|
☒
|
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
☐
|
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
Delaware
|
|
26-1756290
|
(State or Other Jurisdiction of Incorporation or Organization)
|
|
(I.R.S. Employer Identification No.)
|
|
|
|
9540 Towne Centre Drive, Suite 100,
San Diego, CA
|
|
92121
|
(Address of Principal Executive Offices)
|
|
(Zip Code)
|
Large accelerated filer
|
☐
|
|
Accelerated filer
|
☐
|
Non-accelerated filer
|
☒
|
|
Smaller reporting company
|
☒
|
|
|
|
Emerging growth company
|
☒
|
Title of each class
|
|
Trading Symbol(s)
|
|
Name of each exchange on which registered
|
Common Stock, $0.0001 par value per share
|
|
BNGO
|
|
The Nasdaq Stock Market, LLC
|
Warrants to purchase Common Stock
|
|
BNGOW
|
|
The Nasdaq Stock Market, LLC
|
|
|
|
|
|
||
|
||
|
||
|
||
|
||
|
||
|
||
|
||
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||
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||
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||
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||
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March 31,
2019 |
|
December 31,
2018 |
||||
Assets
|
|
|
|
|
|
||
Current assets:
|
|
|
|
|
|
||
Cash and cash equivalents
|
$
|
20,830,399
|
|
|
$
|
16,522,729
|
|
Accounts receivable, net
|
4,057,128
|
|
|
4,514,333
|
|
||
Inventory
|
1,405,832
|
|
|
1,068,557
|
|
||
Prepaid expenses and other current assets
|
1,720,805
|
|
|
919,500
|
|
||
Total current assets
|
28,014,164
|
|
|
23,025,119
|
|
||
Property and equipment, net
|
1,537,113
|
|
|
1,777,302
|
|
||
Total assets
|
$
|
29,551,277
|
|
|
$
|
24,802,421
|
|
|
|
|
|
||||
Liabilities and stockholders’ equity
|
|
|
|
||||
Current liabilities:
|
|
|
|
||||
Accounts payable
|
$
|
870,836
|
|
|
$
|
1,351,736
|
|
Accrued expenses
|
3,628,776
|
|
|
2,900,129
|
|
||
Deferred revenue
|
213,898
|
|
|
270,998
|
|
||
Total current liabilities
|
4,713,510
|
|
|
4,522,863
|
|
||
Long-term debt
|
18,375,784
|
|
|
9,029,374
|
|
||
Long-term deferred revenue
|
304,467
|
|
|
304,467
|
|
||
Other non-current liabilities
|
287,325
|
|
|
808,366
|
|
||
Total liabilities
|
23,681,086
|
|
|
14,665,070
|
|
||
Commitments and contingencies (Note 9)
|
|
|
|
|
|
||
Stockholders’ equity:
|
|
|
|
||||
Preferred stock, $0.0001 par value, 10,000,000 shares authorized; no shares issued and outstanding as of March 31, 2019 and December 31, 2018
|
—
|
|
|
—
|
|
||
Common stock, $0.0001 par value, 200,000,000 and 200,000,000 shares authorized at March 31, 2019 and December 31, 2018, respectively; 10,845,020 and 10,055,072 shares issued and outstanding at March 31, 2019 and December 31, 2018, respectively
|
1,083
|
|
|
1,004
|
|
||
Additional paid-in capital
|
86,483,279
|
|
|
82,898,775
|
|
||
Accumulated deficit
|
(80,614,171
|
)
|
|
(72,762,428
|
)
|
||
Total stockholders’ equity
|
5,870,191
|
|
|
10,137,351
|
|
||
Total liabilities, convertible preferred stock, and stockholders’ equity
|
$
