mnkd-8k_20201104.htm
false 0000899460 0000899460 2020-11-04 2020-11-04

 

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 4, 2020  

MannKind Corporation

(Exact Name of Registrant as Specified in Charter)

 

Delaware

000-50865

13-3607736

(State or Other Jurisdiction of Incorporation)

(Commission File Number)

(I.R.S. Employer Identification Number)

 

30930 Russell Ranch Road, Suite 300, Westlake Village, California 91362

(Address of Principal Executive Offices) (Zip Code)

(818) 661-5000

(Registrant's telephone number, including area code)

N/A

(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))

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2). 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.

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, par value $0.01 per share

 

MNKD

 

The Nasdaq Stock Market LLC

 


Item 2.02. Results of Operations and Financial Condition.

On November 4, 2020, MannKind Corporation issued a press release, a copy of which is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits.

 

Exhibit 99.1.

Press release dated November 4, 2020

 

 

Exhibit 104

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

 


SIGNATURE

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.

 

 

MannKind Corporation

 

 

 

 

 

 

Date: November 4, 2020

By: 

/s/ David Thomson, Ph.D., J.D.

 

 

David Thomson, Ph.D., J.D.

 

 

Corporate Vice President, General Counsel and Secretary

 

 

mnkd-ex991_6.htm

EXHIBIT 99.1

 

 

MannKind Corporation Reports 2020 Third Quarter Financial Results

 

Conference Call to Begin Today at 5:00 PM ET

 

3Q 2020 U.S. Afrezza Net Revenue of $7.3 million; +27% vs. 3Q 2019

 

3Q YTD 2020 U.S. Afrezza Net Revenue of $22.1 million; +31% vs. 3Q YTD 2019

 

Cash and cash equivalents of $52.4 million at September 30, 2020

 

On track to complete Treprostinil Technosphere development activities in 4Q 2020

 

Expanded Afrezza commercial and medical teams

 

YTD Afrezza scientific presentations and publications total 14

 

WESTLAKE VILLAGE, Calif., November 4, 2020 (GLOBE NEWSWIRE) -- MannKind Corporation (NASDAQ:MNKD) today reported financial results for the quarter and nine months ended September 30, 2020.

 

“Our employees continue to execute in a tumultuous Covid-19 environment,” said Michael Castagna, Chief Executive Officer.  “As we head toward year-end, our focus remains on two significant drivers of value for shareholders:  enabling healthcare providers to increase their prescribing of Afrezza and supporting United Therapeutics as they move the TreT clinical program to completion, including manufacturing TreT clinical supplies.”    

Third Quarter 2020 Results

Total revenues were $15.4 million for the third quarter of 2020, reflecting Afrezza net revenue of $7.3 million and collaboration and services revenue of $8.1 million. Afrezza U.S net revenue of $7.3 million increased 27% compared to $5.7 million in the third quarter of 2019, driven by higher product demand, a favorable mix of cartridges, and price. The first sale of Afrezza to the Company’s marketing partner in Brazil was completed in the third quarter of 2019 for $0.7 million; there were no international sales in the third quarter of 2020.   Collaboration and services revenue for the third quarter of 2020 decreased $0.1 million compared to the third quarter of 2019. 

Afrezza gross profit for the third quarter of 2020 was $3.7 million compared to a loss of $0.7 million in the same period of 2019, an increase of $4.4 million that was driven primarily by higher Afrezza revenue combined with a reduction in cost of goods sold, primarily attributable to a $2.8 million amendment fee associated with our insulin supply agreement in 2019.  Non-GAAP gross margin in the third quarter of 2020 increased to 51% from 32% for the same quarter in 2019.

Selling, general and administrative expenses for the third quarter of 2020 were $13.9 million compared to $16.7 million for the third quarter of 2019. This 17% decrease was primarily due to a $1.2 million reduction in promotional and marketing activities and a $0.8 million decrease in professional costs.

