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): July 1, 2020
Conformis, Inc.
(Exact Name of Company as Specified in Charter)
 
Delaware
 
001-37474
 
56-2463152
(State or Other Jurisdiction
of Incorporation)
 
(Commission
File Number)
 
(IRS Employer
Identification No.)

600 Technology Park Drive
Billerica, MA 01821
(Address of Principal Executive Offices) (Zip Code)

Company’s telephone number, including area code: (781) 345-9001

(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 (see General Instruction A.2. below):

¨

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, $0.00001 par value per share
CFMS
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
þ
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.
þ






 


Item 1.01
Entry into a Material Definitive Agreement.


The information set forth in Item 2.03 of this Current Report on Form 8-K is incorporated herein by reference in this Item 1.01.

Item 2.02
Results of Operations and Financial Condition.


On July 6, 2020, Conformis, Inc. issued a press release announcing its selected preliminary unaudited financial results for the quarter ended June 30, 2020. A copy of such press release is attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference in its entirety.

The information furnished under this Item 2.02, including the press release attached 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 or the Exchange Act, except as otherwise expressly stated in such filing. 

Item 2.03
Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.


On July 1, 2020, Conformis, Inc. (the “Company”) entered into a Third Amendment (the “Amendment”) to its Loan and Security Agreement, dated as of June 25, 2019 (as previously amended, the “Loan Agreement”) with Innovatus Life Sciences Lending Fund I, LP, as collateral agent (“Innovatus”).

The Amendment, among other things, waives the trailing six-month revenue covenant milestones that apply to the quarters ending June 30, September 30 and December 31, 2020 under the Loan Agreement, reduces such milestones that apply thereafter and delays until June 25, 2021 the Company’s option to prepay all, but not less than all, of the term loans advanced under the Loan Agreement. The Amendment also increases the Company’s restricted cash covenant to $5 million commencing July 1, 2020, provided that such restricted cash covenant shall be increased to $10 million, commencing on January 1, 2021, if the Company has not satisfied certain capital raise conditions as specified in the Amendment.

Except as modified by the Amendment, all terms and conditions of the Loan Agreement remain in full force and effect. A copy of the Amendment is attached hereto as Exhibit 10.1 and is incorporated herein by reference.





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


*Furnished herewith


Cautionary Statement Regarding Forward-Looking Statements
Statements in this Current Report on Form 8-K about our future expectations, plans and prospects, including statements about the anticipated impact of the novel coronavirus (COVID-19) pandemic and the actions we are taking and planning in response, the anticipated timing of our product launches, the extent to which restrictions on elective surgeries will continue to be relaxed and demand for procedures will increase, our ability to satisfy quarterly financial covenants, and our financial position and results, total revenue, product revenue, gross margin, operations and growth, as well as other statements containing the words “anticipate,” “believe,” “continue,” “could,” “estimate,” “expect,” “intend,” “may,” “might,” “plan,” “potential,” “predict,” “project,” “should,” “target,” “will,” or “would” and similar expressions, constitute forward-looking statements within the meaning of the safe harbor provisions of The Private Securities Litigation Reform Act of 1995. We may not actually achieve the forecasts disclosed in our forward-looking statements, and you should not place undue reliance on our forward-looking statements. Actual financial results could differ materially from the projections disclosed in the forward-looking statements we make as a result of a variety of risks and uncertainties, including risks related to COVID-19 and the response to the pandemic; whether our cash resources will be sufficient to fund our continuing operations for the periods anticipated; risks related to our estimates and expectations regarding our revenue, gross margin, expenses, revenue growth and other results of operations, and the other risks and uncertainties described in the “Risk Factors” sections of our public filings with the Securities and Exchange Commission. In addition, the forward-looking statements included in this Form 8-K represent our views as of the date hereof. We anticipate that subsequent events and developments may cause our views to change. However, while we may elect to update these forward-looking statements at some point in the future, we specifically disclaim any obligation to do so. These forward-looking statements should not be relied upon as representing our views as of any date subsequent to the date hereof.
 






 




SIGNATURES
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.

 
 
 
 
 
 
 
 
 
 
 
CONFORMIS, INC.
 