|
29,551,277
|
|
|
$
|
24,802,421
|
|
|
Three Months Ended
March 31, |
||||||
|
2019
|
|
2018
|
||||
Revenues:
|
|
|
|
|
|
||
Product revenue
|
$
|
1,687,586
|
|
|
$
|
1,662,222
|
|
Other revenue
|
165,160
|
|
|
106,263
|
|
||
Total revenue
|
1,852,746
|
|
|
1,768,485
|
|
||
Cost of revenue:
|
|
|
|
||||
Cost of product revenue
|
1,119,551
|
|
|
840,582
|
|
||
Cost of other revenue
|
27,491
|
|
|
867
|
|
||
Total cost of revenue
|
1,147,042
|
|
|
841,449
|
|
||
Operating expense:
|
|
|
|
||||
Research and development
|
2,100,111
|
|
|
2,367,093
|
|
||
Selling, general and administrative
|
4,790,602
|
|
|
2,895,404
|
|
||
Total operating expense
|
6,890,713
|
|
|
5,262,497
|
|
||
Loss from operations
|
(6,185,009
|
)
|
|
(4,335,461
|
)
|
||
Other income (expense):
|
|
|
|
||||
Interest expense
|
(272,504
|
)
|
|
(301,981
|
)
|
||
Change in fair value of preferred stock warrants and expirations
|
—
|
|
|
953,198
|
|
||
Loss on debt extinguishment
|
(921,496
|
)
|
|
—
|
|
||
Other expense
|
(468,248
|
)
|
|
(159,342
|
)
|
||
Total other income (expense)
|
(1,662,248
|
)
|
|
491,875
|
|
||
Loss before income taxes
|
(7,847,257
|
)
|
|
(3,843,586
|
)
|
||
Provision for income taxes
|
(4,486
|
)
|
|
(3,776
|
)
|
||
Net loss
|
$
|
(7,851,743
|
)
|
|
$
|
(3,847,362
|
)
|
Net loss per share, basic and diluted
|
$
|
(0.77
|
)
|
|
$
|
(1.16
|
)
|
Weighted-average common shares outstanding basic and diluted
|
10,210,755
|
|
|
3,315,754
|
|
|
Series A
Convertible Preferred
Stock
|
|
Series B
Convertible Preferred
Stock
|
|
Series B-1
Convertible Preferred
Stock
|
|
Series C
Convertible Preferred
Stock
|
|
Series D
Convertible Preferred
Stock
|
|
Series D-1
Convertible Preferred
Stock
|
|
|
Common Stock
|
|
Additional
Paid-in
Capital
|
|
Accumulated
Deficit
|
|
Total
Stockholders' Equity (Deficit)
|
|||||||||||||||||||||||||||||||||||||||||
|
Shares
|
|
Amount
|
|
Shares
|
|
Amount
|
|
Shares
|
|
Amount
|
|
Shares
|
|
Amount
|
|
Shares
|
|
Amount
|
|
Shares
|
|
Amount
|
|
|
Shares
|
|
Amount
|
|
||||||||||||||||||||||||||||||||
Balance at January 1, 2018
|
345,587
|
|
|
$
|
61,847
|
|
|
8,058,170
|
|
|
$
|
842,845
|
|
|
3,437,950
|
|
|
$
|
359,593
|
|
|
23,357,047
|
|
|
$
|
5,547,841
|
|
|
20,652,486
|
|
|
$
|
4,838,379
|
|
|
66,141,257
|
|
|
$
|
31,359,632
|
|
|
|
77,257
|
|
|
$
|
8
|
|
|
$
|
4,038,817
|
|
|
$
|
(54,266,036
|
)
|
|
$
|
(50,227,211
|
)
|
Issue common stock
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
|
237
|
|
|
—
|
|
|
305
|
|
|
—
|
|
|
305
|
|
||||||||||
Stock-based compensation expense
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
|
—
|
|
|
—
|
|
|
54,444
|
|
|
—
|
|
|
54,444
|
|
||||||||||
Net loss
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(3,847,362
|
)
|
|
(3,847,362
|
)
|
||||||||||
Balance at March 31, 2018
|
345,587
|
|
|
$
|
61,847
|
|
|
8,058,170
|
|
|
$
|
842,845
|
|
|
3,437,950
|
|
|
$
|
359,593
|
|
|
23,357,047
|
|
|
$
|
5,547,841
|
|
|
20,652,486
|
|
|
$
|
