tmci-8k_20210805.htm
false 0001630627 0001630627 2021-08-05 2021-08-05

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): August 5, 2021

 

TREACE MEDICAL CONCEPTS, Inc.

(Exact name of registrant as specified in its charter)  

 

 

 

 

 

 

Delaware

 

001-40355

 

47-1052611

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification Number)

 

203 Fort Wade Rd., Suite 150

Ponte Vedra, Florida 32081

 

(Address of principal executive offices, including Zip Code)

Registrant’s telephone number, including area code: (904) 373-5940 

 

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, $0.001 par value per share

 

TMCI

 

The Nasdaq Global Select Market

 

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 August 5, 2021, Treace Medical Concepts, Inc. issued a press release regarding its financial results for the quarter ended June 30, 2021. A copy of the press release is furnished as Exhibit 99.1 to this Form 8-K.

 

This information is intended to be furnished under Item 2.02 of Form 8-K and 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 the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

 

 

Item 9.01

Financial Statements and Exhibits.

 

Exhibit No.

  

Description

99.1

  

Press Release of Treace Medical Concepts, Inc. issued on August 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, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

 

 

 

 

 

 

 

 

 

 

 

TREACE MEDICAL CONCEPTS, INC.

 

 

 

 

Date: August 5, 2021

 

 

 

By:

 

/s/ Mark L. Hair

 

 

 

 

 

 

Mark L. Hair

 

 

 

 

 

 

Chief Financial Officer

 

tmci-ex991_6.htm

Exhibit 99.1

Treace Medical Concepts Reports Second Quarter 2021 Financial Results

 

PONTE VEDRA, Fla. – August 5, 2021—Treace Medical Concepts, Inc. (“Treace” or the “Company”) (NasdaqGS: TMCI), a commercial-stage orthopaedic medical device company driving a paradigm shift in the surgical treatment of Hallux Valgus (commonly known as bunions), today reported financial results for the second quarter ended June 30, 2021.

 

Recent Highlights:

 

Revenue of $20.7 million, a 167% increase over the same period last year

 

Gross margin of 80.9%, an increase of 780 basis points from the same period last year

 

Interim results from ALIGN3D™ clinical study demonstrating positive radiographic and patient-reported outcomes starting at 6 weeks and maintained at 12 months

 

“We are pleased to announce continued strength in our business, with growth in the second quarter led by increasing surgeon utilization and steady gains in our customer base supported by our expanding direct sales channel” said John T. Treace, CEO, Founder and Board Member of Treace.  “While the return to pre-pandemic levels may not be linear, we continue to believe we are well-positioned to drive continued market penetration of our Lapiplasty® system, with comprehensive strategies and offerings that include a body of clinical evidence demonstrating consistent, reliable correction and low recurrence rates.”

 

Second Quarter 2021 Financial Results

Revenue for the second quarter of 2021 was $20.7 million, representing an increase of 167% compared to $7.7 million in the second quarter of 2020. The increase was driven by an increased number of Lapiplasty® procedure kits sold and an expanded customer base.  Revenues during the 2020 second quarter were severely impacted by the COVID-19 pandemic, including the government-mandated restrictions on elective procedures.

 

Gross profit for the second quarter of 2021 was $16.7 million, compared to a gross profit of $5.7 million in the second quarter of 2020. Gross margin increased to 80.9% in the second quarter of 2021, compared to 73.1% in the second quarter of 2020. Gross margin expansion was the result of an increased number of Lapiplasty® procedure kits sold and a higher average blended ASP. Gross margin for the 2020 period also reflects pandemic-related disruptions.

 

Total operating expenses were $20.8 million in the second quarter of 2021, including sales and marketing (S&M) expenses of $14.0 million, research and development (R&D) expenses of $2.4 million, and general and administrative (G&A) expenses of $4.3 million. This compared to total operating expenses of $7.2 million, including S&M expenses of $4.8 million, R&D expenses of $1.0 million, and G&A expenses of $1.4 million in the second quarter of 2020. Expenses in the second quarter of 2020 reflect cost-reduction initiatives and the effect of shelter-in-place orders as a result of the COVID-19 pandemic.

 

Second quarter net loss was ($5.1) million, or ($0.10) per share, compared to net loss of ($2.1) million, or ($0.06) per share, for the same period of 2020.

 

Cash and cash equivalents were $119.6 million as of June 30, 2021. This includes cash proceeds of $107.6 million from the Company’s initial public offering that closed in April 2021.

 


 

Financial Outlook

Treace now expects revenue for the full year 2021 to range from $90 million to $95 million, which represents approximately 57% to 65% growth over the Company’s fiscal year 2020 revenue.  Previous revenue expectation was $87 million to $92 million.