 
 
 
Date: July 6, 2020
 
 
 
By:
 
/s/ Robert S. Howe
 
 
 
 
 
 
Robert S. Howe
 
 
 
 
 
 
Chief Financial Officer





THIRD AMENDMENT TO LOAN AND SECURITY AGREEMENT
THIS THIRD AMENDMENT to Loan and Security Agreement (this “Amendment”) is entered into as of July 1, 2020, effective as of June 30, 2020, by and among INNOVATUS LIFE SCIENCES LENDING FUND I, LP, a Delaware limited partnership, as collateral agent (in such capacity, together with its successors and assigns in such capacity, “Collateral Agent”), and CONFORMIS, INC., a Delaware corporation, IMATX, Inc., a California corporation and Conformis Cares LLC, a Delaware limited liability company (individually and collectively, jointly and severally, “Borrower”).
WHEREAS, Collateral Agent, Borrower and Lenders have entered into that certain Loan and Security Agreement, dated as of June 25, 2019 (as amended, supplemented or otherwise modified from time to time, the “Loan Agreement”) pursuant to which Lenders have provided to Borrower certain loans in accordance with the terms and conditions thereof; and
WHEREAS, Borrower, Required Lenders and Collateral Agent desire to amend certain provisions of the Loan Agreement and provide a certain waiver as set forth herein.
NOW, THEREFORE, in consideration of the promises, covenants and agreements contained herein, and other good and valuable consideration, the receipt and adequacy of which are hereby acknowledged, Borrower, Required Lenders and Collateral Agent hereby agree as follows:
1.
Capitalized terms used herein but not otherwise defined shall have the respective meanings given to them in the Loan Agreement.

2.
Section 2.2(d) of the Loan Agreement is hereby amended and restated as follows:

(d)    Permitted Prepayment of Term Loan. After the date that is the second anniversary of the Effective Date, Borrower shall have the option to prepay all, but not less than all, of the Term Loan advanced by the Lenders under this Agreement, provided Borrower (i) provides written notice to Collateral Agent of its election to prepay the Term Loan at least seven (7) Business Days prior to such prepayment, and (ii) pays to the Lenders on the date of such prepayment, payable to each Lender in accordance with its respective Pro Rata Share, an amount equal to the sum of (A) all outstanding principal of the Term Loan plus accrued and unpaid interest thereon through the prepayment date, (B) the Final Fee, (C) the Prepayment Fee, plus (D) all other Obligations that are due and payable, including, without limitation, Lenders’ Expenses and interest at the Default Rate with respect to any past due amounts.

3.
Section 6.12 of the Loan Agreement is hereby amended and restated as follows:

6.12    Financial Covenant. Borrower shall achieve the following minimum T6M Product Revenue at the end of each of the following quarters:

 
 
ACTIVE 46782026v2


Quarter Ending
Minimum T6M Product Revenue in millions
December 31, 2019
$32.5
March 31, 2020
$36.0
June 30, 2020
Waived
September 30, 2020
Waived
December 31, 2020
Waived
March 31, 2021
$36.0
June 30, 2021
$36.0
September 30, 2021
$37.0
December 31, 2021
$39.5
March 31, 2022
$39.5
June 30, 2022
$39.5
September 30, 2022
$41.0
December 31, 2022
$43.0
March 31, 2023
$43.5
June 30, 2023
$43.5
September 30, 2023
$43.5
December 31, 2023
$45.5
March 31, 2024
$46.0

Notwithstanding anything herein to the contrary, Borrower shall not be obligated to comply with the provisions of this Section 6.12 for the quarter immediately following any quarter at the end of which (i) the T6M Product Revenue of Borrower, as determined by Collateral Agent was at least $45.0 million and (ii) Borrower has been cash flow positive for two successive quarters.

4.
Section 6.13 of the Loan Agreement is herby amended and restated as follows:

6.13    Liquidity Covenant. Borrower shall at all times maintain in a Collateral Account at Bank or subject to a Control Agreement in favor of Collateral Agent a cash balance of not less than an amount equal to the lesser of (i) the Minimum Cash Amount or (ii) the Minimum Cash Elected Amount. Notwithstanding the foregoing, commencing on July 1, 2020, Borrower shall at all times, until December 31, 2020, maintain in a Collateral Account at Bank or subject to a Control Agreement in favor of Collateral Agent a cash balance of not less than Five Million Dollars ($5,000,000.00). Furthermore, commencing on January 1, 2021, if the Capital Raise Event has not occurred by such time, Borrower shall at all times, until

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ACTIVE 46782026v2


the Capital Raise Event has occurred (such period from January 1, 2021 until the Capital Raise Event has occurred, the “Capital Raise Extension Period”), maintain in a Collateral Account at Bank or subject to a Control Agreement in favor of Collateral Agent a cash balance of not less than Ten Million Dollars ($10,000,000.00).

