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
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Item 2.02 Results of Operations and Financial Condition.
On March 27, 2023, Interpace Biosciences, Inc. issued a press release announcing its results of operations and financial condition for the fiscal year ended December 31, 2022. The full text of the press release is set forth as Exhibit 99.1 attached hereto and is incorporated herein by reference.
The information in Item 2.02 of this Current Report on Form 8-K, including Exhibit 99.1, is being 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, nor shall it be deemed to be incorporated by reference in any registration statement or other document filed under the Securities Act of 1933, as amended, or the Exchange Act, except as otherwise stated in such filing.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
| Exhibit Number | Description | |
| 99.1 | Press Release, dated March 27, 2023 | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). |
SIGNATURE
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.
| Interpace Biosciences, Inc. | ||
| By: | /s/ Thomas W. Burnell | |
| Name: | Thomas W. Burnell | |
| Title: | President and Chief Executive Officer | |
Date: March 27, 2023
Exhibit 99.1
Interpace Biosciences Announces Full Year and Fourth Quarter 2022 Financial and Business Results
| ● | Q4 Revenue of $8.3 million | |
| ● | Cash and Cash Equivalents total $4.8 million as of December 31, 2022 |
PARSIPPANY, NJ, March 27, 2023 (GLOBE NEWSWIRE) —Interpace Biosciences, Inc. (“Interpace” or the “Company”) (OTCQX: IDXG) today announced financial results for the fiscal year and fourth quarter ended December 31, 2022 and provided a business and financial update.
Fourth quarter Net Revenue was $8.3 million. Operating expenses for the fourth quarter were approximately 22% lower than the same period of 2021. Our loss from continuing operations in the fourth quarter of 2022 was $1.4 million, a decrease from the prior year quarter’s loss of $1.8 million.
“Despite the full-year negative impact of $3.6 million from the ThyGeNEXT price change in 2022, the Company was able to adjust expenses accordingly, grow volume and improve overall profitability”, stated Tom Burnell, Ph.D., President and CEO of Interpace Biosciences. Burnell continued, “Overall, we are pleased with the progression of the Company internally along with the acceptance, adoption and expansion of use of our best-in-class molecular diagnostics tests.”
Fourth Quarter and Full Year 2022 Financial Performance
For the Fourth Quarter of 2022 as Compared to the Fourth Quarter of 2021
| ● | Net Revenue was $8.3 million, a decrease of 9% from $9.1 million for the prior year quarter. | |
| ● | Gross Profit percentage was 60% compared to 55% for the prior year quarter, an improvement year over year. | |
| ● | Operating income was $0.1 million vs an operating loss of $(1.4) million in the prior year quarter. | |
| ● | Loss from continuing operations was $(1.4) million vs $(1.7) million in the prior year quarter. | |
| ● | Adjusted EBITDA was $0.6 million vs $(0.8) million in the prior year quarter. | |
| ● | Q4 2022 cash collections totaled $8.1 million. | |
| ● | December 31, 2022 cash balance was $4.8 million. December 31, 2021 cash balance was $2.9 million, net of restricted cash. |
For the Year Ended December 31, 2022 as Compared to the Year Ended December 31, 2021
| ● | Net Revenue was $31.8 million for 2022, a 4% decrease over the prior year period. The lower revenue is attributable to the ThyGeNEXT® reimbursement rate decline. | |
| ● | Gross Profit percentage was approximately 57% in both years. | |
| ● | Loss from Continuing Operations was $(5.9) million vs. $(7.0) million prior year to date, an improvement of $1.1 million. This improvement is driven by a decline in operating expenses versus the prior year. | |
| ● | Adjusted EBITDA was $(1.2) million vs. $(2.0) million in the prior year. |
About Interpace Biosciences
Interpace Biosciences is an emerging leader in enabling personalized medicine, offering specialized services along the therapeutic value chain from early diagnosis and prognostic planning to targeted therapeutic applications.
