|
|
|
(State or other jurisdiction of incorporation)
|
(Commission File Number)
|
(IRS Employer
Identification No.)
|
(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))
|
Title of each class
|
Trading Symbol(s)
|
Name of each exchange on
which registered |
||
|
|
|
||
|
|
|
Item 2.02. |
Results of Operations and Financial Condition.
|
Item 5.02. |
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of
Certain Officers.
|
Item 9.01 |
Financial Statements and Exhibits.
|
(d) |
Exhibits.
|
Exhibit
No. |
|
Description
|
|
Offer Letter of Employment, dated April 26, 2022, by and between Quantum-Si Incorporated and Patrick Schneider
|
|
Press Release dated May 9, 2022
|
||
Press Release dated May 9, 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
|
|
April 26, 2022
|
Sincerely,
|
|||
Quantum-Si Incorporated
|
|||
By:
|
/s/ Jonathan M. Rothberg
|
||
Jonathan M. Rothberg
|
|||
Executive Chairman of the Board and Founder
|
|||
ACCEPTED AND AGREED:
|
|||
By:
|
/s/ Patrick Schneider
|
||
Patrick Schneider
|
● |
Announced the appointment of Patrick Schneider as President & Chief Operating Officer.
|
● |
Made progress on scale-up activities, technology transfers and contract manufacturer collaborations to build operational scale in preparation for launch.
|
● |
Successfully completed the technology transfer to our Garnet Valley, Pennsylvania facility for the scale up of semiconductor chip production.
|
● |
Shared an application note demonstrating the use of Quantum-Si’s PlatinumTM sequencer to interrogate variants in Beta Amyloid, a protein of key pathological
and clinical significance in the progression of Alzheimer’s disease.
|
● |
Held $434.8 million in cash, cash equivalents and marketable securities as of March 31, 2022, providing sufficient runway to make key investments in the business.
|
Three months ended March 31,
|
||||||||
2022
|
2021
|
|||||||
Operating expenses:
|
||||||||
Research and development
|
$
|
18,771
|
$
|
7,972
|
||||
Selling, general and administrative
|
8,369
|
3,807
|
||||||
Total operating expenses
|
27,140
|
11,779
|
||||||
Loss from operations
|
(27,140
|
)
|
(11,779
|
)
|
||||
Dividend income
|
855
|
-
|
||||||
Change in fair value of warrant liabilities
|
2,647
|
-
|
||||||
Other expense, net
|
(11,537
|
)
|
-
|
|||||
Loss before provision for income taxes
|
(35,175
|
)
|
(11,779
|
)
|
||||
Provision for income taxes
|
-
|
-
|
||||||
Net loss and comprehensive loss
|
$
|
(35,175
|
)
|
$
|
(11,779
|
)
|
||
Net loss per common share attributable to common stockholders, basic and diluted
|
$
|
(0.25
|
)
|
$
|
(2.13
|
)
|
||
Weighted-average shares used to compute net loss per share attributable to common
stockholders, basic and diluted
|
138,619,929
|
5,528,551
|
March 31,
2022
|
December 31,
2021
|
|||||||
Assets
|
||||||||
Current assets:
|
||||||||
Cash and cash equivalents
|
$
|
34,984
|
$
|
35,785
|
||||
Marketable securities
|
399,810
|
435,519
|
||||||
Prepaid expenses and other current assets
|
4,985
|
5,868
|
||||||
Total current assets
|
439,779
|
477,172
|
||||||
Property and equipment, net
|
11,151
|
8,908
|
||||||
Goodwill
|
9,483
|
9,483
|
||||||
Other assets
|
690
|
690
|
||||||
Operating lease right-of-use assets
|
15,035
|
6,973
|
||||||
Total assets
|
$
|
476,138
|
$
|
503,226
|
||||
Liabilities and stockholders' equity
|
||||||||
Current liabilities:
|
||||||||
Accounts payable
|
$
|
4,293
|
$
|
3,393
|
||||
Accrued expenses and other current liabilities
|
8,779
|
7,276
|
||||||
Short-term operating lease liabilities
|
973
|
859
|
||||||
Total current liabilities
|
14,045
|
11,528
|
||||||
Long-term liabilities:
|
||||||||
Warrant liabilities
|
4,592
|
7,239
|
||||||
Other long-term liabilities
|
240
|
206
|
||||||
Operating lease liabilities
|
15,386
|
7,219
|
||||||
Total liabilities
|
34,263
|
26,192
|
||||||
Stockholders' equity
|
||||||||
Class A Common stock, $0.0001 par value; 600,000,000 shares authorized as of March 31, 2022
and December 31, 2021; 118,972,397 and 118,025,410 shares issued and outstanding as of March 31, 2022 and December 31, 2021, respectively
|
12
|
12
|
||||||
Class B Common stock, $0.0001 par value; 27,000,000 shares authorized as of March 31, 2022
and December 31, 2021; 19,937,500 shares issued and outstanding as of March 31, 2022 and December 31, 2021
|
2
|
2
|
||||||
Additional paid-in capital
|
744,268
|
744,252
|
||||||
Accumulated deficit
|
(302,407
|
)
|
(267,232
|
)
|
||||
Total stockholders' equity
|
441,875
|
477,034
|
||||||
Total liabilities and stockholders' equity
|
$
|
476,138
|
$
|
503,226
|
Three months ended March 31,
|
||||||||
2022
|
2021
|
|||||||
Net loss
|
$
|
(35,175
|
)
|
$
|
(11,779
|
)
|
||
Dividend income
|
(855
|
)
|
-
|
|||||
Change in fair value of warrant liabilities
|
(2,647
|
)
|
-
|
|||||
Other expense, net
|
11,537
|
-
|
||||||
Stock-based compensation
|
(714
|
)
|
457
|
|||||
Depreciation
|
452
|
213
|
||||||
Adjusted EBITDA
|
$
|
(27,402
|
)
|
$
|
(11,109
|
)
|