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): April 29, 2019
ALIMERA SCIENCES, INC.
(Exact name of registrant as specified in its charter)

Delaware
 
001-34703
 
20-0028718
(State or other Jurisdiction of Incorporation)
 
(Commission File Number)
 
(IRS Employer Identification No.)
 
 
 
6120 Windward Parkway
Suite 290
Alpharetta, Georgia
 
30005
(Address of Principal Executive Offices)
 
(Zip Code)
Registrant’s telephone number, including area code: (678) 990-5740

Not Applicable
(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:
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))
 
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  o
 
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.  o



Item 2.02. Results of Operations and Financial Condition.
On April 29, 2019, Alimera Sciences, Inc. (“Alimera”) issued a press release regarding its results of operations and financial condition for the first quarter ended March 31, 2019. Alimera will be hosting a conference call, as well as a live webcast on the Investor Relations section of its corporate website at www.alimerasciences.com, on April 30, 2019 at 9:00 A.M. ET to discuss its first quarter ended March 31, 2019 financial results and to provide regulatory and commercial updates. The full text of the press release, which includes information regarding Alimera’s use of a non-GAAP financial measure, is furnished as Exhibit 99.1 to this Current Report on Form 8-K.
Various statements to be made during the conference call and webcast are “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, regarding, among other things Alimera’s belief that ILUVIEN continues to gain traction in both the U.S. and international markets, and that the first quarter of 2019 represents an inflection point for Alimera.
These forward-looking statements are based on current expectations and involve inherent risks and uncertainties, including factors that could delay, divert or change any of them, and could cause actual results to differ materially from those projected in its forward-looking statements. Meaningful factors that could cause actual results to differ include, but are not limited to, (a) a slowdown or reduction in Alimera’s sales in 2019 due to a reduction in end user demand, unanticipated competition, regulatory issues, including delays in obtaining reimbursement approval in various countries in the EU for the treatment of non-infectious posterior uveitis, or other unexpected circumstances, and (b) other factors discussed in the “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” sections of Alimera’s Annual Report on Form 10-K for the year ended December 31, 2018 which is on file with the SEC and are available at its website. Additional factors may also be set forth in those sections of Alimera’s quarterly Report on Form 10-Q for the three months ended March 31, 2019, to be filed with the SEC in the near future.
In addition to the risks described above and in Alimera’s reports and other filings with the SEC, other unknown or unpredictable factors also could affect Alimera’s results. There can be no assurance that the actual results or developments anticipated by Alimera will be realized or, even if substantially realized, that they will have the expected consequences to, or effects on, Alimera. Therefore, no assurance can be given that the outcomes stated in such forward-looking statements and estimates will be achieved. All forward-looking statements contained in the conference call and webcast and the press release are expressly qualified by the cautionary statements contained or referred to herein. These forward-looking statements speak only as of the date of the conference call and webcast and the press release (unless another date is indicated). Alimera undertakes no obligation, and specifically declines any obligation, to publicly update or revise any such forward-looking statements, whether as a result of new information, future events or otherwise.
The information in Item 2.02 of this Current Report on Form 8-K, the press release furnished as Exhibit 99.1 hereto 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, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended (the “Securities Act”), or the Exchange Act, except as expressly set forth by specific reference in such a filing.
Item 7.01. Regulation FD.
The conference call and webcast, and the press release, include or will include a non-GAAP financial measure, Adjusted EBITDA. A reconciliation of this non-GAAP financial measure to the comparable measure calculated and presented in accordance with GAAP is included in Alimera’s press release issued April 29, 2019 and attached hereto as Exhibit 99.1
The information in this Current Report on Form 8-K under Item 7.01 is being “furnished” and not “filed” with the SEC for purposes of Section 18 of the Exchange Act, or otherwise subject to the liabilities under such section. Furthermore, such information shall not be deemed incorporated by reference in any filing under the Securities Act, or the Exchange Act, unless specifically identified as being incorporated therein by reference.



