8-K
false000111148500011114852022-03-082022-03-08

 

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): March 08, 2022

 

 

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 March 8, 2022, RxSight, Inc. (the "Company") issued a press release announcing its results of operations and financial condition for the quarter and fiscal year ended December 31, 2021. A copy of the press release is attached hereto as Exhibit 99.1 and incorporated herein by reference.

 

The information furnished in this Current Report on Form 8-K under Item 2.02 and the exhibit 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 incorporated by reference in any filing under the Securities Act of 1933, as amended, or in any filing under the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

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 March 08, 2022.

104

 

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

 

 


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:

March 08, 2022

By:

/s/ Shelley Thunen

 

 

 

Name: Shelley Thunen
Title: Chief Financial Officer

 


EX-99.1

 

https://cdn.kscope.io/5729101607ea2f0e75e720640b3d1c69-img261313502_0.jpg 

Exhibit 99.1

RxSight, Inc. Reports Fourth Quarter and Fiscal Year 2021 Financial Results

 

Aliso Viejo, Calif. (NASDAQ: RXST) – March 8, 2022 – 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 and fiscal year ended December 31, 2021.

 

Recent Highlights

Achieved fourth quarter 2021 revenue of $8.4 million, representing growth of 71% compared to the prior year period and 46% growth over the third quarter of 2021 driven by the:
Sale of 45 Light Delivery Devices (LDD™s), expanding the installed base to 206 LDDs as of December 31, 2021; and
Sale of 2,959 Light Adjustable Lenses (LAL®s).
Achieved fiscal year 2021 revenue of $22.6 million, representing growth of 54% compared to the fiscal year 2020 driven by the:
Sale of 114 LDDs; and
Sale of 8,328 LALs.

 

“2021 was a very productive year for RxSight®. We accelerated growth in the adoption and utilization of our Light Adjustable Lens, completed a successful IPO, introduced key product advancements like ActivShield™, and rapidly expanded our U.S. commercial team. These accomplishments, coupled with the LAL’s unique ability to deliver precisely customized vision for patients, as well as to expand premium cataract revenue for doctors and practices, have created substantial momentum for RxSight to drive continued growth in 2022.” said Ron Kurtz, CEO and President of RxSight.

Fourth Quarter Financial Results


In the fourth quarter of 2021, total revenue was $8.4 million, an increase of 71% compared to the fourth quarter of 2020 and 46% growth over the prior quarter ended September 30, 2021. The revenue growth as compared to the fourth quarter of 2020, was due to a 96% increase in the number of LDDs sold and 88% increase in the number of LALs sold during the fourth quarter of 2021.

Gross profit for the fourth quarter of 2021 was $2.9 million, or 34% of revenue compared to gross profit of $1.4 million, or 28% for the fourth 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 fourth quarter of 2021 were $17.5 million, an 81% increase from $9.7 million in the fourth 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 $1.7 million in stock-based compensation expense.

 


 

https://cdn.kscope.io/5729101607ea2f0e75e720640b3d1c69-img261313502_0.jpg 

In the fourth quarter of 2021, net (loss) was $(15.7) million, or $(0.58) per diluted share on a basic and diluted basis, as compared to a net income attributable to common shareholders of $26.3 million, or $1.11 and $1.05 per share on a basic and diluted basis, respectively in the fourth quarter of 2020.

Adjusted net (loss) was $(12.8) million, or $(0.47) per share on a basic and diluted basis, in the fourth quarter of 2021, compared to an adjusted net (loss) of $(28.0) million, or $(7.77) per share on a basic and diluted basis in the fourth quarter of 2020.

Full Year 2021 Financial Results

Full year 2021 total revenue was $22.6 million, an increase of 54% compared to the full year of 2020. The revenue increase was due to a 56% increase in the number of LDDs sold and an 86% increase in the number of LALs sold in 2021 as compared to 2020.

Gross profit for the full year of 2020 was $4.5 million, or 20% of revenue compared to gross profit of $1.7 million, or 12% of revenue for the full year 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 full year of 2021 were $57.3 million, a 54% increase from $37.1 million for the full year 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 $3.4 million in stock-based compensation expense.

In 2021, net (loss) was $(48.7) million, or $(3.57) per share on a basic and diluted basis, as compared to a net income attributable to common shareholders of $3.4 million, or $0.91 and $0.15 per share on a basic and diluted basis, respectively in 2020.

Adjusted net (loss) was $(43.8) million, or $(3.22) per share on a basic and diluted basis, in 2021, compared to an adjusted net (loss) of $(58.0) million, or $(14.96) per share on a basic and diluted basis in 2020.

Cash, cash equivalents and short-term investments as of December 31, 2021 were $159.3 million and long-term debt was $39.8 million.

Financial Outlook

RxSight projects 2022 full year revenue to be between $40.0 million and $44.0 million, full year gross margin of 35% to 36% of revenue and full year operating expenses of $86.0 million to $90.0 million.

