0001564590-19-030754.txt : 20190808 0001564590-19-030754.hdr.sgml : 20190808 20190808160231 ACCESSION NUMBER: 0001564590-19-030754 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20190805 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers ITEM INFORMATION: Regulation FD Disclosure ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20190808 DATE AS OF CHANGE: 20190808 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ViewRay, Inc. CENTRAL INDEX KEY: 0001597313 STANDARD INDUSTRIAL CLASSIFICATION: ELECTROMEDICAL & ELECTROTHERAPEUTIC APPARATUS [3845] IRS NUMBER: 421777485 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-37725 FILM NUMBER: 191009422 BUSINESS ADDRESS: STREET 1: 2 THERMO FISHER WAY CITY: OAKWOOD VILLAGE STATE: OH ZIP: 44146 BUSINESS PHONE: 440-703-3210 MAIL ADDRESS: STREET 1: 2 THERMO FISHER WAY CITY: OAKWOOD VILLAGE STATE: OH ZIP: 44146 FORMER COMPANY: FORMER CONFORMED NAME: Mirax Corp DATE OF NAME CHANGE: 20140116 8-K 1 vray-8k_20190805.htm 8-K Q219 ER vray-8k_20190805.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): August 5, 2019

 

ViewRay, Inc.

(Exact name of Registrant as Specified in Its Charter)

 

 

Delaware

001-37725

42-1777485

(State or Other Jurisdiction

of Incorporation)

(Commission File Number)

(IRS Employer

Identification No.)

 

 

 

2 Thermo Fisher Way

Oakwood Village, Ohio

 

44146

(Address of Principal Executive Offices)

 

(Zip Code)

Registrant’s Telephone Number, Including Area Code: (440) 703-3210

Not Applicable

(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 (see General Instructions A.2. below):

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

 

Trading

Symbol(s)

 

Name of each exchange on which registered

Common Stock, par value $0.01

 

VRAY

 

The 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 August 8, 2019, ViewRay, Inc. (“ViewRay” or the “Company”) issued a press release announcing its financial results for the fiscal quarter ended June 30, 2019. The press release is attached hereto as Exhibit 99.1.

 

The information in this Item 2.02 of this Current Report on Form 8-K and the Exhibit 99.1 attached hereto 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 or Sections 11 and 12(a)(2) of the Securities Act of 1933, as amended (the “Securities Act”), or incorporated by reference in any filing of ViewRay under the Securities Act or the Exchange Act, whether made before or after the date hereof, regardless of any general incorporation language 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 5, 2019, Ajay Bansal, Chief Financial Officer of ViewRay, notified the Company that he is resigning effective September 30, 2019.

 

Item 7.01 Regulation FD Disclosure.

 

The information set forth under Item 2.02 of this Current Report on Form 8-K is incorporated by reference into this Item 7.01.

 

The information in this Item 7.01 of this Current Report on Form 8-K and the Exhibit 99.1 attached hereto shall not be deemed “filed” for purposes of Section 18 of the Exchange Act, or otherwise subject to the liabilities of that Section or Sections 11 and 12(a)(2) of the Securities Act, or incorporated by reference in any filing of ViewRay under the Securities Act or the Exchange Act, whether made before or after the date hereof, regardless of any general incorporation language in such filing.

 

Item 9.01 Financial Statements and Exhibits.

 

(d)       Exhibits.

 

ExhibitNumber

Description

99.1

Press Release dated August 8, 2019.

 

 


 

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 thereunto duly authorized.

 

 

 

Company Name

 

 

 

 

Date: August 8, 2019

 

By:

/s/ Robert S. McCormack

 

 

 

Robert S. McCormack

 

 

 

Senior Vice President, General Counsel

 

 

 

 

EX-99.1 2 vray-ex991_9.htm EX-99.1 Q2 19 ER vray-ex991_9.htm

 

Exhibit 99.1

ViewRay Reports Second Quarter 2019 Results

 

CLEVELAND, August 8, 2019 — ViewRay, Inc. (Nasdaq: VRAY) today announced financial results for the second quarter ended June 30, 2019.

