Collaboration Agreement Signed with Medtronic
to Develop Next-Generation Wearable Healthcare Monitoring Devices,
Utilizing Rockley’s Bioptx™ Biomarker Sensing Platform
VitalSpex™ Pro Biosensing Technology for
Alcohol, Lactate, and Glucose Measurement Shipped to Tier-1
Customer
Baseline Band Design Confirmed, Working with
Contract Manufacturers to Support Fourth Quarter 2022 Production
Timeline
Rockley Photonics Holdings Limited (NYSE: RKLY), a global leader
in photonics-based health monitoring and communications solutions,
today announced its financial results for the first quarter ended
March 31, 2022.
“We continue to make great progress on our biosensing platform,
which we believe will provide a holistic view of a person’s health.
This new, non-invasive, real-time solution has been designed to
monitor multiple biomarkers, including heart rate, heart rate
variation, respiratory rate, blood oxygen, core body temperature,
hydration, blood pressure, alcohol, glucose, lactate, and more,”
said Dr. Andrew Rickman, chairman and chief executive officer of
Rockley. “I believe our product development programs remain on
track, including the recently announced product milestone of
shipping our VitalSpex Pro technology to an early-access, tier-1
consumer wearables customer. Our ongoing human studies are going
well, achieving very compelling results for hydration as well as
our other biomarkers. The progress that we’ve made supports our
planned move into production in the second half of 2022 with our
Baseline products, which can be leveraged in multiple use-cases
including certain pre- and post-operative solutions for our medtech
customers under general health and wellness guidance.”
“We are pleased to have completed the financing we separately
announced earlier today. With this financing, we believe we will
have the financial resources to advance our opportunities in
consumer wearables and medtech,” said Mahesh Karanth, chief
financial officer of Rockley. “We are focused on aligning the
financial structure of the company to support the many
opportunities for our biomarker sensing platform. We are committed
to the efficient use of cash, correlating expenditures with
initiatives tied to accelerating the commercialization of our
consumer wearables and medtech products, which will allow us to
reduce our cash burn in the second half of 2022. While we have made
progress toward these efforts, it’s important to note that our cash
burn for the quarter included a $7.5 million debt repayment and
other items that we do not expect in future periods, including an
anticipated reduction in expenses from our data communications
business when it has been monetized.”
Business Highlights:
- Medtronic Partnership Announced – In the first quarter,
Rockley entered into a development partnership with Medtronic, a
global leader in healthcare technology. The Company plans to
collaborate with Medtronic to integrate Rockley’s recently
announced Bioptx biomarker sensing platform, which includes the
Company’s wearable band, cloud analytics, and AI, into Medtronic’s
solutions for use across various healthcare settings. Rockley now
has 17 customers, expanding significantly from five customers a
year ago.
- VitalSpex Pro Device Shipped to Tier-1 Customer –
The Company achieved an important milestone, shipping the enhanced,
higher-performance Pro version of its VitalSpex biosensing
technology to one of its early access, tier-1 consumer wearables
customers. VitalSpex Pro solution biomarkers include alcohol,
glucose and lactate in addition to the biomarkers provided by the
Baseline solution.
- Baseline Band Design Confirmed – With plans to begin
production in the second half of 2022, the Company finalized the
design of its new Baseline band and began finalizing agreements
with its contract manufacturers, building its supply chain and
ecosystem as it moves to production. Initial shipments of Rockley’s
Baseline band to customers are expected in the fourth quarter of
2022.
- Blood Pressure Milestone Reached – During the quarter,
the Company announced the results of its pilot blood pressure human
study for the development of a cuffless, non-invasive measurement
on the wrist using Rockley’s biomarker sensing platform. The
results demonstrated improved ability to observe blood pressure
trends with Rockley’s approach as compared to results from
LED-based solutions. The results also demonstrated strong
correlation of the Rockley signal to commonly used
electrocardiogram (ECG) equipment when measuring heart rate (HR)
and heart rate variability (HRV), potentially providing an
alternative method for measuring cardiovascular health. Additional
human studies for blood pressure and other biomarkers are
ongoing.
