|
x
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QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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☐
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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Delaware
|
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26-1756290
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(State or Other Jurisdiction of Incorporation or Organization)
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(I.R.S. Employer Identification No.)
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9540 Towne Centre Drive, Suite 100,
San Diego, CA
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92121
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(Address of Principal Executive Offices)
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(Zip Code)
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Title of each class
|
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Trading Symbol(s)
|
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Name of each exchange on which registered
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Common Stock, $0.0001 par value per share
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|
BNGO
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The Nasdaq Stock Market, LLC
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Warrants to purchase Common Stock
|
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BNGOW
|
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The Nasdaq Stock Market, LLC
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Large accelerated filer
|
☐
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Accelerated filer
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☐
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Non-accelerated filer
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☒
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Smaller reporting company
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x
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Emerging growth company
|
x
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•
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evaluating the impact of COVID-19 on the Company’s global operations, including with respect to its key global suppliers, distributors and customers, including in China, Europe and the United States;
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•
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addressing the impact of COVID-19 on the Company’s global commercialization efforts;
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•
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planning and implementing measures to conserve the Company’s resources;
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•
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devoting significant time to addressing issues raised by potential customer delays in payment or defaults on significant purchase orders;
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•
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monitoring, understanding and evaluating the impact of recent legislation and governmental orders, including with respect to the CARES Act and stay-at-home orders; and
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•
