|
|
|
(State or other jurisdiction of incorporation)
|
(Commission File Number)
|
(IRS Employer Identification No.)
|
|
|
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(Address of principal executive offices) | (Zip Code) |
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))
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Title of each class
|
Trading Symbol(s)
|
Name of each exchange on
which registered
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||
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||
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Item 2.02. |
Results of Operations and Financial Condition.
|
Item 9.01 |
Financial Statements and Exhibits.
|
(d) |
Exhibits.
|
Exhibit
No.
|
Description
|
|
Press Release dated February 28, 2022
|
||
104
|
Cover Page Interactive Data File (embedded within the Inline XBRL document)
|
QUANTUM-SI INCORPORATED
|
||
By:
|
/s/ Claudia Drayton
|
|
Name:
|
Claudia Drayton
|
|
Title:
|
Chief Financial Officer
|
|
Date: February 28, 2022
|
● |
Announced the appointment of Dr. Jonathan Rothberg, Founder and Executive Chairman of the Board, as Interim Chief Executive Officer.
|
● |
Formed a new Scientific Advisory Board whose goal will be to identify high-impact, routine applications for single molecule protein sequencing across research, clinical, and
diagnostics.
|
● |
Established list prices for our protein sequencing platform in anticipation of commercial launch in 2022.
|
● |
Shared a technical manuscript on bioRxiv providing an overview of Time Domain SequencingTM
enabling massively-parallel single molecule protein sequencing at individual amino acid resolution on a semiconductor chip.
|
● |
Entered into a lease agreement for new headquarters in New Haven, CT, close to Yale University.
|
● |
Ended 2021 with $471.3 million in cash and cash equivalents and marketable securities and no debt, providing a sufficient runway to make key investments in the business.
|
● |
Completed the business combination with HighCape Capital Acquisition Corp. in June 2021, raising $511.2 million in proceeds on the day of close.
|
● |
Scaled up the organization from 72 to 153 employees as of December 31, 2021 to support future growth and strengthened the leadership of the company with key additions to the
executive team and Board of Directors.
|
● |
Accelerated efforts to create an application ecosystem around our platform through external partnerships, including the Ecole Superieure de Physique et de Chimie Industrielles
(ESPCI) in Paris and Protein Evolution, Inc. (PEI).
|
● |
Acquired Majelac Technologies LLC, a provider of semiconductor packaging and integrated circuit assembly services, to help secure chip production for 2022 and beyond.
|
● |
Began operations at our new product development and operations facility in San Diego, CA to accelerate product development and commercial readiness.
|
● |
Added to the Nasdaq Biotechnology Index (Nasdaq: NBI) based on the results of the annual reconstitution of the index in December 2021.
|
Three months ended December 31,
|
Years ended December 31,
|
|||||||||||||||
2021
|
2020
|
2021
|
2020
|
|||||||||||||
Operating expenses:
|
||||||||||||||||
Research and development
|
$
|
14,385
|
$
|
6,381
|
$
|
46,575
|
$
|
27,555
|
||||||||
General and administrative
|
12,166
|
2,827
|
46,377
|
7,984
|
||||||||||||
Sales and marketing
|
1,239
|
327
|
3,956
|
1,152
|
||||||||||||
Total operating expenses
|
27,790
|
9,535
|
96,908
|
36,691
|
||||||||||||
Loss from operations
|
(27,790
|
)
|
(9,535
|
)
|
(96,908
|
)
|
(36,691
|
)
|
||||||||
Interest expense
|
-
|
(4
|
)
|
(5
|
)
|
(9
|
)
|
|||||||||
Dividend income
|
1,808
|
2
|
2,549
|
97
|
||||||||||||
Change in fair value of warrant liabilities
|
937
|
-
|
4,379
|
-
|
||||||||||||
Other (expense), net
|
(4,377
|
)
|
(8
|
)
|
(5,004
|
)
|
(10
|
)
|
||||||||
Loss before provision for income taxes