 

Webcast and Conference Call Details

Treace will host a conference call today, August 5, 2021, at 4:30 p.m. ET to discuss its second quarter 2021 financial results. The dial-in numbers are (888) 708-0264 for domestic callers or (720) 405-2122 for international callers, followed by Conference ID: 9779815.  The live webcast of the conference call will be available on the Investor Relations section of the Company’s website at https://investors.treace.com/. The webcast will be archived on the website following the completion of the call.  

 

Use of Non-GAAP Financial Measures

To supplement the financial results presented in accordance with GAAP, this earnings release presents Adjusted EBITDA, which the Company defines as net loss before depreciation and amortization expense, stock-based compensation expense and interest income/expense. Adjusted EBITDA is being presented in addition to, and not as a substitute for, or superior to, financial measures calculated in accordance with GAAP. Management uses Adjusted EBITDA to evaluate the Company’s operating performance and trends, as well as for making planning decisions. The Company believes that Adjusted EBITDA helps to identify underlying trends in the Company’s business that could otherwise be masked by the effect of the expenses and other items that it excludes in Adjusted EBITDA. Accordingly, the Company believes Adjusted EBITDA provides useful information to investors and others in understanding and evaluating the Company’s operating results, enhancing the overall understanding of its past performance and future prospects, and allowing for greater transparency with respect to the key financial metrics used by the Company’s management in their financial and operational decision-making. The Company also presents Adjusted EBITDA because it believes investors, analysts and rating agencies consider it a useful metric in measuring the Company’s performance against other companies and its ability to meet its debt service obligations.

 

There are limitations related to the use of non-GAAP financial measures such as Adjusted EBITDA because they are not prepared in accordance with GAAP, may exclude significant expenses required by GAAP to be recognized in the Company’s financial statements, and may not be comparable to non-GAAP financial measures used by other companies. The Company encourages investors to carefully consider its results under GAAP, as well as its supplemental non‐GAAP information and the reconciliation between these presentations, to more fully understand its business. Reconciliations between GAAP and non‐GAAP results are presented below.

 

Forward-Looking Statements

This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. All statements other than statements of historical fact are forward-looking statements, including, but not limited to the Company’s expectations regarding the recovery of the market to pre-pandemic levels; the Company’s belief that it is well positioned to drive continued market penetration of the Lapiplasty® system; and the Company’s expected revenue for full year 2021. Forward-looking statements are based on management’s current assumptions and expectations of future events and trends, which affect or may affect the Company’s business, strategy, operations or financial performance, and actual results and other events may differ materially from those expressed or implied in such statements due to numerous risks and uncertainties. Forward-looking statements are inherently subject to risks and uncertainties, some of which cannot be predicted or quantified. Factors that could cause actual results or other events to differ materially from those contemplated in this press release can be found in the Risk Factors section of Treace’s public filings with the Securities and Exchange Commission (SEC), including in the final prospectus filed with the SEC on April 26, 2021 in connection with Treace’s initial public offering. Because forward-looking statements are inherently subject to risks and uncertainties, you should not rely on these forward-looking statements as predictions of future events. These forward-looking statements speak only as of their date and, except to the extent required by law, the Company undertakes no obligation to update these statements, whether as a


result of any new information, future developments or otherwise. The Company’s results for the quarter ended June 30, 2021 are not necessarily indicative of our operating results for any future periods.

 

About Treace Medical Concepts

Treace Medical Concepts is a commercial-stage orthopaedic medical device company with the goal of advancing the standard of care for the surgical management of bunion deformities. Bunions are complex 3-dimensional deformities that originate from an unstable joint in the middle of the foot. Treace has pioneered and patented the Lapiplasty® 3D Bunion Correction™ system - a combination of instruments, implants, and surgical methods designed to correct all 3 planes of the bunion deformity and secure the unstable joint, addressing the root cause of the bunion and getting patients back to their active lives quickly.

 

 

Contacts:

 

Treace Medical Concepts

Mark L. Hair

Chief Financial Officer

mhair@treace.net

(904) 373-5940

 

Investors:

 

Gilmartin Group

Lynn Lewis or Vivian Cervantes

IR@treace.net



 

Treace Medical Concepts, Inc.