 

Second Quarter 2019 Summary:

 

 

The Company is updating 2019 guidance and now anticipates total revenue in the range of $80 million to $95 million, and total cash usage to be in the range of $80 million to $90 million.

 

Total revenue was $30.2 million in the quarter, primarily from 5 revenue units, compared to $16.4 million, primarily from 3 revenue units, for the same period last year.

 

Received 3 new orders in the quarter for MRIdian systems totaling $18.1 million, compared to orders totaling $34.6 million for the same period last year.

 

Total backlog was $219.3 million as of June 30, 2019, compared to $199.7 million as of June 30, 2018.

 

Cash and cash equivalents were $122.1 million as of June 30, 2019.

 

Chief Financial Officer Ajay Bansal will be leaving the company effective September 30, 2019.

 

We are disappointed to take down guidance for the year, but we believe it is prudent given the timing of installations around year-end,” said Scott Drake, President and CEO. “We remain focused on the long-term opportunity versus short term nuances and are confident that we will demonstrate the momentum of our growing pipeline and end-user demand moving forward. Today we are also announcing the departure of our Chief Financial Officer, Ajay Bansal. We thank him for his service over the last three years and wish him well. We are in the midst of a retained search to find his replacement.”

 

Second Quarter 2019 Financial Results:

 

Total revenue for the three months ended June 30, 2019, was $30.2 million, compared to $16.4 million for the same period last year.  

 

Total cost of revenue was $26.9 million, compared to $16.4 million for the same period last year.

 

Total gross profit was $3.2 million, compared to $0.1 million for the same period last year.  

 

Total operating expenses were $29.5 million, compared to $18.3 million for the same period last year.

 

Net loss was $30.8 million, or $0.32 per share, compared to $22.0 million, or $0.30 per share, for the same period last year.  

 

ViewRay had total cash and cash equivalents of $122.1 million at June 30, 2019.

 

Financial Guidance:

 

The Company is updating 2019 guidance and now anticipates total revenue in the range of $80 million to $95 million, and total cash usage to be in the range of $80 million to $90 million.

 


 


 

Conference Call and Webcast

ViewRay will hold a conference call to discuss results on Thursday, August 8, 2019 at 4:30 p.m. ET / 1:30 p.m. PT. The dial-in numbers are (844) 277-1426 for domestic callers and (336) 525-7129 for international callers. The conference ID number is 1695303. A live webcast of the conference call will be available on the investor relations page of ViewRay's corporate website at www.viewray.com.

After the live webcast, a replay of the webcast will remain available online on the investor relations page of ViewRay's corporate website, www.viewray.com, for 14 days following the call. In addition, a telephonic replay of the call will be available until August 15, 2019. The replay dial-in numbers are (855) 859-2056 for domestic callers and (404) 537-3406 for international callers. Please use the conference ID number 1695303.

About ViewRay

ViewRay, Inc. (Nasdaq: VRAY), designs, manufactures and markets the MRIdian® radiation therapy system. MRIdian is built upon a proprietary high-definition MR imaging system designed from the ground up to address the unique challenges and clinical workflow for advanced radiation oncology. Unlike MR systems used in diagnostic radiology, MRIdian's high-definition MR was purpose built to address specific challenges, including beam distortion, skin toxicity, and other concerns that potentially may arise when high magnetic fields interact with radiation beams. ViewRay and MRIdian are registered trademarks of ViewRay, Inc.