4,838,379
|
|
|
66,141,257
|
|
|
$
|
31,359,632
|
|
|
|
77,494
|
|
|
$
|
8
|
|
|
$
|
4,093,566
|
|
|
$
|
(58,113,398
|
)
|
|
$
|
(54,019,824
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||||||||
Balance at January 1, 2019
|
—
|
|
|
$
|
—
|
|
|
—
|
|
|
$
|
—
|
|
|
—
|
|
|
$
|
—
|
|
|
—
|
|
|
$
|
—
|
|
|
—
|
|
|
$
|
—
|
|
|
—
|
|
|
$
|
—
|
|
|
|
10,055,072
|
|
|
$
|
1,004
|
|
|
$
|
82,898,775
|
|
|
$
|
(72,762,428
|
)
|
|
$
|
10,137,351
|
|
Stock option
exercises |
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
|
41,521
|
|
|
4
|
|
|
53,972
|
|
|
—
|
|
|
53,976
|
|
||||||||||
Stock-based compensation
expense |
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
|
—
|
|
|
—
|
|
|
289,395
|
|
|
—
|
|
|
289,395
|
|
||||||||||
Issue common stock
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
|
748,427
|
|
|
75
|
|
|
2,409,518
|
|
|
—
|
|
|
2,409,593
|
|
||||||||||
Issue warrants for debt
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
|
—
|
|
|
—
|
|
|
629,830
|
|
|
—
|
|
|
629,830
|
|
||||||||||
Issue stock for debt
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
201,789
|
|
|
|
|
201,789
|
|
|||||||||||||||||||||||||
Net loss
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(7,851,743
|
)
|
|
(7,851,743
|
)
|
||||||||||
Balance at March 31, 2019
|
—
|
|
|
$
|
—
|
|
|
—
|
|
|
$
|
—
|
|
|
—
|
|
|
$
|
—
|
|
|
—
|
|
|
$
|
—
|
|
|
—
|
|
|
$
|
—
|
|
|
—
|
|
|
$
|
—
|
|
|
|
10,845,020
|
|
|
$
|
1,083
|
|
|
$
|
86,483,279
|
|
|
$
|
(80,614,171
|
)
|
|
$
|
5,870,191
|
|
|
Three Months Ended
March 31, |
||||||
|
2019
|
|
2018
|
||||
Operating activities:
|
|
|
|
|
|
||
Net loss
|
$
|
(7,851,743
|
)
|
|
$
|
(3,847,362
|
)
|
Adjustments to reconcile net loss to net cash used by operating activities:
|
|
|
|
||||
Depreciation and amortization expense
|
269,839
|
|
|
391,451
|
|
||
Change in fair value of preferred stock warrants and expirations
|
—
|
|
|
(953,198
|
)
|
||
Stock-based compensation
|
289,395
|
|
|
54,444
|
|
||
Accretion of debt discount
|
49,130
|
|
|
21,330
|
|
||
Loss on debt extinguishment
|
921,496
|
|
|
—
|
|
||
Long-term debt prepayment fees
|
412,000
|
|
|
—
|
|
||
Changes in operating assets and liabilities:
|
|
|
|
||||
Accounts receivable
|
457,205
|
|
|
816,319
|
|
||
Inventory
|
(337,275
|
)
|
|
(320,359
|
)
|
||
Prepaid expenses and other current assets
|
(801,305
|
)
|
|
(673,759
|
)
|
||
Accounts payable
|
(510,550
|
)
|
|
(1,355,572
|
)
|
||
Accrued expenses and other liabilities
|
550,506
|
|
|
(920,793
|
)
|
||
Net cash used in operating activities
|
(6,551,302
|
)
|
|
(6,787,499
|
)
|
||
Investing activities:
|
|
|
|
||||
Purchases of property and equipment
|
—
|
|
|
(11,830
|
)
|
||
Net used in investing activities
|
—
|
|
|
(11,830
|
)
|
||
Financing activities:
|
|
|
|
||||
Repayment of long-term debt
|
(10,812,000
|
)
|
|
—
|
|
||
Proceeds from issuance of long-term debt, net of issuance costs
|
19,207,403
|
|
|
—
|
|
||
