tndm-8k_20150730.htm

 

 

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, 2015

 

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.)

 

 11045 Roselle Street, San Diego, CA

 

92121

 (Address of principal executive offices)

 

(Zip Code)

Registrant’s telephone number, including area code: (858) 366-6900

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))

 

 

 

 

 


Item 2.02 Results of Operations and Financial Condition.

On July 30, 2015, we issued a press release announcing our financial results for the quarter ended June 30, 2015. This press release has been furnished as Exhibit 99.1 to this report and is incorporated herein by this reference.

The information provided under this Item 2.02, 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, 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 8.01 Other Events

On July 30, 2015, we issued a press release announcing that we have entered into Development Agreements with Dexcom to allow the integration of future generation Tandem insulin pumps with the Dexcom G5 and G6 continuous glucose monitoring systems. The press release announcing the Development Agreements is attached hereto as Exhibit 99.2 and is being furnished and shall not be deemed “filed” for the purposes of Section 18 of the Securities and Exchange Act of 1934, as amended, or the Exchange Act, or otherwise subject to the liabilities of that section, nor shall it 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.

 

Number

  

Description

 

 

 

99.1

  

Press release of Tandem Diabetes Care, Inc. dated July 30, 2015, announcing second quarter 2015 financial results.

99.2

 

Press release of Tandem Diabetes Care, Inc. dated July 30, 2015, announcing entering into Development Agreements with Dexcom.

 

 

 


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.

 

 

Date: July 30, 2015

  

/s/ David B. Berger 

 

  

David B. Berger

 

  

General Counsel and Secretary

 

 

 


 

INDEX TO EXHIBITS

 

Number

  

Description

 

 

 

99.1

  

Press release of Tandem Diabetes Care, Inc. dated July 30, 2015, announcing second quarter 2015 financial results.

99.2

 

Press release of Tandem Diabetes Care, Inc. dated July 30, 2015, announcing entering into Development Agreements with Dexcom.

 

 

tndm-ex991_6.htm

Exhibit 99.1

 

 

 

 

FOR IMMEDIATE RELEASE

 

Tandem Diabetes Care Reports Second Quarter 2015 Financial Results

San Diego, July 30, 2015  Tandem Diabetes Care®, Inc. (NASDAQ: TNDM), a medical device company and manufacturer of the t:slim® and t:flex™ Insulin Pumps, today reported its financial results for the quarter ended June 30, 2015.

In comparing the second quarter of 2015 to the same period of 2014:

·

Sales grew 53 percent to $15.7 million from $10.3 million

·

Total pump shipments grew 49 percent to 3,331 pumps from 2,235 pumps

·

Operating margin improved to negative 119 percent from negative 179 percent

 

In comparing the first six months of 2015 to the same period of 2014:

·

Sales grew 53 percent to $28.0 million from $18.3 million

·

Total pump shipments grew 47 percent to 5,818 pumps from 3,958 pumps

·

Operating margin improved to negative 140 percent from negative 214 percent

 

“Our strong sales momentum continued in the second quarter, which was highlighted by our successful launch of the t:flex Pump,said Kim Blickenstaff, President and Chief Executive Officer of Tandem Diabetes Care.  “This launch marks our achievement of a strategic Company goal to leverage our infrastructure by offering multiple products that address different needs of the diabetes community.”

 

Gross margin was 31 percent for the quarter ended June 30, 2015 compared to 34 percent in the same period of 2014.

 

For the second quarter of 2015, operating expenses increased 8 percent to $23.5 million from $21.8 million for the same period of 2014.  

 

Operating loss for the second quarter of 2015 was $18.7 million, compared to $18.3 million for the same period of 2014. This included non-cash, stock-based compensation of $3.3 million for the quarter ended June 30, 2015, compared to $3.5 million for the same period of 2014.

 

As of June 30, 2015, the Company had $99.7 million in cash, cash equivalents and short-term investments.  

 

For the year ending December 31, 2015, the Company’s guidance is as follows:

·

Sales are estimated to be in the range of $70.0 million to $75.0 million, which includes $4.0 million to $6.0 million of t:flex Insulin Pump sales

·

Operating margin is estimated to be in the range of negative 100 percent to negative 110 percent, which includes approximately $13.0 million to $14.0 million in non-cash, stock-based compensation expense

Conference Call

The Company will hold a conference call and simultaneous webcast today at 5:30pm Eastern Time (2:30pm Pacific Time).  The link to the webcast will be available by accessing 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 "81630278".

 

About Tandem Diabetes Care, Inc.
Tandem Diabetes Care, Inc. (www.tandemdiabetes.com) is a medical device company with an innovative, user-centric and integrated approach to the design, development and commercialization of products for people with diabetes who use insulin. The Company manufactures and sells the t:slim Insulin Pump, the slimmest and smallest durable insulin pump currently on the market, and the t:flex Insulin Pump, the first pump designed for people with greater insulin requirements. Tandem is based in San Diego, California.