5.
The following Section 6.15 is hereby added to the Loan Agreement:

6.15 Capital Raise Event. During the period commencing on July 1, 2020 and ending on December 31, 2020 (which will automatically extend to June 30, 2021 if the Capital Raise Event has not occurred by such date and Borrower is in compliance with Section 6.12 as of January 1, 2021), Borrower shall receive aggregate gross cash proceeds of not less than Twenty Million Dollars ($20,000,000.00) from (i) the sale and issuance of Conformis, Inc.’s equity securities (including, without limitation, by means of at-the-market (ATM) offering, private placements, follow on public offerings), (ii) net payments received from any of Borrower’s patent infringement disputes with Zimmer Biomet Holdings Inc., Zimmer Inc., Zimmer U.S. Inc., and Biomet Manufacturing LLC, on or after July 1, 2020 and on or before December 31 2020, (iii) net payments received from any of Borrower’s other patent infringement disputes with any other Person not specified in clause (ii), (iv) monetization of R&D tax credits or NOLs as part of any current or future 2020 government stimulus packages, or (v) governmental grants that are not (in whole or in part) in the form of Indebtedness, or any combination of two or more of the foregoing (the “Capital Raise Event”). Notwithstanding anything herein to the contrary, solely during the Capital Raise Extension Period, (i) commencing on January 1, 2021 and ending on (and including) March 31, 2021, Borrower shall not have any Indebtedness outstanding under the Revolving Line in excess of Two Million and Five Hundred Thousand Dollars ($2,500,000.00) and (ii) commencing on April 1, 2021 and ending on (and including) June 30, 2021, Borrower shall not have any Indebtedness outstanding under the Revolving Line in excess of Five Million Dollars ($5,000,000.00).

6.
Section 8.2(a) of the Loan Agreement is hereby amended and restated as follows:

(a)    Borrower or any of its Subsidiaries fails or neglects to perform any obligation in Sections 6.2 (Financial Statements, Reports, Certificates), 6.4 (Taxes), 6.5 (Insurance), 6.6 (Operating Accounts), 6.7 (Protection of Intellectual Property Rights), 6.9 (Landlord Waivers; Bailee Waivers), 6.10 (Creation/Acquisition of Subsidiaries), 6.12 (Financial Covenant), 6.13 (Liquidity Covenant), 6.14 (Revolving Line Liquidity Covenant) or 6.15 (Capital Raise Event); provided, however, in the event that the Borrower fails to comply with the requirements of the financial covenant set forth in Section 6.12, Borrower may cure such breach by means of submitting a new financial plan under which Borrower is expected to break even on a cash flow basis prior to Maturity Date (which financial plan must be acceptable to Collateral Agent) and raising such amount of capital from the sale and issuance of its equity securities as required per the new financial plan, during a reasonable period of time to be agreed up on by Collateral Agent and Borrower, provided, that upon such cure the parties shall amend the covenant in Section 6.12 in accordance with the new financial plan which amendment must be acceptable to Collateral Agent and provided further that no Default or Event of Default shall be deemed to exist as a result of any such breach of Section 6.12 if the Collateral Agent has accepted in writing such new financial plan submitted by Borrower within 60 days of the submission of such plan by Borrower and Borrower has succeeded in raising such amount of capital on or prior to the expiration of such agreed period of time; or Borrower violates any provision in Section 7; or

7.
Section 13 of the Loan Agreement is hereby amended by amending and restating the following definition therein as follows:

“Prepayment Fee” is, with respect to any Term Loan subject to prepayment prior to the Maturity Date, whether by mandatory or voluntary prepayment, acceleration or otherwise, an additional fee payable to the Lenders in amount equal to:


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ACTIVE 46782026v2


(i)    for a prepayment made after the date which is the first anniversary of the Funding Date of the Term Loan through and including the date which is the second anniversary of the Funding Date of the Term Loan, two percent (2.00%) of the principal amount of the Term Loan prepaid;

(ii)    for a prepayment made after the date which is the second anniversary of the Funding Date of the Term Loan through and including the date which is the third anniversary of the Funding Date of the Term Loan, one percent (1.00%) of the principal amount of the Term Loan prepaid; and

(iii)    for a prepayment made after the date which is the third anniversary of the Funding Date of the Term Loan and prior to the Maturity Date, zero percent (0.00%) of the principal amount of the Term Loan prepaid.