Condensed Statements of Operations and Comprehensive Loss

(in thousands, except share and per share amounts)

(unaudited)

 

 

 

 

Three Months Ended

June 30,

 

 

Six Months Ended

June 30,

 

 

 

2021

 

 

2020

 

 

2021

 

 

2020

 

Revenue

 

$

20,654

 

 

$

7,739

 

 

$

39,361

 

 

$

18,995

 

Cost of goods sold

 

 

3,944

 

 

 

2,085

 

 

 

7,271

 

 

 

4,474

 

Gross profit

 

 

16,710

 

 

 

5,654

 

 

 

32,090

 

 

 

14,521

 

Operating expenses

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Sales and marketing

 

 

14,010

 

 

 

4,789

 

 

 

26,158

 

 

 

12,127

 

Research and development

 

 

2,422

 

 

 

982

 

 

 

4,290

 

 

 

2,415

 

General and administrative

 

 

4,329

 

 

 

1,401

 

 

 

7,095

 

 

 

2,696

 

Total operating expenses

 

 

20,761

 

 

 

7,172

 

 

 

37,543

 

 

 

17,238

 

Loss from operations

 

 

(4,051

)

 

 

(1,518

)

 

 

(5,453

)

 

 

(2,717

)

Interest and other income, net

 

 

6

 

 

 

3

 

 

 

7

 

 

 

36

 

Interest expense

 

 

(1,038

)

 

 

(458

)

 

 

(2,069

)

 

 

(899

)

Other expense, net

 

 

(1,032

)

 

 

(455

)

 

 

(2,062

)

 

 

(863

)

Net loss and comprehensive loss

 

 

(5,083

)

 

 

(1,973

)

 

 

(7,515

)

 

 

(3,580

)

Convertible preferred stock cumulative and undeclared

   dividends

 

 

(39

)

 

 

(159

)

 

 

(196

)

 

 

(318

)

Net loss attributable to common stockholders

 

$

(5,122

)

 

$

(2,132

)

 

$

(7,711

)

 

$

(3,898

)

Net loss per share attributable to common stockholders,

   basic and diluted

 

$

(0.10

)

 

$

(0.06

)

 

$

(0.18

)

 

$

(0.11

)

Weighted-average shares used in computing net

   loss per share attributable to common stockholders,

   basic and diluted

 

 

49,187,285

 

 

 

37,068,288

 

 

 

43,556,107

 

 

 

37,060,491

 

 



 

Treace Medical Concepts, Inc.

Condensed Balance Sheets

(in thousands, except share and per share amounts)

(unaudited)

 

 

 

June 30,

 

 

December 31,

 

 

 

2021

 

 

2020

 

Assets

 

 

 

 

 

 

 

 

Current assets

 

 

 

 

 

 

 

 

Cash and cash equivalents

 

$

119,621

 

 

$

18,079

 

Accounts receivable, net of allowance for doubtful accounts of $271 and

   $446 as of June 30, 2021 and December 31, 2020, respectively

 

 

10,047

 

 

 

14,486

 

Inventories

 

 

7,643

 

 

 

7,820

 

Prepaid expenses and other current assets

 

 

3,512

 

 

 

593

 

Total current assets

 

 

140,823

 

 

 

40,978

 

Property and equipment, net

 

 

1,475

 

 

 

829

 

Total assets

 

$

142,298

 

 

$

41,807

 

Liabilities and Stockholders’ Equity

 

 

 

 

 

 

 

 

Current liabilities

 

 

 

 

 

 

 

 

Accounts payable

 

$

2,921

 

 

$

2,265

 

Accrued liabilities

 

 

1,957

 

 

 

1,848

 

Accrued commissions

 

 

2,553

 

 

 

3,513

 

Accrued compensation

 

 

2,434

 

 

 

2,183

 

Short-term debt

 

 

-

 

 

 

1,788

 

Total current liabilities

 

 

9,865

 

 

 

11,597

 

Derivative liability on term loan

 

 

245

 

 

 

245

 

Long-term debt, net of discount of $723 and $811 as of June 30, 2021 and

   December 31, 2020, respectively

 

 

29,277

 

 

 

29,189

 

Total liabilities

 

 

39,387

 

 

 

41,031

 

Commitments and contingencies (Note 7)

 

 

 

 

 

 

 

 

Stockholders’ equity

 

 

 

 

 

 

 

 

Series A convertible preferred stock, $0.001 par value, 0 shares authorized and 0 shares issued and outstanding as of June 30, 2021; 6,687,500 shares authorized and 6,687,475 shares issued and outstanding as of December 31, 2020, respectively; liquidation value of $0 and $8,000 as of June 30, 2021 and December 31, 2020, respectively

 

 

 

 

 

7,935

 

Preferred stock, $0.001 par value, 5,000,000 shares authorized; 0 shares issued and outstanding as of June 30, 2021; 0 shares authorized, issued and outstanding as of    December 31, 2020

