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 14, 2016
Ekso Bionics Holdings, Inc.
(Exact Name of Registrant as specified in
its charter)
Nevada |
000-55442 |
99-0367049 |
(State or Other Jurisdiction of
Incorporation) |
(Commission File Number) |
(IRS Employer
Identification No.) |
1414 Harbour Way South, Suite 1201
Richmond, California 94804
(Address of principal executive offices,
including zip code)
(510) 984-1761
(Registrant’s telephone number, including
area code)
Not Applicable
(Registrant’s name or former address,
if change 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
(see General Instruction A.2. below):
| o | Written communications
pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| o | Soliciting material pursuant
to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| o | Pre-commencement communications
pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| o | Pre-commencement communications
pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
| Item 2.02 | Results of Operations and
Financial Condition |
On March 14, 2016, Ekso Bionics Holdings,
Inc. (the “Company”) reported its financial results for the quarter and year
ended December 31, 2015. The full text of the press release announcing such results is attached as Exhibit 99.1 to this Current
Report on Form 8-K and is incorporated herein by reference.
The
information contained in this report, including the information contained in Exhibit 99.1, is being furnished and shall not be
deemed “filed” for purposes of Section 18 of the Securities and Exchange Act of 1934, as amended, or incorporated
by reference into any filing of the Company, whether made before or after the date hereof, regardless of any general incorporation
language in such filing.
| Item 9.01 | Financial Statements and
Exhibits |
(d) Exhibits
Number |
|
Description |
|
|
99.1 |
|
Press Release dated March 14, 2016. |
SIGNATURE
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 thereunto duly authorized.
|
EKSO BIONICS HOLDINGS, INC. |
|
|
|
|
|
|
|
|
By: |
/s/ Maximilian Scheder-Bieschin |
|
|
Name: |
Maximilian Scheder-Bieschin |
|
|
Title: |
Chief Financial Officer |
|
|
|
|
|
Dated: March 14, 2016 |
|
|
|
Exhibit 99.1
Ekso Bionics Reports Fourth Quarter and Year End 2015 Results
RICHMOND, CA –
March 14, 2016 – Ekso Bionics Holdings, Inc. [OTCQB: EKSO], a robotic
exoskeleton company, today reported financial results for the three and twelve months ended December 31, 2015.
Recent Highlights and Accomplishments
| · | Appointed Thomas Looby as President and
Interim Chief Executive Officer. |
| o | Tom joined Ekso in 2014 as Chief Marketing Officer and was promoted shortly thereafter to Chief
Commercial Officer and President of the Company |
| · | Revenues of $1.9 for the fourth quarter
of 2015, compared to $1.5 million for the same period in the prior year. |
| · | Entered into a definitive agreement with
certain healthcare focused institutional investors for the sale of 15,000 shares of Series A Convertible Preferred Stock and
warrants to purchase 14,851,486 shares of the Company’s common stock. The net proceeds to the Company from this offering
were $13.9 million. |
| · | A randomized comparative clinical trial
investigating the impact of treatment with the Ekso GT™ robotic device when compared to conventional physical therapy on
stroke patients was initiated by a large rehabilitation center in Germany. |
| · | Shipped 15 units and converted 2 rental
units to purchases in the fourth quarter, expanding the installed base to over 170 medical devices at over 115 customers. |
| · | Acquired the gravity balancing arm technologies
of Equipois, LLC, which provides enabling technology to meet the Company’s long term goal of expanding its exoskeleton capabilities
in the industrial market. |
“We
are pleased to report fourth quarter results that reflect the building momentum of our Ekso technology, which is still in early
stages of commercialization. We had many accomplishments in 2015 that will fuel our success as we head into 2016,” said Max
Scheder-Bieschin, Chief Financial Officer of Ekso Bionics.
“I am thrilled to lead Ekso Bionics
and the amazing team that has built this Company into what it is today,” said Thomas Looby, Interim Chief Executive Officer
of Ekso. “We continue to expand our operational efforts on multiple fronts – in both medical and industrial - with
a strong focus on building clinical data and strengthening our relationships with our key opinion leaders and customers. We believe
this work will provide us with knowledge and insights to ultimately expand our product into the home market. We are poised for
an exciting year ahead and I look forward to working together to further drive commercialization as we strive to position Ekso Bionics
as a new standard of care.”
