8-K
false000111148500011114852021-11-102021-11-10

 

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): November 10, 2021

 

 

RxSight, Inc.

(Exact name of Registrant as Specified in Its Charter)

 

 

Delaware

001-40690

94-3268801

(State or Other Jurisdiction
of Incorporation)

(Commission File Number)

(IRS Employer
Identification No.)

 

 

 

 

 

100 Columbia

 

Aliso Viejo, California

 

92656

(Address of Principal Executive Offices)

 

(Zip Code)

 

Registrant’s Telephone Number, Including Area Code: 949 521-7830

 

 

(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

 

Trading
Symbol(s)

 


Name of each exchange on which registered

Common Stock, par value $0.001 per share

 

RXST

 

The NASDAQ Stock Market LLC

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 November 10, 2021, RxSight, Inc. issued a press release announcing its results of operations and financial condition for the three months ended September 30, 2021. A copy of the press release is attached hereto as exhibit 99.1 and incorporated herein by reference.


Item 9.01 Financial Statements and Exhibits.

The following exhibit is furnished as part of this report:

 

Exhibit number

 

Description

99.1

 

Press Release dated November 10, 2021.

104

 

Cover Page Interactive Data File (embedded within the inline XBRL document).

 

 

The information in this current report and the exhibit attached hereto 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 otherwise subject to the liabilities of that Section. The Information in this Current Report shall not be incorporated by reference into any registration statement or other document pursuant to the Securities Act of 1933, as amended. The furnishing of the Information in this Current Report is not intended to, and does not, constitute a representation that such furnishing is required by Regulation FD or that the Information this Current Report contains is material investor information that is not otherwise publicly available.

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.

 

 

 

RxSight, Inc.

 

 

 

 

Date:

November 10, 2021

By:

/s/ Shelley Thunen

 

 

 

Name: Shelley Thunen
Title: Chief Financial Officer

 


EX-99.1

 

https://cdn.kscope.io/00c2366efccd79437f234e632c214208-img261313502_0.jpg 

Exhibit 99.1

RxSight Reports Third Quarter 2021 Financial Results

 

Aliso Viejo, Calif. (NASDAQ: RXST) – November 10, 2021 – RxSight, Inc., an ophthalmic medical device company dedicated to improving the vision of patients following cataract surgery, today reported financial results for the three months ended September 30, 2021.

 

Recent Highlights

Achieved third quarter 2021 revenue of $5.8 million, representing growth of 39% compared to the prior year period and 18% growth over the second quarter of 2021 driven by:
Sale of 31 Light Delivery Devices (LDD™s), expanding the installed base to 161 LDDs as of September 30, 2021;
Sale of 1,977 Light Adjustable Lenses (LAL®s); and
Completed roll-out of the ActivShield™ LAL, with a UV protection layer built into the lens.

 

“Our third quarter performance was driven by further adoption of our Light Adjustable Lens system, which lets doctors customize their patient’s vision after cataract surgery with unparalleled precision. This unique capability enables achievement of excellent vision over a range of distances at rates that are nearly double that of competitive products, but without reducing quality of vision or increasing unwanted effects, such as glare and halo.” said Ron Kurtz, Chief Executive Officer of RxSight®. Dr. Kurtz continued, “During the third quarter we also completed the roll-out of our updated ActivShield LAL, providing additional scheduling flexibility for patients and doctors.”

 

Financial Results

 

In the third quarter of 2021, total revenue was $5.8 million, an increase of 39% compared to the third quarter of 2020 and 18% growth over the prior quarter ended June 30, 2021. The revenue growth as compared to the third quarter of 2020, was primarily due to a 55% increase in the number of LDDs sold and 31% increase in the number of LALs sold during the third quarter of 2021.

 

Gross profit for the third quarter of 2021 was $1.3 million, or 23% of revenue compared to gross profit of $0.7 million, or 17% for the third quarter of 2020. The increase in gross profit was due to the increase in the number of LALs and LDDs sold.

 

Total operating expenses for the third quarter of 2021 were $14.5 million, a 50% increase from $9.6 million in the third quarter of 2020. The increase was primarily driven by higher headcount in sales and marketing to support the growth of the business, costs of operating as a public company and an increase of $0.8 million in stock-based compensation expense.

