8-K
false000175626200017562622024-02-262024-02-26

 

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): February 26, 2024

 

 

TransMedics Group, Inc.

(Exact name of Registrant as Specified in Its Charter)

 

 

Massachusetts

001-38891

83-2181531

(State or Other Jurisdiction
of Incorporation)

(Commission File Number)

(IRS Employer
Identification No.)

 

 

 

 

 

200 Minuteman Road

 

Andover, Massachusetts

 

01810

(Address of Principal Executive Offices)

 

(Zip Code)

 

Registrant’s Telephone Number, Including Area Code: (978) 552-0900

 

 

(Former Name or Former Address, if Changed Since Last Report)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:


Title of each class

 

Trading
Symbol(s)

 


Name of each exchange on which registered

Common Stock, no par value per share

 

TMDX

 

The Nasdaq Global 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

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.

 


Item 2.02 Results of Operations and Financial Condition.

On February 26, 2024, TransMedics Group, Inc. (the “Company”) issued a press release announcing the Company’s financial results for the quarter and year ended December 31, 2023. A copy of this press release is furnished as Exhibit 99.1 and is incorporated herein by reference.

The information in this Form 8-K (including Exhibit 99.1 attached hereto) is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference into any filing by the Company, under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such filing.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

Exhibit
No.

 

Description

99.1

Press release issued by TransMedics Group, Inc. on February 26, 2024

104

Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

 


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.

 

 

 

TRANSMEDICS GROUP, INC.

 

 

 

 

Date:

February 26, 2024

By:

/s/ Stephen Gordon

 

 

 

Name: Stephen Gordon
Title: Chief Financial Officer and Treasurer

 


EX-99.1

 

Exhibit 99.1

TransMedics Reports Fourth Quarter and Full Year 2023 Financial Results

Andover, Mass. – February 26, 2024 – TransMedics Group, Inc. (“TransMedics”) (Nasdaq: TMDX), a medical technology company that is transforming organ transplant therapy for patients with end-stage lung, heart, and liver failure, today reported financial results for the quarter and year ended December 31, 2023.

Recent Highlights

Total revenue of $81.2 million in the fourth quarter of 2023, a 159% increase compared to the fourth quarter of 2022
Total revenue of $241.6 million in the full year of 2023, a 159% increase compared to the full year of 2022
Generated net income of $4.0 million or $0.12 per share in the fourth quarter of 2023

 

“2023 was a great year for TransMedics as we achieved 159% revenue growth and launched TransMedics transplant logistics services to provide a more operationally and economically efficient service to our transplant program users,” said Waleed Hassanein, MD, President and Chief Executive Officer. “We are humbled and excited that the use of OCS technology and our NOP program were primary drivers in increasing the national heart and liver transplant volumes by 12% in 2023. This double-digit growth in transplant volumes has not been witnessed in several years.”

 

Fourth Quarter 2023 Financial Results

Total revenue for the fourth quarter of 2023 was $81.2 million, a 159% increase compared to $31.4 million in the fourth quarter of 2022. The increase was due primarily to the increase in utilization of the OCS through the National OCS Program (“NOP”) as well as additional revenue generated by the addition of TransMedics logistics services.

 

Gross margin for the fourth quarter of 2023 was 59% compared to 66% in the fourth quarter of 2022.

 

Operating expenses for the fourth quarter of 2023 were $45.3 million compared to $27.5 million in the fourth quarter of 2022. The increase in operating expense was driven primarily by increased investment throughout the organization to support the growth of the company. Fourth quarter operating expenses in 2023 included $5.5 million of stock compensation expense compared to $3.0 million of stock compensation in the fourth quarter of 2022.

 

Net income for the fourth quarter of 2023 was $4.0 million compared to net loss of $6.7 million in the fourth quarter of 2022.

 

 


 

Full Year 2023 Financial Results

Total revenue for the full year of 2023 was $241.6 million, a 159% increase compared to $93.5 million in the full year of 2022. The increase was due primarily to the increase in utilization of the OCS through the NOP as well as additional revenue generated by the addition of TransMedics logistics services.

 

Gross margin for the full year of 2023 was 64% compared to 70% in the full year of 2022.