Fourth Quarter 2015 Financial Results
Revenues for the fourth quarter of 2015
increased $0.5 million, or 31%, to $1.9 million compared to the same period in the prior year.
Medical device revenue increased $0.2 million,
or 22%, to $1.1 million for the three months ended December 31, 2015 when compared to the same period in the prior year. This increase
was primarily due to an increase in recognized revenue associated with higher medical device sales in 2015.
Engineering services revenue increased
by $0.3 million, or 46%, to $0.8 million for the three months ended December 31, 2015 when compared to the same period in the prior
year. This increase was primarily due to an increase in net revenue generating projects.
Gross profit for the fourth quarter 2015
was ($0.2) million compared to $0.6 million for the fourth quarter of 2014.
Operating expenses were $6.5 million for
the fourth quarter of 2015 compared to $5.4 million in the fourth quarter of 2014. Excluding the impact of non-cash stock based
compensation of $0.5 million and $0.3 million in the fourth quarter of 2015 and 2014, respectively, operating expenses were up
18% due primarily to increased headcount and additional research and development costs associated with the industrial business.
Full Year 2015 Financial Results
Revenues for 2015 increased by $3.4 million,
or 63%, to $8.7 million compared to $5.3 million in the prior year.
Medical device revenue increased by $1.4
million, or 45%, to $4.3 million for 2015 compared to $2.9 million in the prior year. This increase was primarily due to a 50%
increase in the recognition of revenue resulting from the amortization of deferred revenue associated with medical device sales.
Engineering services revenue increased
by $2.0 million, or 83%, to $4.4 million for 2015 compared to $2.4 million in the prior year. This increase was primarily due to
an overall increase in revenue generating projects.
Gross profit was $1.2 million for 2015
compared to $1.6 million for 2014.
Operating expenses were $22.7 million for
2015, compared to $18.4 million in 2014. The increase was primarily due to increased headcount, increased expenses associated with
ramping up our marketing efforts and additional research and development cost associated with the industrial business.
Net loss applicable to shareholders in
the fourth quarter was $9.3 million, or $0.09 per basic and diluted share. For the full year ended December 31, 2015, our net loss
was $24.2 million, or $0.24 per basic share and $0.26 per diluted share. Net loss applicable to shareholders in both periods
included a non-cash preferred share deemed dividend of $4.7 million, partially offset by a non-cash gain of $2.5 million on the
revaluation of a warrant liability. Both non-cash items were associated with the equity financing in December 2015.
Cash was $19.6 million as of December 31,
2015. Cash outflow from operations in 2015 was $18.3 million compared to $15.0 million in 2014. The increase in
the operating cash outflow was driven primarily by increased investment in sales and marketing, clinical affairs and research and
development.
ANNUAL MEETING OF STOCKHOLDERS
The Company announced that the 2016 annual
meeting of stockholders will be held at the Company’s headquarters in Richmond, California on Tuesday, May 24, 2016. In addition,
the Company announced that April 8, 2016 has been fixed as the record date for determination of the stockholders of the Company
entitled to notice of and to vote at the annual meeting of stockholders.
Conference Call
Management will host an investment community
conference call today beginning at 1:30 p.m. Pacific Time / 4:30 p.m. Eastern Time. Investors interested in listening to the conference
call may do so by dialing (877) 407-3036 for domestic callers or (201) 378-4919 for international callers (Conference ID: 13581989),
or from the webcast on the “Investor Relations” section of the Company’s website at: www.eksobionics.com.
A replay of the call will be available
beginning today at 4:30 p.m. PT / 7:30 p.m. ET through midnight ET on March 15, 2016. To access the replay, dial (877) 660-6853
or (201) 612-7415 and reference Conference ID: 13581989. The webcast will also be
available on the Company’s website for one month following the completion of the call.
About Ekso Bionics
Since 2005, Ekso Bionics has been pioneering
the field of robotic exoskeletons, or wearable robots, to augment human strength, endurance and mobility. The company’s first commercially
available product, called Ekso, has helped thousands of people living with paralysis take millions of steps not otherwise possible.
By designing and creating some of the most forward-thinking and innovative solutions for people looking to augment human capabilities,
Ekso Bionics is helping people rethink current physical limitations and achieve the remarkable.
