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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 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): November 9, 2022

MaxCyte, Inc.

(Exact name of registrant as specified in its charter)

Delaware

    

001-40674

    

52-2210438

(State or other jurisdiction of
incorporation)

(Commission File Number)

(IRS Employer
Identification No.)

9713 Key West Avenue, Suite 400

Rockville, Maryland 20850

(Address of principal executive offices, including zip code)

(301) 944-1700

(Registrant’s telephone number, including area code)

N/A

(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, $0.01 par value

MXCT

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 account standards provided pursuant to Section 13(a) of the Exchange Act.

Item 2.02. Results of Operations and Financial Condition.

On November 9, 2022, MaxCyte, Inc. (the “Company”) issued a press release announcing its financial results for the quarter and nine months ended September 30, 2022. This press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.

The information in this Current Report on Form 8-K, including Exhibit 99.1 attached hereto, are furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) or otherwise subject to the liabilities of that section. The information contained herein and in the accompanying exhibits are not incorporated by reference in any filing of the Company under the Securities Act of 1933, as amended, or the Exchange Act, whether made before or after the date hereof and irrespective of any general incorporation language in any filings.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

Exhibit
Number

    

Exhibit Description

99.1

Press Release, dated November 9, 2022

104

Cover Page Interactive Data (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.

MaxCyte, Inc.

Dated: November 9, 2022

By:

/s/ Doug Doerfler

Doug Doerfler

President and Chief Executive Officer

Exhibit 99.1

A close-up of a logo

Description automatically generated with low confidence

MaxCyte Reports Third Quarter 2022 Financial Results

22% Year-Over-Year Core Business Revenue Growth in Third Quarter 2022

Reiterates 2022 Revenue Guidance

ROCKVILLE, MD, November 9, 2022 — MaxCyte, Inc., (NASDAQ: MXCT; LSE: MXCT), a leading, cell-engineering focused company providing enabling platform technologies to advance the discovery, development and commercialization of next-generation cell therapeutics and to support innovative, cell-based research, today announced financial results for the third quarter ended September 30, 2022.

Third Quarter Highlights

Total revenue of $10.6 million in the third quarter of 2022, an increase of 5% over the third quarter of 2021.
Core business revenues grew 22% led by revenue from cell therapy customers which increased 27%, with drug discovery revenues growing by 4%.
Reiterating 2022 guidance for core business revenue growth to be approximately 30%.
Expecting SPL Program-related revenue to be approximately $4.0 million for the full year.
Total cash, cash equivalents and short-term investments were $232.9 million as of September 30, 2022.

“We reported another strong quarter, with 22% year-over-year core business revenue growth, highlighted by 27% growth in revenues from cell therapy customers. We continue to make ongoing investments in the company to drive revenue growth and are focused on increasing customer adoption of our ExPERT™ platform in the industry, to enable a broad range of cell types and target a wide array of indications. Our strong business performance continues to validate our technology and our market leading position in cell engineering, therapeutic discovery and development and commercialization,” said Doug Doerfler, President and CEO of MaxCyte.

“Overall, our SPL pipeline continues to be robust and we are confident in the potential of our customers to develop into future SPL partners with therapeutic programs to generate revenue in clinical and commercial settings. With the expansion into our new headquarters and manufacturing facility, we have increased our in-house manufacturing and process development capabilities to further support our partners as they move forward in clinical development towards potential commercialization.”

The following table provides details regarding the sources of our revenue for the periods presented.

Three Months Ended

September 30,

    

2022

    

2021

    

%

  

(in thousands, except percentages)

 

  

 

  

 

Cell therapy

$

7,898

$

6,226

27

%

Drug discovery

 

1,991

 

1,909

4

%

Program-related

 

754

 

2,004

(62)

%

Total revenue

$

10,643

$

10,139

5

%

1


Third Quarter 2022 Financial Results

Total revenue for the third quarter of 2022 was $10.6 million, compared to $10.1 million in the third quarter of 2021, representing an increase of 5%.

Core business revenue (instruments and disposables to cell therapy and drug discovery customers and excluding program-related revenue) was $9.9 million, including 27% revenue growth from cell therapy customers and 4% from drug discovery customers, compared to core business revenue of $8.1 million in the same period last year.

Our SPL Program-related revenue was $0.8 million, compared to $2.0 million in the third quarter of 2021.

Gross profit for the third quarter of 2022 was $9.3 million (87% gross margin), compared to $9.2 million (91% gross margin) in the same period of the prior year.  