|
(29,422
|
)
|
(9,545
|
)
|
(94,989
|
)
|
(36,613
|
)
|
||||||||
Provision for income taxes
|
-
|
-
|
-
|
-
|
||||||||||||
Net loss and comprehensive loss
|
$
|
(29,422
|
)
|
$
|
(9,545
|
)
|
$
|
(94,989
|
)
|
$
|
(36,613
|
)
|
||||
Net loss per common share attributable to common stockholders, basic and diluted
|
$
|
(0.21
|
)
|
$
|
(1.78
|
)
|
$
|
(1.19
|
)
|
$
|
(6.84
|
)
|
||||
Weighted-average shares used to compute net loss per share attibutable to common stockholders, basic and diluted
|
137,364,475
|
5,369,437
|
79,578,540
|
5,355,463
|
December 31,
|
December 31,
|
|||||||
2021
|
2020
|
|||||||
Assets
|
||||||||
Current assets:
|
||||||||
Cash and cash equivalents
|
$
|
35,785
|
$
|
36,910
|
||||
Marketable securities
|
435,519
|
-
|
||||||
Prepaid expenses and other current assets
|
5,868
|
948
|
||||||
Total current assets
|
477,172
|
37,858
|
||||||
Property and equipment, net
|
8,908
|
1,996
|
||||||
Goodwill
|
9,483
|
-
|
||||||
Other assets
|
690
|
-
|
||||||
Other assets - related party
|
-
|
738
|
||||||
Operating lease right-of-use assets
|
6,973
|
-
|
||||||
Total assets
|
$
|
503,226
|
$
|
40,592
|
||||
Liabilities, convertible preferred stock and stockholders' equity (deficit)
|
||||||||
Current liabilities:
|
||||||||
Accounts payable
|
$
|
3,393
|
$
|
1,329
|
||||
Accrued expenses and other current liabilities
|
7,276
|
1,425
|
||||||
Short-term operating lease liabilities
|
859
|
-
|
||||||
Total current liabilities
|
11,528
|
2,754
|
||||||
Long-term liabilities:
|
||||||||
Warrant liabilities
|
7,239
|
-
|
||||||
Notes payable
|
-
|
1,749
|
||||||
Other long-term liabilities
|
206
|
-
|
||||||
Operating lease liabilities
|
7,219
|
-
|
||||||
Total liabilities
|
26,192
|
4,503
|
||||||
Commitments and contingencies
|
||||||||
Convertible preferred stock
|
||||||||
Convertible preferred stock (Series A, B, C, D, and E) $0.0001 par value with an aggregate liquidation preference of $0
and $216 as of December 31, 2021 and December 31, 2020, respectively; 0 and 92,078,549 shares authorized as of December 31, 2021 and December 31, 2020, respectively; 0 and 90,789,268 shares issued and outstanding as of December 31, 2021
and December 31, 2020, respectively
|
-
|
195,814
|
||||||
Stockholders' equity (deficit)
|
||||||||
Class A Common stock, $0.0001 par value; 600,000,000 and 90,000,000 shares authorized as of December 31, 2021 and
December 31, 2020, respectively; 118,025,410 and 5,378,287 shares issued and outstanding as of December 31, 2021 and December 31, 2020, respectively
|
12
|
1
|
||||||
Class B Common stock, $0.0001 par value; 27,000,000 and 0 shares authorized as of December 31, 2021 and December 31,
2020, respectively; 19,937,500 and 0 shares issued and outstanding as of December 31, 2021 and December 31, 2020, respectively
|
2
|
-
|
||||||
Additional paid-in capital
|
744,252
|
12,517
|
||||||
Accumulated deficit
|
(267,232
|
)
|
(172,243
|
)
|
||||
Total stockholders' equity (deficit)
|
477,034
|
(159,725
|
)
|
|||||
Total liabilities, convertible preferred stock and stockholders' equity (deficit)
|
$
|
503,226
|
$
|
40,592
|
Three months ended December 31,
|
Years ended December 31,
|
|||||||||||||||
2021
|
2020
|
2021
|
2020
|
|||||||||||||
Net loss
|
$
|
(29,422
|
)
|
$
|
(9,545
|
)
|
$
|
(94,989
|
)
|
$
|
(36,613
|
)
|
||||
Interest expense
|
-
|
4
|
5
|
9
|
||||||||||||
Dividend income
|
(1,808
|
)
|
(2
|
)
|
(2,549
|
)
|
(97
|
)
|
||||||||
Change in fair value of warrant liabilities
|
(937
|
)
|
-
|
(4,379
|
)
|
-
|
||||||||||
Other expense, net
|
4,377
|
8
|
5,004
|
10
|
||||||||||||
Stock-based compensation expense
|
7,078
|
323
|
24,918
|
1,924
|
||||||||||||
Depreciation
|
329
|
218
|
1,041
|
894
|
||||||||||||
Transaction related costs - business combination
|
-
|
-
|
6,920
|
-
|
||||||||||||
Adjusted EBITDA
|
$
|
(20,383
|
)
|
$
|
(8,994
|
)
|
$
|
(64,029
|
)
|
$
|
(33,873
|
)
|