Proceeds from issuance of convertible note, net of issuance costs
|
—
|
|
|
13,329,843
|
|
||
Proceeds from issuance of common stock, net of issuance costs
|
2,409,593
|
|
|
—
|
|
||
Proceeds from option exercises
|
53,976
|
|
|
305
|
|
||
Net cash provided by financing activities
|
10,858,972
|
|
|
13,330,148
|
|
||
Net increase in cash and cash equivalents
|
4,307,670
|
|
|
6,530,819
|
|
||
Cash and cash equivalents at beginning of period
|
16,522,729
|
|
|
1,021,897
|
|
||
Cash and cash equivalents at end of period
|
$
|
20,830,399
|
|
|
$
|
7,552,716
|
|
|
|
|
|
||||
Supplemental schedule on non-cash transactions:
|
|
|
|
||||
Property and equipment costs incurred but not paid included in accounts
payable and accrued expenses |
$
|
29,650
|
|
|
$
|
—
|
|
Fair value of warrants issued with debt
|
$
|
629,830
|
|
|
$
|
—
|
|
Fair value of stock issued with debt
|
$
|
201,789
|
|
|
$
|
—
|
|
Loan amendment fee due in connection with the repayment of debt classified within
current liabilities |
$
|
—
|
|
|
$
|
70,000
|
|
•
|
The conversion of all outstanding shares of convertible preferred stock into an aggregate
2,850,280
shares of common stock.
|
•
|
The automatic adjustment of preferred stock warrants into common stock warrants; the entire
$84,676
balance of preferred stock warrant liability was reclassified as additional paid-in-capital. In addition, the Company issued warrants to the IPO underwriters to purchase up to
115,920
shares of its common stock at fair value of
$0.4 million
.
|
•
|
The conversion of an aggregate of
$14.9 million
of outstanding convertible promissory notes and accrued interest into an aggregate of
3,239,294
shares of common stock.
|
|
March 31,
2019 |
|
December 31,
2018 |
||||
Materials and supplies
|
$
|
238,127
|
|
|
$
|
161,468
|
|
Finished goods
|
1,167,705
|
|
|
907,089
|
|
||
Total
|
$
|
1,405,832
|
|
|
$
|
1,068,557
|
|
|
Three Months Ended
March 31, |
||||
|
2019
|
|
2018
|
||
Series A convertible preferred stock
|
—
|
|
|
345,587
|
|
Series B convertible preferred stock
|
—
|
|
|
8,058,170
|
|
Series B-1 convertible preferred stock
|
—
|
|
|
3,437,950
|
|
Series C convertible preferred stock
|
—
|
|
|
23,357,047
|
|
Series D convertible preferred stock
|
—
|
|
|
20,652,486
|
|
Series D-1 convertible preferred stock
|
—
|
|
|
66,141,257
|
|
Preferred warrants
|
—
|
|
|
36,603,557
|
|
Common stock options
|
1,707,426
|
|
|
18,649,605
|
|
Common warrants
|
4,224,494
|
|
|
—
|
|
Total
|
5,931,920
|
|
|
177,245,659
|
|
|
|
|
Fair Value Measurement Using
|
||||||||||||
|
March 31,
|
|
Quoted Prices
in Active
Markets for
Identical Assets
|
|
Significant
Other
Observable
Inputs
|
|
Significant
Unobservable
Inputs
|
||||||||
|
2019
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
||||||||
Assets
|
|
|
|
|
|
|
|
|
|
|
|
||||
Cash and cash equivalents
|
$
|
20,830,399
|
|
|
$
|
20,830,399
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Total assets
|
$
|
20,830,399
|
|
|
$
|
20,830,399
