Document
false0001438133 0001438133 2020-07-30 2020-07-30



 
 
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): July 30, 2020
____________________________
Tandem Diabetes Care, Inc.
(Exact name of registrant as specified in its charter)
_________
Delaware
001-36189
 
20-4327508
(State or other jurisdiction
of incorporation)
(Commission
File Number)
 
(I.R.S. Employer
Identification No.)
11075 Roselle Street
 
 
92121
San Diego
California
 
 
(Zip Code)
(Address of principal executive offices)
 
 
 
 Registrant’s telephone number, including area code: (858366-6900
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
Symbol
Name of Exchange on Which Registered
Common Stock, par value $0.001 per share
TNDM
NASDAQ Global 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 July 30, 2020, we issued a press release reporting our financial results for the quarter ended June 30, 2020. This press release has been furnished as Exhibit 99.1 to this report and is incorporated herein by this reference.

The information under this Item 2.02 and 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, or the Exchange Act, or otherwise subject to the liabilities of that section, nor shall they be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such filing.

Item 9.01    Financial Statements and Exhibits
    
(d)     Exhibits.







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.
Tandem Diabetes Care, Inc.
 
 
By:
 
/s/ David B. Berger
 
 
David B. Berger
 
 
Executive Vice President, Chief Legal & Compliance Officer
Date: July 30, 2020

Exhibit
Exhibit 99.1



https://cdn.kscope.io/d121c07877a9e59c629c16d3ad0144ae-tndmlogoa17.jpg

Media Contact:
Steve Sabicer
714-907-6264
ssabicer@thesabicergroup.com

Investor Contact:
Susan Morrison
858-366-6900 x7005
IR@tandemdiabetes.com


FOR IMMEDIATE RELEASE
Tandem Diabetes Care Announces Second Quarter 2020 Financial Results and Full Year 2020 Sales Guidance

San Diego, July 30, 2020Tandem Diabetes Care, Inc. (NASDAQ: TNDM), a leading insulin delivery and diabetes technology company, today reported its financial results for the quarter ended June 30, 2020. In addition, the Company provided sales guidance for the year ending December 31, 2020.

“We achieved our highest quarterly sales, successfully completed our first acquisition, and executed multiple meaningful agreements in support of our longer-term objectives in the second quarter,” said John Sheridan, president and chief executive officer. “In this challenging global environment, our business has excelled in its commercial, operational and strategic performance.”

Second Quarter 2020 Financial Results

Worldwide sales increased 17 percent to $109.2 million in the second quarter, compared to $93.3 million in the second quarter of 2019. Domestic pump shipments increased 15 percent to 14,735 pumps in the second quarter of 2020 from 12,799 pumps in the same period of 2019. Domestic sales were $89.3 million, or an increase of 27 percent compared to $70.4 million in the second quarter of 2019. International pump shipments decreased 53 percent to 3,952 pumps in the second quarter of 2020 from 8,459 pumps in the same period of 2019. International sales were $20.0 million, or a decrease of 13 percent compared to $22.9 million in the second quarter of 2019. Internationally, the second quarter of 2019 benefited from approximately $7.0 million in sales associated with the fulfillment of an order backlog from prior periods.
 
Gross profit for the second quarter of 2020 increased 9 percent to $54.4 million, compared to $49.9 million for the same period of 2019. Gross margin was 50 percent in the second quarter of 2020 and 54 percent in the same period of 2019. These included a non-cash stock-based compensation charge of $2.2 million in the second quarter of 2020 compared to $1.3 million for the same period of 2019. Royalty expense was $1.7 million in the second quarter of 2020, compared to no royalty expense in the second quarter of 2019. In combination, stock-based compensation and royalty expense represented nearly 4 percent of sales in the second quarter of 2020, and approximately 1 percent of sales for the same period of 2019.

For the second quarter of 2020, operating expenses totaled $66.4 million, compared to $51.8 million for the same period of 2019. Operating expenses included a non-cash charge for stock-based compensation of $14.3 million, compared to stock-based compensation of $11.0 million for the same period of 2019. Operating loss totaled $12.0 million, compared to $1.9 million for the same period of 2019. Operating margin for the second quarter of 2020 was negative 11 percent compared to negative 2 percent for the same period of 2019. For the second quarter of 2020, adjusted EBITDA(1) was $6.6 million or 6 percent of sales, compared to $12.0 million, or 13 percent of sales, for the same period of 2019.


1

Exhibit 99.1

Net loss for the second quarter of 2020 was $27.1 million, which included a $14.3 million non-cash charge for the change in fair value of certain outstanding warrants and $3.2 million of interest expense related to the Company’s convertible debt offering, of which $2.5 million is non-cash. In addition, the Company realized a $2.1 million income tax benefit associated with certain intangible transactions in the second quarter of 2020. This is compared to a net loss of $1.5 million for the second quarter of 2019, which included a $0.4 million non-cash charge for the change in fair value of certain warrants outstanding at that time.