Operating expenses for the third quarter of 2022 were $17.0 million, compared to operating expenses of $11.6 million in the third quarter of 2021. The overall increase in operating expenses was primarily driven by increased staff in field sales, field science, and manufacturing, as well as product development expenses to support our customers’ and partners’ growth. The increase also included additional sales and marketing expenses, stock-based compensation and occupancy expenses compared with the same period a year ago.

Third quarter 2022 net loss was $6.4 million compared to net loss of $2.7 million for the same period in 2021. EBITDA, a non-GAAP measure, was a loss of $7.1 million for the third quarter of 2022, compared to a loss of $2.4 million for the third quarter of the prior year. Stock-based compensation expense was $3.2 million for the third quarter versus $2.3 million for the same period in the prior year.

Total cash, cash equivalents and short-term investments were $232.9 million as of September 30, 2022, compared to $255.0 million at December 31, 2021.

2022 Revenue Guidance

We expect core business revenue in 2022 to grow approximately 30% compared to 2021. We continue to expect SPL Program-related revenue to be approximately $4.0 million in 2022.

Webcast and Conference Call Details

MaxCyte will host a conference call today, November 9, 2022, at 4:30 p.m. Eastern Time. Investors interested in listening to the conference call are required to register online. A live and archived webcast of the event will be available on the “Events” section of the MaxCyte website at https://investors.maxcyte.com/.

About MaxCyte

MaxCyte is a leading, cell-engineering focused company providing enabling platform technologies to advance the discovery, development and commercialization of next-generation cell therapeutics and to support innovative, cell-based research. Over the past 20 years, we have developed and commercialized our proprietary Flow Electroporation® technology, which facilitates complex engineering of a wide variety of cells. Our ExPERT™ platform, which is based on our Flow Electroporation technology, has been designed to support the rapidly expanding cell therapy market and can be utilized across the continuum of the high-growth cell therapy sector, from discovery and development through commercialization of next-generation, cell-based medicines. The ExPERT family of products includes: four instruments,

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the ATx®, STx® GTx® and VLx™; a portfolio of proprietary related processing assemblies or disposables; and software protocols, all supported by a robust worldwide intellectual property portfolio.

Non-GAAP Financial Measures

This press release contains EBITDA, which is a non-GAAP measure defined as earnings, before interest, tax, depreciation and amortization.  MaxCyte believes that EBITDA provides useful information to management and investors relating to its results of operations. The company’s management uses this non-GAAP measure to compare the company’s performance to that of prior periods for trend analyses, and for budgeting and planning purposes. The company believes that the use of EBITDA provides an additional tool for investors to use in evaluating ongoing operating results and trends and in comparing the company’s financial measures with other companies, many of which present similar non-GAAP financial measures to investors, and that it allows for greater transparency with respect to key metrics used by management in its financial and operational decision-making.

Management does not consider EBITDA in isolation or as an alternative to financial measures determined in accordance with GAAP. The principal limitation of EBITDA is that it excludes significant expenses that are required by GAAP to be recorded in the company’s financial statements. In order to compensate for these limitations, management presents EBITDA together with GAAP results. Non-GAAP measures should be considered in addition to results prepared in accordance with GAAP, but should not be considered a substitute for, or superior to, GAAP results.  A reconciliation table of net loss, the most comparable GAAP financial measure, to EBITDA is included at the end of this release. MaxCyte urges investors to review the reconciliation and not to rely on any single financial measure to evaluate the company’s business.