- Preliminary Results of Hydration Human Study Announced and
Novel Index Introduced – The Company announced the results of
its human study measuring hydration levels using Rockley’s
non-invasive biomarker sensing platform. The study showed that its
wearable device was able to correctly predict body dehydration in
human subjects 99% of the time and detect a normal state of body
water content (euhydration) 82% of the time. Rockley also announced
that it has created a new measurement scale designed to provide a
simple understanding of personal hydration levels.
- Industry Veteran Nicolaus Henke Named to Board of Directors
– Having experience with top teams in leading health systems,
medical device companies and pharmaceutical companies, Dr. Henke
brings a wealth of strategy, operations and organizational
experience as well as experience in artificial intelligence and
machine learning. He founded McKinsey Analytics and chaired
QuantumBlack, a McKinsey company that uses machine learning in
applications for organizations including health systems.
First Quarter of Fiscal Year 2022 Financial
Highlights:
(in millions except per share)
Three Months Ended
March 31, 2022
December 31, 2021
Revenue
$
1.0
$
2.4
Gross profit
$
(2.4
)
$
2.7
SG&A expense
$
10.9
$
12.4
R&D expense
$
24.8
$
12.6
Net loss
$
(41.8
)
$
(14.7
)
Net loss per share
$
(0.33
)
$
(0.12
)
Cash, cash equivalents, and investments at
period end
$
36.4
$
81.4
Cash used in operations
$
(38.8
)
$
(34.1
)
Non-GAAP Financial Highlights:
SG&A expense
$
9.5
$
10.1
R&D expense
$
21.2
$
8.1
Net loss
$
(36.2
)
$
(7.1
)
Net loss per share
$
(0.28
)
$
(0.06
)
Adjusted EBITDA
$
(34.0
)
$
(14.7
)
A reconciliation of GAAP financial measures to non-GAAP
financial measures is included in the financial statement tables
included in this press release. For more information regarding the
non-GAAP financial measures discussed in this press release, please
see "Non-GAAP Financial Measures" and "Reconciliation of GAAP to
Non-GAAP Financial Measures" below.
Outlook for Fiscal Year 2022:
Revenue
$20 - $30 million
Actual results may differ materially from Rockley’s financial
outlook as a result of several factors, including the factors
described under “Cautionary Statement Regarding Forward-Looking
Statements” below.
Conference Call Information
Rockley will host a conference call and webcast to discuss the
first quarter results at 5:00 p.m. Eastern Time today, May 12,
2022. The live audio webcast along with accompanying presentation
materials will be accessible on the Company’s Investor Relations
website at investors.rockleyphotonics.com.
The U.S. dial-in for the call is 866-682-6100 or +1 862-298-0702
for international callers. Please reference access code 13729647. A
replay of the conference call will be available until May 19, 2022,
at 11:59 p.m. Eastern Time, while an archived version of the
webcast will be available on Rockley’s Investor Relations website
for one year. The U.S. dial-in for the conference call replay is
877-660-6853 or +1 201-612-7415. The replay access code is
13729647.
Disclosure Information
In compliance with disclosure obligations under Regulation FD,
Rockley announces material information to the public through a
variety of means, including filings with the Securities and
Exchange Commission, press releases, public conference calls and
webcasts, as well as the investor relations website.
About Rockley
A global leader in photonics-based health monitoring and
communications solutions, Rockley is developing a comprehensive
range of photonic integrated circuits and associated modules,
sensors, and full-stack solutions. From next-generation sensing
platforms specifically designed for mobile health monitoring and
machine vision to high-speed, high-volume solutions for data
communications, Rockley is laying the foundation for a new
generation of applications across multiple industries. Rockley
believes that photonics will eventually become as pervasive as
micro-electronics, and it has developed a platform with the power
and flexibility needed to address both mass markets and a wide
variety of vertical applications.
Formed in 2013, Rockley is uniquely positioned to support
hyper-scale manufacturing and address a multitude of high-volume
markets. Rockley has partnered with numerous Tier-1 customers
across a diverse range of industries to deliver the complex optical
systems required to bring transformational products to market.
To learn more about Rockley, visit rockleyphotonics.com.