For the purposes of clarification, no voluntary prepayment of a Term Loan may be made prior to the second anniversary of the Effective Date but in the event of a mandatory prepayment made pursuant to Section 2.2(c) on or after the Funding Date of the Term Loan through and including the first anniversary of the Funding Date of the Term Loan, the Prepayment Fee shall be equal to three percent (3.00%) of the principal amount of the Term Loan prepaid.

8.
Section 13 of the Loan Agreement is hereby further amended by adding the following definition thereto in alphabetical order:

“Capital Raise Event” is defined in Section 6.15.

9.
Collateral Agent and Required Lenders hereby waive any Event of Default directly resulting from Borrower’s failure to fulfill its obligations with respect to Section 6.12 for the fiscal quarter ending on June 30, 2020 (“Potential Event of Default”), as such Section was in effect prior to the date hereof.

10.
Limitation of Amendment.

a.
The amendments and waivers set forth above are effective for the purposes set forth herein and shall be limited precisely as written and shall not be deemed to (a) be a consent to any amendment, waiver or modification of any other term or condition of any Loan Document, or (b) otherwise prejudice any right, remedy or obligation which Lenders or Borrower may now have or may have in the future under or in connection with any Loan Document, as amended hereby.

b.
This Amendment shall be construed in connection with and as part of the Loan Documents and all terms, conditions, representations, warranties, covenants and agreements set forth in the Loan Documents, are hereby ratified and confirmed and shall remain in full force and effect.

11.
To induce Collateral Agent and Required Lenders to enter into this Amendment, Borrower hereby represents and warrants to Collateral Agent and Required Lenders as follows:

a.
Immediately after giving effect to this Amendment (a) the representations and warranties contained in the Loan Documents are true, accurate and complete in all material respects as of the date hereof (except to the extent such representations and warranties relate to an earlier date, in which case they are true and correct as of such date), and (b) no Event of Default (other than the Potential Event of Default) has occurred and is continuing;

b.
Borrower has the power and due authority to execute and deliver this Amendment and to perform its obligations under the Loan Agreement, as amended by this Amendment;

c.
The organizational documents of Borrower delivered to Collateral Agent on the Effective Date, and updated pursuant to subsequent deliveries by or on behalf of the Borrower to the Collateral

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ACTIVE 46782026v2


Agent, remain true, accurate and complete and have not been amended, supplemented or restated and are and continue to be in full force and effect;

d.
The execution and delivery by Borrower of this Amendment and the performance by Borrower of its obligations under the Loan Agreement, as amended by this Amendment, do not contravene (i) any material law or regulation binding on or affecting Borrower, (ii) any material contractual restriction with a Person binding on Borrower, (iii) any material order, judgment or decree of any court or other governmental or public body or authority, or subdivision thereof, binding on Borrower, or (iv) the organizational documents of Borrower;

e.
The execution and delivery by Borrower of this Amendment and the performance by Borrower of its obligations under the Loan Agreement, as amended by this Amendment, do not require any order, consent, approval, license, authorization or validation of, or filing, recording or registration with, or exemption by any governmental or public body or authority, or subdivision thereof, binding on Borrower, except as already has been obtained or made; and

f.
This Amendment has been duly executed and delivered by Borrower and is the binding obligation of Borrower, enforceable against Borrower in accordance with its terms, except as such enforceability may be limited by bankruptcy, insolvency, reorganization, liquidation, moratorium or other similar laws of general application and equitable principles relating to or affecting creditors’ rights.

12.
Except as expressly set forth herein, the Loan Agreement shall continue in full force and effect without alteration or amendment. This Amendment and the Loan Documents represent the entire agreement about this subject matter and supersede prior negotiations or agreements.