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modifications to the Company’s business practices, including those related to employee access to computers, equipment and important documents located at its closed offices, and the limitations on interactions between key members of the Company’s finance and accounting teams.
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March 31,
2020 |
|
December 31,
2019 |
||||
Assets
|
|
|
|
|
|
||
Current assets:
|
|
|
|
|
|
||
Cash and cash equivalents
|
$
|
8,144,000
|
|
|
$
|
17,311,000
|
|
Accounts receivable, net
|
4,115,000
|
|
|
6,334,000
|
|
||
Inventory, net
|
3,611,000
|
|
|
3,444,000
|
|
||
Prepaid expenses and other current assets
|
1,112,000
|
|
|
1,169,000
|
|
||
Total current assets
|
16,982,000
|
|
|
28,258,000
|
|
||
Property and equipment, net
|
2,120,000
|
|
|
1,950,000
|
|
||
Total assets
|
$
|
19,102,000
|
|
|
$
|
30,208,000
|
|
|
|
|
|
||||
Liabilities and stockholders’ equity (deficit)
|
|
|
|
||||
Current liabilities:
|
|
|
|
||||
Accounts payable
|
$
|
3,176,000
|
|
|
$
|
2,699,000
|
|
Accrued expenses
|
2,725,000
|
|
|
3,225,000
|
|
||
Contract liabilities
|
318,000
|
|
|
358,000
|
|
||
Current portion of long-term debt
|
16,969,000
|
|
|
20,085,000
|
|
||
Total current liabilities
|
23,188,000
|
|
|
26,367,000
|
|
||
Long-term contract liabilities
|
127,000
|
|
|
183,000
|
|
||
Other non-current liabilities
|
—
|
|
|
44,000
|
|
||
Total liabilities
|
23,315,000
|
|
|
26,594,000
|
|
||
Commitments and contingencies
|
|
|
|
|
|
||
Stockholders’ equity (deficit):
|
|
|
|
||||
Common stock, $0.0001 par value, 200,000,000 and 200,000,000 shares authorized at March 31, 2020 and December 31, 2019, respectively; 37,752,000 and 34,274,000 shares issued and outstanding at March 31, 2020 and December 31, 2019, respectively
|
3,000
|
|
|
3,000
|
|
||
Additional paid-in capital
|
108,871,000
|
|
|
106,188,000
|
|
||
Accumulated deficit
|
(113,087,000
|
)
|
|
(102,577,000
|
)
|
||
Total stockholders’ equity (deficit)
|
(4,213,000
|
)
|
|
3,614,000
|
|
||
Total liabilities and stockholders’ equity (deficit)
|
$
|
19,102,000
|
|
|
$
|
30,208,000
|
|
|
Three Months Ended
March 31, |
||||||
|
2020
|
|
2019
|
||||
Revenue:
|
|
|
|
|
|
||
Product revenue
|
$
|
983,000
|
|
|
$
|
1,688,000
|
|
Service and other revenue
|
153,000
|
|
|
165,000
|
|
||
Total revenue
|
1,136,000
|
|
|
1,853,000
|
|
||
Cost of revenue:
|
|
|
|
|
|||
Cost of product revenue
|
774,000
|
|
|
1,120,000
|
|
||
Cost of service and other revenue
|
82,000
|
|
|
27,000
|
|
||
Total cost of revenue
|
856,000
|
|
|
1,147,000
|
|
||
Operating expenses:
|
|
|
|
|
|||
Research and development
|
2,674,000
|
|
|
2,100,000
|
|
||
Selling, general and administrative
|
7,368,000
|
|
|
4,791,000
|
|
||
Total operating expenses
|
10,042,000
|
|
|
6,891,000
|
|
||
Loss from operations
|
(9,762,000
|
)
|
|
(6,185,000
|
)
|
||
Other income (expenses):
|
|
|
|
|
|||
Interest expense
|
(761,000
|
)
|
|
(273,000
|
)
|
||
Loss on debt extinguishment
|
—
|
|
|
(1,333,000
|
)
|
||
Other income (expenses)
|
18,000
|
|
|
(56,000
|
)
|
||
Total other expenses
|
(743,000
|
)
|
|
(1,662,000
|
)
|
||
Loss before income taxes
|
(10,505,000
|
)
|
|
(7,847,000
|
)
|
||
Provision for income taxes
|
(5,000
|
)
|
|
(5,000
|
)
|
||
Net loss
|
$
|
(10,510,000
|
)
|
|
$
|
(7,852,000
|
)
|
Net loss per share, basic and diluted
|
$
|
(0.30
|
)
|
|
$
|
(0.77
|
)
|
Weighted-average common shares outstanding basic and diluted
|
35,569,000
|
|
|
10,211,000
|
|
|
|
Common Stock
|
|
Additional
Paid-in
Capital
|
|
Accumulated
Deficit
|
|
Total Stockholders' Equity (Deficit)
|
|||||||||||
|
|
Shares
|
|
Amount
|
|
||||||||||||||
Balance at January 1, 2019
|
|
10,055,000
|
|
|
$
|
