adpt-8k_20210505.htm
false 0001478320 0001478320 2021-05-05 2021-05-05

 

 

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): May 5, 2021

 

ADAPTIVE BIOTECHNOLOGIES CORPORATION

(Exact name of Registrant as Specified in Its Charter)

 

 

Washington

001-38957

27-0907024

(State or Other Jurisdiction

of Incorporation)

(Commission File Number)

(IRS Employer

Identification No.)

 

 

 

1551 Eastlake Avenue East, Suite 200,

Seattle, Washington

 

98102

(Address of Principal Executive Offices)

 

(Zip Code)

Registrant’s Telephone Number, Including Area Code: (206) 659-0067

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:

 

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 $0.0001 per share

 

ADPT

 

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 May 5, 2021, Adaptive Biotechnologies Corporation (the “Company”) issued a press release regarding the Company’s financial results for the quarter ended March 31, 2021. A copy of the press release is attached as Exhibit 99.1 and incorporated herein by reference.

The information in this Item 2.02 and the press release attached as Exhibit 99.1 hereto shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

 

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

 

Exhibit

Number

 

Description

99.1

 

Press Release dated May 5, 2021

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.

 

 

 

Adaptive Biotechnologies Corporation

 

 

 

 

Date: May 5, 2021

 

By:

/s/ Chad Cohen

 

 

 

Chad Cohen

 

 

 

Chief Financial Officer

 

 

 

adpt-ex991_6.htm

EXHIBIT 99.1

Adaptive Biotechnologies Reports First Quarter 2021 Financial Results

 

 

SEATTLE, May 5, 2021 (GLOBE NEWSWIRE) – Adaptive Biotechnologies Corporation (“Adaptive Biotechnologies”) (Nasdaq: ADPT), a commercial stage biotechnology company that aims to translate the genetics of the adaptive immune system into clinical products to diagnose and treat disease, today reported financial results for the quarter ended March 31, 2021.

 

“We started the year strong with revenue increasing 84% year over year, driven by growth in both our sequencing and development revenue categories,” said Chad Robins, chief executive officer and co-founder of Adaptive Biotechnologies. “I am encouraged by the solid momentum across all areas of our business as we continue to capitalize on the multiple opportunities originating from our platform.”

Recent Highlights

 

Revenue of $38.4 million for the first quarter 2021, representing an 84% increase from the first quarter 2020

 

clonoSEQ clinical sequencing volume for the first quarter 2021 grew 35% versus prior year

 

Recognized $7.0 million in MRD regulatory milestones resulting from two biopharmaceutical partners who used data from our MRD assay to support their respective U.S. Food and Drug Administration (FDA) drug approvals

 

Received Emergency Use Authorization (EUA) from FDA for T-Detect™ COVID to confirm recent or prior COVID-19 infection

 

Generated new data that confirms the ability of T-Detect to diagnose patients with Crohn’s disease and distinguish between patients with colitis

 

Named Leslie Trigg and Katey Einterz Owen, PhD to the Board of Directors

First Quarter 2021 Financial Results

Revenue was $38.4 million for the quarter ended March 31, 2021, representing an 84% increase from the first quarter in the prior year. Sequencing revenue was $15.2 million for the quarter, representing a 60% increase from the first quarter in the prior year. Development revenue was $23.3 million for the quarter, representing a 103% increase from the first quarter in the prior year.

Operating expenses were $79.7 million for the first quarter of 2021, compared to $55.5 million in the first quarter of the prior year, representing an increase of 44%.

Net loss was $40.6 million for the first quarter of 2021, compared to $31.4 million for the same period in 2020.

Adjusted EBITDA (non-GAAP) was a loss of $30.1 million for the first quarter of 2021, compared to a loss of $28.0 million for the first quarter of the prior year.

Cash, cash equivalents and marketable securities was $745.0 million as of March 31, 2021.


2021 Financial Guidance

Adaptive Biotechnologies expects full year 2021 revenue to be in the range of $145 million to $155 million, representing 52% growth at the mid-point of the range over full year 2020 revenue.

Webcast and Conference Call Information

Adaptive Biotechnologies will host a conference call to discuss its first quarter 2021 financial results after market close on Wednesday, May 5, 2021 at 4:30 PM Eastern Time. The conference call can be accessed at http://investors.adaptivebiotech.com. The webcast will be archived and available for replay at least 90 days after the event.

About Adaptive Biotechnologies

Adaptive Biotechnologies (“we” or “our”) is a commercial-stage biotechnology company focused on harnessing the inherent biology of the adaptive immune system to transform the diagnosis and treatment of disease. We believe the adaptive immune system is nature’s most finely tuned diagnostic and therapeutic for most diseases, but the inability to decode it has prevented the medical community from fully leveraging its capabilities. Our proprietary immune medicine platform reveals and translates the massive genetics of the adaptive immune system with scale, precision and speed to develop products in life sciences research, clinical diagnostics and drug discovery. We have three commercial products and a robust clinical pipeline to diagnose, monitor and enable the treatment of diseases such as cancer, autoimmune conditions and infectious diseases. Our goal is to develop and commercialize immune-driven clinical products tailored to each individual patient.