13.
The Borrower hereby remises, releases, acquits, satisfies and forever discharges the Lenders and Collateral Agent, their agents, employees, officers, directors, predecessors, attorneys and all others acting or purporting to act on behalf of or at the direction of the Lenders and Collateral Agent (“Releasees”), of and from any and all manner of actions, causes of action, suit, debts, accounts, covenants, contracts, controversies, agreements, variances, damages, judgments, claims and demands whatsoever, in law or in equity, which any of such parties ever had, now has or, to the extent arising from or in connection with any act, omission or state of facts taken or existing on or prior to the date hereof, may have after the date hereof against the Releasees, for, upon or by reason of any matter, cause or thing whatsoever relating to or arising out of the Loan Agreement or the other Loan Documents on or prior to the date hereof through the date hereof. Without limiting the generality of the foregoing, the Borrower waives and affirmatively agrees not to allege or otherwise pursue any defenses, affirmative defenses, counterclaims, claims, causes of action, setoffs or other rights they do, shall or may have as of the date hereof, including the rights to contest: (a) the right of Collateral Agent and each Lender to exercise its rights and remedies described in the Loan Documents; (b) any provision of this Amendment or the Loan Documents; or (c) any conduct of the Lenders or other Releasees relating to or arising out of the Loan Agreement or the other Loan Documents on or prior to the date hereof.

14.
This Amendment shall be deemed effective as of the date first set forth above upon the due execution and delivery to Collateral Agent of this Amendment by each party hereto.

15.
This Amendment may be executed in any number of counterparts, each of which shall be deemed an original, and all of which, taken together, shall constitute one and the same instrument.

16.
This Amendment and the rights and obligations of the parties hereto shall be governed by and construed in accordance with the laws of the State of New York.

[Balance of Page Intentionally Left Blank]

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ACTIVE 46782026v2


IN WITNESS WHEREOF, the parties hereto have caused this Third Amendment to Loan and Security Agreement to be executed as of the date first set forth above.

BORROWER:
 
CONFORMIS, INC.
 
 
By:
 
/s/ Mark Augusti
Name:
 
Mark Augusti
Title:
 
President & Chief Executive Officer
 
 
 

BORROWER:
 
IMATX, INC.
 
 
By:
 
/s/ Mark Augusti
Name:
 
Mark Augusti
Title:
 
President & Treasurer

BORROWER:
 
CONFORMIS CARES LLC
 
 
By:
 
/s/ Mark Augusti
Name:
 
Mark Augusti
Title:
 
President & Chief Financial Officer

COLLATERAL AGENT AND REQUIRED LENDER:
 
INNOVATUS LIFE SCIENCES LENDING FUND I, LP
 
By: Innovatus Life Sciences GP, LP
Its: General Partner
 
 
By:
/s/ Andrew Hobson
 
Name:
Andrew Hobson
 
Title:
Authorized Signatory



ACTIVE 46782026v2

Conformis Reports Preliminary Second Quarter Revenue Results, Amendment to Credit Agreement
Earnings Call to be Hosted on August 5, 2020

BILLERICA, Mass., July 6, 2020 (GLOBE NEWSWIRE) -- Conformis, Inc. (NASDAQ:CFMS), a medical technology company that uses its proprietary iFit Image-to-Implant technology platform to develop, manufacture and sell joint replacement implants designed to fit each patient’s unique anatomy, today announced preliminary, unaudited, revenue results for the second quarter ended June 30, 2020.
Expected Q2 Summary:
• Total revenue of approximately $19.5 million, down 1% year-over-year on a reported and constant currency basis
• Royalty revenue of approximately $9.7 million, including a royalty settlement of $9.6 million
• Product revenue of approximately $9.7 million, down 50% year-over-year on a reported basis
• U.S. product revenue of approximately $8.3 million, down 52% year-over-year on a reported basis
• Rest of world product revenue of approximately $1.4 million, down 34% year-over-year on a reported basis and 33% on a constant currency basis

“As expected, the second quarter was impacted by the novel coronavirus (COVID-19) pandemic,” said Mark Augusti, President and Chief Executive Officer. “While we were pleased to see a fairly quick resumption of scheduled orthopedic procedures in May and June, we anticipate volumes to remain under pressure for the remainder of the year.”
"In order to better describe the revenue performance underlying the quarter Conformis is providing the following monthly global product revenue year-over-year growth rates: April down 94%, May down 39%, and June down 9%. It should be noted that we continue to withhold any comment about future performance. Clearly there was some correlation with the resumption of elective procedures; however, we cannot predict the pace of further resumption, the risk of further shutdowns in procedures and the geographic and regional uncertainty."
Credit Agreement Amendment
Conformis is pleased to announce that, in recognition of the economic impact of COVID-19 on Conformis’ business, the Company has successfully amended the quarterly financial covenants contained in the Loan and Security Agreement, dated June 25, 2019, with Innovatus Life Sciences Lending Fund I, LP (“Innovatus”), as collateral agent and lender, East West Bank, and other lenders party thereto from time to time.
“For companies with credit facilities, the impact of COVID-19 on business operations has undoubtedly made it difficult for many of them to satisfy some or all of their financial covenants. We reported on March 23, 2020, that we may not be able to meet our 2Q revenue covenant and would work with Innovatus to modify our credit facility. I am pleased that we have been able to come to agreement that better reflects current economic realities,” said Augusti. “This is an indication of the good and cooperative partnership we have with Innovatus.”