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
|
|
Fair Value Measurements Using
|
||||||||||||
|
December 31,
|
|
Quoted Prices
in Active
Markets for
Identical Assets
|
|
Significant
Other
Observable
Inputs
|
|
Significant
Unobservable
Inputs
|
||||||||
|
2018
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
||||||||
Assets
|
|
|
|
|
|
|
|
|
|
|
|
||||
Cash and cash equivalents
|
$
|
16,522,729
|
|
|
$
|
16,522,729
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Total assets
|
$
|
16,522,729
|
|
|
$
|
16,522,729
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
March 31,
2019 |
|
December 31,
2018 |
||||
Prepayment to supplier
|
$
|
25,586
|
|
|
$
|
74,685
|
|
Prepaid insurance
|
321,274
|
|
|
460,684
|
|
||
Other current assets
|
1,373,945
|
|
|
384,131
|
|
||
Total
|
$
|
1,720,805
|
|
|
$
|
919,500
|
|
|
March 31,
2019 |
|
December 31,
2018 |
||||
Computer and office equipment
|
$
|
476,402
|
|
|
$
|
476,402
|
|
Lab equipment
|
4,467,444
|
|
|
4,437,794
|
|
||
Service equipment placed at customer sites
|
149,823
|
|
|
149,823
|
|
||
Leasehold improvements
|
1,875,647
|
|
|
1,875,647
|
|
||
|
6,969,316
|
|
|
6,939,666
|
|
||
Less accumulated depreciation and amortization
|
(5,432,203
|
)
|
|
(5,162,364
|
)
|
||
|
$
|
1,537,113
|
|
|
$
|
1,777,302
|
|
|
March 31,
2019 |
|
December 31,
2018 |
||||
Accrued expenses
|
$
|
3,432,301
|
|
|
$
|
2,134,981
|
|
Accrued bonus
|
196,475
|
|
|
765,148
|
|
||
Total
|
$
|
3,628,776
|
|
|
$
|
2,900,129
|
|
|
December 31,
2018 |
||
Term loan face value
|
$
|
10,000,000
|
|
Fair value of warrant
|
(176,813
|
)
|
|
End of term charge
|
(400,000
|
)
|
|
Capitalized debt issuance costs
|
(499,354
|
)
|
|
Accretion of debt issuance costs and end of term charge
|
87,859
|
|
|
Accretion of warrant fair value
|
17,682
|
|
|
Balance
|
9,029,374
|
|
|
Less current portion
|
—
|
|
|
Long-term debt
|
$
|
9,029,374
|
|
|
March 31,
2019 |
||
Term loan face value
|
$
|
20,000,000
|
|
Warrants issued
|
(629,830
|
)
|
|
Stock discount issued
|
(201,789
|
)
|
|
Capitalized debt issuance costs
|
(792,597
|
)
|
|
Balance
|
18,375,784
|
|
|
Less current portion
|
—
|
|
|
Long-term debt
|
$
|
18,375,784
|
|
|
|
||
2019
|
$
|
1,018,392
|
|
2020
|
1,505,249
|
|
|
2021
|
1,964,030
|
|
|
2022
|
9,875,878
|
|
|
2023-2024
|
14,941,449
|
|
|
Total minimum loan payments
|
$
|
29,304,998
|
|
Unamortized interest
|
(8,554,998
|
)
|
|
End of term charge
|
(750,000
|
)
|
|
Warrants issued
|
(629,830
|
)
|
|
Stock discount issued
|
(201,789
|
)
|
|
Capitalized debt issuance costs and end of term charge
|
(792,597
|
)
|
|
Term loan
|
18,375,784
|
|
|
Less current portion
|
—
|
|
|
Long-term debt
|
$
|
18,375,784
|
|
•
|
the lowest sale price of the Company’s common stock on the purchase date; or
|
•
|
the average of the three lowest closing sale prices for the Company’s common stock during the ten consecutive trading days ending on the trading day immediately preceding the purchase date.
