8-K
0001726445false00017264452024-11-062024-11-06

 

 

 

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):

November 6, 2024

 

 

Seer, Inc.

(Exact name of registrant as specified in its charter)

 

 

Delaware

 

001-39747

 

82-1153150

(State or other jurisdiction of

 

(Commission

 

(I.R.S. Employer

incorporation)

 

File Number)

 

Identification No.)

3800 Bridge Parkway, Suite 102

Redwood City, California 94065

(Address of principal executive offices, including zip code)

650-453-0000

(Registrant’s telephone number, including area code)

Not Applicable

(Former name or former address, if changed since last reports)

 

 

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

Name of each exchange on which registered

Class A Common Stock, par value $0.00001 per share

SEER

The NASDAQ Stock Market LLC

(The NASDAQ Global Select 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 November 6, 2024, Seer, Inc. issued a press release (the “Press Release”) announcing results for the quarter ended September 30, 2024. A copy of the Press Release is attached as Exhibit 99.1 to this current report on Form 8-K and is incorporated by reference herein.

The information under Item 2.02 in this current report on Form 8-K and the related information in the exhibit attached hereto 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 in any filing under the Securities Act of 1933, as amended, or the Exchange Act, regardless of any general incorporation language in such filing.

 

 


 

Item 9.01

Financial Statements and Exhibits.

 

 

Exhibit No.

 

Description

99.1

 

Press Release dated November 6, 2024.

104

 

Cover Page from this Current Report on Form 8-K, formatted in Inline XBRL.

 


 

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.

 

 

 

SEER, INC.

 

 

 

 

 

Date: November 6, 2024

 

By:

 

/s/ David Horn

 

 

 

 

David Horn

 

 

 

 

President and Chief Financial Officer

 

 


EX-99.1

 

 

Seer Reports Third Quarter 2024 Financial Results

Growing enthusiasm for Proteograph Product Suite with multiple larger orders from government agencies and continued strong interest in STAC

REDWOOD CITY, Calif. Nov 6, 2024 – Seer, Inc. (Nasdaq: SEER), a leading life sciences company commercializing a disruptive new platform for proteomics, today reported financial results for the third quarter ended September 30, 2024.

 

Recent Highlights

Achieved revenue of $4.0 million for the third quarter of 2024
Entered into a co-marketing and sales agreement with Thermo Fisher Scientific to further enhance access and expand global reach to deep, unbiased proteomics at scale
Presented multiple posters and featured in several presentations at the HUPO World Congress showcasing the use of the Proteograph Product Suite in Alzheimer’s, population health, xenotransplantation, and other model organisms
Invested $10.0 million in PrognomiQ’s Series D preferred stock financing during the third quarter alongside other existing investors and a new strategic investor
Repurchased approximately 3.7 million shares of Seer Class A common stock at an average cost of $1.78 per share during the third quarter, bringing the total share repurchase to 5.7 million shares as of the end of the third quarter 2024
Ended the quarter with approximately $312 million of cash, cash equivalents and investments

 

“We are continuing to drive adoption of the Proteograph Product Suite and to enhance access to large scale, deep, unbiased proteomics” said Omid Farokhzad, Chair and CEO of Seer. “We are excited to establish a partnership with Thermo Fisher Scientific to co-market and sell the Proteograph Product Suite alongside their leading Orbitrap Astral mass spectrometers. We believe the powerful combination of these technologies will enable researchers to generate unprecedented and meaningful results that will impact human health and disease. I am incredibly bullish on the long-term value of our differentiated technology and its potential to transform our understanding of the proteome and biology.”

 

Third Quarter 2024 Financial Results

Revenue was $4.0 million for the third quarter of 2024, a 3% decrease from $4.2 million for the corresponding prior year period, primarily due to a decrease in related party and grant revenue. Product revenue for the third quarter of 2024 was $3.1 million, including $180 thousand of related party revenue, and consisted of sales of SP100 instruments and consumable kits. Service revenue was $847 thousand for the third quarter of 2024, including $186 thousand of related party revenue, and primarily consisted of revenue related to the STAC program. Grant and other revenue was $90 thousand for the third quarter of 2024.

 

Gross profit was $1.9 million and gross margin was 48% for the third quarter of 2024.

 

Operating expenses were $26.3 million for the third quarter of 2024, including $6.1 million of stock-based compensation, a decrease of 6% compared to $28.0 million for the corresponding prior year period, including $7.9 million of stock-based compensation. The decrease in operating expenses was primarily driven by a decrease in employee and stock-based compensation expenses.