 

 


 

https://cdn.kscope.io/00c2366efccd79437f234e632c214208-img261313502_0.jpg 

In the third quarter of 2021, net (loss) was $(12.7) million, or $(0.68) per share on a basic and diluted basis, as compared to a net income attributable to common shareholders of $5.9 million, or $1.55 and $1.13 per share on a basic and diluted basis, respectively in the third quarter of 2020.

 

Adjusted net (loss) was $(12.2) million, or $(0.65) per share on a diluted basis, in the third quarter of 2021, compared to an adjusted net (loss) of $(32.0) million, or $(8.52) per share on a diluted basis in the third quarter of 2020.

 

Cash, cash equivalents and short-term investments as of September 30, 2021 were $168.3 million and long-term debt was $39.6 million.

 

Financial Outlook

RxSight projects 2021 full year revenue to be between $21.0 million and $21.4 million.

 

Conference Call

On Wednesday, November 10, 2021, at 1:30 p.m. Pacific Time, the company will host a conference call to discuss its third quarter 2021 financial results. The call may be accessed by dialing 844-602-7038 (U.S.) or 916-637-9714 (International) five to ten minutes prior to the start time, using conference ID: 1239025 or through a live and archived webcast of the event available for one year at https://investors.rxsight.com/.

 

About RxSight, Inc.

RxSight, Inc. is a commercial-stage medical technology company dedicated to improving the vision of patients following cataract surgery. The RxSight Light Adjustable Lens system, comprised of the RxSight Light Adjustable Lens (LAL), RxSight Light Delivery Device (LDD) and accessories, is the first and only commercially available intraocular lens (IOL) technology that enables doctors to customize and optimize visual acuity for patients after cataract surgery. The LAL now features ActivShield technology, a revolutionary UV protection layer built into the lens. Additional information about RxSight can be found at www.rxsight.com.

 

Forward-Looking Statements
This press release contains forward-looking statements, including physician adoption of the RxSight Light Adjustable Lens system, the ability for doctors to customize their patients’ vision with unparalleled precision, the achievement of excellent vision nearly double that of competitive products and additional scheduling flexibility. Such statements relate to future events or our future financial performance and involve known and unknown risks, uncertainties and other factors that may cause our or our industry's actual results, levels of activity, performance or achievements to be materially different from any future results, levels of activity, performance or achievements expressed, implied or inferred by these forward-looking statements, and among other things, our ability to maintain cash balances and successfully commercialize or partner our product candidates currently under development. In some cases, you can identify forward-looking statements by terminology such as "may," "will," "should," "could," "would," "expects," "plans," "intends," "anticipates," "believes," "estimates," "predicts," "projects," "potential," or "continue" or the negative of such terms and other same terminology. These statements are only

 


 

https://cdn.kscope.io/00c2366efccd79437f234e632c214208-img261313502_0.jpg 

predictions based on our current expectations and projections about future events. You should not place undue reliance on these statements. Actual events or results may differ materially. In evaluating these statements, you should specifically consider various factors. These and other factors may cause our actual results to differ materially from any forward-looking statement. We undertake no obligation to update any of the forward-looking statements after the date of this press release to conform those statements to reflect the occurrence of unanticipated events, except as required by applicable law.


Investor Relations Contact:

Philip Taylor

Gilmartin Group

415.937.5406

IR@rxsight.com

 

Company contact:

Shelley B. Thunen

Chief Financial Officer

sthunen@rxsight.com

 

 

 

 


 

https://cdn.kscope.io/00c2366efccd79437f234e632c214208-img261313502_0.jpg 

 

 

 

RxSIGHT, INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

AND COMPREHENSIVE INCOME (LOSS) (UNAUDITED)

(in thousands, except share and per share amounts)

 

 

 

Three Months Ended September 30,

 

 

Nine Months Ended September 30,

 

 

 

2021

 

 

2020

 

 

2021

 

 

2020

 

Sales

 

$

5,786

 

 

$

4,170

 

 

$

14,167

 

 

$

9,764

 

Cost of sales

 

 

4,445

 

 

 

3,450

 

 

 

12,519

 

 

 

9,439

 