1,000
|
|
|
$
|
82,898,000
|
|
|
$
|
(72,762,000
|
)
|
|
$
|
10,137,000
|
|
Stock option exercises
|
|
42,000
|
|
|
—
|
|
|
54,000
|
|
|
—
|
|
|
54,000
|
|
||||
Stock-based compensation expense
|
|
—
|
|
|
—
|
|
|
289,000
|
|
|
—
|
|
|
289,000
|
|
||||
Issue common stock
|
|
748,000
|
|
|
—
|
|
|
2,410,000
|
|
|
—
|
|
|
2,410,000
|
|
||||
Issue warrants for debt
|
|
—
|
|
|
—
|
|
|
630,000
|
|
|
—
|
|
|
630,000
|
|
||||
Issue stock for debt
|
|
—
|
|
|
—
|
|
|
202,000
|
|
|
—
|
|
|
202,000
|
|
||||
Net loss
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(7,852,000
|
)
|
|
(7,852,000
|
)
|
||||
Balance at March 31, 2019
|
|
10,845,000
|
|
|
1,000
|
|
|
86,483,000
|
|
|
(80,614,000
|
)
|
|
5,870,000
|
|
||||
Stock option exercises
|
|
9,000
|
|
|
—
|
|
|
11,000
|
|
|
—
|
|
|
11,000
|
|
||||
Stock-based compensation expense
|
|
—
|
|
|
—
|
|
|
336,000
|
|
|
—
|
|
|
336,000
|
|
||||
Issue stock for employee stock purchase plan
|
|
44,000
|
|
|
—
|
|
|
103,000
|
|
|
—
|
|
|
103,000
|
|
||||
Net loss
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(7,665,000
|
)
|
|
(7,665,000
|
)
|
||||
Balance at June 30, 2019
|
|
10,898,000
|
|
|
1,000
|
|
|
86,933,000
|
|
|
(88,279,000
|
)
|
|
(1,345,000
|
)
|
||||
Stock-based compensation expense
|
|
—
|
|
|
—
|
|
|
364,000
|
|
|
—
|
|
|
364,000
|
|
||||
Net loss
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(6,398,000
|
)
|
|
(6,398,000
|
)
|
||||
Balance at September 30, 2019
|
|
10,898,000
|
|
|
1,000
|
|
|
87,297,000
|
|
|
(94,677,000
|
)
|
|
(7,379,000
|
)
|
||||
Stock-based compensation expense
|
|
—
|
|
|
—
|
|
|
357,000
|
|
|
—
|
|
|
357,000
|
|
||||
Issue common stock, net of issuance costs
|
|
11,081,000
|
|
|
1,000
|
|
|
8,549,000
|
|
|
—
|
|
|
8,550,000
|
|
||||
Issue stock for covenant waiver
|
|
573,000
|
|
|
—
|
|
|
504,000
|
|
|
—
|
|
|
504,000
|
|
||||
Issue stock for employee stock purchase plan
|
|
44,000
|
|
|
—
|
|
|
39,000
|
|
|
—
|
|
|
39,000
|
|
||||
Issue stock for warrant exercises
|
|
11,678,000
|
|
|
1,000
|
|
|
9,396,000
|
|
|
—
|
|
|
9,397,000
|
|
||||
Reduce warrant exercise price for covenant waiver
|
|
—
|
|
|
—
|
|
|
46,000
|
|
|
—
|
|
|
46,000
|
|
||||
Net loss
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(7,900,000
|
)
|
|
(7,900,000
|
)
|
||||
Balance at December 31, 2019
|
|
34,274,000
|
|
|
3,000
|
|
|
106,188,000
|
|
|
(102,577,000
|
)
|
|
3,614,000
|
|
||||
Stock-based compensation expense
|
|
—
|
|
|
—
|
|
|
328,000
|
|
|
—
|
|
|
328,000
|
|
||||
Issue stock for warrant exercises
|
|
3,478,000
|
|
|
—
|
|
|
2,355,000
|
|
|
—
|
|
|
2,355,000
|
|
||||
Net loss
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(10,510,000
|
)
|
|
(10,510,000
|
)
|
||||
Balance at March 31, 2020
|
|
37,752,000
|
|
|
$
|
3,000
|
|
|
$
|
108,871,000
|
|
|
$
|
(113,087,000
|
)
|
|
$
|
(4,213,000
|
)
|
|
Three Months Ended
March 31, |
||||||
|
2020
|
|
2019
|
||||
Operating activities:
|
|
|
|
|
|
||
Net loss
|
$
|
(10,510,000
|
)
|
|
$
|
(7,852,000
|
)
|
Adjustments to reconcile net loss to net cash used by operating activities:
|
|
|
|
||||
Depreciation and amortization expense
|
296,000
|
|
|
270,000
|
|
||
Non-cash interest
|
379,000
|
|
|
49,000
|
|
||
Stock-based compensation
|
328,000
|
|
|
289,000
|
|
||
Provision for bad debt expense
|
958,000
|
|
|
—
|
|
||
Loss on debt extinguishment
|
—
|
|
|
1,333,000
|
|
||
Changes in operating assets and liabilities:
|
|
|
|
||||
Accounts receivable
|
1,261,000
|
|
|
457,000
|
|
||
Inventory
|
(635,000
|
)
|
|
(337,000
|
)
|
||
Prepaid expenses and other current assets