 

1


 

Net loss was $21.3 million for the third quarter of 2024, compared to $21.1 million for the corresponding prior year period.

 

Cash, cash equivalents and investments were approximately $312 million as of September 30, 2024.

2024 Guidance

Seer continues to expect full year 2024 revenue to be in the range of $13 to $15 million.

Webcast Information

Seer will host a conference call to discuss the third quarter 2024 financial results on Wednesday, November 6, 2024 at 1:30 pm Pacific Time / 4:30 pm Eastern Time. A webcast of the conference call can be accessed at https://investor.seer.bio. The webcast will be archived and available for replay for at least 90 days after the event.

 

About Seer

Seer is a life sciences company developing transformative products that open a new gateway to the proteome. Seer’s Proteograph Product Suite is an integrated solution that includes proprietary engineered nanoparticles, consumables, automation instrumentation and software to perform deep, unbiased proteomic analysis at scale in a matter of hours. Seer designed the Proteograph workflow to be efficient and easy to use, leveraging widely adopted laboratory instrumentation to provide a decentralized solution that can be incorporated by nearly any lab. Seer’s Proteograph Product Suite is for research use only and is not intended for diagnostic procedures. For more information, please visit www.seer.bio.

Forward Looking Statements

This press release contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, as amended. Such forward-looking statements are based on Seer’s beliefs and assumptions and on information currently available to it on the date of this press release. Forward-looking statements may involve known and unknown risks, uncertainties and other factors that may cause Seer’s actual results, performance, or achievements to be materially different from those expressed or implied by the forward-looking statements. These statements include but are not limited to statements regarding Seer’s expectations for future results of operations and its financial position, business strategy, partnerships, adoption of our products and outlook for fiscal year 2024. ​These and other risks are described more fully in Seer’s filings with the Securities and Exchange Commission (SEC) and other documents that Seer subsequently files with the SEC from time to time. Except to the extent required by law, Seer undertakes no obligation to update such statements to reflect events that occur or circumstances that exist after the date on which they were made.

 

Investor Contact:

Carrie Mendivil

investor@seer.bio

 

Media Contact:

Patrick Schmidt

pr@seer.bio

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SEER, INC.

Condensed Consolidated Statements of Operations and Comprehensive Loss

(Unaudited)

(in thousands, except share and per share amounts)

 

 

 

Three Months Ended September 30,

 

 

Nine Months Ended September 30,

 

 

2024

 

 

2023

 

 

2024

 

 

2023

 

Revenue:

 

 

 

 

 

 

 

 

 

 

 

Product

$

2,915

 

 

$

1,849

 

 

$

6,344

 

 

$

5,837

 

Service

 

661

 

 

 

536

 

 

 

1,751

 

 

 

1,072

 

Related party

 

366

 

 

 

1,429

 

 

 

1,903

 

 

 

4,093

 

Grant and other

 

90

 

 

 

348

 

 

 

172

 

 

 

1,221

 

Total revenue

 

4,032

 

 

 

4,162

 

 

 

10,170

 

 

 

12,223

 

Cost of revenue:

 

 

 

 

 

 

 

 

 

 

 

Product

 

1,510

 

 

 

1,181

 

 

 

3,202

 

 

 

3,735

 

Service

 

268

 

 

 

95

 

 

 

899

 

 

 

295

 

Related party

 

183

 

 

 

396

 

 

 

651

 

 

 

1,226

 

Grant and other

 

133

 

 

 

334

 

 

 

388

 

 

 

462

 

Total cost of revenue

 

2,094

 

 

 

2,006

 

 

 

5,140

 

 

 

5,718

 

Gross profit

 

1,938

 

 

 

2,156

 

 

 

5,030

 

 

 

6,505

 

Operating expenses:

 

 

 

 

 

 

 

 

 

 

 

Research and development

 

12,967

 

 

 

13,232

 

 

 

37,966

 

 

 

41,854

 

Selling, general and administrative

 

13,296

 

 

 

14,769

 

 

 

43,677

 

 

 

45,882

 

Total operating expenses

 

26,263

 

 

 

28,001

 

 

 

81,643

 

 

 

87,736

 

Loss from operations

 

(24,325

)

 

 

(25,845

)

 

 

(76,613

)

 

 

(81,231

)

Other income (expense):

 

 

 

 

 

 

 

 

 

 

 

Interest income

 

4,082

 

 

 

4,767

 

 

 

13,101

 

 

 

13,044

 

Loss on equity method investment

 