 

t:flex is a trademark, and t:slim and Tandem Diabetes Care are registered trademarks of Tandem Diabetes Care, Inc.


Exhibit 99.1

 

Follow Tandem Diabetes Care:

Twitter @tandemdiabetes, use #tslim, #tflex, #tconnect and $TNDM.

Facebook at www.facebook.com/TandemDiabetes

LinkedIn at 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 relate to the Company’s projected financial results, the Company’s ability to offer multiple products to leverage its infrastructure and achieve operating efficiencies, and the Company’s ability to sustain sales momentum for during the remainder of 2015. The Company’s actual results may differ materially from those indicated in these forward-looking statements due to numerous risks and uncertainties. For instance, successful commercialization of the Company’s products may be negatively impacted by lack of market acceptance by physicians and people with diabetes and customers may delay purchasing decisions for the Company’s existing products until the t:slim G4 Insulin Pump is commercially available. Other risks and uncertainties include the Company’s inability to manufacture products in commercial quantities at an acceptable cost and in accordance with quality requirements; the Company’s inability to contract with additional third-party payors for reimbursement of the Company’s products; possible delays in the Company’s product development programs; possible future actions of the U.S. Food and Drug Administration or any other regulatory body or governmental authority; and other risks identified in the Company’s most recent Annual Report on Form 10-K and Quarterly Report on Form 10-Q, as well as other documents that the Company files with the Securities and Exchange Commission. Investors 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.  

 

# # #

 


Exhibit 99.1

 

 

TANDEM DIABETES CARE, INC.

 

CONDENSED BALANCE SHEETS

 

(in thousands)

 

 

 

June 30,

 

 

December 31,

 

 

 

2015

 

 

2014

 

 

 

(Unaudited)

 

 

 

 

 

Assets

 

 

 

 

 

 

 

 

Current assets:

 

 

 

 

 

 

 

 

Cash and cash equivalents and short-term investments

 

$

97,746

 

 

$

67,282

 

Restricted cash

 

 

2,000

 

 

 

2,000

 

Accounts receivable, net

 

 

7,473

 

 

 

7,652

 

Inventory, net

 

 

14,670

 

 

 

11,913

 

Other current assets

 

 

2,170

 

 

 

1,904

 

Total current assets

 

 

124,059

 

 

 

90,751

 

 

 

 

 

 

 

 

 

 

Property and equipment, net

 

 

14,325

 

 

 

12,581

 

Other long term assets

 

 

2,950

 

 

 

3,132

 

Total assets

 

$

141,334

 

 

$

106,464

 

Liabilities and stockholders’ equity

 

 

 

 

 

 

 

 

Current liabilities:

 

 

 

 

 

 

 

 

Accounts payable, accrued expense and employee-related liabilities

 

$

14,590

 

 

$

14,591

 

Deferred revenue

 

 

1,038

 

 

 

840

 

Other current liabilities

 

 

2,857

 

 

 

2,663

 

Total current liabilities

 

 

18,485

 

 

 

18,094

 

 

 

 

 

 

 

 

 

 

Notes payable-long-term

 

 

29,479

 

 

 

29,440

 

Other long-term liabilities

 

 

5,618

 

 

 

4,358

 

Total liabilities

 

 

53,582

 

 

 

51,892

 

 

 

 

 

 

 

 

 

 

Total stockholders’ equity

 

 

87,752

 

 

 

54,572

 

Total liabilities and stockholders’ equity

 

$

141,334

 

 

$

106,464

 

 


Exhibit 99.1

TANDEM DIABETES CARE, INC.

 

CONDENSED STATEMENTS OF OPERATIONS

 

(in thousands, except per share data)

 

(unaudited)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Three Months Ended June 30,

 

 

Six Months Ended June 30,

 

 

 

2015

 

 

2014

 

 

2015

 

 

2014

 

Sales

 

$

15,706

 

 

$

10,255

 

 

$

28,014

 

 

$

18,320

 

Cost of sales

 

 

10,905

 

 

 

6,806

 

 

 

20,406

 

 

 

14,005

 

Gross profit

 

 

4,801

 

 

 

3,449

 

 

 

7,608

 

 

 

4,315

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating expenses:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Selling, general and administrative

 

 

19,599

 

 

 

18,068

 

 

 

38,954

 

 

 

36,109

 

Research and development

 

 

3,873

 

 

 

3,699

 

 

 

7,735

 

 

 

7,362

 

Total operating expenses

 

 

23,472

 

 

 

21,767

 