 

Forward-Looking Statements

This press release contains forward-looking statements within the meaning of Section 27A of the Private Securities Litigation Reform Act. Statements in this press release that are not purely historical are forward-looking statements. Such forward-looking statements include, among other things, the rate of new orders, upgrades and installations, ViewRay's financial guidance for the full year 2019 and ViewRay's conference call to discuss its second quarter and year to date results. Actual results could differ from those projected in any forward-looking statements due to numerous factors. Such factors include, among others, the ability to commercialize MRIdian Linac System, demand for ViewRay's products, the ability to convert backlog into revenue, and the timing of delivery of ViewRay's products, the timing, results and other uncertainties associated with clinical trials, the ability to raise the additional funding needed to continue to pursue ViewRay's business and product development plans, the inherent uncertainties associated with developing new products or technologies, competition in the industry in which ViewRay operates and overall market conditions. For a further description of the risks and uncertainties that could cause actual results to differ from those expressed in these forward-looking statements, as well as risks relating to ViewRay's business in general, see ViewRay's current and future reports filed with the Securities and Exchange Commission, including its Annual Report on Form 10-K for the fiscal year ended December 31, 2018 and its Quarterly Reports on Form 10-Q for the fiscal quarters ended March 31, 2019 and June 30, 2019, as updated periodically by the company's other filings with the SEC. These forward-looking statements are made as of the date of this press release, and ViewRay assumes no obligation to update the forward-looking statements, or to update the reasons why actual results could differ from those projected in the forward-looking statements, except as required by law.

 

 

 

 

 


 

VIEWRAY, INC.

Consolidated Statements of Operations and Comprehensive Loss

(In thousands, except share and per share data)

 

 

 

 

Three Months Ended June 30,

 

 

Six Months Ended June 30,

 

 

 

2019

 

 

2018

 

 

2019

 

 

2018

 

Revenue:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Product

 

$

27,905

 

 

$

15,366

 

 

$

46,779

 

 

$

40,745

 

Service

 

 

2,143

 

 

 

958

 

 

 

3,434

 

 

 

1,650

 

Distribution rights

 

 

119

 

 

 

119

 

 

 

238

 

 

 

238

 

Total revenue

 

 

30,167

 

 

 

16,443

 

 

 

50,451

 

 

 

42,633

 

Cost of revenue:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Product

 

 

22,814

 

 

 

14,654

 

 

 

44,847

 

 

 

34,365

 

Service

 

 

4,107

 

 

 

1,720

 

 

 

7,722

 

 

 

2,629

 

Total cost of revenue

 

 

26,921

 

 

 

16,374

 

 

 

52,569

 

 

 

36,994

 

Gross margin

 

 

3,246

 

 

 

69

 

 

 

(2,118

)

 

 

5,639

 

Operating expenses:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Research and development

 

 

6,463

 

 

 

4,389

 

 

 

11,494

 

 

 

8,159

 

Selling and marketing

 

 

7,663

 

 

 

3,394

 

 

 

12,548

 

 

 

6,640

 

General and administrative

 

 

15,398

 

 

 

10,503

 

 

 

30,507

 

 

 

20,349

 

Total operating expenses

 

 

29,524

 

 

 

18,286

 

 

 

54,549

 

 

 

35,148

 

Loss from operations

 

 

(26,278

)

 

 

(18,217

)

 

 

(56,667

)

 

 

(29,509

)

Interest income

 

 

687

 

 

 

2

 

 

 

907

 

 

 

4

 

Interest expense

 

 

(1,074

)

 

 

(1,918

)

 

 

(1,833

)

 

 

(3,784

)

Other (expense) income, net

 

 

(4,133

)

 

 

(1,857

)

 

 

(6,566

)

 

 

6,485

 

Loss before provision for income taxes

 

$

(30,798

)

 

$

(21,990

)

 

$

(64,159

)

 

$

(26,804

)

Provision for income taxes

 

 

 

 

 

 

 

 

 

 

 

 

Net loss and comprehensive loss

 

$

(30,798

)

 

$

(21,990

)

 

$

(64,159

)

 

$

(26,804

)

Amortization of beneficial conversion feature related to Series A convertible preferred stock

 

$

 

 

$

 

 

$

 

 

$

(2,728

)

Net loss attributable to common stockholders, basic and diluted

 

$

(30,798

)

 

$

(21,990

)

 

$

(64,159

)

 

$

(29,532

)

Net loss per share, basic and diluted

 

$

(0.32

)

 

$

(0.30

)

 

$

(0.66

)

 

$

(0.41

)

Weighted-average common shares used to compute net loss per

   share attributable to common stockholders, basic and diluted

 

 

97,572,389

 

 

 

74,531,274

 

 

 

97,129,389

 

 

 

71,776,802

 

 

 

 

 

 

 

 

 


 

VIEWRAY, INC.