|
|
Shares
|
|
Weighted-
Average
Exercise
Price
|
|
Weighted-
Average
Remaining
Contractual
Term
|
|
Aggregate
Intrinsic
Value
|
|||||
Outstanding at January 1, 2019
|
1,282,847
|
|
$
|
6.90
|
|
|
9.2
|
|
$
|
—
|
|
|
Granted
|
503,260
|
|
|
4.25
|
|
|
|
|
—
|
|
||
Exercised
|
(41,521
|
)
|
|
1.30
|
|
|
|
|
127,054
|
|
||
Cancelled/Expired
|
(37,160
|
)
|
|
15.96
|
|
|
|
|
—
|
|
||
Outstanding at March 31, 2019
|
1,707,426
|
|
$
|
6.04
|
|
|
9.1
|
|
$
|
1,060,875
|
|
|
Vested and exercisable at March 31, 2019
|
508,459
|
|
$
|
6.70
|
|
|
8.4
|
|
$
|
732,751
|
|
|
Three Months Ended
March 31, |
||||||
2019
|
|
2018
|
|||||
Research and development
|
$
|
52,903
|
|
|
$
|
9,635
|
|
General and administrative
|
236,492
|
|
|
44,809
|
|
||
Total stock-based compensation expense
|
$
|
289,395
|
|
|
$
|
54,444
|
|
|
Three Months Ended
March 31, |
||||
2019
|
|
2018
|
|||
Risk-free interest rate
|
2.5
|
%
|
|
2.5
|
%
|
Expected volatility
|
64.3-67.3 %
|
|
|
63.0
|
%
|
Expected term (in years)
|
4.9
|
|
|
4.0
|
|
Expected dividend yield
|
0.0
|
%
|
|
0.0
|
%
|
|
March 31, 2019
|
|
Stock options issued and outstanding
|
1,707,426
|
|
Authorized for future stock awards, option grants, or employee stock purchase program
|
494,682
|
|
Common Warrants
|
4,224,494
|
|
Total
|
6,426,602
|
|
Year Ending December 31,
|
Gross Payments
|
|
|
Scheduled Sublease Payments
|
|
|
Net Payments
|
|
|||
2019 (9 months remaining)
|
$
|
633,609
|
|
|
$
|
(333,254
|
)
|
|
$
|
300,355
|
|
2020
|
902,412
|
|
|
(464,334
|
)
|
|
438,078
|
|
|||
Total minimum lease payments
|
$
|
1,536,021
|
|
|
$
|
(797,588
|
)
|
|
$
|
738,433
|
|
|
Three Months Ended March 31,
|
|
Period-to-Period Change
|
|||||||||||
|
2019
|
|
2018
|
|
$
|
|
%
|
|||||||
Revenues:
|
|
|
|
|
|
|
|
|
|
|
|
|||
Product revenue
|
$
|
1,687,586
|
|
|
$
|
1,662,222
|
|
|
$
|
25,364
|
|
|
1.5
|
%
|
Other revenue
|
165,160
|
|
|
106,263
|
|
|
58,897
|
|
|
55.4
|
%
|
|||
Total revenue
|
1,852,746
|
|
|
1,768,485
|
|
|
84,261
|
|
|
4.8
|
%
|
|||
Cost of revenue:
|
|
|
|
|
|
|
|
|
|
|||||
Cost of product revenue
|
1,119,551
|
|
|
840,582
|
|
|
278,969
|
|
|
33.2
|
%
|
|||
Cost of other revenue
|
27,491
|
|
|
867
|
|
|
26,624
|
|
|
3,070.8
|
%
|
|||
Total cost of revenue
|
1,147,042
|
|
|
841,449
|
|
|
305,593
|
|
|
36.3
|
%
|
|||
Operating expense:
|
|
|
|
|
|
|
|
|
|
|||||
Research and development
|
2,100,111
|
|
|
2,367,093
|
|
|
(266,982
|
)
|
|
(11.3
|
)%
|
|||
Selling, general and administrative
|
4,790,602
|
|
|
2,895,404
|
|
|
1,895,198
|
|
|
65.5
|
%
|
|||
Total operating expense
|
6,890,713
|
|
|
5,262,497
|
|
|
1,628,216
|
|
|
30.9
|
%
|
|||
Loss from operations
|
(6,185,009
|
)
|
|
(4,335,461
|
)
|
|
(1,849,548
|
)
|
|
42.7
|
%
|
|||
Other income (expense):
|
|
|
|
|
|
|
|
|||||||
Interest expense
|
(272,504
|
)
|
|
(301,981
|
)
|
|
29,477
|
|
|
(9.8
|
)%
|
|||
Change in fair value of preferred stock warrants and expirations
|
—
|
|
|
953,198
|
|
|
(953,198
|
)
|
|
—
|
%
|
|||
Loss on debt extinguishment
|
(921,496
|
)
|
|
—
|
|
|
(921,496
|