Item 9.01. Financial Statements and Exhibits.
(d)    Exhibits

Exhibit
No.
 
Description
99.1
 



SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 
ALIMERA SCIENCES, INC.
 
 
 
Dated: April 30, 2019
By:
/s/ J. Philip Jones
 
Name:
J. Philip Jones
 
Title:
Chief Financial Officer


Exhibit 99.1
PRIMAGE1A14.JPG


FOR IMMEDIATE RELEASE



Alimera Sciences Announces First Quarter 2019 Financial Results and Provides Corporate Overview

First Quarter and Recent Company Highlights:
Global revenue up 34% versus Q1 2018
Regulatory approval obtained for ILUVIEN ® in 17 EU countries for the treatment of Non-Infectious Posterior Uveitis
Samer Kaba, M.D. appointed to new position of Chief Medical Officer
National pricing and reimbursement obtained for ILUVIEN in France, triggering launch

ATLANTA (April 29, 2019) – Alimera Sciences, Inc. (NASDAQ: ALIM) (Alimera), a leader in the commercialization and development of prescription ophthalmic pharmaceuticals, announces financial results for the three months ended March 31, 2019. The company will conduct a conference call on Tuesday, April 30, 2019 at 9:00 AM ET to review these financial results and provide an update on corporate developments.

“We are pleased to have delivered strong financial performance in the first quarter of this year, as ILUVIEN continues to gain traction in both the U.S. and international markets,” said Rick Eiswirth, President and CEO of Alimera. “In addition to delivering 34% revenue growth in the quarter compared to Q1 of 2018, we received regulatory approval for a new indication in non-infectious posterior uveitis in major countries in the EU through the mutual recognition process, and our partner in France received pricing and reimbursement approval of ILUVIEN for the treatment of DME. We believe this quarter represents an inflection point for the Company, with the expansion of ILUVIEN’s label, Dr. Kaba joining us as our first Chief Medical Officer, and our growing presence into the large European intravitreal steroid markets of Spain and France.”
First Quarter 2019 Financial Results

Net Revenue
Consolidated net revenue grew 34% to $12.9 million, compared to $9.6 million during the first quarter of 2018. U.S. net revenue was approximately $6.8 million during the first quarters of both 2019 and 2018. However, end user demand, which represents units purchased by physicians and pharmacies from the Company’s distributors, increased 10% in the first quarter of 2019 to 939 units, compared to 851 units in the first quarter of 2018.

The discrepancy between GAAP revenue and end user demand is due to the timing of distributor purchases in Q1 2019. During the first quarter of 2019, Alimera's distributors purchased



approximately 14% fewer units than they sold to end users, decreasing their stock on hand during the quarter.

International net revenue increased 118% to approximately $6.1 million during the first quarter of 2019, compared to approximately $2.8 million for the same period during 2018. The growth of revenue in the international segment was the result of increased sales volume in the markets where Alimera sells direct, continued expansion into new markets through our distributors and a shortage of Allergan's Ozurdex®, a competing product, in certain European countries where ILUVIEN is marketed.

Operating Expenses
Total operating expenses during the quarter ended March 31, 2019 were approximately $12.7 million compared to approximately $13.3 million for the same period in 2018. General and administrative expenses decreased by 13% to approximately $3.4 million, compared to approximately $3.9 million for the first quarter of 2018. The decrease was primarily attributable to decreases in personnel costs.

Net Loss and Non-GAAP Adjusted EBITDA
During the first quarter of 2019, the company reported a net loss of approximately $2.8 million, compared to a net loss of approximately $7.7 million for the same period in 2018. “Adjusted EBITDA,” a non-GAAP financial measure defined below, was $27,000 for the first quarter of 2019, compared to an Adjusted EBITDA loss of $2.9 million during the quarter ended March 31, 2018. GAAP basic and diluted net loss per share for the three months ended March 31, 2019 was $0.04 on approximately 70.7 million weighted average shares outstanding. This compares to basic and diluted net loss per share of $0.11 on approximately 69.9 million weighted average shares outstanding during the same period of 2018.