Consolidated Balance Sheets

(In thousands, except share and per share data)

 

 

 

June 30,

2019

 

 

December 31,

2018

 

ASSETS

 

 

 

 

 

 

 

 

Current assets:

 

 

 

 

 

 

 

 

Cash and cash equivalents

 

$

122,053

 

 

$

167,432

 

Accounts receivable

 

 

35,475

 

 

 

36,867

 

Inventory

 

 

57,963

 

 

 

49,462

 

Deposits on purchased inventory

 

 

5,792

 

 

 

8,142

 

Deferred cost of revenue

 

 

5,591

 

 

 

9,736

 

Prepaid expenses and other current assets

 

 

5,153

 

 

 

6,045

 

Total current assets

 

 

232,027

 

 

 

277,684

 

Property and equipment, net

 

 

21,975

 

 

 

13,958

 

Restricted cash

 

 

1,442

 

 

 

1,933

 

Right-of-use assets

 

 

12,780

 

 

 

 

Other assets

 

 

1,717

 

 

 

1,395

 

TOTAL ASSETS

 

$

269,941

 

 

$

294,970

 

LIABILITIES AND STOCKHOLDERS’ EQUITY

 

 

 

 

 

 

 

 

Current liabilities:

 

 

 

 

 

 

 

 

Accounts payable

 

$

19,241

 

 

$

10,207

 

Accrued liabilities

 

 

18,910

 

 

 

9,983

 

Customer deposits

 

 

9,559

 

 

 

19,968

 

Operating lease liability, current

 

 

1,979

 

 

 

 

Deferred revenue, current

 

 

8,232

 

 

 

13,731

 

Total current liabilities

 

 

57,921

 

 

 

53,889

 

Deferred revenue, net of current portion

 

 

4,913

 

 

 

5,744

 

Long-term debt

 

 

55,445

 

 

 

55,364

 

Warrant liabilities

 

 

16,675

 

 

 

11,844

 

Operating lease liability, noncurrent

 

 

11,639

 

 

 

 

Other long-term liabilities

 

 

431

 

 

 

820

 

TOTAL LIABILITIES

 

 

147,024

 

 

 

127,661

 

Commitments and contingencies (Note 6)

 

 

 

 

 

 

 

 

Stockholders’ equity:

 

 

 

 

 

 

 

 

Convertible preferred stock, par value of $0.01 per share; 10,000,000 shares authorized

   at June 30, 2019 and December 31, 2018; no shares issued and outstanding

   at June 30, 2019 and December 31, 2018

 

 

 

 

 

 

Common stock, par value of $0.01 per share; 300,000,000 shares authorized at

   June 30, 2019 and December 31, 2018; 98,259,203 and 96,332,023 shares

   issued and outstanding at June 30, 2019 and December 31, 2018

 

 

973

 

 

 

952

 

Additional paid-in capital

 

 

585,080

 

 

 

565,334

 

Accumulated deficit

 

 

(463,136

)

 

 

(398,977

)

TOTAL STOCKHOLDERS’ EQUITY

 

 

122,917

 

 

 

167,309

 

TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY

 

$

269,941

 

 

$

294,970

 

 

 


 


 

Contact:

 

Investor Relations:

Michaella Gallina

Sr. Director, Investor Relations and Communications

ViewRay, Inc.

1-844-MRIdian (674-3426)

Email: investors@viewray.com

 

Media Enquiries:

Karen Hackstaff

Vice President, Strategy and Branding

ViewRay, Inc.

Phone: +1 408-242-2994

Email: media@viewray.com