Second Quarter Earnings Call Announcement
Conformis also announced today that it will host a webcast and conference call on Wednesday, August 5, 2020, at 4:30 p.m. Eastern Time to discuss its financial results for the second quarter ended June 30, 2020.  The webcast will be live at:  https://edge.media-server.com/mmc/p/phu3zyop.
To attend by telephone, please use the information below for dial-in access.  When prompted on dial-in, please utilize conference ID:  4393118.
Participant conference numbers:  (844) 286-1554 (U.S./Canada) and (270) 823-1179 (International).
Please dial in at least 10 minutes before the call to ensure timely participation.
The webcast will be hosted by Mark Augusti, President and Chief Executive Officer, and Bob Howe, Chief Financial Officer.  Please visit the Investor Relations website at ir.conformis.com on August 5, 2020 to view the earnings release prior to the webcast and conference call.
The online archive of the webcast will be available on the Company’s website at ir.conformis.com for 30 days.
These preliminary results are being provided in advance of the Company’s August 5, 2020 earnings call. The preliminary, unaudited revenue results described in this press release are estimates only and are subject to revision.
About Conformis, Inc.
Conformis is a medical technology company that uses its proprietary iFit Image-to-Implant technology platform to develop, manufacture, and sell joint replacement implants and instruments that are individually sized and shaped, which we refer to as customized, to fit each patient’s unique anatomy.  Conformis offers a broad line of sterile, personalized knee and hip implants and single-use instruments delivered to hospitals.  In clinical studies, Conformis iTotal CR knee replacement system demonstrated superior clinical outcomes, including better function and greater patient satisfaction, compared to traditional, off-the-shelf implants.  Conformis owns or exclusively in-licenses issued patents and pending patent applications that cover personalized implants and patient-specific instrumentation for all major joints.
For more information, visit www.conformis.com. To receive future releases in e-mail alerts, sign up at ir.conformis.com.
Cautionary Statement Regarding Forward-Looking Statements
Statements in this press release about our future expectations, plans and prospects, including statements about the anticipated impact of the novel coronavirus (COVID-19) pandemic and the actions we are taking and planning in response, the anticipated timing of our product launches, the extent to which restrictions on elective surgeries will continue to be relaxed and demand for procedures will increase, our ability to satisfy quarterly financial covenants, and our financial position and results, total revenue, product revenue, gross margin, operations and growth, as well as other statements containing the words “anticipate,” “believe,” “continue,” “could,” “estimate,” “expect,” “intend,” “may,” “might,” “plan,” “potential,” “predict,” “project,” “should,” “target,” “will,” or “would” and similar expressions, constitute forward-looking statements within the meaning of the safe harbor provisions of The Private Securities Litigation Reform Act of 1995. We may not actually achieve the forecasts disclosed in our forward-looking statements, and you should not place undue reliance on our forward-looking statements. Actual financial results could differ materially from the projections disclosed in the forward-looking statements we make as a result of a variety of risks and uncertainties, including risks related to COVID-19 and the response to the pandemic; whether our cash resources will be sufficient to fund our continuing operations for the periods anticipated; risks related to our estimates and expectations regarding our revenue, gross margin, expenses, revenue growth and other results of operations, and the other risks and uncertainties described in the “Risk Factors” sections of our public filings with the Securities and Exchange Commission. In addition, the forward-looking statements included in this press release represent our views


as of the date hereof. We anticipate that subsequent events and developments may cause our views to change. However, while we may elect to update these forward-looking statements at some point in the future, we specifically disclaim any obligation to do so. These forward-looking statements should not be relied upon as representing our views as of any date subsequent to the date hereof.

CONTACT:
Investor Relations
ir@conformis.com
(781) 374-5598