Interest expense for the third quarter of 2020 was $2.4 million compared to $5.3 million for the third quarter of 2019. This $2.9 million decrease was primarily attributable to a $3.4 million milestone obligation that occurred in the third quarter of 2019, partially offset by interest expense from the MidCap Credit Facility.

A loss on foreign currency translation for the third quarter of 2020 was $3.9 million compared to a $3.8 million gain for the third quarter of 2019.  The fluctuation is related to the change in the U.S. dollar to Euro foreign exchange rate on the recognized loss on insulin purchase commitments, which are denominated in Euros.

The net loss for the third quarter of 2020 was $11.3 million, or $0.05 per share, compared to a $10.4 million net loss, or $0.05 per share in the third quarter of 2019. The higher net loss was mainly attributable to the change in foreign currency translation from a gain in 2019 to a loss in 2020, partially offset by the reduction in cost of goods sold, selling, general and administrative expenses and interest expense.


 

Nine Months Ended September 30, 2020

Total revenues were $46.7 million for the nine months ended September 30, 2020, reflecting Afrezza net revenue of $22.3 million and collaboration and services revenue of $24.4 million. Afrezza net revenue increased 27% compared to $17.5 million for the nine months ended September 30, 2019, primarily driven by higher product demand, a more favorable mix of cartridges and price, partially offset by a reduction in sales to Biomm (Brazil). Collaboration and services revenue for the nine months ended September 30, 2020 decreased $5.1 million compared to the same period in the prior year, primarily due to a $5.7 million decrease in revenue recognized from the UT Research Agreement, which was substantially completed in 2019.

Afrezza gross profit for the nine months ended September 30, 2020 was $10.8 million compared to $2.1 million in the same period of 2019, an increase of $8.7 million, or +416%, that was driven primarily by a reduction in cost of goods sold combined with higher commercial product sales. Cost of goods sold decreased by $4.0 million, primarily attributable to a $2.8 million amendment fee associated with our insulin supply agreement in 2019, $0.8 million of increased 2020 manufacturing activities which resulted in a greater amount of costs capitalized to inventory and $1.1 million in reduced 2020 manufacturing-related spending, partially offset by $0.5 million of 2020 inventory write-offs and $0.4 million in costs associated with higher commercial product sales. Non-GAAP gross margin for the nine months ended September 30, 2020 increased to 49% from 28% for the same period in 2019, primarily due to higher Afrezza revenue and lower cost of goods sold.

Selling, general and administrative expenses for the nine months ended September 30, 2020 were $41.9 million compared to $58.9 million for the same period in 2019. This 29% decrease was primarily due to $9.3 million spent on direct-to-consumer television advertising in 2019 (which was not repeated in 2020), a $4.1 million decrease in promotional and marketing activities, a $1.3 million decrease in consulting costs, and a $1.2 million decrease in personnel and employee related costs.

The loss on foreign currency translation for the nine months ended September 30, 2020 was $4.0 million compared to a $4.5 million gain for the same period in 2019.  The fluctuation is related to the change in the U.S. dollar to Euro foreign exchange rate on the recognized loss on insulin purchase commitments, which are denominated in Euros.

The net loss for the nine months ended September 30, 2020 was $30.8 million, or $0.14 per share, compared to a $37.6 million net loss, or $0.20 per share for the same period in 2019. The lower net loss was mainly attributable to a decrease selling, general and administrative expenses, partially offset by the change in the foreign currency translation from a gain in 2019 to a loss in 2020. The reduction in the net loss per share was also impacted by a greater number of outstanding shares.

Cash, cash equivalents and restricted cash at September 30, 2020 was $52.7 million compared to $50.2 million at December 31, 2019, which also included short-term investments of $20.0 million. The increase was primarily due to a milestone payment from United Therapeutics of $12.5 million, $15.2 million of net proceeds received from at-the-market offerings, $11.6 million received from warrant exercises and the origination of a Paycheck Protection Program loan for $4.9 million, offset by non-GAAP net cash used in operating activities of $40.9 million.