Cautionary Statement Regarding Forward-Looking
Statements
Certain statements in this press release that are not historical
facts constitute “forward-looking statements” for purposes of the
safe harbor provisions of the Private Securities Litigation Reform
Act of 1995. These forward-looking statements include statements
regarding Rockley’s future expectations, beliefs, plans,
objectives, and assumptions regarding future events or performance.
The words “anticipate,” “believe,” “continue,” “could,” “develop,”
“enable,” “estimate,” “eventual,” “expect,” “future,” “intend,”
“may,” “might,” “opportunity,” “outlook,” “plan,” “possible,”
“position,” “potential,” “predict,” “project,” “revolutionize,”
“seem,” “should,” “trend,” “will,” “would” and other terms that
predict or indicate future events, trends, or expectations, and
similar expressions or the negative of such expressions may
identify forward-looking statements, but the absence of these words
or terms does not mean that a statement is not forward-looking.
Forward-looking statements in this press release include, but are
not limited to, statements regarding the following: (a) the
potential of the Company’s solutions to improve individuals’ health
and well-being and enable the transition from reactive to proactive
healthcare; (b) the Company’s belief that its biosensing platform
will provide a holistic view of a person’s health; (c) the
Company’s belief that it will move to production in the second half
of 2022; (d) the sufficiency of the Company’s financial resources,
efficient use of cash and ability to reduce its cash burn (e) the
anticipated and potential features, scope, goals, and benefits of
the Company’s platform, products, technology, and partnerships with
third parties; (f) financial projections, revenue and earnings
guidance; (g) Rockley’s belief that photonics will eventually
become as pervasive as micro-electronics; and (h) Rockley’s
potential to support hyper-scale manufacturing, address a multitude
of high-volume markets, and deliver the complex optical systems
required to bring transformational products to market.
Forward-looking statements are subject to several risks and
uncertainties (many of which are beyond the Company’s control) or
other assumptions that may cause actual results or performance to
differ materially from those expressed or implied by these
forward-looking statements. These risks and uncertainties include,
but are not limited to, the following: (i) the Company’s ability to
achieve commercial production of its products and technology,
including in a timely and cost-effective manner; (ii) the Company’s
ability to achieve customer design wins, convert memoranda of
understanding and development contracts into production contracts,
and achieve customer acceptance of its products and technology;
(iii) risks related to purchase orders, including the lack of
long-term purchase commitments, the cancellation, reduction, delay,
or other changes in customer purchase orders, and if and to the
extent customers seek to enter into licensing arrangements in lieu
of purchases; (iv) the Company’s history of losses and need for
additional capital and its ability to access additional financing
to support its operations and execute on its business plan, as well
as the risks associated with any future financings; (v) legal and
regulatory risks, including those related to its products and
technology and any threatened or actual litigation; (vi) risks
associated with its fabless manufacturing model and dependency on
third-party suppliers; (vii) the Company’s reliance on a few
significant customers for a majority of its revenue and its ability
to expand and diversify its customer base; (viii) the Company’s
financial performance; (ix) the impacts of COVID-19 on the Company,
its customers and suppliers, its target markets, and the economy;
(x) the Company’s ability to successfully manage growth and its
operations as a public company; (xi) fluctuations in the Company’s
stock price and the Company’s ability to maintain the listing of
its ordinary shares on the NYSE; (xii) the Company’s ability to
anticipate and respond to industry trends and customer
requirements; (xiii) changes in the Company’s current and future
target markets; (xiv) intellectual property risks; (xv) the
Company’s ability to compete successfully; (xvi) market opportunity
and market demand for, and acceptance of, the Company’s products
and technology, as well as the customer products into which the
Company’s products and technology are incorporated; (xvii) risks
related to international operations; (xviii) risks related to
cybersecurity, privacy, and infrastructure; (xix) risks related to
financial and accounting matters; (xx) general economic, financial,
legal, political, and business conditions and changes in domestic
and foreign markets; (xxi) the Company’s ability to realize the
anticipated benefits of the business combination; (xxii) changes
adversely affecting the businesses or markets in which the Company
is engaged; and (xxiii) risks related to the Company’s backlog,
including the risk that backlog may not translate into future
revenue, as well as other factors described under the heading “Risk
Factors” in the Company’s Annual Report on Form 10-K for the year
ended 2021, and in other documents the Company files with the
Securities and Exchange Commission in the future. The
forward-looking statements contained in this press release are
based on various assumptions, whether or not identified in this
press release, and on the Company’s current expectations, beliefs,
and assumptions and are not predictions of actual performance. If
any of these risks or uncertainties materialize, or should any of
these assumptions prove incorrect, actual results may differ
materially from those discussed in or implied by these
forward-looking statements. There can be no assurance that future
developments affecting the Company will be those that have been
anticipated. These forward-looking statements speak only as of the
date hereof and the Company does not intend to update or revise any
forward-looking statements, whether because of new information,
future events, or otherwise, except as required by law.