|
53,000
|
|
|
(801,000
|
)
|
||
Accounts payable
|
477,000
|
|
|
(511,000
|
)
|
||
Accrued expenses and contract liabilities
|
(639,000
|
)
|
|
551,000
|
|
||
Net cash used in operating activities
|
(8,032,000
|
)
|
|
(6,552,000
|
)
|
||
Financing activities:
|
|
|
|
||||
Proceeds from issuance of term debt, net of issuance costs
|
—
|
|
|
19,207,000
|
|
||
Repayment of term-loan debt
|
(2,100,000
|
)
|
|
(10,812,000
|
)
|
||
Proceeds from borrowing from line of credit
|
761,000
|
|
|
—
|
|
||
Repayments of borrowing from line of credit
|
(2,156,000
|
)
|
|
—
|
|
||
Proceeds from sale of common stock, net of offering costs
|
—
|
|
|
2,410,000
|
|
||
Proceeds from warrant and option exercises
|
2,360,000
|
|
|
54,000
|
|
||
Net cash provided by / (used in) financing activities
|
(1,135,000
|
)
|
|
10,859,000
|
|
||
Net (decrease) increase in cash and cash equivalents
|
(9,167,000
|
)
|
|
4,307,000
|
|
||
Cash and cash equivalents at beginning of period
|
17,311,000
|
|
|
16,523,000
|
|
||
Cash and cash equivalents at end of period
|
$
|
8,144,000
|
|
|
$
|
20,830,000
|
|
|
|
|
|
||||
Supplemental cash flow disclosures:
|
|
|
|
||||
Cash paid for interest
|
$
|
382,000
|
|
|
$
|
224,000
|
|
|
|
|
|
||||
Supplemental disclosure of non-cash investing and financing activities:
|
|
|
|
||||
Property and equipment costs incurred but not paid included in accounts payable and accrued expenses
|
$
|
—
|
|
|
$
|
30,000
|
|
Fair value of warrants issued with debt
|
$
|
—
|
|
|
$
|
630,000
|
|
Transfer of instruments and servers from inventory to property and equipment
|
$
|
467,000
|
|
|
$
|
—
|
|
Fair value of stock issued with debt
|
$
|
—
|
|
|
$
|
202,000
|
|
|
March 31,
2020 |
|
March 31,
2019 |
||
Stock options
|
2,760,000
|
|
|
1,707,000
|
|
Warrants
|
24,128,000
|
|
|
4,225,000
|
|
Total
|
26,888,000
|
|
|
5,932,000
|
|
|
Three Months Ended March 31,
|
||||||
|
2020
|
|
2019
|
||||
Instruments
|
$
|
534,000
|
|
|
$
|
1,302,000
|
|
Consumables
|
449,000
|
|
|
386,000
|
|
||
Total product revenue
|
983,000
|
|
|
1,688,000
|
|
||
Services and other
|
153,000
|
|
|
165,000
|
|
||
Total revenue
|
$
|
1,136,000
|
|
|
$
|
1,853,000
|
|
|
Three Months Ended March 31,
|
||||||||||||
|
2020
|
|
2019
|
||||||||||
|
$
|
|
%
|
|
$
|
|
%
|
||||||
North America
|
$
|
726,000
|
|
|
64
|
%
|
|
$
|
839,000
|
|
|
45
|
%
|
EMEIA
|
390,000
|
|
|
34
|
%
|
|
919,000
|
|
|
50
|
%
|
||
Asia Pacific
|
20,000
|
|
|
2
|
%
|
|
95,000
|
|
|
5
|
%
|
||
Total
|
$
|
1,136,000
|
|
|
100
|
%
|
|
$
|
1,853,000
|
|
|
100
|
%
|
|
March 31,
2020 |
|
December 31,
2019 |
||||
Accounts receivable, net:
|
|
|
|
||||
Accounts receivable, trade
|
$
|
5,628,000
|
|
|
$
|
6,889,000
|
|
Less allowance for doubtful accounts
|
(1,513,000
|
)
|
|
(555,000
|
)
|
||
|
$
|
4,115,000
|
|
|
$
|
6,334,000
|
|
|
March 31,
2020 |
|
December 31,
2019 |
||||
Inventory:
|
|
|
|
||||
Materials and supplies
|
$
|
2,138,000
|
|
|
$
|
951,000
|
|
Finished goods
|
1,473,000
|
|
|
2,493,000
|
|
||
|
$
|
3,611,000
|
|
|
$
|
3,444,000
|
|
|
March 31,
2020 |
|
December 31,
2019 |
||||
Term Loans
|
$
|
18,522,000
|
|
|
$
|
20,473,000
|
|
Revolver
|
103,000
|
|
|
1,498,000
|
|
||
Total principal
|
18,625,000
|
|
|
21,971,000
|
|
||
Less unamortized debt issuance costs
|
(1,656,000
|
)
|
|
(1,886,000
|
)
|
||
Total carrying value of debt
|
$
|
16,969,000
|
|
|
$
|
20,085,000
|
|
|
Shares of Stock under Stock Options
|
|
Weighted-
Average
Exercise
Price
|
|
Weighted-
Average
Remaining
Contractual
Term
|
|
Aggregate
Intrinsic
Value
|
|||||
Outstanding at January 1, 2020