 

 

 


 

https://cdn.kscope.io/5729101607ea2f0e75e720640b3d1c69-img261313502_0.jpg 

Conference Call

On Tuesday, March 8, 2022, at 1:30 p.m. Pacific Time, the company will host a conference call to discuss its fourth quarter and fiscal year 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: 8478727 or through a live and archived webcast of the event available for one year at https://investors.rxsight.com/.

2022 Annual Meeting of Stockholders

RxSight, Inc. today announced that the Company's Annual Meeting of Stockholders will be held on June 2, 2022 virtually. The Company’s Board of Directors set April 11, 2022 as the record date for the Annual Meeting.

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 the LAL’s unparalleled ability to deliver customized, high quality vision for patients, the ability for the RxSight system to expand premium practice revenue for doctors, the Company’s momentum going into 2022, the Company’s projected revenue, gross margin and net loss for 2022. 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 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.

 


 

https://cdn.kscope.io/5729101607ea2f0e75e720640b3d1c69-img261313502_0.jpg 

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/5729101607ea2f0e75e720640b3d1c69-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 December 31,

 

 

Year Ended December 31,

 

 

2021

 

 

2020

 

 

2021

 

 

2020

 

Sales

$

8,427

 

 

$

4,915

 

 

$

22,593

 

 

$

14,678

 

Cost of sales

 

5,558

 

 

 

3,535

 

 

 

18,076

 

 

 

12,973

 

Gross profit

 

2,869

 

 

 

1,380

 

 

 

4,517

 

 

 

1,705

 

Operating expenses:

 

 

 

 

 

 

 

 

 

 

 

Selling, general and administrative

 

11,619

 

 

 

4,410

 

 

 

32,805

 

 

 

15,176

 

Research and development

 

5,916

 

 

 

5,272

 

 

 

24,499

 

 

 

21,934

 

Loss on sale of equipment

 

 

 

 

 

 

 

 

 

 

7

 

Total operating expenses

 

17,535

 

 

 

9,682

 

 

 

57,304

 

 

 

37,117

 

Loss from operations

 

(14,666

)

 

 

(8,302

)

 

 

(52,787

)

 

 

(35,412

)

Other income (expense):

 

 

 

 

 

 

 

 

 

 

 

Change in fair value of warrants

 

 

 

 

35,078

 

 

 

2,717

 

 

 

63,011

 

Expiration of warrant

 

 

 

 

 

 

 

5,018

 

 

 

Interest expense

 

(1,079

)

 

 

(498

)

 

 

(3,682

)

 

 

(510

)

Interest and other income, net

 

11

 

 

 

20

 

 

 

54

 

 

 

543

 

(Loss) income before income taxes

 

(15,734

)

 

 

26,298

 

 

 

(48,680

)

 

 

27,632

 

Income tax expense

 

 

 

 

4

 

 

 

8

 

 

 

57

 

Net (loss) income

 

(15,734

)

 

 

26,294

 

 

 

(48,688

)

 

 

27,575

 

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

 

 

 

 

(8,038

)

 

 

 

 

(24,209

)

Net loss (income) attributable to common stockholders

 

(15,734

)

 

 

18,256

 

 

 

(48,688

)

 

 

3,366

 

Other comprehensive loss

 

 

 

 

 

 

 

 

 

 

 

Unrealized gain (loss) on short-term investments

 

(5

)

 

 

6

 

 

 

(7

)

 

 

(49

)

Foreign currency translation loss

 

(4

)

 

 

(7

)

 

 

(10

)

 

 

 

Total other comprehensive loss

 

(9

)

 

 

(1

)

 

 

(17

)

 

 

(49

)

Comprehensive (loss) income

$

(15,743

)

 

$

26,293

 

 

$

(48,705

)

 

$

27,526

 

Net (loss) income per share:

 

 

 

 

 

 

 

 

 

 

 

Attributable to common stock, basic

$

(0.58

)

 

$

1.11

 

 

$

(3.57

)

 

$

0.91

 

Attributable to common stock, diluted

$

(0.58

)

 

$

1.05

 

 

$

(3.57

)

 

$

0.15

 

Attributable to Series G common stock, basic

$

 

 

$

 

 

$

 

 

$

(0.39

)

Attributable to Series G common stock, diluted

$

 

 

$

 

 

$

 

 

$

(0.62

)

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

 

 

 

 

 

 

 

 

 

 

 

Attributable to common stock, basic

 

27,352,638

 

 

 

3,811,190

 

 

 

13,625,044

 

 

 

3,707,207

 

Attributable to common stock, diluted

 

27,352,638

 

 

 

5,564,916

 

 

 

13,625,044

 

 

 

5,532,305

 

Attributable to Series G common stock, basic and diluted

 

 

 

 

1

 

 

 

 

 

 

1

 

 

 

 


 

https://cdn.kscope.io/5729101607ea2f0e75e720640b3d1c69-img261313502_0.jpg 

 

RxSIGHT, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED)

(In thousands, except share and per share amounts)

 

 

 

 

December 31,

 

 

 

2021

 

 

2020

 

 

 

 

 

 

 

 

Assets

 