Forward-Looking Statements

This press release contains forward-looking statements that are based on management’s beliefs and assumptions and on information currently available to management. All statements contained in this release other than statements of historical fact are forward-looking statements, including statements regarding our ability to develop, commercialize and achieve market acceptance of our current and planned products and services, our research and development efforts and other matters regarding our business strategies, use of capital, results of operations and financial position and plans and objectives for future operations.  

In some cases, you can identify forward-looking statements by the words “may,” “will,” “could,” “would,” “should,” “expect,” “intend,” “plan,” “anticipate,” “believe,” “estimate,” “predict,” “project,” “potential,” “continue,” “ongoing” or the negative of these terms or other comparable terminology, although not all forward-looking statements contain these words. These statements involve risks, uncertainties and other factors that may cause actual results, levels of activity, performance or achievements to be materially different from the information expressed or implied by these forward-looking statements. These risks, uncertainties and other factors are described under "Risk Factors," "Management's Discussion and Analysis of Financial Condition and Results of Operations" and elsewhere in the documents we file with the Securities and Exchange Commission from time to time. We caution you that forward-looking statements are based on a combination of facts and factors currently known by us and our projections of the future, about which we cannot be certain. As a result, the forward-looking statements may not prove to be accurate. The forward-looking statements in this press release represent our views as of the date hereof. We undertake no obligation to update any forward-looking statements for any reason, except as required by law.


Use of Non-GAAP Financial Measure

To supplement our unaudited condensed consolidated statements of operations and unaudited condensed consolidated balance sheets, which are prepared in conformity with generally accepted accounting principles in the United States of America (“GAAP”), this press release also includes references to Adjusted EBITDA, which is a non-GAAP financial measure that we define as net loss adjusted for interest and other income, net, income tax benefit (expense), depreciation and amortization and share-based compensation expenses. We have provided a reconciliation of net loss, the most directly comparable GAAP financial measure, to Adjusted EBITDA at the end of this press release.

Management uses Adjusted EBITDA to evaluate the financial performance of our business and the effectiveness of our business strategies. We present Adjusted EBITDA because we believe it is frequently used by analysts, investors and other interested parties to evaluate companies in our industry and it facilitates comparisons on a consistent basis across reporting periods. Further, we believe it is helpful in highlighting trends in our operating results because it excludes items that are not indicative of our core operating performance.

Adjusted EBITDA has limitations as an analytical tool and you should not consider it in isolation or as a substitute for analysis of our results as reported under GAAP. We may in the future incur expenses similar to the adjustments in the presentation of Adjusted EBITDA. In particular, we expect to incur meaningful share-based compensation expense in the future. Other limitations include that Adjusted EBITDA does not reflect:

 

all expenditures or future requirements for capital expenditures or contractual commitments;

 

changes in our working capital needs;

 

income tax benefit (expense), which may be a necessary element of our costs and ability to operate;

 

the costs of replacing the assets being depreciated and amortized, which will often have to be replaced in the future;

 

the non-cash component of employee compensation expense; and

 

the impact of earnings or charges resulting from matters we consider not to be reflective, on a recurring basis, of our ongoing operations.

In addition, Adjusted EBITDA may not be comparable to similarly titled measures used by other companies in our industry or across different industries.

ADAPTIVE MEDIA
Beth Keshishian
917-912-7195
media@adaptivebiotech.com

ADAPTIVE INVESTORS
Karina Calzadilla, Vice President, Investor Relations

201-396-1687
Carrie Mendivil, Gilmartin Group
investors@adaptivebiotech.com

 


 

 

Adaptive Biotechnologies

Condensed Consolidated Statements of Operations

(in thousands, except share and per share amounts)

(unaudited)

 

 

 

Three Months Ended March 31,

 

 

 

 

2021

 

 

2020

 

 

Revenue

 

 

 

 

 

 

 

 

 

Sequencing revenue

 

$

15,174

 

 

$

9,469

 

 

Development revenue

 

 

23,268

 

 

 

11,441

 

 

Total revenue

 

 

38,442

 

 

 

20,910

 

 

Operating expenses

 

 

 

 

 

 

 

 

 

Cost of revenue

 

 

9,991

 

 

 

5,343

 

 

Research and development

 

 

33,772

 

 

 

23,935

 

 

Sales and marketing

 

 

20,604

 

 

 

14,007

 

 

General and administrative

 

 

14,936

 

 

 

11,821

 

 

Amortization of intangible assets

 

 

419

 

 

 

424

 

 

Total operating expenses

 

 

79,722

 

 

 

55,530

 

 

Loss from operations

 

 

(41,280

)