(861

)

 

 

 

 

 

(861

)

 

 

 

Other expense

 

(224

)

 

 

(10

)

 

 

(484

)

 

 

(291

)

Total other income

 

2,997

 

 

 

4,757

 

 

 

11,756

 

 

 

12,753

 

Net loss

$

(21,328

)

 

$

(21,088

)

 

$

(64,857

)

 

$

(68,478

)

Other comprehensive loss:

 

 

 

 

 

 

 

 

 

 

 

Unrealized gain (loss) on available-for-sale securities

 

1,415

 

 

 

236

 

 

 

981

 

 

 

(45

)

Comprehensive loss

$

(19,913

)

 

$

(20,852

)

 

$

(63,876

)

 

$

(68,523

)

Net loss per share attributable to common stockholders,
  basic and diluted

$

(0.35

)

 

$

(0.33

)

 

$

(1.02

)

 

$

(1.07

)

Weighted-average common shares outstanding,
  basic and diluted

 

61,186,324

 

 

 

63,929,743

 

 

 

63,441,333

 

 

 

63,747,155

 

 

 

 

 

 

 

 

 

 

 

 

 

3


 

SEER, INC.

Condensed Consolidated Balance Sheets

(Unaudited)

(in thousands, except share and per share amounts)

 

 

 

September 30,
2024

 

 

December 31,
2023

 

ASSETS

 

 

 

 

 

 

Current assets:

 

 

 

 

 

 

Cash and cash equivalents

 

$

37,622

 

 

$

32,499

 

Short-term investments

 

 

209,978

 

 

 

283,725

 

Accounts receivable, net

 

 

4,446

 

 

 

4,831

 

Related party receivables

 

 

554

 

 

 

559

 

Other receivables

 

 

1,450

 

 

 

1,326

 

Inventory

 

 

6,935

 

 

 

4,491

 

Prepaid expenses and other current assets

 

 

3,117

 

 

 

3,082

 

Total current assets

 

 

264,102

 

 

 

330,513

 

Long-term investments

 

 

64,894

 

 

 

56,858

 

Operating lease right-of-use assets

 

 

23,345

 

 

 

25,177

 

Property and equipment, net

 

 

20,677

 

 

 

22,193

 

Restricted cash

 

 

524

 

 

 

524

 

Other assets

 

 

9,882

 

 

 

1,004

 

Total assets

 

$

383,424

 

 

$

436,269

 

LIABILITIES AND STOCKHOLDERS’ EQUITY

 

 

 

 

 

 

Current liabilities:

 

 

 

 

 

 

Accounts payable

 

$

736

 

 

$

1,370

 

Accrued expenses

 

 

10,899

 

 

 

9,212

 

Deferred revenue

 

 

354

 

 

 

206

 

Operating lease liabilities, current

 

 

2,249

 

 

 

2,295

 

Other current liabilities

 

 

145

 

 

 

139

 

Total current liabilities

 

 

14,383

 

 

 

13,222

 

Operating lease liabilities, net of current portion

 

 

24,250

 

 

 

25,964

 

Other noncurrent liabilities

 

 

64

 

 

 

179

 

Total liabilities

 

 

38,697

 

 

 

39,365

 

Commitments and contingencies

 

 

 

 

 

 

Stockholders’ equity:

 

 

 

 

 

 

Preferred stock, $0.00001 par value; 5,000,000 shares authorized as of
    September 30, 2024 and December 31, 2023; zero shares issued and
    outstanding as of September 30, 2024 and December 31, 2023

 

 

 

 

 

 

Class A common stock, $0.00001 par value; 94,000,000 shares authorized
    as of September 30, 2024 and December 31, 2023; 55,539,884 and
    60,253,707 shares issued and outstanding as of September 30, 2024 and
   December 31, 2023, respectively

 

 

1

 

 

 

1

 

Class B common stock, $0.00001 par value; 6,000,000 shares authorized
   as of September 30, 2024 and December 31, 2023; 4,044,969 shares
   issued and outstanding as of September 30, 2024 and December 31, 2023

 

 

 

 

 

 

Additional paid-in capital

 

 

714,567

 

 

 

702,868

 

Accumulated other comprehensive gain (loss)

 

 

789

 

 

 

(192

)

Accumulated deficit

 

 

(370,630

)

 

 

(305,773

)

Total stockholders’ equity

 

 

344,727

 

 

 

396,904

 

Total liabilities and stockholders’ equity

 

$

383,424

 

 

$

436,269

 

 

 

4