 

Operating expenses for the full year of 2023 were $182.8 million compared to $96.7 million in the full year of 2022. The increase in operating expense was driven by investment throughout the organization to support the growth in the business as well as an acquired in-process research and development charge of $27.2 million and an additional $2.0 million in non-recurring acquisition-related costs, both in the third quarter of 2023. Full year 2023 operating expenses included $19.4 million of stock compensation expense compared to $10.3 million in 2022.

 

Net loss for the full year of 2023 was $25.0 million compared to $36.2 million in the full year of 2022.

 

Cash was $394.8 million as of December 31, 2023.

 

2024 Financial Outlook

TransMedics expects total revenue for full-year 2024 to be in the range of $360 million to $370 million, which represents 49% to 53% growth compared to the company’s prior year revenue.

 

Webcast and Conference Call Details

The TransMedics management team will host a conference call beginning at 4:30 p.m. ET / 1:30 p.m. PT on Monday, February 26, 2024. Investors interested in listening to the conference call may do so by dialing (866) 807-9684 for domestic callers or (412) 317-5415 for international callers and ask to be joined into the TransMedics call. A live and archived webcast of the event will be available on the “Investors” section of the TransMedics website at www.transmedics.com.

About TransMedics Group, Inc.

TransMedics is the world’s leader in portable extracorporeal warm perfusion and assessment of donor organs for transplantation. Headquartered in Andover, Massachusetts, the company was founded to address the unmet need for more and better organs for transplantation and has developed technologies to preserve organ quality, assess organ viability prior to transplant, and potentially increase the utilization of donor organs for the treatment of end-stage heart, lung, and liver failure.

Forward-Looking Statements

This press release contains forward-looking statements with respect to, among other things, our full-year guidance, and statements about our operations, financial position, and business plans.

 


 

These forward-looking statements are subject to a number of risks and uncertainties. Our management cannot predict all risks, nor can we assess the impact of all factors or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those contained in or implied by any forward-looking statements we may make. In light of these risks and uncertainties, the forward-looking events and circumstances discussed in this press release may not occur and actual results could differ materially and adversely from those anticipated in or implied by the forward-looking statements. Some of the key factors that could cause actual results to differ include: that we continue to incur losses; our ability to attract and retain key personnel; our existing and any future indebtedness, including our ability to comply with affirmative and negative covenants under our credit agreement to which we will remain subject until maturity; the fluctuation of our financial results from quarter to quarter; our need to raise additional funding and our ability to obtain it on favorable terms, or at all; our ability to use net operating losses and research and development credit carryforwards; our dependence on the success of the OCS; our ability to expand access to OCS through the NOP; our ability to scale our manufacturing and sterilization capabilities to meet increasing demand for our products; the rate and degree of market acceptance of the OCS; our ability to educate patients, surgeons, transplant centers and private payors of benefits offered by the OCS; our ability to improve the OCS platform and develop the next generation of the OCS products; our dependence on a limited number of customers for a significant portion of our net revenue; our ability to maintain regulatory approvals or clearances for our OCS products in the United States, the European Union, and worldwide; our ability to adequately respond to FDA, or other competent authorities, follow-up inquiries in a timely manner; performance of our third-party suppliers and manufacturers; our use of third parties to transport donor organs and medical personnel for our NOP and our ability to maintain and grow our aviation capabilities to support our NOP to reduce dependence on third party transportation, including by means of the acquisition of fixed-wing aircraft or other acquisitions, joint ventures or strategic investments; our ability to maintain Federal Aviation Administration or other regulatory licenses or approvals for our aircraft services; price increases of the components of our products and maintenance, parts and fuel for our aircraft; the timing or results of post-approval studies and any clinical trials for the OCS; our manufacturing, sales, marketing and clinical support capabilities and strategy; attacks against our information technology infrastructure; the economic, political and other risks associated with our foreign operations; our ability to protect, defend, maintain and enforce our intellectual property rights relating to the OCS and avoid allegations that our products infringe, misappropriate or otherwise violate the intellectual property rights of third parties; the pricing of the OCS, as well as the reimbursement coverage for the OCS in the United States and internationally; regulatory developments in the United States, European Union and other jurisdictions; the extent and success of competing products that are or may become available; our ability to service our 1.50% convertible senior notes, due 2028; the impact of any product recalls or improper use of our products; risks related to retaining key Summit employees and risks related to providing logistics and aviation services and owning aircraft; our estimates regarding revenues, expenses and needs for additional financing; and other factors that may be described in our filings with the Securities and Exchange Commission (the “SEC”). Additional information will be made available in our annual and quarterly reports and other filings that we make with the SEC. The forward-looking statements in this press release speak