 

 

46,689

 

 

 

43,471

 

Operating loss

 

 

(18,671

)

 

 

(18,318

)

 

 

(39,081

)

 

 

(39,156

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Other income (expense), net:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest and other income

 

 

61

 

 

 

31

 

 

 

160

 

 

 

49

 

Interest and other expense

 

 

(923

)

 

 

(910

)

 

 

(1,821

)

 

 

(2,052

)

Total other income (expense), net

 

 

(862

)

 

 

(879

)

 

 

(1,661

)

 

 

(2,003

)

Net loss

 

$

(19,533

)

 

$

(19,197

)

 

$

(40,742

)

 

$

(41,159

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net loss per share, basic and diluted

 

$

(0.65

)

 

$

(0.83

)

 

$

(1.47

)

 

$

(1.79

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Weighted average shares used to compute basic and diluted

   net loss per share

 

 

29,902

 

 

 

23,098

 

 

 

27,723

 

 

 

23,017

 

 

 

Media Contact:

Steve Sabicer

714-907-6264

ssabicer@thesabicergroup.com

 

Investor Contact:

Susan Morrison

858-366-6900 x7005

smorrison@tandemdiabetes.com

 

tndm-ex992_85.htm

Exhibit 99.2

 

 

 

Media Contact:

Steve Sabicer

714-907-6264

ssabicer@thesabicergroup.com

 

Investor Contact:

Susan Morrison

858-366-6900 x7005

smorrison@tandemdiabetes.com

 

FOR IMMEDIATE RELEASE

 

Tandem Diabetes Care Announces Development Agreement with Dexcom

for Integration of Future Generation CGM Systems

 

San Diego, July 30, 2015  Tandem Diabetes Care®, Inc. (NASDAQ: TNDM), a medical device company and manufacturer of the t:slim® and t:flex™ Insulin Pumps, today announced that it has entered into non-exclusive Development Agreements with Dexcom, Inc. to allow the integration of future generation Tandem insulin pumps with the Dexcom G5 and G6 continuous glucose monitoring (“CGM”) systems.

 

“Integrating Tandem’s next generation pump platform with Dexcom’s future CGM systems is an important step in aligning our technologies to be used in automated insulin delivery applications,” said Kim Blickenstaff, President and Chief Executive Officer of Tandem Diabetes Care. “We are committed to continue advancing the clinical applications of Tandem’s technology and are pleased to expand our relationship with Dexcom in support of this effort.”

 

“Using CGM data to direct insulin delivery is fundamental to offering the diabetes community an artificial pancreas solution,” said Steve Pacelli, EVP, Strategy & Corporate Development at Dexcom. “Our efforts with Tandem began with the display of CGM data on their pump and we are pleased to take this next step in the integration of our future products to support automated insulin delivery.”

 

About Tandem Diabetes Care, Inc.
Tandem Diabetes Care, Inc. (www.tandemdiabetes.com) is a medical device company with an innovative, user-centric and integrated approach to the design, development and commercialization of products for people with diabetes who use insulin. The Company manufactures the t:slim® Insulin Pump, the slimmest and smallest durable insulin pump currently on the market, and the t:flex™ Insulin Pump, the first pump designed for people with greater insulin requirements. Tandem is based in San Diego, California.


Exhibit 99.2

 

About Dexcom, Inc.

Dexcom, Inc., headquartered in San Diego, California, develops and markets continuous glucose

monitoring systems for use by people with diabetes, as well as blood glucose monitoring systems used by healthcare providers in hospital critical care settings. For more information on the Dexcom CGM, visit www.dexcom.com.

 

Forward Looking Statement
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 relate to the Company’s development agreements to integrate Dexcom’s CGM systems with a future generation Tandem insulin pump, and for the integrated system’s potential use in automated insulin delivery applications. The Company’s actual results may differ materially from those indicated in these forward-looking statements due to numerous risks and uncertainties, including: risks associated with the development of new products generally,  including possible delays in the Company’s product development programs; possible future actions of the FDA or any other regulatory body or governmental authority, including the potential that the FDA may not agree with our proposed pathway for regulatory approval; the potential that the Company’s agreements with Dexcom could be terminated; and other risks identified in the Company’s most recent Annual Report on Form 10-K, quarterly report on Form 10-Q, as well as other documents that the Company files with the Securities and Exchange Commission. Investors 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.

 

 

Follow Tandem Diabetes Care on Twitter @tandemdiabetes, use #tslim, #tflex, #tconnect, #tsimulator 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.

 

 

t:slim and Tandem Diabetes Care are registered trademarks, and t:flex is a trademark of Tandem Diabetes Care, Inc.  Dexcom is a registered trademark of Dexcom, Inc.

 

 

 

 

# # #