UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
______________________________
FORM
REGISTRATION STATEMENT
Under
The Securities Act of 1933
______________________________
(Mark One)
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QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the quarterly period ended
OR
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For transition period from to
Commission File Number
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(Exact name of registrant as specified in its charter)
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(State or other jurisdiction of |
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(Address of principal executive offices) |
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Securities registered pursuant to Section 12(b) of the Act:
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Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes No ☐
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes No ☐
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer”, “smaller reporting company”, and "emerging growth company" in Rule 12b-2 of the Exchange Act.
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Non-accelerated Filer | ☐ |
| Smaller Reporting Company | |
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| 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 7(a)(2)(B) of the Securities Act. ☐
Indicate by check mark whether the registrant is a shell company (as defined in Rule12b-2 of the Act). Yes ☐ No
As of October 31, 2022, the number of outstanding shares of the registrant's common stock, par value $0.001 per share, was
TABLE OF CONTENTS
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Management's Discussion and Analysis of Financial Condition and Results of Operations | 24 | |
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“Silk Road Medical,” the “Silk Road Medical” logo, “TCAR,” “ENROUTE,” the “ENROUTE” logo, “ENHANCE,” “Enflate” and our other registered or common law trade names, trademarks or service marks appearing in this Quarterly Report on Form 10-Q are our property. Trade names, trademarks and service marks of other companies appearing in this Quarterly Report on Form 10-Q are the property of their respective owners. We do not intend our use or display of other companies’ trade names, trademarks or service marks to imply a relationship with, or endorsement or sponsorship of us by, these other companies unless otherwise stated. Solely for convenience, the trademarks and tradenames referred to in this Quarterly Report on Form 10-Q appear without the ® and ™ symbols, but those references are not intended to indicate, in any way, that we will not assert, to the fullest extent under applicable law, our rights, or the right of the applicable licensor to these trademarks and tradenames.
CAUTIONARY NOTES REGARDING FORWARD-LOOKING STATEMENTS
This Quarterly Report on Form 10-Q contains forward-looking statements concerning our business, operations and financial performance and condition, as well as our plans, objectives and expectations for our business, operations and financial performance and condition. Any statements contained herein that are not statements of historical facts may be deemed to be forward-looking statements within the meaning of the federal securities laws and are made pursuant to the Safe Harbor provisions of the Private Securities Litigation Reform Act of 1995. In some cases, you can identify forward-looking statements by terminology such as “anticipate,” “assume,” “believe,” “contemplate,” “continue,” “could,” “due,” “estimate,” “expect,” “goal,” “intend,” “may,” “objective,” “plan,” “predict,” “potential,” “positioned,” “seek,” “should,” “target,” “will,” “would” and other similar expressions that are predictions of or indicate future events and future trends, the negative of these terms or other comparable terminology, or the use of future dates.
These forward-looking statements include, but are not limited to, statements about:
•our plans to conduct further clinical trials and anticipated enrollment, completion and timing thereof;
•our plans and expected timeline related to our products, including timing of commercial launch, or developing new products, to address additional indications or to obtain regulatory approvals or clearances or otherwise;
•the expected use of our products by physicians;
•our expectations regarding the number of procedures that will be performed with our products, the number of physicians we expect to train, and the number of our sales territories;
•our ability to obtain, maintain and expand regulatory clearances for our current products and any new products we create;
•the expected growth of our business and our organization;
•our expectations regarding government and third-party payer coverage and reimbursement;
•our ability to retain and recruit key personnel, including the continued expansion of our sales and marketing infrastructure;
•our ability to obtain an adequate supply of materials and components for our products from our third-party suppliers, most of whom are single-source suppliers;
•our ability to manufacture sufficient quantities of our products with sufficient quality and the sufficiency of our current manufacturing capabilities;
•our ability to obtain and maintain intellectual property protection for our products and our business;
•our ability to expand our business into new geographic markets and the anticipated timing thereof, including in Japan;
•our compliance with extensive Nasdaq requirements and government laws, rules and regulations both in the United States and internationally;
•our estimates of our future expenses, ongoing losses, future revenue, capital requirements and our need for, or ability to obtain, additional financing;
•our ability to identify and develop new and planned products and/or acquire new products;
•our expectations regarding the continued impact of the COVID-19 pandemic on our business;
•our experience with inflationary and price pressures, caused by the COVID-19 pandemic or as a result of general macroeconomic factors;
•developments and projections relating to our market opportunity, competitors or our industry; and
•our intended use of net proceeds from our public offerings.
We believe that it is important to communicate our future expectations to our investors. However, there may be events in the future that we are not able to accurately predict or control and that may cause our actual results to differ materially from the expectations we describe in our forward-looking statements. These forward-looking statements are based on management’s current expectations, estimates, forecasts and projections about our business and the industry in which we operate and management’s beliefs and assumptions and are not guarantees of future performance or development and involve known and unknown risks, uncertainties and other factors that are in some cases beyond our control. As a result, any or all of our forward-looking statements in this Quarterly Report on Form 10-Q may turn out to be inaccurate. Factors that may cause actual results to differ materially from current expectations include, among other things, those listed under “Risk Factors” and elsewhere in this Quarterly Report on Form 10-Q.