Gross profit

 

 

1,341

 

 

 

720

 

 

 

1,648

 

 

 

325

 

Operating expenses:

 

 

 

 

 

 

 

 

 

 

 

 

Selling, general and administrative

 

 

9,076

 

 

 

3,825

 

 

 

21,189

 

 

 

10,773

 

Research and development

 

 

5,377

 

 

 

5,801

 

 

 

18,583

 

 

 

16,662

 

Total operating expenses

 

 

14,453

 

 

 

9,626

 

 

 

39,772

 

 

 

27,435

 

Loss from operations

 

 

(13,112

)

 

 

(8,906

)

 

 

(38,124

)

 

 

(27,110

)

Other income (expense), net:

 

 

 

 

 

 

 

 

 

 

 

 

Change in fair value of warrants

 

 

1,503

 

 

 

39,518

 

 

 

2,717

 

 

 

27,933

 

Expiration of warrant

 

 

 

 

 

 

 

 

5,018

 

 

 

 

Interest expense

 

 

(1,079

)

 

 

(3

)

 

 

(2,603

)

 

 

(12

)

Interest and other income

 

 

11

 

 

 

63

 

 

 

44

 

 

 

522

 

(Loss) income before income taxes

 

 

(12,677

)

 

 

30,672

 

 

 

(32,948

)

 

 

1,333

 

Income tax expense

 

 

(4

)

 

 

8

 

 

 

6

 

 

 

53

 

Net (loss) income

 

 

(12,673

)

 

 

30,664

 

 

 

(32,954

)

 

 

1,280

 

Accretion to redemption value of redeemable
   preferred stock and redeemable stock options

 

 

 

 

 

(7,829

)

 

 

 

 

 

(16,172

)

Earnings allocated to redeemable preferred stock

 

 

 

 

 

(16,935

)

 

 

 

 

 

 

Net (loss) income attributable to common stockholders

 

$

(12,673

)

 

$

5,900

 

 

$

(32,954

)

 

$

(14,892

)

Other comprehensive income (loss)

 

 

 

 

 

 

 

 

 

 

 

 

Unrealized loss on short-term investments

 

 

(5

)

 

 

(8

)

 

 

(2

)

 

 

(43

)

Foreign currency translation loss

 

 

(3

)

 

 

(9

)

 

 

(6

)

 

 

(7

)

Total other comprehensive loss

 

 

(8

)

 

 

(17

)

 

 

(8

)

 

 

(50

)

Comprehensive (loss) income

 

$

(12,681

)

 

$

30,647

 

 

$

(32,962

)

 

$

1,230

 

Net (loss) income per share:

 

 

 

 

 

 

 

 

 

 

 

 

Attributable to redeemable common stock, basic

 

$

 

 

$

1.55

 

 

$

 

 

$

(4.06

)

Attributable to redeemable common stock, diluted

 

$

 

 

$

1.13

 

 

$

 

 

$

(4.06

)

Attributable to Series G common stock, basic and diluted

 

$

 

 

$

0.01

 

 

$

 

 

$

(0.76

)

Attributable to common stock, basic

 

$

(0.68

)

 

$

 

 

$

(3.66

)

 

$

 

Attributable to common stock, diluted

 

$

(0.68

)

 

$

 

 

$

(3.66

)

 

$

 

Weighted-average shares used in computing net (loss) income per share:

 

 

 

 

 

 

 

 

 

 

 

 

Attributable to redeemable common stock, basic

 

 

 

 

 

3,798,504

 

 

 

 

 

 

3,672,121

 

Attributable to redeemable common stock, diluted

 

 

 

 

 

5,571,793

 

 

 

 

 

 

3,672,121

 

Attributable to Series G common stock, basic
   and diluted

 

 

 

 

 

1

 

 

 

 

 

 

1

 

Attributable to common stock, basic

 

 

18,732,459

 

 

 

 

 

 

8,998,895

 

 

 

 

Attributable to common stock, diluted

 

 

18,732,459

 

 

 

 

 

 

8,998,895

 

 

 

 

 

 

 


 

https://cdn.kscope.io/00c2366efccd79437f234e632c214208-img261313502_0.jpg 

 

RxSIGHT, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

(in thousands, except share and per share amounts)