First Quarter 2022 Financial Results
ROCKLEY PHOTONICS HOLDINGS
LIMITED
Condensed Consolidated
Statements of Operations
(Unaudited and in thousands,
except share and per share amounts)
Three Months Ended
March 31, 2022
December 31, 2021
March 31, 2021
Revenue
$
962
$
2,408
$
1,771
Cost of revenue
3,395
(326
)
3,734
Gross profit
(2,433
)
2,734
(1,963
)
Operating expenses:
Selling, general and administrative
expenses
10,938
12,388
7,305
Research and development expenses
24,802
12,624
15,980
Total operating expenses
35,740
25,012
23,285
Loss from operations
(38,173
)
(22,278
)
(25,248
)
Other income (expense):
Other expense
(14
)
—
—
Interest expense, net
(2,653
)
(2,868
)
(147
)
Gain (loss) on equity method
investment
207
17
(163
)
Change in fair value of debt
instruments
—
—
(39,653
)
Change in fair value of warrant
liabilities
211
10,312
—
(Loss) gain on foreign currency
(1,228
)
(31
)
534
Total other expense
(3,477
)
7,430
(39,429
)
Loss before income taxes
(41,650
)
(14,848
)
(64,677
)
Provision for income tax
131
(141
)
100
Net loss
$
(41,781
)
$
(14,707
)
$
(64,777
)
Net loss per share:
Basic and diluted
$
(0.33
)
$
(0.12
)
$
(0.77
)
Weighted-average shares
outstanding:
Basic and diluted
128,443,050
127,355,926
83,883,581
ROCKLEY PHOTONICS HOLDINGS
LIMITED
Condensed Consolidated Balance
Sheets
(Unaudited and in thousands,
except share amounts and par value)
March 31, 2022
December 31, 2021
Assets
Current assets
Cash and cash equivalents
$
11,863
$
36,786
Short-term investments, at fair value
18,072
26,965
Accounts receivable, net of allowance of
$302 as of March 31, 2022 and December 31, 2021
830
1,359
Other receivables, net of allowance of $0
and $141 as of March 31, 2022 and December 31, 2021,
respectively
49,249
47,462
Prepaid expenses and other current
assets
6,749
6,802
Total current assets
86,763
119,374
Long-term investments, at fair value
6,445
17,659
Property, equipment, net
10,075
10,187
Equity method investment
5,213
4,879
Intangible assets
3,048
3,048
Other non-current assets
7,784
7,683
Total assets
$
119,328
$
162,830
Liabilities and Shareholders’ Equity
(Deficit)
Current liabilities
Trade payables
$
4,458
$
6,882
Accrued expenses
20,082
17,360
Debt, current portion
21,316
26,312
Other current liabilities
1,440
1,238
Total current liabilities
47,296
51,792
Warrant liabilities
3,266
3,477
Other long-term liabilities
3,366
3,743
Total liabilities
53,928
59,012
Shareholders’ equity (deficit)
Ordinary shares, $0.000004 par value;
12,417,500,000 authorized as of March 31, 2022 and December 31,
2021; 129,005,167 and 127,860,639 issued and outstanding as of
March 31, 2022 and December 31, 2021, respectively
—
—
Additional paid-in-capital
508,368
504,714
Accumulated other comprehensive loss
(291
)
—
Accumulated deficit
(442,677
)
(400,896
)
Total shareholders’ equity (deficit)
65,400
103,818
Total liabilities and shareholders’ equity
(deficit)
$
119,328
$
162,830
ROCKLEY PHOTONICS HOLDINGS
LIMITED
Condensed Consolidated
Statements of Cash Flows
(Unaudited and in
thousands)
Three Months Ended
March 31, 2022
December 31, 2021
March 31, 2021
Cash flows from operating
activities:
Net loss
$
(41,781
)
$
(14,707
)
$
(64,777
)
Adjustments to reconcile net loss to net
cash used in operating activities:
Depreciation and amortization
1,504
1,412
930
(Reversal) bad debt expense
(141
)
443
377
Accretion of marketable securities to
redemption value
(74
)
(90
)
—
Net realized loss on sale of marketable
securities
(13
)
—
—
Stock-based compensation
4,029
6,157
1,725
Change in equity-method investment
(334
)
(23
)
(113
)
Change in fair value of debt
instrument
—
—
39,653
Change in fair value of warrant
liabilities
(211
)
(10,312
)
—
Changes in operating assets and
liabilities:
Accounts receivable
529
(145
)
2,243
Other receivables
(1,646
)
(22,637
)
(2,369
)
Prepaid expenses and other current