 

 

 

 

 

Current assets:

 

 

 

 

 

 

Cash and cash equivalents

 

$

24,361

 

 

$

13,994

 

Short-term investments

 

 

134,971

 

 

 

54,981

 

Accounts receivable

 

 

4,862

 

 

 

2,865

 

Inventories

 

 

8,032

 

 

 

8,288

 

Prepaid and other current assets

 

 

4,069

 

 

 

1,372

 

Total current assets

 

 

176,295

 

 

 

81,500

 

Property and equipment, net

 

 

11,217

 

 

 

13,287

 

Operating leases right-of-use assets

 

 

4,284

 

 

 

5,319

 

Restricted cash

 

 

811

 

 

 

461

 

Other assets

 

 

114

 

 

 

110

 

Total assets

 

$

192,721

 

 

$

100,677

 

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

 

 

 

 

 

 

Current liabilities:

 

 

 

 

 

 

Accounts payable

 

$

1,689

 

 

$

1,134

 

Accrued expenses and other current liabilities

 

 

7,859

 

 

 

4,174

 

Warrant liability

 

 

 

 

 

5,018

 

Lease liabilities

 

 

1,529

 

 

 

1,274

 

Total current liabilities

 

 

11,077

 

 

 

11,600

 

Long-term warrant liability

 

 

 

 

 

3,828

 

Long-term lease liabilities

 

 

3,642

 

 

 

5,079

 

Term loan, net

 

 

39,760

 

 

 

24,399

 

Total liabilities

 

 

54,479

 

 

 

44,906

 

Commitments and contingencies (Note 16)

 

 

 

 

 

 

Redeemable common stock:

 

 

 

 

 

 

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

 

 

 

 

 

353,300

 

Stockholders' equity (deficit):

 

 

 

 

 

 

Common stock, $0.001 par value, 900,000,000 shares authorized, 27,366,746 shares issued and outstanding as of December 31, 2021

 

 

27

 

 

 

 

Preferred stock, $0.001 par value, 100,000,000 shares authorized, no shares
issued and outstanding

 

 

 

 

 

 

Additional paid-in capital

 

 

617,511

 

 

 

 

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

 

 

 

 

 

 

Accumulated other comprehensive loss

 

 

(20

)

 

 

(3

)

Accumulated deficit

 

 

(479,276

)

 

 

(430,588

)

Total stockholders' equity (deficit)

 

 

138,242

 

 

 

(430,591

)

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

 

$

192,721

 

 

$

100,677

 

 

 


 

https://cdn.kscope.io/5729101607ea2f0e75e720640b3d1c69-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.

 

 

 


 

https://cdn.kscope.io/5729101607ea2f0e75e720640b3d1c69-img261313502_0.jpg 

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

Adjusted net (loss) is a non-GAAP financial measure that we define as net (loss) income 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 (loss) income to Adjusted net (loss) and the presentation of Adjusted net (loss) per share, basic and diluted, are as follows:

 

RxSIGHT, INC.

GAAP To NON-GAAP RECONCILIATIONS (UNAUDITED)

(In thousands, except share and per share amounts)

 

 

 

 

Three Months Ended December 31,

 

 

Year Ended December 31,

 

 

 

2021

 

 

2020

 

 

2021

 

 

2020

 

Common Stock

 

 

 

 

 

 

 

 

 

 

 

 

Numerator:

 

 

 

 

 

 

 

 

 

 

 

 

Net (loss) income available to stockholders, basic

 

$

(15,734

)

 

$

4,224

 

 

$

(48,688

)

 

$

3,366

 

Net (loss) income available to stockholders, diluted

 

 

(15,734

)

 

 

5,827

 

 

 

(48,688

)

 

 

855

 

Add:

 

 

 

 

 

 

 

 

 

 

 

 

Stock-based compensation

 

 

2,910

 

 

 

1,237

 

 

 

7,575

 

 

 

4,185

 

Change in fair value of warrants

 

 

 

 

 

(35,078

)

 

 

(2,717

)

 

 

(63,011

)

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

 

$

(12,824

)

 

$

(29,617

)

 

$

(43,830

)

 

$

(55,459

)

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

 

$

(12,824

)

 

$

(28,013

)

 

$

(43,830

)

 

$

(57,971

)

 

 

 

 

 

 

 

 

 

 

 

 

 

Denominator:

 

 

 

 

 

 

 

 

 

 

 

 

Weighted-average shares outstanding, basic

 

 

27,352,638

 

 

 

3,811,190

 

 

 

13,625,044

 

 

 

3,707,207

 

Weighted-average shares outstanding, diluted

 

 

27,352,638

 

 

 

5,564,916

 

 

 

13,625,044

 

 

 

5,532,305

 

Adjusted Net (loss) income per share, basic

 

$

(0.47

)

 

$

(7.77

)

 

$

(3.22

)

 

$

(14.96

)

Adjusted net (loss) income per share, diluted

 

$

(0.47

)

 

$

(7.77

)

 

$

(3.22

)

 

$

(14.96

)