Cash and Cash Equivalents
As of March 31, 2019, Alimera Sciences had cash and cash equivalents of approximately $13.1 million, compared to the $13.0 million in cash and cash equivalents reported on December 31, 2018.

Prior Period Reclassification
An immaterial reclassification of prior period amounts related to revenue and cost of goods sold, excluding depreciation and amortization has been made to conform to the current period presentation. These reclassifications did not have any impact on gross profit, net loss from operations or net loss.

Definition of Non-GAAP Financial Measure
For purposes of this press release, “Adjusted EBITDA” is earnings before interest, taxes, depreciation, amortization, stock-based compensation expenses, net unrealized gains and losses from foreign currency exchange transactions and losses on extinguishment of debt. Please refer to the sections of this press release entitled “Non-GAAP Financial Measure” and “Reconciliation of GAAP Net Loss to Non-GAAP Adjusted EBITDA.”

Conference Call to Be Held April 30, 2019
A conference call will be hosted by Rick Eiswirth, President and Chief Executive Officer, and Phil Jones, Chief Financial Officer, to discuss the Company’s financial results. The call will be held at 9:00 AM ET on April 30, 2019. Please refer to the information below for conference call dial-in information and webcast registration.




Conference date: Tuesday April 30, 2019, 9:00 AM ET
Conference dial-in: 866-777-2509
International dial-in: 412-317-5413
Conference Call Name: Alimera Sciences (Nasdaq: ALIM) First Quarter 2019 Results Call
Conference Call Preregistration:  http://dpregister.com/10131060 - registered participants will receive their dial-in number upon registration and will dial directly into the call without delay.
Live Webcast URL: https://services.choruscall.com/links/alimera190430.html

Following the live call, a replay will be available on Alimera’s
website,  www.alimerasciences.com , under “Investor Relations.”
Conference Call replay: US Toll Free: 1-877-344-7529
International Toll: 1-412-317-0088
Canada Toll Free: 855-669-9658
Replay Access Code: 10131060
End Date: May 14, 2019
About Alimera Sciences, Inc.
www.alimerasciences.com
Alimera, founded in June 2003, is a pharmaceutical company that specializes in the commercialization and development of prescription ophthalmic pharmaceuticals. Alimera is presently focused on diseases affecting the back of the eye, or retina, because these diseases are not well treated with current therapies and affect millions of people in our aging populations. For more information, please visit www.alimerasciences.com .
Non-GAAP Financial Measure
This press release contains a discussion of a non-GAAP financial measure, as defined in Regulation G promulgated under the Securities Exchange Act of 1934, as amended. Alimera reports its financial results in compliance with GAAP but believes that the non-GAAP measure of Adjusted EBITDA provides useful information to investors regarding Alimera’s operating performance. Alimera uses Adjusted EBITDA in the management of its business. Accordingly, Adjusted EBITDA for the three months ended March 31, 2019 and 2018 has been presented in certain instances excluding items identified in the reconciliations provided in the table entitled “Reconciliation of GAAP Net Loss to non-GAAP Adjusted EBITDA.” GAAP net loss is the most directly comparable GAAP financial measure to Adjusted EBITDA. Adjusted EBITDA, as presented, may not be comparable to similarly titled measures reported by other companies because not all companies may calculate Adjusted EBITDA in an identical manner. Therefore, Adjusted EBITDA is not necessarily an accurate measure of comparison between companies.
The presentation of Adjusted EBITDA is not intended to be considered in isolation or as a substitute for guidance prepared in accordance with GAAP. The principal limitation of this non-GAAP financial measure is that it excludes significant elements required by GAAP to be recorded in Alimera’s financial statements. In addition, Adjusted EBITDA is subject to inherent limitations as it reflects the exercise of judgments by management in determining this non-GAAP financial measure.



