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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): January 10, 2022
Sema4 Holdings Corp.
(Exact name of registrant as specified in its charter)
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Delaware | | 001-39482 | | 85-1966622 |
(State or other jurisdiction of incorporation or organization) | | (Commission File Number) | | (I.R.S. Employer Identification No.) |
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333 Ludlow Street, North Tower, 8th Floor | | | | | 06902 |
Stamford, | Connecticut | | | | |
(Address of Principal Executive Offices) | | | | (Zip Code) |
(800) 298-6470
Registrant's telephone number, including area code
(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 (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))
Securities registered pursuant to Section 12(b) of the Act:
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Title of each class | | Trading Symbol(s) | | Name of each exchange on which registered |
Class A common stock, par value $0.0001 per share | | SMFR | | The Nasdaq Global Select Market |
Warrants to purchase one share of Class A common stock, each at an exercise price of $11.50 per share | | SMFRW | | 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 7.01 Regulation FD Disclosure.
On January 10, 2022, Sema4 Holdings Corp. (the "Company") issued a press release announcing its expectations on revenue with respect to the previously announced guidance for the three and twelve months ended December 31, 2021. A copy of the press release is included with this Form 8-K for convenience and attached hereto as Exhibit 99.1.
The information in this current report on Form 8-K and 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.
(d) Exhibits.
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Exhibit Number | Description |
99.1 | |
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.
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| | Sema4 Holdings Corp. |
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Date: | January 10, 2022 | By: | /s/ Eric Schadt |
| | Name: | Eric Schadt |
| | Title: | Chief Executive Officer |
Document
Sema4 Announces Preliminary Revenue for the Fourth Quarter and Fiscal Year 2021
Fourth quarter and fiscal year results are expected to exceed the high end of guidance for both total revenue and resulted test volume
STAMFORD, CT — January 10, 2022 — Sema4 (Nasdaq: SMFR), an AI-driven genomic and clinical data intelligence platform company, today announced preliminary revenue (unaudited) for the fourth quarter and fiscal year ended December 31, 2021 and provided a business update.
Fourth Quarter 2021 Expectations
Fourth quarter 2021 financial results are expected to exceed the high end of guidance provided on November 15, 2021 for both total revenues and resulted test volume. Management now expects fourth quarter 2021 total revenues in the range of $50-52 million vs. the prior guidance range of $46.6-49.6 million. Resulted test volume, excluding COVID-19 test volume, is now expected to exceed 80,000 tests vs. the prior guidance range of 73,000-79,000 tests.
Fiscal Year 2021 Expectations
Fiscal year 2021 results for total revenues are expected to exceed the previously announced guidance range of $201-204 million representing annual growth of at least 19%, excluding COVID-19. Resulted test volume, excluding COVID-19 test volume, is expected to be at least 288,000 tests representing annual growth of at least 39%. Cash and cash equivalents were approximately $400 million as of December 31, 2021.
Sema4 plans to release its fourth quarter and fiscal year 2021 financial results in late March 2022. The expected quarterly and annual revenue results for 2021 included in this press release are being announced prior to the completion of review and audit procedures by Sema4’s independent registered public accounting firm and are therefore subject to adjustment.
“I am very pleased to report that we made significant progress against our goals in the fourth quarter,” said Eric Schadt, PhD, Founder and Chief Executive Officer of Sema4. “Most importantly, Q4 revenue exceeded our targets both in the core business and COVID-19. In addition, we continue to systematically annotate and curate millions of patient records that fuel our Centrellis platform. As a result, we are entering 2022 with a rich pipeline of additional health system partners lined up and a growing pipeline of pharma collaborations.”
Forward-Looking Statements
This press release contains certain forward-looking statements within the meaning of the federal securities laws, including statements regarding our future performance and our market opportunity, including our expectations for our growth and future investment in our business. These forward-looking statements generally are identified by the words “believe,” “project,” “expect,” “anticipate,” “estimate,” “intend,” “strategy,” “future,” “opportunity,” “plan,” “may,” “should,” “will,” “would,” “will be,” “will continue,” “will likely result,” and similar expressions. Forward-looking statements are predictions, projections and other statements about future events that are based on current expectations and assumptions and, as a result, are subject to risks and uncertainties. Many factors could cause actual future events to differ materially from the forward-looking statements in this press release, including but not limited to: (i) the ability to implement business plans, goals and forecasts, and identify and realize additional opportunities, (ii) the risk of downturns and a changing regulatory landscape in the highly competitive healthcare industry, and (iii) the size and growth of the market in which we operate. In particular, our ability to achieve our long-term revenue goals is highly dependent on a number of variables, including our ability to increase the number of billable tests and achieve reimbursement for our tests from third-party payers, our ability to successfully execute our technology and business development plans and growth strategy, our ability to compete in rapidly developing markets, our ability to demonstrate the clinical utility of and continue to commercialize our platforms including Centrellis and Traversa, and the continuation of favorable regulations affecting the markets in which we operate. The foregoing list of factors is not exhaustive. You should carefully consider the foregoing factors and the other risks and uncertainties described in the “Risk Factors” section of our Registration Statement on Form S-1 filed with the U.S.
Securities and Exchange Commission (the “SEC”) on August 4, 2021 and other documents filed by us from time to time with the SEC. These filings identify and address other important risks and uncertainties that could cause actual events and results to differ materially from those contained in the forward-looking statements. Forward-looking statements speak only as of the date they are made. Readers are cautioned not to put undue reliance on forward-looking statements, and we assume no obligation and do not intend to update or revise these forward-looking statements, whether as a result of new information, future events, or otherwise. We do not give any assurance that we will achieve our expectations.
About Sema4
Sema4 is a patient-centered health intelligence company dedicated to advancing healthcare through data-driven insights. Sema4 is transforming healthcare by applying AI and machine learning to multidimensional, longitudinal clinical and genomic data to build dynamic models of human health and defining optimal, individualized health trajectories. Centrellis®, our innovative health intelligence platform, is enabling us to generate a more complete understanding of disease and wellness and to provide science-driven solutions to the most pressing medical needs. Sema4 believes that patients should be treated as partners, and that data should be shared for the benefit of all.
For more information, please visit sema4.com and connect with Sema4 on Twitter, LinkedIn, Facebook and YouTube.
Investor Relations Contact:
Joel Kaufman
Sema4
investors@sema4.com
Media Contact:
Radley Moss
Sema4
radley.moss@sema4.com