 

 

 

 

 

 

Common stock, $0.001 par value, 300,000,000 shares authorized; 52,755,981 issued and outstanding as of June 30, 2021; 66,875,000 shares authorized, 37,366,865 issued and outstanding as of December 31, 2020

 

45

 

 

28

 

Common stock Class B, $0.001 par value, 0 shares authorized, issued and outstanding as of June 30, 2021; 1,000,000 shares authorized and 0 shares issued and outstanding as of December 31, 2020

 

 

 

 

 

 

Additional paid-in capital

 

 

131,734

 

 

 

14,166

 

Accumulated deficit

 

 

(28,868

)

 

 

(21,353

)

Total stockholders’ equity

 

 

102,911

 

 

 

776

 

Total liabilities and stockholders’ equity

 

$

142,298

 

 

$

41,807

 

 

 

 

 

 

 

 

 


 

 

 

 

 

Treace Medical Concepts, Inc.

Condensed Statements of Cash Flows

(in thousands)

(unaudited)

 

 

 

Six Months Ended June 30,

 

 

Six Months Ended June 30,

 

 

 

2021

 

 

2020

 

Cash flows from operating activities

 

 

 

 

 

 

 

 

Net loss

 

$

(7,515

)

 

$

(3,580

)

Adjustments to reconcile net loss to net cash used in operating activities

 

 

 

 

 

 

 

 

Depreciation and amortization expense

 

 

220

 

 

 

667

 

(Recovery) Provision for allowance for doubtful accounts

 

 

(72

)

 

 

228

 

Share-based compensation expense

 

 

1,277

 

 

 

457

 

Amortization of debt issuance costs

 

 

88

 

 

 

118

 

Provision for inventory obsolescence

 

 

88

 

 

 

412

 

Net changes in operating assets and liabilities:

 

 

 

 

 

 

 

 

Accounts Receivable

 

 

4,511

 

 

 

3,532

 

Inventory

 

 

89

 

 

 

(2,590

)

Prepaid expenses and other assets

 

 

(2,919

)

 

 

178

 

Accounts payable

 

 

656

 

 

 

1,071

 

Accrued liabilities

 

 

(600

)

 

 

(3,233

)

Net cash used in operating activities

 

 

(4,177

)

 

 

(2,740

)

Cash flows from investing activities

 

 

 

 

 

 

 

 

Purchases of property and equipment

 

 

(866

)

 

 

(923

)

Net cash used in investing activities

 

 

(866

)

 

 

(923

)

Cash flows from financing activities

 

 

 

 

 

 

 

 

Proceeds from SBA Loan

 

 

 

 

 

1,788

 

Repayments on SBA Loan

 

 

(1,788

)

 

 

 

Proceeds from issuance of common stock upon initial public offering, net of issuance costs and underwriting fees of $10.6 million

 

 

107,610

 

 

 

 

Proceeds from exercise of employee stock options

 

 

763

 

 

 

41

 

Net cash provided by financing activities

 

 

106,585

 

 

 

1,829

 

Net increase (decrease) in cash and cash equivalents

 

 

101,542

 

 

 

(1,834

)

Cash and cash equivalents at beginning of period

 

 

18,079

 

 

 

12,139

 

Cash and cash equivalents at end of period

 

$

119,621

 

 

$

10,305

 

Supplemental disclosure of cash flow information:

 

 

 

 

 

 

 

 

Cash paid for interest

 

 

2,917

 

 

 

 

NONCASH FINANCING ACTIVITIES:

 

 

 

 

 

 

 

 

Issuance of common stock upon exercise of warrants

 

 

1

 

 

 

 

Conversion of convertible preferred stock and accrued dividends on convertible preferred stock into common stock

 

 

7,935

 

 

 

 

 

 

 



 

Treace Medical Concepts, Inc.

Reconciliation of GAAP Net Loss to Adjusted EBITDA

 

 

 

 

Three Months Ended
June 30,

 

Six Months Ended
June 30,

 

 

2021

 

2020

 

2021

 

2020

Net loss

 

$      (5,083)

 

$       (1,973)

 

$       (7,515)

 

$       (3,580)

Adjustments:

 

 

 

 

 

 

 

 

     Interest

 

            1,032

 

             455

 

          2,062

 

         863

     Taxes

 

                    -

 

                   -

 

                   -

 

                   -

     Depreciation & Amortization

 

                124

 

              364

 

             220

 

              667

     Non-cash compensation expense

 

                875

 

              248

 

          1,277

 

             457

Adjusted EBITDA

 

$        (3,052)

 

$         (906)

 

$       (3,956)

 

$       (1,593)