assets
53
2,991
(5,706
)
Other non-current assets
49
(4,465
)
(1,497
)
Trade payables
(2,805
)
516
1,972
Accrued expenses
2,223
5,146
843
Other current and long-term
liabilities
(175
)
1,615
1,820
Net cash used in operating activities
(38,793
)
(34,099
)
(24,899
)
Cash flows from investing
activities:
Purchase of property and equipment
(1,010
)
(2,142
)
(713
)
Purchase of marketable securities
—
112
—
Proceeds from sale and maturities of
marketable securities
19,903
5,000
—
Proceeds from maturity of marketable
securities
—
156
—
Net cash provided by (used in) investing
activities
18,893
3,126
(713
)
Cash flows from financing
activities:
Proceeds from convertible loan notes
—
—
76,723
Principal payments on long-term debt
(4,995
)
(5,000
)
—
Proceeds from exercise of options
579
563
137
Proceeds from issuance of warrants
—
—
263
Debt issuance costs incurred
—
—
(1,140
)
Transaction costs
(248
)
(2,995
)
—
Withheld taxes paid on behalf of employees
on net settled
stock-based awards
(359
)
—
—
Net cash (used in) provided by financing
activities
(5,023
)
(7,432
)
75,983
Net (decrease) increase in cash and
cash equivalents
(24,923
)
(38,405
)
50,371
Cash and cash equivalents:
Beginning of period
36,786
75,191
19,228
End of period
$
11,863
$
36,786
$
69,599
Use of Non-GAAP Financial Measures
In addition to financial information presented in accordance
with GAAP, this press release includes certain financial measures
that are not prepared in accordance with generally accepted
accounting principles in the United States, including: non-GAAP
SG&A, non-GAAP R&D, non-GAAP net loss, non-GAAP net loss
per share, and adjusted EBITDA, each of which is a non-GAAP
financial measure. The Company defines non-GAAP SG&A as GAAP
SG&A other than stock-based compensation, non-capitalized
transaction costs and forgiveness of PPP loan, and non-GAAP R&D
as GAAP R&D other than stock-based compensation. The Company
defines non-GAAP net loss as net loss other than the non-GAAP cost
of revenue adjustment, non-GAAP SG&A adjustment, and non-GAAP
R&D adjustment (in each case as described above), and defines
non-GAAP net loss per share as net loss other than non-GAAP
adjustments noted above divided by weighted shares outstanding. The
Company defined adjusted EBITDA as net loss before interest
expense, taxes, depreciation and amortization, stock-based
compensation, change in fair value of debt instruments and
warrants, and non-capitalized transaction costs as the Company
believes they are not indicative of its core operating performance.
As noted below, none of these non-GAAP financial measures is a
substitute for or superior to measures of financial performance
prepared in accordance with GAAP and should not be considered as an
alternative to any other performance measures derived in accordance
with GAAP.
The Company believes that presenting these non-GAAP financial
measures provides useful supplemental information to investors
about the Company in understanding and evaluating its operating
results, enhancing the overall understanding of its past
performance and future prospects, and allowing for greater
transparency with respect to key financial metrics used by its
management in financial and operational-decision making. The
Company uses these non-GAAP measures to help assess its operating
performance and operating leverage in its business, analyze its
financial results, establish operational goals, develop operating
budgets, and make strategic decisions. The Company also believes
that the presentation of these non-GAAP financial measures provides
an additional tool for investors to use in comparing its core
business and results of operations over multiple periods with other
companies in its industry, many of which present similar non-GAAP
financial measures to investors, and to help analyze the Company’s
cash performance.