 

Non-GAAP Measures

Certain financial information contained in this press release is presented on both a reported basis (GAAP) and a non-GAAP basis.  Reported results were prepared in accordance with GAAP whereas non-GAAP measures exclude items described in the reconciliation tables below.  Non-GAAP financial information is intended to portray the results of our baseline performance, supplement or enhance management, analysts and investors overall understanding of our underlying financial performance and facilitate comparisons among current and past periods.  The non-GAAP financial measures are in addition to, not a substitute for, or superior to, measures of financial performance prepared in accordance with GAAP.


 

 

 

Three Months Ended September 30,

 

 

 

2020

 

 

2019

 

 

$

Change

 

 

%

Change

 

Net revenue — Afrezza

 

$

7,275

 

 

$

6,402

 

 

$

873

 

 

 

14

%

Less cost of goods sold

 

(3,591

)

 

 

(7,099

)

 

$

(3,508

)

 

 

(49

%)

GAAP gross profit (loss)  — Afrezza

 

 

3,684

 

 

(697

)

 

$

4,381

 

 

 

*

 

Exclude Amphastar amendment fee

 

 

 

 

2,750

 

 

$

(2,750

)

 

 

(100

%)

Non-GAAP gross profit  — Afrezza

 

$

3,684

 

 

$

2,053

 

 

$

1,631

 

 

 

79

%

Non-GAAP gross margin

 

 

51

%

 

 

32

%

 

 

 

 

 

 

 

 

 

* Not meaningful

 

 

 

Nine Months Ended September 30,

 

 

 

2020

 

 

2019

 

 

$

Change

 

 

%

Change

 

Net revenue — Afrezza

 

$

22,260

 

 

$

17,543

 

 

$

4,717

 

 

 

27

%

Less cost of goods sold

 

 

(11,432

)

 

 

(15,446

)

 

$

(4,014

)

 

 

(26

%)

GAAP gross profit — Afrezza

 

 

10,828

 

 

 

2,097

 

 

$

8,731

 

 

 

416

%

Exclude Amphastar amendment fee

 

 

 

 

2,750

 

 

$

(2,750

)

 

 

(100

%)

Non-GAAP gross profit — Afrezza

 

$

10,828

 

 

$

4,847

 

 

$

5,981

 

 

 

123

%

Non-GAAP gross margin

 

 

49

%

 

 

28

%

 

 

 

 

 

 

 

 

 

 

 

Nine Months Ended September 30,

 

 

 

2020

 

 

2019

 

 

$

Change

 

 

%

Change

 

Net cash used in operating activities

 

$

(28,363

)

 

$

(83,376

)

 

$

55,013

 

 

 

66

%

Exclude UT payment received

 

 

(12,500

)

 

 

(12,500

)

 

$

 

 

 

%

Exclude payment-in-kind interest on promissory notes

 

 

 

 

(32,822

)

 

$

32,822

 

 

 

100

%

Non-GAAP cash used in operating activities

 

$

(40,863

)

 

$

(128,698

)

 

$

87,835

 

 

 

68

%

 

Conference Call

MannKind will host a conference call and presentation webcast to discuss these results today at 5:00 p.m. Eastern Time. Those interested in listening to the conference call live via the Internet may do so by visiting the Company's website at http://www.mannkindcorp.com under News & Events. 

A telephone replay of the call will be accessible for approximately 14 days following completion of the call by dialing (844) 512-2921 or (412) 317-6671 and use the participant passcode: 3965498#. A replay will also be available on MannKind's website for 14 days.