(1) EBITDA is a non-GAAP financial measure defined as net income (loss) excluding income taxes, interest and other non-operating items and depreciation and amortization. Adjusted EBITDA further adjusts for the change in fair value of common stock warrants and non-cash stock-based compensation expense. This definition of Adjusted EBITDA may differ from similar measures used by other companies, even when similar terms are used to identify such measures. Adjusted EBITDA is a key measure used by the Company to evaluate operating performance, generate future operating plans and make strategic decisions for the allocation of capital. The Company presents Adjusted EBITDA to provide information that may assist investors in understanding its financial results. However, Adjusted EBITDA is not intended to be a substitute for net loss.

Cash Balance and Liquidity

As of June 30, 2020, the Company had $426.3 million in cash, cash equivalents and short-term investments. This represents a $266.1 million increase in the second quarter of 2020 and a $249.8 million increase since December 31, 2019. The increase in cash, cash equivalents and short-term investments includes net proceeds of $244.6 million from the Company’s convertible debt transaction during the quarter.

2020 Guidance

“We are reinstating the sales guidance we set at the beginning of 2020 based on the continued strong worldwide demand for our t:slim X2 insulin pump,” said Leigh Vosseller, executive vice president and chief financial officer. “While being mindful of the unpredictable nature of the current pandemic, our confidence in the remainder of this year is supported by the positive feedback from users of our Control-IQ technology and its scaling international launch, as well as UnitedHealthcare’s recent decision to include Tandem as a network provider.”

For the year ending December 31, 2020, the Company is reinstating its sales guidance estimated to be in the range of $450 million to $465 million, which includes international sales of approximately $70 million to $75 million. This represents an annual sales growth of 24 percent to 28 percent compared to 2019.

Non-GAAP Financial Measures

Certain non-GAAP financial measures are presented in this press release, including adjusted EBITDA, to provide information that may assist investors in understanding the Company’s financial results and assessing its prospects for future performance. We believe these non-GAAP financial measures are important indicators of our operating performance because they exclude items that are unrelated to, and may not be indicative of, our core operating results. These non-GAAP financial measures, as we calculate them, may not necessarily be comparable to similarly titled measures of other companies and may not be appropriate measures for comparing the performance of other companies relative to the Company. These non-GAAP financial results are not intended to represent, and should not be considered to be more meaningful measures than, or alternatives to, measures of operating performance as determined in accordance with GAAP. To the extent we utilize such non-GAAP financial measures in the future, we expect to calculate them using a consistent method from period to period. A reconciliation of each of the GAAP financial measures to the most directly comparable non-GAAP financial measures has been provided under the heading “Reconciliation of GAAP versus Non-GAAP Financial Results” in the financial statement tables attached to this press release. Consistent with SEC regulations, we have not provided a reconciliation of forward-looking non-GAAP financial measures to the most directly comparable GAAP financial measures in reliance on the “unreasonable efforts” exception set forth in the applicable regulations, because there is substantial uncertainty associated with predicting any future adjustments that we may make to our GAAP financial measures in calculating our non-GAAP financial measures.

Conference Call

The Company will hold a conference call and simultaneous webcast today at 4:30pm Eastern Time (1:30pm Pacific Time). The link to the webcast will be available by accessing the Events & Presentations tab in the Investor Center of the Tandem Diabetes Care website at http://investor.tandemdiabetes.com, and will be archived for 30 days. To listen to the conference call via phone, please dial 855-427-4396 (U.S./Canada) or 484-756-4261 (International) and use the participant code “1996138.”


2

Exhibit 99.1


About Tandem Diabetes Care, Inc.

Tandem Diabetes Care, Inc. (www.tandemdiabetes.com) is a medical device company dedicated to improving the lives of people with diabetes through relentless innovation and revolutionary customer experience. The Company takes an innovative, user-centric approach to the design, development and commercialization of products for people with diabetes who use insulin. Tandem’s flagship product, the t:slim X2 insulin pump, is capable of remote software updates using a personal computer and features integrated continuous glucose monitoring. Tandem is based in San Diego, California.

Tandem Diabetes Care is a registered trademark and t:slim X2 and Control-IQ are trademarks of Tandem Diabetes Care, Inc.

Follow Tandem Diabetes Care on Twitter @tandemdiabetes; use #tslimX2 and $TNDM.
Follow Tandem Diabetes Care on Facebook at www.facebook.com/TandemDiabetes.
Follow Tandem Diabetes Care on LinkedIn at https://www.linkedin.com/company/tandemdiabetes.