Forward Looking Statements
This press release contains “forward-looking statements,” within the meaning of the Private Securities Litigation Reform Act of 1995, regarding, among other things, Alimera’s belief that ILUVIEN continues to gain traction in both the U.S. and international markets, and that this quarter represents an inflection point for Alimera. Such forward-looking statements are based on current expectations and involve inherent risks and uncertainties, including factors that could delay, divert or change either of them, and could cause actual results to differ materially from those projected in the forward-looking statements. Meaningful factors that could cause actual results to differ include, but are not limited to, (a) a slowdown or reduction in Alimera’s sales in 2019 due to a reduction in end user demand, unanticipated competition, regulatory issues, including delays in obtaining reimbursement approval in various countries in the EU for the treatment of non-infectious posterior uveitis, or other unexpected circumstances, and (b) other factors discussed in the “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” sections of Alimera’s Annual Report on Form 10-K for the year ended December 31, 2018, which is on file with the Securities and Exchange Commission and available on its website at http://www.sec.gov.
The forward-looking statements in this press release speak only as of the date of this press release (unless another date is indicated).  Alimera undertakes no obligation, and specifically declines any obligation, to publicly update or revise any such forward-looking statements, whether as a result of new information, future events or otherwise.
For investor inquiries: For media inquiries:
Scott Gordon Cassy Dump
for Alimera Sciences for Alimera Sciences  
scottg@coreir.com                                                                           c assy@pascalecommunications.com
 

# # #
 
 
 





ALIMERA SCIENCES, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(in thousands)
 
March 31, 2019
 
December 31, 2018
CURRENT ASSETS
 
 
 
Cash and cash equivalents
$
13,094

 
$
13,043

Restricted cash
33

 
32

Accounts receivable, net
15,417

 
17,259

Prepaid expenses and other current assets
2,469

 
2,109

Inventory, net
1,860

 
2,405

Total current assets
32,873

 
34,848

NON-CURRENT ASSETS:
 
 
 
Property and equipment, net
1,259

 
1,355

Right of use assets, net
775

 

Intangible asset, net
16,245

 
16,723

Deferred tax asset, net
1,158

 
1,182

TOTAL ASSETS
$
52,310

 
$
54,108

 
 
 
 
LIABILITIES AND STOCKHOLDERS EQUITY
 
 
 
CURRENT LIABILITIES
 
 
 
Accounts payable
$
6,602

 
$
6,355

Accrued expenses
3,118

 
3,643

Finance lease obligations
253

 
236

Total current liabilities
9,973

 
10,234

NON-CURRENT LIABILITIES
 
 
 
Notes payable, net of discount - less current portion
38,080

 
37,873

Finance lease obligations - less current portion
241

 
305

Other long-term liabilities
3,370

 
2,974

 
 
 
 
STOCKHOLDERS' EQUITY
 
 
 
Preferred stock - Series A
19,227

 
19,227

Preferred stock - Series C
11,117

 
11,117

Common stock
710

 
701

Additional paid-in capital
346,869

 
346,108

Common stock warrants
3,707

 
3,707

Accumulated deficit
(379,890
)
 
(377,127
)
Accumulated other comprehensive loss
(1,094
)
 
(1,011
)
TOTAL STOCKHOLDERS' EQUITY
646

 
2,722

 
 
 
 
TOTAL LIABILITIES AND STOCKHOLDERS EQUITY
$
52,310

 
$
54,108






ALIMERA SCIENCES, INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(in thousands, except share and per share data)
 
Three Months Ended
 
March 31,
 
2019
 
2018
 
(Unaudited)
 
 
 
 
NET REVENUE
$
12,890

 
$
9,630

COST OF GOODS SOLD, EXCLUDING DEPRECIATION AND AMORTIZATION
(1,600
)
 
(1,104
)
GROSS PROFIT
11,290

 
8,526

 
 
 
 