Clinical services, through Interpace Diagnostics, provide clinically useful molecular diagnostic tests and bioinformatics and pathology services for evaluating risk of cancer by leveraging the latest technology in personalized medicine for improved patient diagnosis and management. Interpace has five commercialized molecular tests and one test in a clinical evaluation program (CEP): PancraGEN® for the diagnosis and prognosis of pancreatic cancer from pancreatic cysts; PanDNA®, a “molecular only” version of PancraGEN that provides physicians a snapshot of a limited number of factors; ThyGeNEXT® for the diagnosis of thyroid cancer from thyroid nodules utilizing a next-generation sequencing assay; ThyraMIR®v2, used in combination with ThyGeNEXT®, for the diagnosis of thyroid cancer utilizing a proprietary microRNA pairwise expression profiler along with algorithmic classification; and RespriDX®, that differentiates lung cancer of primary versus metastatic origin. In addition, BarreGEN®, a molecular-based assay that helps resolve the risk of progression of Barrett’s Esophagus to esophageal cancer, is currently in a CEP, whereby we gather information from physicians using BarreGEN to assist us in gathering clinical evidence relative to the safety and performance of the test and also providing data that will potentially support payer reimbursement.
For more information, please visit Interpace Biosciences’ website at www.interpace.com.
Forward-looking Statements
This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, Section 21E of the Securities Exchange Act of 1934 and the Private Securities Litigation Reform Act of 1995, relating to the Company’s future financial and operating performance. The Company has attempted to identify forward looking statements by terminology including “believes,” “estimates,” “anticipates,” “expects,” “plans,” “projects,” “intends,” “potential,” “may,” “could,” “might,” “will,” “should,” “approximately” or other words that convey uncertainty of future events or outcomes to identify these forwardlooking statements. These statements are based on current expectations, assumptions and uncertainties involving judgments about, among other things, future economic, competitive and market conditions and future business decisions, all of which are difficult or impossible to predict accurately and many of which are beyond the Company’s control. These statements also involve known and unknown risks, uncertainties and other factors that may cause the Company’s actual results to be materially different from those expressed or implied by any forward-looking statements, including, but not limited to, the reimbursement of the Company’s tests being subject to review by CMS, the adverse impact of the COVID19 pandemic on the Company’s operations and revenues, the possibility that the Company’s estimates of future revenue, cash flows and adjusted EBITDA may prove to be materially inaccurate, the Company’s history of operating losses, the Company’s ability to adequately finance its business and seek alternative sources of financing, the Company’s ability to repay borrowings with Comerica Bank and BroadOak, the Company’s dependence on sales and reimbursements from its clinical services, the Company’s ability to retain or secure reimbursement including its reliance on third parties to process and transmit claims to payers and the adverse impact of any delay, data loss, or other disruption in processing or transmitting such claims, and the Company’s revenue recognition being based in part on estimates for future collections which estimates may prove to be incorrect. Additionally, all forward-looking statements are subject to the “Risk Factors” detailed from time to time in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2022, Current Reports on Form 8-K and Quarterly Reports on Form 10-Q filed with the Securities and Exchange Commission. Because of these and other risks, uncertainties and assumptions, undue reliance should not be placed on these forward-looking statements. In addition, these statements speak only as of the date of this press release and, except as may be required by law, the Company undertakes no obligation to revise or update publicly any forward-looking statements for any reason.
Contacts:
Investor Relations
Interpace Biosciences, Inc.