 

 

 

 

 

September 30,

 

 

December 31,

 

 

 

2021

 

 

2020 (1)

 

 

 

(Unaudited)

 

 

 

 

Assets

 

 

 

 

 

 

Current assets:

 

 

 

 

 

 

Cash and cash equivalents

 

$

68,278

 

 

$

13,994

 

Short-term investments

 

 

99,985

 

 

 

54,981

 

Accounts receivable

 

 

4,357

 

 

 

2,865

 

Inventories

 

 

9,442

 

 

 

8,288

 

Prepaid and other current assets

 

 

4,274

 

 

 

1,372

 

Total current assets

 

 

186,336

 

 

 

81,500

 

Property and equipment, net

 

 

11,991

 

 

 

13,287

 

Operating leases right-of-use assets

 

 

4,561

 

 

 

5,319

 

Restricted cash

 

 

561

 

 

 

461

 

Other assets

 

 

287

 

 

 

110

 

Total assets

 

$

203,736

 

 

$

100,677

 

Liabilities, redeemable common stock, stock options, convertible preferred stock and
   stockholders' equity (deficit)

 

 

 

 

 

 

Current liabilities:

 

 

 

 

 

 

Accounts payable

 

$

1,691

 

 

$

1,134

 

Accrued expenses and other current liabilities

 

 

6,016

 

 

 

4,174

 

Warrant liability

 

 

 

 

 

5,018

 

Lease liabilities

 

 

1,469

 

 

 

1,274

 

Total current liabilities

 

 

9,176

 

 

 

11,600

 

Long-term warrant liability

 

 

 

 

 

3,828

 

Long-term lease liabilities

 

 

4,033

 

 

 

5,079

 

Term loan, net

 

 

39,636

 

 

 

24,399

 

Total liabilities

 

 

52,845

 

 

 

44,906

 

Commitments and contingencies

 

 

 

 

 

 

Redeemable common stock:

 

 

 

 

 

 

Common stock, $0.001 par value, no shares authorized, issued or outstanding as of September 30, 2021 and 24,545,966 shares authorized, 3,813,450 shares issued and outstanding as of December 31, 2020

 

 

 

 

 

80,780

 

Notes receivable for common stock issued

 

 

 

 

 

(803

)

Redeemable stock options

 

 

 

 

 

53,085

 

Convertible preferred stock:

 

 

 

 

 

 

Preferred stock, $0.001 par value, no shares authorized, issued or outstanding as of September 30, 2021 and 16,572,792 shares authorized, 14,376,272 shares issued and outstanding as of December 31, 2020 (redeemable)

 

 

 

 

 

353,300

 

Stockholders' deficit:

 

 

 

 

 

 

Common stock, $0.001 par value, 900,000,000 shares authorized, 27,324,054 shares issued
   and outstanding as of September 30, 2021

 

 

27

 

 

 

 

Preferred stock, $0.001 par value, 100,000,000 shares authorized, no shares
issued and outstanding as of September 30, 2021

 

 

 

 

 

 

Additional paid-in capital

 

 

614,418

 

 

 

 

Series G common stock, $0.001 par value, no share authorized or outstanding as of September 30, 2021 and 1 share authorized, issued and outstanding as of December 31, 2020

 

 

 

 

 

 

Series W common stock, $0.001 par value, no share authorized, issued or outstanding as of September 30, 2021 and 1 share authorized and no share outstanding as of December 31, 2020

 

 

 

 

 

 

Accumulated other comprehensive loss

 

 

(11

)

 

 

(3

)

Accumulated deficit

 

 

(463,543

)

 

 

(430,588

)

Total stockholders' equity (deficit)

 

 

150,891

 

 

 

(430,591

)

Total liabilities, redeemable common stock, stock options, convertible preferred
   stock and stockholders' equity (deficit)

 

$

203,736

 

 

$

100,677

 

(1) The balance sheet at December 31,2020 has been derived from the audited consolidated financial statements included in RxSight, Inc.'s final prospectus for its public offering filed on July 29, 2021.