About MannKind Corporation

MannKind Corporation (NASDAQ: MNKD) focuses on the development and commercialization of inhaled therapeutic products for patients with diseases such as diabetes and orphan lung diseases. MannKind is currently commercializing Afrezza® (insulin human) Inhalation Powder, the Company’s first FDA-approved product and the only inhaled ultra rapid-acting mealtime insulin in the United States, where it is available by prescription from pharmacies nationwide.  MannKind is headquartered in Westlake Village, California, and has a state-of-the art manufacturing facility in Danbury, Connecticut. The Company also employs field sales and medical representatives across the U.S. For further information, visit www.mannkindcorp.com.


Forward-Looking Statements

This press release contains forward-looking statements that involve risks and uncertainties. Words such as "believes," "anticipates," "plans," "expects," "intends," "will," "goal," "potential" and similar expressions are intended to identify forward-looking statements. These forward-looking statements are based upon MannKind's current expectations. Actual results and the timing of events could differ materially from those anticipated in such forward-looking statements as a result of various risks and uncertainties detailed in MannKind's filings with the SEC, including risks related to the COVID-19 pandemic. For a discussion of these and other factors, please refer to MannKind’s annual report on Form 10-K for the year ended December 31, 2019 as well as MannKind’s other filings with the SEC. You are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this press release. All forward-looking statements are qualified in their entirety by this cautionary statement, and MannKind undertakes no obligation to revise or update any forward-looking statements to reflect events or circumstances after the date of this press release.

 

Company Contact:

818-661-5000
ir@mannkindcorp.com



MANNKIND CORPORATION AND SUBSIDIARY

CONDENSED CONSOLIDATED BALANCE SHEETS

(Unaudited)

(In thousands, except per share data)

 

 

 

September 30, 2020

 

 

December 31, 2019

 

ASSETS

 

 

 

 

 

 

 

 

Current assets:

 

 

 

 

 

 

 

 

Cash and cash equivalents

 

$

52,398

 

 

$

29,906

 

Restricted cash

 

 

316

 

 

 

316

 

Short-term investments

 

 

 

 

 

19,978

 

Accounts receivable, net

 

 

4,135

 

 

 

3,513

 

Inventory

 

 

4,881

 

 

 

4,155

 

Prepaid expenses and other current assets

 

 

4,616

 

 

 

2,889

 

Total current assets

 

 

66,346

 

 

 

60,757

 

Property and equipment, net

 

 

25,736

 

 

 

26,778

 

Other assets

 

 

3,599

 

 

 

6,190

 

Total assets

 

$

95,681

 

 

$

93,725

 

 

 

 

 

 

 

 

 

 

LIABILITIES AND STOCKHOLDERS' DEFICIT

 

 

 

 

 

 

 

 

Current liabilities:

 

 

 

 

 

 

 

 

Accounts payable

 

$

5,797

 

 

$

4,789

 

Accrued expenses and other current liabilities

 

 

15,814

 

 

 

15,904

 

Short-term notes payable

 

 

45,379

 

 

 

5,028

 

Deferred revenue — current

 

 

28,867

 

 

 

32,503

 

Recognized loss on purchase commitments — current

 

 

10,267

 

 

 

7,394

 

Total current liabilities

 

 

106,124

 

 

 

65,618

 

Promissory notes

 

 

70,025

 

 

 

70,020

 

Accrued interest — promissory notes

 

 

5,854

 

 

 

2,002

 

Long-term Midcap credit facility

 

 

 

 

 

38,851

 

Senior convertible notes

 

 

5,000

 

 

 

5,000

 

Paycheck Protection Program loan — long term

 

 

1,421

 

 

 

 

Recognized loss on purchase commitments — long term

 

 

84,529

 

 

 

84,639

 

Operating lease liability

 

 

1,523

 

 

 

2,514

 

Deferred revenue  — long term

 

 

1,699

 

 

 

8,344

 

Milestone rights liability

 

 

5,926

 

 

 

7,263

 

Total liabilities

 

 

282,101

 

 

 

284,251

 

 

 

 

 

 

 