Forward-Looking Statements

This press release contains "forward-looking statements" within the meaning of the "safe harbor" provisions of the Private Securities Litigation Reform Act of 1995, including but not limited to, statements regarding our revenue guidance for the year ending December 31, 2022, and expectations regarding adoption of the ExPERT™ platform, expansion of and revenue from our SPL Programs and the progression of our customers’ programs into and through clinical trials. The words "may," “might,” "will," "could," "would," "should," "expect," "plan," "anticipate," "intend," "believe," “expect,” "estimate," “seek,” "predict," “future,” "project," "potential," "continue," "target" and similar words or expressions are intended to identify forward-looking statements, although not all forward-looking statements contain these identifying words. Any forward-looking statements in this press release are based on management's current expectations and beliefs and are subject to a number of risks, uncertainties and important factors that may cause actual events or results to differ materially from those expressed or implied by any forward-looking statements contained in this press release, including, without limitation, risks associated with the impact of COVID-19 on our operations; the timing of our customers’ ongoing and planned clinical trials; the adequacy of our cash resources and availability of financing on commercially reasonable terms; and general market and economic conditions may impact investor confidence in the biopharmaceutical industry affecting the amount of capital such investors provide to our current and potential partners resulting in decreased demand for our products. These and other risks and uncertainties are described in greater detail in the section entitled "Risk Factors" in our Annual Report on Form 10-K for the year ended December 31, 2021, filed with the Securities and Exchange Commission on March 22, 2022, as well as in discussions of potential risks, uncertainties, and other important factors in the other filings that we make with the Securities and Exchange Commission from time to time. These documents are available under the “SEC filings” page of the Investors section of our website at http://investors.maxcyte.com. Any forward-looking statements represent our views only as of the date of this press release and should not be relied upon as representing our views as of any subsequent date. We explicitly disclaim any obligation to update any forward-looking statements, whether as a result of new information, future events or otherwise. No representations or warranties (expressed or implied) are made about the accuracy of any such forward-looking statements.

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MaxCyte Contacts:

US IR Adviser

Gilmartin Group

David Deuchler, CFA

+1 415-937-5400

jr@maxcyte.com

US Media Relations

Seismic Collaborative, A Spectrum Science Company

Valerie Enes

+1 408-497-8568

valerie@teamseismic.com

Nominated Adviser and Joint Corporate Broker

Panmure Gordon

Emma Earl / Freddy Crossley

Corporate Broking

Rupert Dearden

+44 (0)20 7886 2500

UK IR Adviser

Consilium Strategic Communications

Mary-Jane Elliott / Chris Welsh

+44 (0)203 709 5700

maxcyte@consilium-comms.com

4


MaxCyte, Inc.

Unaudited Consolidated Balance Sheets

September 30,

December 31, 

    

2022

    

2021

 

Assets

 

Current assets:

 

  

 

  

Cash and cash equivalents

$

43,020,300

$

47,782,400

Short-term investments, at amortized cost

 

189,865,300

 

207,261,400

Accounts receivable

 

7,433,800

 

6,877,000

Accounts receivable – TIA*

775,000

Inventory

 

7,911,600

 

5,204,600

Prepaid expenses and other current assets

 

3,275,600

 

3,307,400

Total current assets

 

252,281,600

 

270,432,800

Property and equipment, net

22,988,200

 

7,681,200

Right of use asset - operating leases

 

9,952,300

 

5,689,300

Other assets

 

1,189,800

 

316,700

Total assets

$

286,411,900

$

284,120,000

Liabilities and stockholders’ equity

 

 

Current liabilities:

 

 

Accounts payable

$

2,086,900

$

1,820,300

Accrued expenses and other

 

8,232,400

 

6,523,500

Operating lease liability, current

 

152,200

 

527,200

Deferred revenue, current portion

 

6,291,800

 

6,746,800

Total current liabilities

 

16,763,300

 

15,617,800

Operating lease liability, net of current portion

 

14,871,800

 

5,154,900

Deferred revenue, net of current portion

 

344,600

 

450,200

Total liabilities

 

31,979,700

 

21,222,900

 

  

 

  

Stockholders’ equity

 

  

 

  

Preferred stock, $0.01 par value; 5,000,000 shares authorized and no shares issued and outstanding at September 30, 2022 and December 31, 2021

Common stock, $0.01 par value; 400,000,000 shares authorized, 101,904,313 and 101,202,705 shares issued and outstanding at September 30, 2022 and December 31, 2021, respectively

1,019,000

1,012,000

Additional paid-in capital

 

386,478,900

 

376,189,600

Accumulated deficit

 

(133,065,700)

 

(114,304,500)

Total stockholders’ equity

 

254,432,200

 

262,897,100

Total liabilities and stockholders’ equity

$

286,411,900

$

284,120,000

* Tenant improvement allowance (“TIA”)

5


MaxCyte, Inc.