 

 

 


 

https://cdn.kscope.io/00c2366efccd79437f234e632c214208-img261313502_0.jpg 

 

Non-GAAP Financial Measures

To supplement our unaudited condensed consolidated financial statements presented under generally accepted accounting principles in the United States (GAAP), we believe certain non-GAAP measures, including Adjusted net (loss), and Adjusted net (loss) per share, basic and diluted, provide useful information to investors and are useful in evaluating our operating performance. For example, we exclude stock-based compensation expense and the change in fair value of warrants because these are non-cash in nature and excluding these items provides meaningful supplemental information regarding our operational performance and allows investors the ability to make more meaningful comparisons between our operating results and those of other companies.

 

We believe that non-GAAP financial information, when taken collectively, may be helpful to investors because it provides consistency and comparability with past financial performance. However, non-GAAP financial information is presented for supplemental informational purposes only, has limitations as an analytical tool and should not be considered in isolation or as a substitute for financial information presented in accordance with GAAP. In addition, other companies, including companies in our industry, may calculate similarly titled non-GAAP measures differently or may use other measures to evaluate their performance. A reconciliation is provided below for each non-GAAP financial measure to the most directly comparable financial measure stated in accordance with GAAP. Investors are encouraged to review the related GAAP financial measures and the reconciliation of these non-GAAP financial measures to their most directly comparable GAAP financial measures, and not to rely on any single financial measure to evaluate our business.

 

Adjusted Net (Loss) and Adjusted Net (Loss) Per Share

Adjusted net (loss) is a non-GAAP financial measure that we define as net (loss) adjusted for (i) stock-based compensation and (ii) change in fair value of warrants. We believe Adjusted net (loss) provides investors with useful information on period-to-period performance as evaluated by management and comparison with our past financial performance and is useful in evaluating our operating performance compared to that of other companies in our industry, as this metric generally eliminates the effects of certain items that may vary from company to company for reasons unrelated to overall operating performance. Adjusted net (loss) for Series G Common Stock is not impacted by the adjustments.

 

Reconciliations of net income (loss) to Adjusted net (loss) and the presentation of Adjusted net (loss) per share, basic and diluted, are as follows:

 

 


 

https://cdn.kscope.io/00c2366efccd79437f234e632c214208-img261313502_0.jpg 

 

 

Three months ended September 30,

 

 

Nine months ended September 30,

 

 

 

2021

 

 

2020

 

 

2021

 

 

2020

 

Common Stock

 

 

 

 

 

 

 

 

 

 

 

 

Numerator:

 

 

 

 

 

 

 

 

 

 

 

 

Net income (loss) available to stockholders, basic

 

$

(12,673

)

 

$

5,900

 

 

$

(32,954

)

 

$

(14,892

)

Net income (loss) available to stockholders, diluted

 

 

(12,673

)

 

 

6,311

 

 

 

(32,954

)

 

 

(14,892

)

Add:

 

 

 

 

 

 

 

 

 

 

 

 

Stock-based compensation

 

 

2,013

 

 

 

1,242

 

 

 

4,658

 

 

 

2,948

 

Change in fair value of warrants

 

 

(1,503

)

 

 

(39,518

)

 

 

(2,717

)

 

 

(27,933

)

Adjusted net (loss) available to common stockholders, basic:

 

$

(12,163

)

 

$

(32,376

)

 

$

(31,013

)

 

$

(39,877

)

Adjusted net (loss) available to common stockholders, diluted:

 

$

(12,163

)

 

$

(31,965

)

 

$

(31,013

)

 

$

(39,877

)

 

 

 

 

 

 

 

 

 

 

 

 

 

Denominator:

 

 

 

 

 

 

 

 

 

 

 

 

Weighted-average shares outstanding, basic

 

 

18,732,459

 

 

 

3,798,504

 

 

 

8,998,895

 

 

 

3,672,121

 

Weighted-average shares outstanding, diluted

 

 

18,732,459

 

 

 

5,571,793

 

 

 

8,998,895

 

 

 

3,672,121

 

Adjusted net (loss) per share, basic

 

$

(0.65

)

 

$

(8.52

)

 

$

(3.45

)

 

$

(10.86

)

Adjusted net (loss) per share, diluted

 

$

(0.65

)

 

$

(8.52

)

 

$

(3.45

)

 

$

(10.86

)