Ekso Bionics is headquartered in Richmond,
CA and is listed on the OTC QB under the symbol EKSO. www.eksobionics.com
Forward Looking Statements
Any statements
contained in this press release that do not describe historical facts may constitute forward-looking statements. Forward-looking
statements may include, without limitation, statements regarding (i) the plans and objectives of management for future operations,
including plans or objectives relating to the design, development and commercialization of human exoskeletons, (ii) a projection
of financial results, financial condition, capital expenditures, capital structure or other financial items, (iii) the Company’s
future financial performance and (iv) the assumptions underlying or relating to any statement described in points (i), (ii) or
(iii) above. Such forward-looking statements are not meant to predict or guarantee actual results, performance, events or circumstances
and may not be realized because they are based upon the Company’s current projections, plans, objectives, beliefs, expectations,
estimates and assumptions and are subject to a number of risks and uncertainties and other influences, many of which the Company
has no control over. Actual results and the timing of certain events and circumstances may differ materially from those described
by the forward-looking statements as a result of these risks and uncertainties. Factors that may influence or contribute to the
inaccuracy of the forward-looking statements or cause actual results to differ materially from expected or desired results may
include, without limitation, the Company’s inability to obtain adequate financing to fund the Company’s operations and necessary
to develop or enhance our technology, the significant length of time and resources associated with the development of the Company’s
products, the Company’s failure to achieve broad market acceptance of the Company’s products, the failure of our sales and marketing
organization or partners to market our products effectively, adverse results in future clinical studies of the Company’s medical
device products, the failure to obtain or maintain patent protection for the Company’s technology, failure to obtain or maintain
regulatory approval to market the Company’s medical devices, lack of product diversification, existing or increased competition,
and the Company’s failure to implement the Company’s business plans or strategies. These and other factors are identified and described
in more detail in the Company’s filings with the SEC. To learn more about Ekso Bionics please visit us at www.eksobionics.com.
The Company does not undertake to update these forward-looking statements.
# # #
Media Contacts:
Ekso Bionics
Heidi Darling
Director of Marketing Communications
510-984-1761 x317
hdarling@eksobionics.com
Investor Contact:
Debbie Kaster
415-706-5530
investors@eksobionics.com
Condensed Consolidated Statements of Operations
(In thousands, except per share amounts)
| |
Three months ended | | |
Years ended | |
| |
December 31, | | |
December 31, | |
| |
2015 | | |
2014 | | |
2015 | | |
2014 | |
Revenue: | |
| | | |
| | | |
| | | |
| | |
Medical devices | |
$ | 1,124 | | |
$ | 918 | | |
$ | 4,252 | | |
$ | 2,924 | |
Engineering services | |
| 819 | | |
| 562 | | |
| 4,409 | | |
| 2,403 | |
Total revenue | |
| 1,943 | | |
| 1,480 | | |
| 8,661 | | |
| 5,327 | |
| |
| | | |
| | | |
| | | |
| | |
Cost of revenue: | |
| | | |
| | | |
| | | |
| | |
Medical devices | |
| 1,063 | | |
| 638 | | |
| 3,926 | | |
| 2,048 | |
Engineering services | |
| 1,074 | | |
| 288 | | |
| 3,556 | | |
| 1,720 | |
Total cost of revenue | |
| 2,137 | | |
| 926 | | |
| 7,482 | | |
| 3,768 | |
| |
| | | |
| | | |
| | | |
| | |
Gross profit | |
| (194 | ) | |
| 554 | | |
| 1,179 | | |
| 1,559 | |
| |
| | | |