Other companies may calculate non-GAAP measures differently, or
may use other measures to calculate their financial performance,
and therefore any non-GAAP measures the Company uses may not be
directly comparable to similarly titled measures of other
companies. Further, there are a number of limitations related to
the use of non-GAAP measures and their nearest GAAP equivalents.
Accordingly, these non-GAAP financial measures should be considered
as supplemental in nature, should not be considered as the sole
measure of the Company’s performance, and are not intended to be
construed, and should not be considered, in isolation from, or as a
substitute for, the comparable or related financial information
calculated in accordance with GAAP.
Adjusted EBITDA
(unaudited, in thousands):
Three Months Ended
March 31, 2022
December 31, 2021
March 31, 2021
Net Loss
$
(41,781
)
$
(14,707
)
$
(64,777
)
Interest expense, net
2,653
2,868
147
Provision for income tax
131
(141
)
100
Depreciation and amortization
1,504
1,412
930
EBITDA
(37,493
)
(10,568
)
(63,600
)
Non-capitalized transaction costs*
—
83
961
Stock-based compensation
4,029
6,157
1,725
Change in equity method investment
(334
)
(23
)
(113
)
Change in fair value of debt
instruments
—
—
39,653
Change in fair value of warrant
liabilities
(211
)
(10,312
)
—
Adjusted EBITDA
$
(34,009
)
$
(14,663
)
$
(21,374
)
Non-GAAP Net Income
(unaudited, in thousands):
Three Months Ended
March 31, 2022
December 31, 2021
March 31, 2021
Net Loss
$
(41,781
)
$
(14,707
)
$
(64,777
)
Cost of revenue adjustment
508
848
268
Selling, general and administrative
adjustment
1,410
2,284
1,747
Research and development adjustment
3,615
4,520
1,601
Non-GAAP Net Loss
$
(36,248
)
$
(7,055
)
$
(61,161
)
Non-GAAP net loss per share:
Basic and diluted
$
(0.28
)
$
(0.06
)
$
(0.73
)
Weighted-average shares
outstanding:
Basic and diluted
128,443,050
127,355,926
83,883,581
Non-GAAP - Cost of Revenue
(unaudited, in thousands):
Three Months Ended
March 31, 2022
December 31, 2021
March 31, 2021
Cost of revenue
$
3,395
$
(326
)
$
3,734
Adjustments:
Stock-based compensation
508
848
268
Non-GAAP Cost of revenue
$
2,887
$
(1,174
)
$
3,466
Non-GAAP - Selling, General and
Administrative Expenses
(unaudited, in thousands):
Three Months Ended
March 31, 2022
December 31, 2021
March 31, 2021
Selling, general, and administrative
expenses
$
10,938
$
12,388
$
7,305
Adjustments:
Depreciation and amortization
561
515
377
Stock-based compensation
849
1,686
409
Non-capitalized transaction costs*
—
83
961
Non-GAAP selling, general and
administrative expenses
$
9,528
$
10,104
$
5,558
Non-GAAP - Research and Development
Expenses
(unaudited, in thousands):
Three Months Ended
March 31, 2022
December 31, 2021
March 31, 2021
Research and development expenses
$
24,802
$
12,624
$
15,980
Adjustments:
Depreciation and amortization
943
897
553
Stock-based compensation
2,672
3,623
1,048
Non-GAAP research and development
expenses
$
21,187
$
8,104
$
14,379
* Non-capitalized transaction costs
include non-recurring expense related to the issuance of
convertible loan notes and the Business Combination.
View source
version on businesswire.com: https://www.businesswire.com/news/home/20220511006189/en/
Media Debra Raine Rainemakers Telephone: +1 415-349-7432 Email:
rockleyphotonics@rainemakers.com Investors Gwyn Lauber Rockley
Photonics Telephone: +1 626-995-0001 Email:
investors@rockleyphotonics.com
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