 


 

only as of the date of this press release. Factors or events that could cause our actual results to differ may emerge from time to time, and we are not able to predict all of them. We undertake no obligation to update any forward-looking statement, whether as a result of new information, future developments or otherwise, except as may be required by applicable law.

 

Investor Contact:

Brian Johnston

332-895-3222

Investors@transmedics.com

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 


 

 

TransMedics Group, Inc.
CONSOLIDATED STATEMENTS OF OPERATIONS
(in thousands, except share and per share data)
(unaudited)

 

Three Months Ended December 31,

Year ended December 31,

2023

2022

2023

2022

Revenue:

Net product revenue

$

51,874

$

25,074

$

176,069

$

79,234

Service revenue

29,300

6,301

65,554

14,225

Total revenue

81,174

31,375

241,623

93,459

Cost of revenue:

Cost of net product revenue

14,065

5,281

41,015

16,970

Cost of service revenue

19,185

5,391

46,515

11,217

Total cost of revenue

33,250

10,672

87,530

28,187

Gross profit

47,924

20,703

154,093

65,272

Gross Margin

59

%

66

%

64

%

70

%

Operating expenses:

Research, development and clinical trials

10,761

5,756

36,055

26,812

Acquired in-process research and development expenses

27,212

Selling, general and administrative

34,560

21,726

119,553

69,897

Total operating expenses

45,321

27,482

182,820

96,709

Income (loss) from operations

2,603

(6,779

)

(28,727

)

(31,437

)

Other income (expense):

Interest expense

(3,605

)

(1,007

)

(10,791

)

(3,726

)

Other income (expense), net

4,865

1,085

12,847

(1,002

)

Total other income (expense), net

1,260

78

2,056

(4,728

)

Income (loss) before income taxes

3,863

(6,701

)

(26,671

)

(36,165

)

(Provision) benefit for income taxes

168

(19

)

1,643

(66

)

Net income (loss)

$

4,031

$

(6,720

)

$

(25,028

)

$

(36,231

)

Net income (loss) per share:

Basic

$

0.12

$

(0.21

)

$

(0.77

)

$

(1.23

)

Diluted

$

0.12

$

(0.21

)

$

(0.77

)

$

(1.23

)

Weighted average common shares outstanding:

Basic

32,644,525

32,010,621

32,517,372

29,556,633

Diluted

34,179,059

32,010,621

32,517,372

29,556,633

 

 

 

 

 

 

 


 

 

TransMedics Group, Inc.
CONDENSED CONSOLIDATED BALANCE SHEETS
(in thousands)
(unaudited)

 

December 31,

2023

2022

Assets

Current assets:

Cash

$

394,812

$

201,182

Accounts receivable

63,576

27,611

Inventory

44,235

20,605

Prepaid expenses and other current assets

8,031

2,896

         Total current assets

510,654

252,294

Property, plant and equipment, net

173,941

19,223

Operating lease right-of-use assets

6,546

5,130

Restricted cash

500

500

Goodwill

11,990

Acquired intangible assets, net

2,354

Other non-current assets

62

        Total assets

$

706,047

$

277,147

Liabilities and Stockholders’ Equity

Current liabilities:

Accounts payable

$

12,717

$

3,341

Accrued expenses and other current liabilities

38,221

18,635

Deferred revenue

1,961

241

Operating lease liabilities

2,035

1,444

         Total current liabilities

54,934

23,661

Convertible senior notes, net

447,140

Long-term debt, net

59,064

58,696

Operating lease liabilities, net of current portion

7,707

7,415

  Total liabilities

568,845

89,772

  Total stockholders’ equity

137,202

187,375

  Total liabilities and stockholders’ equity

$

706,047

$

277,147