| | | |
| | | |
| | |
Operating expenses: | |
| | | |
| | | |
| | | |
| | |
Sales and marketing | |
| 2,504 | | |
| 2,063 | | |
| 9,258 | | |
| 7,085 | |
Research and development | |
| 2,042 | | |
| 1,304 | | |
| 6,480 | | |
| 3,868 | |
General and administrative | |
| 1,912 | | |
| 2,046 | | |
| 7,002 | | |
| 7,400 | |
Total operating expenses | |
| 6,458 | | |
| 5,413 | | |
| 22,740 | | |
| 18,353 | |
| |
| | | |
| | | |
| | | |
| | |
Loss from operations | |
| (6,652 | ) | |
| (4,859 | ) | |
| (21,561 | ) | |
| (16,794 | ) |
| |
| | | |
| | | |
| | | |
| | |
Other income (expense): | |
| | | |
| | | |
| | | |
| | |
Interest expense | |
| (3 | ) | |
| (2 | ) | |
| (13 | ) | |
| (435 | ) |
Warrant issuance expense | |
| (487 | ) | |
| - | | |
| (487 | ) | |
| - | |
Gain (loss) on warrant liability | |
| 2,505 | | |
| (15,279 | ) | |
| 2,505 | | |
| (16,485 | ) |
Interest income | |
| 2 | | |
| 2 | | |
| 11 | | |
| 6 | |
Other expense, net | |
| (10 | ) | |
| (17 | ) | |
| (45 | ) | |
| (61 | ) |
Total other income (expense), net | |
| 2,007 | | |
| (15,296 | ) | |
| 1,971 | | |
| (16,975 | ) |
| |
| | | |
| | | |
| | | |
| | |
Net loss | |
| (4,645 | ) | |
| (20,155 | ) | |
| (19,590 | ) | |
| (33,769 | ) |
| |
| | | |
| | | |
| | | |
| | |
Less: Preferred deemed dividend | |
| 4,655 | | |
| - | | |
| 4,655 | | |
| - | |
Net loss applicable to common shareholders | |
$ | (9,300 | ) | |
$ | (20,155 | ) | |
$ | (24,245 | ) | |
$ | (33,769 | ) |
| |
| | | |
| | | |
| | | |
| | |
Basic net loss per share | |
$ | (0.09 | ) | |
$ | (0.23 | ) | |
$ | (0.24 | ) | |
$ | (0.43 | ) |
Diluted net loss per share | |
$ | (0.09 | ) | |
$ | (0.23 | ) | |
$ | (0.26 | ) | |
$ | (0.43 | ) |
Weighted average common shares outstanding: | |
| | | |
| | | |
| | | |
| | |
Basic | |
| 102,828 | | |
| 88,118 | | |
| 102,241 | | |
| 78,264 | |
Diluted | |
| 102,828 | | |
| 88,118 | | |
| 102,265 | | |
| 78,264 | |
Ekso Bionics Holdings, Inc.
Condensed Consolidated Balance Sheets
(In thousands)
| |
December 31, | |
| |
2015 | | |
2014 | |
Assets | |
| | | |
| | |
Current assets: | |
| | | |
| | |
Cash | |
$ | 19,552 | | |
$ | 25,190 | |
Accounts receivable | |
| 2,069 | | |
| 1,549 | |
Inventories, net | |
| 1,056 | | |
| 622 | |
Prepaid expenses and other current assets | |
| 436 | | |
| 388 | |
Deferred cost of revenue, current | |
| 2,088 | | |
| 1,551 | |
Total current assets | |
| 25,201 | | |
| 29,300 | |
Property and equipment, net | |
| 2,625 | | |
| 2,102 | |
Deferred cost of revenue | |
| 2,502 | | |
| 2,017 | |
Intangible assets, net | |
| 1,584 | | |
| 55 | |
Goodwill | |
| 189 | | |
| - | |
Other assets | |
| 97 | | |
| - | |
Total assets | |
$ | 32,198 | | |
$ | 33,474 | |
| |
| | | |
| | |
Liabilities and Stockholders’ Equity | |
| | | |
| | |
Current liabilities: | |
| | | |
| | |
Accounts payable | |
$ | 2,694 | | |
$ | 783 | |
Accrued liabilities | |
| 1,885 | | |
| 2,378 | |
Deferred revenues, current | |
| 3,960 | | |
| 3,412 | |
Capital lease obligation, current | |
| 80 | | |
| 41 | |
Total current liabilities | |
| 8,619 | | |
| 6,614 | |
Deferred revenues | |
| 4,613 | | |
| 3,895 | |
Warrant liability | |
| 9,195 | | |
| - | |
Contingent consideration liability | |
| 768 | | |
| - | |
Other non-current liabilities | |
| 195 | | |
| 165 | |
Total liabilities | |
| 23,390 | | |
| 10,674 | |
Commitments and contingencies | |
| | | |
| | |
Stockholders’ equity: | |
| | | |
| | |
Preferred stock | |
| - | | |
| - | |
Common stock | |
| 105 | | |
| 102 | |
Additional paid-in capital | |
| 100,094 | | |
| 94,499 | |
Accumulated deficit | |
| (91,391 | ) | |
| (71,801 | ) |
Total stockholders’ equity | |
| 8,808 | | |
| 22,800 | |
Total liabilities and stockholders’ equity | |
$ | 32,198 | | |
$ | 33,474 | |
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