(855)-776-6419
Info@Interpace.com
INTERPACE BIOSCIENCES, INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(unaudited, in thousands, except per share data)
| Three Months Ended | Years Ended | |||||||||||||||
| December 31, | December 31, | |||||||||||||||
| 2022 | 2021 | 2022 | 2021 | |||||||||||||
| (unaudited) | ||||||||||||||||
| Revenue, net | $ | 8,332 | $ | 9,111 | $ | 31,838 | $ | 33,117 | ||||||||
| Cost of revenue | 3,321 | 4,109 | 13,607 | 14,314 | ||||||||||||
| Gross Profit | 5,011 | 5,002 | 18,231 | 18,803 | ||||||||||||
| Sales and marketing | 2,138 | 2,246 | 9,125 | 9,177 | ||||||||||||
| Research and development | 77 | 315 | 703 | 1,493 | ||||||||||||
| General and administrative | 2,336 | 3,316 | 10,973 | 10,705 | ||||||||||||
| Transition expenses | - | - | - | 897 | ||||||||||||
| Loss on DiamiR transaction | - | 248 | - | 13 | ||||||||||||
| Acquisition amortization expense | 318 | 510 | 1,270 | 3,192 | ||||||||||||
| Change in fair value of contingent consideration | 88 | (281 | ) | (223 | ) | (338 | ) | |||||||||
| Total operating expenses | 4,957 | 6,354 | 21,848 | 25,139 | ||||||||||||
| Operating income (loss) | 54 | (1,352 | ) | (3,617 | ) | (6,336 | ) | |||||||||
| Interest accretion expense | (35 | ) | (121 | ) | (158 | ) | (496 | ) | ||||||||
| Related party interest | - | (52 | ) | - | (424 | ) | ||||||||||
| Note payable interest | (230 | ) | (120 | ) | (850 | ) | (120 | ) | ||||||||
| Other expense, net | (1,191 | ) | (118 | ) | (1,211 | ) | (366 | ) | ||||||||
| Loss from continuing operations before tax | (1,402 | ) | (1,763 | ) | (5,836 | ) | (7,742 | ) | ||||||||
| Provision (benefit) for income taxes | 5 | (21 | ) | 29 | (705 | ) | ||||||||||
| Loss from continuing operations | (1,407 | ) | (1,742 | ) | (5,865 | ) | (7,037 | ) | ||||||||
| Loss from discontinued operations, net of tax | (157 | ) | (1,987 | ) | (16,093 | ) | (7,906 | ) | ||||||||
| Net loss | $ | (1,564 | ) | $ | (3,729 | ) | $ | (21,958 | ) | $ | (14,943 | ) | ||||
| Basic and diluted loss per share of common stock: | ||||||||||||||||
| From continuing operations | $ | (0.33 | ) | $ | (0.42 | ) | $ | (1.38 | ) | $ | (1.70 | ) | ||||
| From discontinued operations | (0.04 | ) | (0.47 | ) | (3.80 | ) | (1.91 | ) | ||||||||
| Net loss per basic share of common stock | $ | (0.37 | ) | $ | (0.89 | ) | $ | (5.18 | ) | $ | (3.61 | ) | ||||
| Weighted average number of common shares and common share equivalents outstanding: | ||||||||||||||||
| Basic | 4,271 | 4,181 | 4,238 | 4,135 | ||||||||||||
| Diluted | 4,271 | 4,181 | 4,238 | 4,135 | ||||||||||||
Selected Balance Sheet Data (Unaudited)
($ in thousands)
| December 31, | December 31, | |||||||
| 2022 | 2021 | |||||||
| Cash, cash equivalents and restricted cash | $ | 4,828 | $ | 2,922 | ||||
| Total current assets | 12,154 | 12,166 | ||||||
| Total current liabilities | 14,283 | 15,682 | ||||||
| Total assets | 15,979 | 38,427 | ||||||
| Total liabilities | 32,515 | 34,309 | ||||||
| Total stockholders’ deficit | (63,072 | ) | (42,418 | ) | ||||
Selected Cash Flow Data (Unaudited)
($ in thousands)
| For the Years Ended | ||||||||
| December 31, | ||||||||
| 2022 | 2021 | |||||||
| Net loss | $ | (21,958 | ) | $ | (14,943 | ) | ||
| Net cash used in operating activities | $ | (7,692 | ) | $ | (8,719 | ) | ||
| Net cash provided by (used in) investing activities | 6,206 | (315 | ) | |||||
| Net cash provided by financing activities | 3,000 | 8,976 | ||||||
| Change in cash, cash equivalents and restricted cash | 1,514 | (58 | ) | |||||
| Cash, cash equivalents and restricted cash – beginning | 3,314 | 3,372 | ||||||