|
1,743,000
|
|
|
$
|
5.73
|
|
|
8.2
|
|
$
|
4,356
|
|
Granted
|
1,148,000
|
|
|
1.04
|
|
|
|
|
|
|||
Exercised
|
—
|
|
|
—
|
|
|
|
|
$
|
—
|
|
|
Canceled
|
(131,000
|
)
|
|
5.57
|
|
|
|
|
|
|||
Outstanding at March 31, 2020
|
2,760,000
|
|
|
$
|
3.78
|
|
|
8.9
|
|
$
|
33
|
|
Vested and exercisable at March 31, 2020
|
883,000
|
|
|
$
|
6.03
|
|
|
7.8
|
|
$
|
—
|
|
|
Three Months Ended
March 31, |
||||||
2020
|
|
2019
|
|||||
Research and development
|
$
|
67,000
|
|
|
$
|
53,000
|
|
General and administrative
|
261,000
|
|
|
236,000
|
|
||
Total stock-based compensation expense
|
$
|
328,000
|
|
|
$
|
289,000
|
|
|
Three Months Ended
March 31, |
||||
2020
|
|
2019
|
|||
Risk-free interest rate
|
1.4
|
%
|
|
2.5
|
%
|
Expected volatility
|
70.0
|
%
|
|
67.0
|
%
|
Expected term (in years)
|
6.0
|
|
|
4.9
|
|
Expected dividend yield
|
0.0
|
%
|
|
0.0
|
%
|
|
Three Months Ended March 31,
|
||||||
|
2020
|
|
2019
|
||||
Product revenue
|
$
|
983,000
|
|
|
$
|
1,688,000
|
|
Service and other revenue
|
153,000
|
|
|
165,000
|
|
||
Total
|
$
|
1,136,000
|
|
|
$
|
1,853,000
|
|
|
Three Months Ended March 31,
|
|
Period-to-Period Change
|
|||||||||||
|
2020
|
|
2019
|
|
$
|
|
%
|
|||||||
Revenues:
|
|
|
|
|
|
|
|
|
|
|
|
|||
Product revenue
|
$
|
983,000
|
|
|
$
|
1,688,000
|
|
|
$
|
(705,000
|
)
|
|
(41.8
|
)%
|
Service and other revenue
|
153,000
|
|
|
165,000
|
|
|
(12,000
|
)
|
|
(7.3
|
)%
|
|||
Total revenue
|
1,136,000
|
|
|
1,853,000
|
|
|
(717,000
|
)
|
|
(38.7
|
)%
|
|||
Cost of revenue:
|
|
|
|
|
|
|
|
|
|
|||||
Cost of product revenue
|
774,000
|
|
|
1,120,000
|
|
|
(346,000
|
)
|
|
(30.9
|
)%
|
|||
Cost of other revenue
|
82,000
|
|
|
27,000
|
|
|
55,000
|
|
|
203.7
|
%
|
|||
Total cost of revenue
|
856,000
|
|
|
1,147,000
|
|
|
(291,000
|
)
|
|
(25.4
|
)%
|
|||
Operating expenses:
|
|
|
|
|
|
|
|
|
|
|||||
Research and development
|
2,674,000
|
|
|
2,100,000
|
|
|
574,000
|
|
|
27.3
|
%
|
|||
Selling, general and administrative
|
7,368,000
|
|
|
4,791,000
|
|
|
2,577,000
|
|
|
53.8
|
%
|
|||
Total operating expenses
|
10,042,000
|
|
|
6,891,000
|
|
|
3,151,000
|
|
|
45.7
|
%
|
|||
Loss from operations
|
(9,762,000
|
)
|
|
(6,185,000
|
)
|
|
(3,577,000
|
)
|
|
57.8
|
%
|
|||
Other income (expenses):
|
|
|
|
|
|
|
|
|||||||
Interest expense
|
(761,000
|
)
|
|
(273,000
|
)
|
|
(488,000
|
)
|
|
178.8
|
%
|
|||
Loss on debt extinguishment
|
—
|
|
|
(1,333,000
|
)
|
|
1,333,000
|
|
|
—
|
%
|
|||
Other income (expenses)
|
18,000
|
|
|
(56,000
|
)
|
|
74,000
|
|
|
(132.1
|
)%
|
|||
Total other income (expenses)
|
(743,000
|
)
|
|
(1,662,000
|
)
|
|
919,000
|
|
|
(55.3
|
)%
|
|||
Loss before income taxes
|
(10,505,000
|
)
|
|
(7,847,000
|
)
|
|
(2,658,000
|
)
|
|
33.9
|
%
|
|||
Provision for income taxes
|
(5,000
|
)
|
|
(5,000
|
)
|
|
—
|
|
|
—
|
%
|
|||
Net loss
|
$
|
(10,510,000
|
)
|
|
$
|
(7,852,000
|
)
|
|
$
|
(2,658,000
|
)
|
|
33.9
|
%
|
Net cash provided by (used in):
|
Three Months Ended March 31,
|
||||||
2020
|
|
2019
|
|||||
|
|
|
|||||
Operating activities
|
$
|
(8,032,000
|
)
|
|
$
|
(6,552,000
|
)
|
Investing activities
|
—
|
|
|
—
|
|
||
Financing activities
|
(1,135,000
|
)
|
|
10,859,000
|
|
Exhibit
Number
|
|
Description
|
3.1 (1)
|
|
|
3.2 (1)
|
|
|
4.1 (2)
|
|
|
4.2 (2)
|
|
|
4.3 (2)
|
|
|
4.4 (2)
|
|
|
4.5 (2)
|
|
|
4.6 (2)
|
|
|
4.7 (2)
|
|
|
4.8 (2)
|
|
|
4.9 (3)
|
|
|
4.10 (4)
|
|
|
4.11 (4)
|
|
|
4.12 (4)
|
|
|
4.13 (5)
|
|
|
4.14 (5)
|
|
|
4.15 (6)
|
|
|
4.16 (6)
|
|
|
4.17 (7)
|
|
|
4.18 (7)
|
|
|
10.1 (8)
|
|
|
31.1*
|
|
|
32.1*
|
|
|
101.INS
|
|
XBRL Instance Document.