RESEARCH, DEVELOPMENT AND MEDICAL AFFAIRS EXPENSES
2,727

 
2,822

GENERAL AND ADMINISTRATIVE EXPENSES
3,393

 
3,855

SALES AND MARKETING EXPENSES
5,913

 
5,969

DEPRECIATION AND AMORTIZATION
652

 
649

OPERATING EXPENSES
12,685

 
13,295

NET LOSS FROM OPERATIONS
(1,395
)
 
(4,769
)
 
 
 
 
INTEREST EXPENSE, NET AND OTHER
(1,228
)
 
(1,151
)
UNREALIZED FOREIGN CURRENCY (LOSS) GAIN, NET
(69
)
 
2

LOSS ON EARLY EXTINGUISHMENT OF DEBT

 
(1,766
)
NET LOSS BEFORE TAXES
(2,692
)
 
(7,684
)
 
 
 
 
PROVISION FOR TAXES
(71
)
 

NET LOSS
$
(2,763
)
 
$
(7,684
)
 
 
 
 
NET LOSS PER SHARE — Basic and diluted
$
(0.04
)
 
$
(0.11
)
 
 
 
 
WEIGHTED AVERAGE SHARES OUTSTANDING — Basic and diluted
70,740,851

 
69,883,012





RECONCILIATION OF GAAP NET LOSS TO NON-GAAP ADJUSTED EBITDA
(in thousands)
 
Three Months Ended
 
March 31,
 
2019
 
2018
 
(Unaudited)
 
 
 
 
GAAP NET LOSS
$
(2,763
)
 
$
(7,684
)
Adjustments to net loss:
 
 
 
Interest expense and other
1,228

 
1,151

Provision for taxes
71

 

Depreciation and amortization
652

 
649

Stock-based compensation expenses
770

 
1,207

Unrealized foreign currency exchange loss (gain)
69

 
(2
)
Loss on early extinguishment of debt

 
1,766

NON-GAAP ADJUSTED EBITDA
$
27

 
$
(2,913
)





ALIMERA SCIENCES, INC.
CONSOLIDATING STATEMENTS OF OPERATIONS
(in thousands)
 
Three Months Ended
 
Three Months Ended
 
March 31, 2019
 
March 31, 2018
 
U.S.
 
International
 
Other
 
Consolidated
 
U.S.
 
International
 
Other
 
Consolidated
 
(Unaudited)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
NET REVENUE
$
6,766

 
$
6,124

 

 
$
12,890

 
$
6,805

 
$
2,825

 

 
$
9,630

COST OF GOODS SOLD, EXCLUDING DEPRECIATION AND AMORTIZATION
(685
)
 
(915
)
 

 
(1,600
)
 
(713
)
 
(391
)
 

 
(1,104
)
GROSS PROFIT
6,081

 
5,209

 

 
11,290

 
6,092

 
2,434

 

 
8,526

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
RESEARCH, DEVELOPMENT AND MEDICAL AFFAIRS EXPENSES
1,427

 
1,170

 
130

 
2,727

 
1,640

 
950

 
232

 
2,822

GENERAL AND ADMINISTRATIVE EXPENSES
1,933

 
988

 
472

 
3,393

 
2,293

 
907

 
655

 
3,855

SALES AND MARKETING EXPENSES
4,041

 
1,705

 
167

 
5,913

 
4,371

 
1,278

 
320

 
5,969

DEPRECIATION AND AMORTIZATION

 

 
652

 
652

 

 

 
649

 
649

OPERATING EXPENSES
7,401

 
3,863

 
1,421

 
12,685

 
8,304

 
3,135

 
1,856

 
13,295

SEGMENT (LOSS) INCOME FROM OPERATIONS
(1,320
)
 
1,346

 
(1,421
)
 
(1,395
)
 
(2,212
)
 
(701
)
 
(1,856
)
 
(4,769
)
OTHER INCOME AND EXPENSES, NET

 

 
(1,297
)
 
(1,297
)
 

 

 
(2,915
)
 
(2,915
)
NET LOSS BEFORE TAXES
 
 
 
 
 
 
$
(2,692
)
 
 
 
 
 
 
 
$
(7,684
)