| Cash, cash equivalents and restricted cash – ending | $ | 4,828 | $ | 3,314 | ||||
Reconciliation of Adjusted EBITDA (Unaudited)
($ in thousands)
| Three Months Ended | Years Ended | |||||||||||||||
| December 31, | December 31, | |||||||||||||||
| 2022 | 2021 | 2022 | 2021 | |||||||||||||
| Loss from continuing operations (GAAP Basis) | $ | (1,407 | ) | $ | (1,742 | ) | $ | (5,865 | ) | $ | (7,037 | ) | ||||
| Depreciation and amortization | 354 | 558 | 1,429 | 3,469 | ||||||||||||
| Stock-based compensation | 127 | 5 | 1,237 | 1,145 | ||||||||||||
| Tax expense (benefit) | 5 | (21 | ) | 29 | (705 | ) | ||||||||||
| Interest accretion expense | 35 | 121 | 158 | 496 | ||||||||||||
| Financing interest and related costs | 230 | 468 | 850 | 950 | ||||||||||||
| Loss on DiamiR transaction | - | 248 | - | 13 | ||||||||||||
| Mark to market on warrant liability | - | (87 | ) | (71 | ) | 50 | ||||||||||
| Change in fair value of note payable | 1,177 | (58 | ) | 1,224 | (58 | ) | ||||||||||
| Change in fair value of contingent consideration | 88 | (281 | ) | (223 | ) | (338 | ) | |||||||||
| Adjusted EBITDA | $ | 609 | $ | (789 | ) | $ | (1,232 | ) | $ | (2,015 | ) | |||||
Non-GAAP Financial Measures
In addition to the United States generally accepted accounting principles, or GAAP, results provided throughout this document, we have provided certain non-GAAP financial measures to help evaluate the results of our performance. We believe that these non-GAAP financial measures, when presented in conjunction with comparable GAAP financial measures, are useful to both management and investors in analyzing our ongoing business and operating performance. We believe that providing the non-GAAP information to investors, in addition to the GAAP presentation, allows investors to view our financial results in the way that management views financial results.
In this document, we discuss Adjusted EBITDA, a non-GAAP financial measure. Adjusted EBITDA is a metric used by management to measure cash flow of the ongoing business. Adjusted EBITDA is defined as income or loss from continuing operations, plus depreciation and amortization, acquisition related expenses, transition expenses, non-cash stock based compensation and ESPP plans, interest and taxes, and other non-cash expenses including asset impairment costs, bad debt expense, receipt of stimulus grants, loss on extinguishment of debt, goodwill impairment and change in fair value of contingent consideration, and warrant liability. The table above includes a reconciliation of this non-GAAP financial measure to the most directly comparable GAAP financial measure.
Cover |
Mar. 27, 2023 |
|---|---|
| Cover [Abstract] | |
| Document Type | 8-K |
| Amendment Flag | false |
| Document Period End Date | Mar. 27, 2023 |
| Entity File Number | 0-24249 |
| Entity Registrant Name | INTERPACE BIOSCIENCES, INC. |
| Entity Central Index Key | 0001054102 |
| Entity Tax Identification Number | 22-2919486 |
| Entity Incorporation, State or Country Code | DE |
| Entity Address, Address Line One | Morris Corporate Center 1 |
| Entity Address, Address Line Two | Building C |
| Entity Address, Address Line Three | 300 Interpace Parkway |
| Entity Address, City or Town | Parsippany |
| Entity Address, State or Province | NJ |
| Entity Address, Postal Zip Code | 07054 |
| City Area Code | (855) |
| Local Phone Number | 776-6419 |
| Written Communications | false |
| Soliciting Material | false |
| Pre-commencement Tender Offer | false |
| Pre-commencement Issuer Tender Offer | false |
| Entity Emerging Growth Company | false |
| Entity Information, Former Legal or Registered Name | Not Applicable |