|
101.SCH
|
|
XBRL Taxonomy Extension Schema Document.
|
101.CAL
|
|
XBRL Taxonomy Extension Calculation Linkbase Document.
|
101.DEF
|
|
XBRL Taxonomy Extension Definition Linkbase Document.
|
101.LAB
|
|
XBRL Taxonomy Extension Label Linkbase Document.
|
101.PRE
|
|
XBRL Taxonomy Extension Presentation Linkbase Document.
|
|
(1)
|
Incorporated by reference to the Registrant’s Current Report on Form 8-K, filed with the SEC on August 24, 2018.
|
(2)
|
Incorporated by reference to the Registrant’s Registration Statement on Form S-1 (File No. 333-225970), as amended.
|
(3)
|
Incorporated by reference to the Registrant’s Current Report on Form 8-K, filed with the SEC on November 21, 2018.
|
(4)
|
Incorporated by reference to the Registrant’s Current Report on Form 8-K, filed with the SEC on March 14, 2019.
|
(5)
|
Incorporated by reference to the Registrant’s Registration Statement on Form S-1 (File No. 333-233828), as amended.
|
(6)
|
Incorporated by reference to the Company’s Current Report on Form 8-K, filed with the SEC on March 2, 2020.
|
(7)
|
Incorporated by reference to the Registrant’s Registration Statement on Form S-1 (File No. 333-237074), as amended.
|
(8)
|
Incorporated by reference to the Registrant’s Annual Report on Form 10-K, filed with the SEC on March 10, 2020.
|
+
|
Indicates management contract or compensatory plan.
|
#
|
Confidential treatment has been granted with respect to certain portions of this exhibit. Omitted portions have been filed separately with the SEC.
|
*
|
This certification is deemed not filed for purpose of section 18 of the Exchange Act or otherwise subject to the liability of that section, nor shall it be deemed incorporated by reference into any filing under the Securities Act or the Exchange Act.
|
|
BIONANO GENOMICS, INC.
|
|
|
Date: June 18, 2020
|
By: /s/ R. Erik Holmlin, Ph.D.
|
|
R. Erik Holmlin, Ph.D.
|
|
President and Chief Executive Officer
(Principal Executive and Financial Officer)
|
|
|
1.
|
I have reviewed this Quarterly Report on Form 10-Q of Bionano Genomics, Inc., a Delaware corporation (the “registrant”);
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
4.
|
I am responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
|
(a)
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
(b)
|
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
(c)
|
Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
(d)
|
Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
|
5.
|
I have disclosed, based on my most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):
|
(a)
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and
|
(b)
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.
|
Date: June 18, 2020
|
|
|
|
/s/ R. Erik Holmlin, Ph.D.
|
|
R. Erik Holmlin, Ph.D.
|
|
President and Chief Executive Officer
|
|
(Principal Executive Officer and Principal Financial Officer)
|
|
1.
|
The Company’s Quarterly Report on Form 10-Q for the period ended March 31, 2020, as filed with the Securities and Exchange Commission on the date hereof (the “Periodic Report”), and to which this Certification is attached as Exhibit 32.1, fully complies with the requirements of Section 13(a) or Section 15(d) of the Exchange Act; and
|
2.
|
The information contained in the Periodic Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
|
Dated: June 18, 2020
|
|
|
|
|
|
/s/ R. Erik Holmlin, Ph.D.
|
|
|
R. Erik Holmlin, Ph.D.
|
|
|
President and Chief Executive Officer
|
|
|
(Principal Executive Officer and Principal Financial Officer)
|
|
|