Unaudited Consolidated Statements of Operations

    

Three Months Ended September 30, 

Nine Months Ended September 30, 

2022

    

2021

    

2022

    

2021

Revenue

$

10,642,800

$

10,139,100

$

31,837,900

$

23,742,100

Cost of goods sold

 

1,368,900

 

943,800

 

3,551,900

 

2,421,500

Gross profit

 

9,273,900

 

9,195,300

 

28,286,000

 

21,320,600

Operating expenses:

 

  

 

  

 

  

 

  

Research and development

 

5,325,100

 

2,746,900

 

13,786,400

 

12,027,200

Sales and marketing

 

4,506,700

 

3,211,500

 

13,276,000

 

8,913,500

General and administrative

 

6,444,400

 

5,346,700

 

20,179,600

 

12,645,800

Depreciation and amortization

709,800

333,100

1,654,300

967,500

Total operating expenses

 

16,986,000

 

11,638,200

 

48,896,300

 

34,554,000

Operating loss

 

(7,712,100)

 

(2,442,900)

 

(20,610,300)

 

(13,233,400)

Other income (expense):

 

  

 

  

 

  

 

  

Interest and other expense

 

(116,000)

(289,000)

(116,000)

(1,044,400)

Interest income

 

1,394,400

51,500

1,964,900

70,000

Total other income (expense)

 

1,278,400

 

(237,500)

 

1,848,900

 

(974,400)

Net loss

$

(6,433,700)

$

(2,680,400)

$

(18,761,400)

$

(14,207,800)

Basic and diluted net loss per share

$

(0.06)

$

(0.03)

$

(0.18)

$

(0.16)

Weighted average shares outstanding, basic and diluted

 

101,806,173

 

95,662,968

101,555,065

 

87,178,217

6


MaxCyte, Inc.

Unaudited Consolidated Statements of Cash Flows

Nine Months Ended September 30,

    

2022

    

2021

Cash flows from operating activities:

 

  

 

  

Net loss

$

(18,761,400)

$

(14,207,800)

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

 

 

Depreciation and amortization

 

1,778,300

 

1,007,400

Net book value of consigned equipment sold

 

61,900

 

39,200

Loss on disposal of fixed assets

 

128,600

 

18,500

Fair value adjustment of liability classified warrant

 

 

645,400

Stock-based compensation

 

8,633,800

 

5,510,400

Amortization of discounts on short-term investments

 

(1,158,400)

 

(39,500)

Non-cash interest expense

 

 

5,400

Changes in operating assets and liabilities:

 

 

Accounts receivable

 

(556,800)

 

(786,200)

Accounts receivable - TIA

(775,000)

Inventory

 

(2,880,700)

 

(300,200)

Prepaid expense and other current assets

 

31,800

 

(2,538,900)

Right of use asset – operating leases

 

(4,263,000)

 

858,000

Right of use asset – finance lease

 

 

63,500

Other assets

 

(873,100)

 

(284,200)

Accounts payable, accrued expenses and other

 

1,156,100

 

(431,350)

Operating lease liability

 

9,341,900

 

(734,700)

Deferred revenue

 

(455,000)

 

1,482,800

Other liabilities

 

(105,600)

 

(27,100)

Net cash used in operating activities

 

(8,696,600)

 

(9,719,350)

Cash flows from investing activities:

 

  

 

  

Purchases of short-term investments

 

(213,541,400)

(202,867,700)

Maturities of short-term investments

 

232,096,000

22,000,000

Purchases of property and equipment

 

(16,282,600)

(2,712,050)

Proceeds from sale of equipment

4,600

Net cash provided by (used in) investing activities

 

2,272,000

 

(183,575,150)

Cash flows from financing activities:

 

  

 

  

Net proceeds from issuance of common stock

 

236,077,300

Principal payments on notes payable

 

(4,922,400)

Proceeds from exercise of stock options

 

1,662,500

2,424,000

Principal payments on finance leases

 

(66,100)

Net cash provided by financing activities

 

1,662,500

 

233,512,800

Net increase in cash and cash equivalents

 

(4,762,100)

 

40,218,300

Cash and cash equivalents, beginning of period

 

47,782,400

 

18,755,200

Cash and cash equivalents, end of period

$

43,020,300

$

58,973,500

7


Unaudited Reconciliation of Net Loss to EBITDA

Three Months Ended

Nine Months Ended

September 30,

September 30,

    

2022

    

2021

    

2022

    

2021

(in thousands)

  

 

  

 

  

 

  

Net loss

$

(6,434)

$

(2,680)

$

(18,761)

$

(14,208)

Depreciation and amortization expense

743

366

1,778

1,007

Interest (income) expense, net

 

(1,394)

 

(52)

 

(1,965)

 

329

Income taxes

 

 

 

 

EBITDA

$

(7,085)

$

(2,366)

$

(18,948)

$

(12,871)

8