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 6, 2015
SEMLER SCIENTIFIC, INC.
(Exact name of registrant as specified in its charter)
| Delaware | 001-36305 | 26-1367393 | ||
| (State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
|
2330 NW Everett St. Portland, Oregon |
97210 | |
| (Address of principal executive offices) | (Zip Code) | |
| Registrant's telephone number, including area code: (877) 774-4211 | ||
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 (see General Instruction A.2. below):
| ¨ | 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)) |
| Item 2.02 | Results of Operations and Financial Condition. |
On February 6, 2015, Semler Scientific, Inc. issued a press release announcing its financial results for the fourth quarter and fiscal year ended December 31, 2014. A copy of the press release is furnished as Exhibit 99.1 to this Form 8-K.
The information contained in this Item 2.02 and in the accompanying Exhibit 99.1 shall not be deemed filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or incorporated by reference in any filing under the Exchange Act or the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing.
| Item 9.01 | Financial Statements and Exhibits. |
The information contained in this Item 9.01 and in the accompanying Exhibit 99.1 shall not be deemed filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or incorporated by reference in any filing under the Exchange Act or the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing.
| (d) | Exhibits |
| Exhibit No. | Description | |
| 99.1 | Press Release of Semler Scientific, Inc., dated February 6, 2015 |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| SEMLER SCIENTIFIC, INC. | ||
| By: | /s/ Douglas Murphy-Chutorian, M.D. | |
| Name: Douglas Murphy Chutorian, M.D. Title: Chief Executive Officer | ||
Date: February 6, 2015
Exhibit 99.1
Semler Reports 2014 Annual and Fourth Quarter Financial Results
Annual Growth of 60% and Quarterly Sequential Growth of 18% Reported
PORTLAND, Ore. – February 6, 2015 – Semler Scientific, Inc. (Nasdaq: SMLR; “Semler”), an emerging medical risk assessment company that develops, manufactures and markets patented products that assist healthcare providers in monitoring patients and evaluating chronic diseases, today reported financial results for the fourth quarter and year ended December 31, 2014.
“In the fourth quarter of 2014, Semler’s revenue performance accelerated substantially with 18% sequential quarter over quarter growth,” said Doug Murphy-Chutorian, M.D., chief executive officer of Semler. “We expanded installations with established clients, made progress on initiating more relationships with insurance plans, and began a beta study of a service-oriented, multi-test product offering.”
FINANCIAL RESULTS
In the three months ended December 31, 2014, compared to the corresponding period of 2013, Semler had:
| · | Revenue of $1,055,000, an increase of $274,000, or 35%, compared to $781,000 |
| · | Cost of revenue of $188,000, a decrease of $5,000, or 3%, from $193,000 |
| · | Total operating expenses, which include cost of revenue, of $2,231,000, an increase of $951,000, or 74%, compared to $1,280,000 |
| · | Net loss of $1,200,000, or $0.25 per share, an increase of $674,000, or 128%, compared to a net loss of $526,000, or $0.67 per share |
For the full year ended December 31, 2014, compared to the corresponding period of 2013, Semler had:
| · | Revenue of $3,635,000, an increase of $1,361,000, or 60%, compared to $2,274,000 |
| · | Cost of revenue of $692,000, an increase of $223,000, or 48%, from $469,000 |
| · | Total operating expenses, which include cost of revenue, of $7,976,000, an increase of $3,578,000, or 81%, compared to $4,398,000 |
| · | Net loss of $4,515,000, or $1.10 per share, an increase of $2,282,000, or 102%, compared to a net loss of $2,233,000, or $2.84 per share |
| · | Cash and restricted cash of $6,256,000 (which includes $2,100,000 of restricted cash), an increase of $5,522,000 compared to $734,000 |
In the three months ended December 31, 2014, compared to the three months ended September 30, 2014, Semler had:
| · | Revenue of $1,055,000, an increase of $158,000, or 18%, compared to $897,000 |
| · | Cost of revenue of $188,000, an increase of $10,000, or 6%, from $178,000 |
| · | Total operating expenses, which include cost of revenue, of $2,231,000, a decrease of $33,000, or 1%, compared to $2,264,000 |
| · | Net loss of $1,200,000, or $0.25 per share, a decrease of $266,000, or 18%, compared to a net loss of $1,466,000, or $0.31 per share |
| · | Cash and restricted cash of $6,256,000 (which includes $2,100,000 of restricted cash), an increase of $283,000 compared to $5,973,000 |
YEAR 2014 HIGHLIGHTS
2014 was a transformative year for Semler.
| · | The initial public offering was completed in February, and our shares began trading on the NASDAQ Capital Market under the symbol “SMLR.” |
| · | The primary focus of sales and marketing was shifted to expanding our base of clients who are insurance plans with Medicare Advantage patients. |
| · | Four new independent Board members, a CFO with public company experience, financial and sales management, and a critical mass of sales and marketing personnel were brought into the company. |
| · | Revenue began to accelerate in the third quarter of 2014 as current customers increased order sizes and new customers signed on to license our FloChec® product. |
| · | Expanded training programs, post-market clinical studies and product improvements were completed. |
“We have seen accelerating revenue this quarter compared to the previous quarter,” said Dr. Murphy-Chutorian. “We look forward to an exciting 2015 in terms of gaining traction with our business model and furthering our goals to become a standard of care in the risk assessment marketplace.”