Forward-Looking Statements

This press release contains “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, that concern matters that involve risks and uncertainties that could cause actual results to differ materially from those anticipated or projected in the forward-looking statements. These forward-looking statements include statements regarding, among other things, the Company’s projected financial results, the anticipated scaled international launch of Control-IQ and the Company’s ability to continue to sustain our existing business operations during the COVID-19 pandemic. The Company’s actual results may differ materially from those indicated in these forward-looking statements due to numerous risks and uncertainties. For instance, the Company’s ability to achieve projected financial results will be impacted by market acceptance of the Company’s existing products and products under development by physicians and people with diabetes; the Company’s ability to establish and sustain operations to support international sales, including expansion into additional geographies; changes in reimbursement rates or insurance coverage for the Company’s products; the Company’s ability to meet increasing operational and infrastructure requirements from higher customer interest and a larger base of existing customers; the Company’s ability to complete the development and launch new products when anticipated; the potential that newer products, or other technological breakthroughs for the monitoring, treatment or prevention of diabetes, may render the Company’s products obsolete or less desirable; the depth and duration of the evolving COVID-19 pandemic, and the global response thereto; reliance on third-party relationships, such as outsourcing and supplier arrangements; global economic conditions; and other risks identified in the Company’s most recent Annual Report on Form 10-K, Quarterly Report on Form 10-Q, and other documents that the Company files with the Securities and Exchange Commission. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this release. Tandem undertakes no obligation to update or review any forward-looking statement in this press release because of new information, future events or other factors.




# # #



3

Exhibit 99.1

TANDEM DIABETES CARE, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(in thousands)
 
 
 
 
 
June 30,
 
December 31,
 
2020
 
2019
 
(Unaudited)
 
 
Assets
 
 
 
Current assets:
 
 
 
Cash and cash equivalents and short-term investments
$
426,285

 
$
176,458

Accounts receivable, net
45,031

 
46,585

Inventories
62,263

 
49,073

Other current assets
6,100

 
4,025

Total current assets
539,679

 
276,141

 
 
 
 
Property and equipment, net
44,385

 
32,923

Operating lease right-of-use assets
21,553

 
15,561

Other long-term assets
10,622

 
1,485

Total assets
$
616,239

 
$
326,110

Liabilities and Stockholders’ Equity
 
 
 
Current liabilities:
 
 
 
Accounts payable, accrued expenses and employee-related liabilities
$
46,665

 
$
54,079

Deferred revenue
4,642

 
3,869

Common stock warrants
39,625

 
23,509

Operating lease liabilities
9,306

 
6,320

Other current liabilities
14,069

 
11,619

Total current liabilities
114,307

 
99,396

 
 
 
 
Convertible senior notes, net - long-term
195,344

 

Operating lease liabilities - long-term
17,632

 
14,063

Other long-term liabilities
21,252

 
17,672

Total liabilities
348,535

 
131,131

 
 
 
 
Total stockholders’ equity
267,704

 
194,979

Total liabilities and stockholders’ equity
$
616,239

 
$
326,110


4

Exhibit 99.1

TANDEM DIABETES CARE, INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(in thousands, except per share data)
(Unaudited)

 
 
Three Months Ended June 30,
 
Six Months Ended
June 30,
 
2020
 
2019
 
2020
 
2019
Sales
$
109,236

 
$
93,255

 
$
207,162

 
$
159,250

Cost of sales
54,846

 
43,351

 
102,511

 
75,993

Gross profit
54,390

 
49,904

 
104,651

 
83,257

Operating expenses:
 
 
 
 
 
 
 
Selling, general and administrative
50,440

 
40,565

 
100,157

 
75,524

Research and development
15,987

 
11,204

 
30,104

 
20,594

Total operating expenses
66,427

 
51,769

 
130,261

 
96,118

Operating loss
(12,037
)
 
(1,865
)
 
(25,610
)
 
(12,861
)
Total other income (expense), net
(17,145
)
 
353

 
(18,341
)
 
(11,643
)
Loss before income taxes
(29,182
)
 
(1,512
)
 
(43,951
)
 
(24,504
)
Income tax benefit
(2,075
)
 

 
(1,977
)
 

Net loss
$
(27,107
)
 
$
(1,512
)
 
$
(41,974
)
 
$
(24,504
)
 
 
 
 
 
 
 
 
Net loss per share, basic and diluted
$
(0.45
)
 
$
(0.03
)
 
$
(0.70
)
 
$
(0.42
)
Weighted average shares used to compute basic and diluted net loss per share
60,424

 
58,219

 
60,082

 
57,996



5

Exhibit 99.1

Reconciliation of GAAP versus Non-GAAP Financial Results
(in thousands)
Three Months Ended June 30,
 
Six Months Ended June 30,
 
2020
 
2019
 
2020
 
2019
GAAP net loss
$
(27,107
)
 
$
(1,512
)
 
$
(41,974
)
 
$
(24,504
)
Income tax benefit
(2,075
)
 

 
(1,977
)
 

Other (income) expense, net
2,809

 
(778
)
 
2,083

 
(1,529
)
Depreciation and amortization
2,205

 
1,508

 
4,035

 
2,946

EBITDA
(24,168
)
 
(782
)
 
(37,833
)
 
(23,087
)
Change in fair value of common stock warrants
14,336

 
424

 
16,258

 
13,170

Stock-based compensation expense
16,421

 
12,322

 
32,286

 
22,156

Adjusted EBITDA
$
6,589

 
$
11,964

 
$
10,711

 
$
12,239



6