 

 

 

Stockholders' deficit:

 

 

 

 

 

 

 

 

Undesignated preferred stock, $0.01 par value — 10,000,000 shares authorized;

   no shares issued or outstanding as of September 30, 2020 and December 31, 2019

 

 

 

 

 

 

Common stock, $0.01 par value - 400,000,000 and 280,000,000 shares

   authorized, 230,922,513 and 211,787,573 shares issued and outstanding

   at September 30, 2020 and December 31, 2019, respectively

 

 

2,309

 

 

 

2,118

 

Additional paid-in capital

 

 

2,834,003

 

 

 

2,799,278

 

Accumulated other comprehensive loss

 

 

 

 

 

(19

)

Accumulated deficit

 

 

(3,022,732

)

 

 

(2,991,903

)

Total stockholders' deficit

 

 

(186,420

)

 

 

(190,526

)

Total liabilities and stockholders' deficit

 

$

95,681

 

 

$

93,725

 


MANNKIND CORPORATION AND SUBSIDIARY

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(Unaudited)

(In thousands, except per share data)

 

Three Months Ended September 30,

 

 

Nine Months Ended

September 30,

 

 

2020

 

 

2019

 

 

2020

 

 

2019

 

Revenues:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net revenue — commercial product sales

$

7,275

 

 

$

6,402

 

 

$

22,260

 

 

$

17,543

 

Revenue — collaborations and services

 

8,077

 

 

 

8,193

 

 

 

24,441

 

 

 

29,502

 

Total revenues

 

15,352

 

 

 

14,595

 

 

 

46,701

 

 

 

47,045

 

Expenses:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cost of goods sold

 

3,591

 

 

 

7,099

 

 

 

11,432

 

 

 

15,446

 

Cost of revenue — collaborations and services

 

1,581

 

 

 

1,836

 

 

 

6,926

 

 

 

5,512

 

Research and development

 

1,484

 

 

 

1,580

 

 

 

4,703

 

 

 

4,879

 

Selling, general and administrative

 

13,899

 

 

 

16,666

 

 

 

41,919

 

 

 

58,948

 

Asset impairment

 

 

 

 

 

 

 

1,889

 

 

 

 

Loss (gain) on foreign currency translation

 

3,927

 

 

 

(3,807

)

 

 

3,998

 

 

 

(4,495

)

Total expenses

 

24,482

 

 

 

23,374

 

 

 

70,867

 

 

 

80,290

 

Loss from operations

 

(9,130

)

 

 

(8,779

)

 

 

(24,166

)

 

 

(33,245

)

Other (expense) income:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest income

 

18

 

 

 

220

 

 

 

165

 

 

 

794

 

Interest expense on notes

 

(1,057

)

 

 

(4,126

)

 

 

(3,212

)

 

 

(5,283

)

Interest expense on promissory notes

 

(1,318

)

 

 

(1,162

)

 

 

(3,858

)

 

 

(3,351

)

Gain on extinguishment of debt

 

 

 

 

3,529

 

 

 

 

 

 

3,529

 

Other income (expense)

 

14

 

 

 

(52

)

 

 

24

 

 

 

(84

)

Total other expense

 

(2,343

)

 

 

(1,591

)

 

 

(6,881

)

 

 

(4,395

)

Loss before provision for income taxes

 

(11,473

)

 

 

(10,370

)

 

 

(31,047

)

 

 

(37,640

)

Benefit for income taxes

 

218

 

 

 

 

 

 

218

 

 

 

 

Net loss

$

(11,255

)

 

$

(10,370

)

 

$

(30,829

)

 

$

(37,640

)

Net loss per share - basic and diluted

$

(0.05

)

 

$

(0.05

)

 

$

(0.14

)

 

$

(0.20

)

Shares used to compute basic and diluted net loss per share

 

229,668

 

 

 

199,906

 

 

 

218,559

 

 

 

191,786