 

 

(34,620

)

 

Interest and other income, net

 

 

638

 

 

 

2,894

 

 

Income tax benefit

 

 

 

 

 

323

 

 

Net loss

 

$

(40,642

)

 

$

(31,403

)

 

Net loss per share attributable to common shareholders, basic and diluted

 

$

(0.29

)

 

$

(0.25

)

 

Weighted-average shares used in computing net loss per share attributable

   to common shareholders, basic and diluted

 

 

138,967,754

 

 

 

126,058,389

 

 


 

Adaptive Biotechnologies

Condensed Consolidated Balance Sheets
(in thousands, except share and per share amounts)

 

 

 

March 31, 2021

 

 

December 31, 2020

 

 

 

(unaudited)

 

 

 

 

 

Assets

 

 

 

 

 

 

 

 

Current assets

 

 

 

 

 

 

 

 

Cash and cash equivalents

 

$

173,624

 

 

$

123,436

 

Short-term marketable securities (amortized cost of $540,016 and $564,036, respectively)

 

 

540,640

 

 

 

564,833

 

Accounts receivable, net

 

 

19,754

 

 

 

10,047

 

Inventory

 

 

17,422

 

 

 

14,063

 

Prepaid expenses and other current assets

 

 

13,520

 

 

 

14,535

 

Total current assets

 

 

764,960

 

 

 

726,914

 

Long-term assets

 

 

 

 

 

 

 

 

Property and equipment, net

 

 

56,308

 

 

 

39,692

 

Operating lease right-of-use assets

 

 

88,504

 

 

 

99,350

 

Long-term marketable securities (amortized cost of $30,681 and $118,429, respectively)

 

 

30,688

 

 

 

118,525

 

Restricted cash

 

 

2,138

 

 

 

2,138

 

Intangible assets, net

 

 

9,806

 

 

 

10,225

 

Goodwill

 

 

118,972

 

 

 

118,972

 

Other assets

 

 

717

 

 

 

598

 

Total assets

 

$

1,072,093

 

 

$

1,116,414

 

Liabilities and shareholders’ equity

 

 

 

 

 

 

 

 

Current liabilities

 

 

 

 

 

 

 

 

Accounts payable

 

$

5,197

 

 

$

3,237

 

Accrued liabilities

 

 

13,484

 

 

 

13,162

 

Accrued compensation and benefits

 

 

5,431

 

 

 

11,950

 

Current portion of operating lease liabilities

 

 

4,308

 

 

 

3,529

 

Current portion of deferred revenue

 

 

78,348

 

 

 

73,319

 

Total current liabilities

 

 

106,768

 

 

 

105,197

 

Long-term liabilities

 

 

 

 

 

 

 

 

Operating lease liabilities, less current portion

 

 

95,252

 

 

 

104,333

 

Deferred revenue, less current portion

 

 

144,356

 

 

 

163,618

 

Total liabilities

 

 

346,376

 

 

 

373,148

 

Commitments and contingencies

 

 

 

 

 

 

 

 

Shareholders’ equity

 

 

 

 

 

 

 

 

Preferred stock: $0.0001 par value, 10,000,000 shares authorized at March 31, 2021

   and December 31, 2020; no shares issued and outstanding at March 31, 2021 and

   December 31, 2020

 

 

 

 

 

 

Common stock: $0.0001 par value, 340,000,000 shares authorized at March 31, 2021

   and December 31, 2020; 139,884,698 and 137,646,896 shares issued and outstanding

   at March 31, 2021 and December 31, 2020, respectively

 

 

14

 

 

 

14

 

Additional paid-in capital

 

 

1,277,197

 

 

 

1,253,971

 

Accumulated other comprehensive gain

 

 

631

 

 

 

893

 

Accumulated deficit

 

 

(552,254

)

 

 

(511,612

)

Total Adaptive Biotechnologies Corporation shareholders’ equity

 

 

725,588

 

 

 

743,266

 

Noncontrolling interest

 

 

129

 

 

 

 

Total shareholders’ equity

 

 

725,717

 

 

 

743,266

 

Total liabilities and shareholders’ equity

 

$

1,072,093

 

 

$

1,116,414

 

 


 

Adjusted EBITDA

The following table sets forth a reconciliation between our Adjusted EBITDA and our net loss, the most directly comparable GAAP financial measure, for each of the periods presented (in thousands, unaudited):

 

 

Three Months Ended March 31,

 

 

 

2021

 

 

2020

 

Net loss

 

$

(40,642

)

 

$

(31,403

)

Interest and other income, net

 

 

(638

)

 

 

(2,894

)

Income tax benefit

 

 

 

 

 

(323

)

Depreciation and amortization expense

 

 

2,671

 

 

 

1,978

 

Share-based compensation expense

 

 

8,484

 

 

 

4,675

 

Adjusted EBITDA

 

$

(30,125

)

 

$

(27,967

)