Notice of Conference Call
Semler will host a conference call at 11 a.m. EST, Friday, February
6, 2015. The call will address fourth quarter results and will provide a business update on Semler’s market outlook and strategies
for 2015.
The conference call may be accessed by dialing 877-359-9508 for domestic callers and 224-357-2393 for international callers. Please
specify to the operator that you would like to join the "Semler Fourth Quarter and Full Year 2014 Financial Results Call,
conference ID#: 73184067." The conference call will be archived on Semler's website at semlerscientific.com.
Statement of Operations
| Quarter Ended | Year Ended | |||||||||||||||
| December 31, | December 31, | |||||||||||||||
| 2014 | 2013 | 2014 | 2013 | |||||||||||||
| (Unaudited) | ||||||||||||||||
| Revenue | $ | 1,055,000 | $ | 781,000 | $ | 3,635,000 | $ | 2,274,000 | ||||||||
| Operating Expenses: | ||||||||||||||||
| Cost of revenue | 188,000 | 193,000 | 692,000 | 469,000 | ||||||||||||
| Sales and marketing | 1,209,000 | 671,000 | 3,723,000 | 2,256,000 | ||||||||||||
| Engineering and product development | 207,000 | 102,000 | 1,113,000 | 356,000 | ||||||||||||
| General and administrative | 627,000 | 314,000 | 2,448,000 | 1,317,000 | ||||||||||||
| Total operating expenses | 2,231,000 | 1,280,000 | 7,976,000 | 4,398,000 | ||||||||||||
| Loss from operations | (1,176,000 | ) | (499,000 | ) | (4,341,000 | ) | (2,124,000 | ) | ||||||||
| Interest Income/(Expense) | (23,000 | ) | (25,000 | ) | (175,000 | ) | (108,000 | ) | ||||||||
| Other Income/(Expense) | (1,000 | ) | (2,000 | ) | 1,000 | (1,000 | ) | |||||||||
| Net Loss | $ | (1,200,000 | ) | $ | (526,000 | ) | $ | (4,515,000 | ) | $ | (2,233,000 | ) | ||||
| Net loss per share | ||||||||||||||||
| basic and diluted | $ | (0.25 | ) | $ | (0.67 | ) | $ | (1.10 | ) | $ | (2.84 | ) | ||||
Condensed Balance Sheet
| As of | ||||||||
| December 31, | ||||||||
| 2014 | 2013 | |||||||
| Cash and restricted cash | $ | 6,256,000 | $ | 734,000 | ||||
| Other current assets | 490,000 | 275,000 | ||||||
| Noncurrent assets | 754,000 | 715,000 | ||||||
| Total assets | 7,500,000 | 1,724,000 | ||||||
| Current liabilities | 4,064,000 | 1,856,000 | ||||||
| Noncurrent liabilities | - | 163,000 | ||||||
| Stockholders' equity (deficit) | 3,436,000 | (295,000 | ) | |||||
| Total liabilities and stockholders' equity | $ | 7,500,000 | $ | 1,724,000 | ||||
About Semler Scientific, Inc.:
Semler Scientific, Inc., is an emerging medical risk-assessment company. Its mission is to develop, manufacture and market patented products that assist healthcare providers in monitoring patients and evaluating chronic diseases. Semler's first patented and U.S. Food and Drug Administration cleared product, is FloChec®. FloChec® is used in the office setting to allow providers to measure arterial blood flow in the extremities and is a useful tool for internists and primary care physicians for whom it was previously impractical to conduct blood flow measurements. Additional information about Semler can be found at semlerscientific.com.
Forward-Looking Statements
This press release contains “forward-looking” statements. Such statements can be identified by, among other things, the use of forward-looking language such as the words “may,” “will,” “expect,” “anticipate,” “estimate,” “project,” “would,” “could” or words with similar meaning or the negatives of thes terms or by the discussion of strategy or intentions. The forward-looking statements in this release include statements regarding Semler’s ability to accelerate revenue, achieve profitability, its business model gaining traction and ability to become a standard of care in the risk assessment marketplace. Such forward-looking statements are subject to a number of risks and uncertainties that could cause Semler Scientific’s actual results to differ materially from those discussed here, such as whether or not insurance plans and other customers will continue to lease FloChec®, along with those detailed in Semler’s SEC filings, and involve assumptions, estimates, and uncertainties that reflect current internal projections, expectations or beliefs. There can be no assurance that such statements will prove to be accurate, and actual results and future events could differ materially from those anticipated in such statements. All forward looking statements contained in this press release are qualified in their entirety by these cautionary statements and the risk factors described above. Furthermore, all such statements are made as of the date this release and Semler assumes no obligation to update or revise these statements unless otherwise required by law.
CONTACT:
Susan A. Noonan
S.A. Noonan Communications
susan@sanoonan.com
212 966 3650
SOURCE: Semler Scientific, Inc.
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