)
|
|
—
|
%
|
|||
Other expense
|
(468,248
|
)
|
|
(159,342
|
)
|
|
(308,906
|
)
|
|
193.9
|
%
|
|||
Total other income (expense)
|
(1,662,248
|
)
|
|
491,875
|
|
|
(2,154,123
|
)
|
|
(437.9
|
)%
|
|||
Loss before income taxes
|
(7,847,257
|
)
|
|
(3,843,586
|
)
|
|
(4,003,671
|
)
|
|
104.2
|
%
|
|||
Provision for income taxes
|
(4,486
|
)
|
|
(3,776
|
)
|
|
(710
|
)
|
|
18.8
|
%
|
|||
Net loss
|
$
|
(7,851,743
|
)
|
|
$
|
(3,847,362
|
)
|
|
$
|
(4,004,381
|
)
|
|
104.1
|
%
|
Net cash provided by (used in):
|
Three Months Ended March 31,
|
||||||
2019
|
|
2018
|
|||||
|
|
|
|||||
Operating activities
|
$
|
(6,551,302
|
)
|
|
$
|
(6,787,499
|
)
|
Investing activities
|
—
|
|
|
(11,830
|
)
|
||
Financing activities
|
10,858,972
|
|
|
13,330,148
|
|
•
|
our expectation that our revenues during the next 12 months will be significantly higher than our historical revenues, due in part to the continued high rate of growth of instrument and consumables sales, which given our customers’ recurring consumables purchasing patterns and our growing installed base of instruments, is expected to continue;
|
•
|
our expectation that our gross margins during the next 12 months will be higher than our historical gross margins; and
|
•
|
our expectation that our research and development expenses and certain general and administration expenses during the next 12 months will be lower, or will grow at a significantly reduced rate, relative to prior periods due in part to a reduction in personnel in late 2017 and a significant reduction in the number, size and scope of research projects and product development initiatives.
|
•
|
market acceptance of our products;
|
•
|
the cost and timing of establishing additional sales, marketing and distribution capabilities;
|
•
|
the cost of our research and development activities; and
|
•
|
the effect of competing technological and market developments.
|
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
(3)
|
|
|
4.8
(4)
|
|
|
4.9
(4)
|
|
|
4.10
(4)
|
|
|
10.1
(4)
|
|
|
10.2
(4)
|
|
|
10.3
(4)
|
|
|
31.1
|
|
|
31.2
|
|
|
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.
|
*
|
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: May 9, 2019
|
By: /s/ R. Erik Holmlin, Ph.D.
|
|
R. Erik Holmlin, Ph.D.
|
|
President and Chief Executive Officer
(Principal Executive Officer)
|
|
|
Date: May 9, 2019
|
By: /s/ Mike Ward
|
|
Mike Ward
|
|
Chief Financial Officer
(Principal Financial and Accounting Officer)
|
Date: May 9, 2019
|
|
|
|
/s/ R. Erik Holmlin, Ph.D.
|
|
R. Erik Holmlin, Ph.D.
|
|
President and Chief Executive Officer
|
|
(Principal Executive Officer)
|
|
Dated: May 9, 2019
|
|
|
|
/s/ Mike Ward
|
|
Mike Ward
|
|
Chief Financial Officer
|
|
(Principal Financial and Accounting Officer)
|
|
Dated: May 9, 2019
|
|
|
|
|
|
/s/ R. Erik Holmlin, Ph.D.
|
|
/s/ Mike Ward
|
R. Erik Holmlin, Ph.D.
|
|
Mike Ward
|
President and Chief Executive Officer
|
|
Chief Financial Officer
|
(Principal Executive Officer)
|
|
(Principal Financial and Accounting Officer
|