These forward-looking statements speak only as of the date of this Quarterly Report on Form 10-Q. We assume no obligation to update or revise these forward-looking statements for any reason, even if new information becomes available in the future. You should not rely upon forward-looking statements as predictions of future events. Although we believe that the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee that the future results, levels of activity, performance or events and circumstances reflected in the forward-looking statements will be achieved or occur. We undertake no obligation to update publicly any forward-looking statements for any reason after the date of this Quarterly Report on Form 10-Q to conform these statements to actual results or to changes in our expectations.
You should read this Quarterly Report on Form 10-Q and the documents that we reference in this Quarterly Report on Form 10-Q and have filed with the SEC as exhibits to this Quarterly Report on Form 10-Q with the understanding that our actual future results, levels of activity, performance and events and circumstances may be materially different from what we expect.
Part I. Financial Information
Item 1: Unaudited Condensed Financial Statements
Silk Road Medical, Inc.
Condensed Balance Sheets
(unaudited)
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(in thousands, except share and per share data) | September 30, |
| December 31, | ||
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| 2021 | ||
Assets |
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Current assets: |
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Cash and cash equivalents | $ | |
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Short-term investments |
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Accounts receivable, net |
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Inventories |
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Prepaid expenses and other current assets |
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Total current assets |
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Property and equipment, net |
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Restricted cash |
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Other non-current assets |
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Total assets | $ | |
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Liabilities and stockholders' equity |
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Current liabilities: |
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Accounts payable | $ | |
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Accrued liabilities |
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Short-term debt |
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Total current liabilities |
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Long-term debt |
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Other liabilities |
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Total liabilities |
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Commitments and contingencies (Note 7) |
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Stockholders' equity: |
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Preferred stock, $ |
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Shares authorized: |
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Shares issued and outstanding: |
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Common stock, $ |
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Shares authorized: |
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Shares issued and outstanding: |
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Additional paid-in capital |
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Accumulated other comprehensive income (loss) |
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Accumulated deficit |
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Total stockholders' equity |
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Total liabilities and stockholders' equity | $ | |
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Silk Road Medical, Inc.
Condensed Statements of Operations and Comprehensive Loss
(unaudited)
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(in thousands, except share and per share data) | Three Months Ended |
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Revenue | $ | |
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Cost of goods sold |
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Gross profit |
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Operating expenses: |
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Research and development |
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Selling, general and administrative |
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Total operating expenses |
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Loss from operations |
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Interest income |
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Interest expense |
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Loss on debt extinguishment |
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Other income (expense), net |
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Net loss |
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Other comprehensive loss: |
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Change in unrealized gain (loss) on investments, net |
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Net change in other comprehensive loss |
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Net loss and comprehensive loss | $ | ( |
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Net loss per share, basic and diluted | $ | ( |
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Weighted average common shares used to compute net loss per share, basic and diluted |
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Silk Road Medical, Inc.
Condensed Statements of Stockholders' Equity
(unaudited)
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(in thousands, except share data) | Common Stock |
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| Shares |
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| Deficit |
| Income |
| Total | |||||
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Exercise of stock options | |
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Issuance of common stock upon vesting of restricted stock units | |
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Stock-based compensation | — |
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Net loss | — |
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Balances at March 31, 2022 | |
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Exercise of stock options | |
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Issuance of common stock upon vesting of restricted stock units | |
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Issuance of common stock under employee stock purchase plan | |
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Stock-based compensation | — |
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Net loss | — |
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Unrealized loss on investments, net | — |
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Balances at June 30, 2022 | |
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Exercise of stock options | |
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Issuance of common stock upon vesting of restricted stock units | |
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Stock-based compensation | — |
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Net loss | — |
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Unrealized loss on investments, net | — |
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Balances at September 30, 2022 | |
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(in thousands, except share data) | Common Stock |
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| Shares |
| Amount |
| Capital |
| Deficit |
| Income (Loss) |
| Total | |||||
Balances at December 31, 2020 | |
| $ | |
| $ | |
| $ | ( |
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| $ | |
Exercise of stock options | |
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Issuance of common stock upon vesting of restricted stock units | |
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Stock-based compensation | — |
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Net loss | — |
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Unrealized loss on investments, net | — |
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Balances at March 31, 2021 | |
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Exercise of stock options | |
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Issuance of common stock upon vesting of restricted stock units | |
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Issuance of common stock under employee stock purchase plan | |
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Stock-based compensation | — |
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Net loss | — |
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Unrealized loss on investments, net | — |
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Balances at June 30, 2021 | |
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Exercise of stock options | |
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