | $ | 463 | $ | 237 | $ | 760 | $ | 617 | ||||||||
Cost of revenues | 169 | 183 | 434 | 288 | ||||||||||||
Cost of revenues – amortization of acquired intangibles | 22 | 23 | 44 | 51 | ||||||||||||
Gross profit | 272 | 31 | 282 | 278 | ||||||||||||
OPERATING EXPENSES | ||||||||||||||||
Research and development | 2,435 | 2,444 | 4,562 | 4,451 | ||||||||||||
Sales and marketing | 805 | 127 | 1,500 | 393 | ||||||||||||
General and administrative | 3,531 | 5,445 | 6,943 | 11,092 | ||||||||||||
Change in fair value of contingent consideration | 1,795 | (6,359 | ) | (16,512 | ) | (11,015 | ) | |||||||||
Impairment loss from intangible assets | - | - | 4,950 | - | ||||||||||||
Loss on disposal and held for sale assets | - | - | 1,283 | - | ||||||||||||
Total operating expenses | 8,566 | 1,657 | 2,726 | 4,921 | ||||||||||||
Loss from operations | (8,294 | ) | (1,626 | ) | (2,444 | ) | (4,643 | ) | ||||||||
OTHER INCOME (EXPENSES), NET | ||||||||||||||||
Interest income (expenses), net | 1 | (21 | ) | (9 | ) | (51 | ) | |||||||||
Unrealized gain (loss) on marketable equity securities | (24 | ) | 5 | 97 | (325 | ) | ||||||||||
Other income (expenses), net | (16 | ) | 278 | (18 | ) | 242 | ||||||||||
Total other income (expenses), net | (39 | ) | 262 | 70 | (134 | ) | ||||||||||
LOSS BEFORE INCOME TAXES | (8,333 | ) | (1,364 | ) | (2,374 | ) | (4,777 | ) | ||||||||
Loss from continuing operations | (8,333 | ) | (1,364 | ) | (2,374 | ) | (4,777 | ) | ||||||||
Loss from discontinuing operations | - | (6,936 | ) | (2,926 | ) | (13,814 | ) | |||||||||
NET LOSS | $ | (8,333 | ) | $ | (8,300 | ) | $ | (5,300 | ) | $ | (18,591 | ) | ||||
LESS: DIVIDENDS AND ACCRETION OF SERIES A REDEEMABLE CONVERTIBLE PREFERRED STOCK | (311 | ) | (72 | ) | (541 | ) | (72 | ) | ||||||||
NET LOSS ATTRIBUTABLE TO COMMON STOCKHOLDERS: BASIC AND DILUTED | $ | (8,644 | ) | $ | (8,372 | ) | $ | (5,841 | ) | $ | (18,663 | ) | ||||
Net loss from continuing operations per share: basic and diluted | $ | (1.03 | ) | $ | (0.24 | ) | $ | (0.34 | ) | $ | (0.93 | ) | ||||
Net loss from discontinuing operations per share: basic and diluted | $ | - | $ | (1.23 | ) | $ | (0.42 | ) | $ | (2.69 | ) | |||||
Net loss per share: basic and diluted | $ | (1.07 | ) | $ | (1.48 | ) | $ | (0.83 | ) | $ | (3.63 | ) | ||||
Weighted average shares outstanding: basic and diluted | 8,090 | 5,652 | 7,030 | 5,135 |
Oncocyte Corporation
Reconciliation of Non-GAAP Financial Measure
Consolidated Adjusted Loss from Operations
(Amounts in Thousands)
For the Three Months Ended | ||||||||||||
June 30, | March 31, | June 30, | ||||||||||
2023 | 2023 | 2022 | ||||||||||
(unaudited) | (unaudited) | (unaudited) | ||||||||||
Consolidated GAAP loss from operations | $ | (8,294 | ) | $ | 2,924 | $ | (8,562 | ) | ||||
Stock-based compensation expense | 834 | 834 | 2,232 | |||||||||
Change in fair value of contingent consideration | 1,795 | (18,307 | ) | (6,359 | ) | |||||||
Severance charge | 604 | 14 | 143 | |||||||||
Depreciation and amortization expense | 457 | 472 | 1,360 | |||||||||
Loss on disposal and held for sale assets | - | 1,335 | - | |||||||||
Impairment loss | - | 4,950 | - | |||||||||
Consolidated Non-GAAP loss from operations, as adjusted | $ | (4,604 | ) | $ | (7,778 | ) | $ | (11,186 | ) |
Cover |
Aug. 04, 2023 |
---|---|
Cover [Abstract] | |
Document Type | 8-K |
Amendment Flag | false |
Document Period End Date | Aug. 04, 2023 |
Entity File Number | 1-37648 |
Entity Registrant Name | Oncocyte Corporation |
Entity Central Index Key | 0001642380 |
Entity Tax Identification Number | 27-1041563 |
Entity Incorporation, State or Country Code | CA |
Entity Address, Address Line One | 15 Cushing |
Entity Address, City or Town | Irvine |
Entity Address, State or Province | CA |
Entity Address, Postal Zip Code | 92618 |
City Area Code | (949) |
Local Phone Number | 409-7600 |
Written Communications | false |
Soliciting Material | false |
Pre-commencement Tender Offer | false |
Pre-commencement Issuer Tender Offer | false |
Title of 12(b) Security | Common Stock, no par value |
Trading Symbol | OCX |
Security Exchange Name | NASDAQ |
Entity Emerging Growth Company | false |
1 Year Oncocyte Chart |
1 Month Oncocyte Chart |
It looks like you are not logged in. Click the button below to log in and keep track of your recent history.
Support: +44 (0) 203 8794 460 | support@advfn.com
By accessing the services available at ADVFN you are agreeing to be bound by ADVFN's Terms & Conditions