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BioLife Solutions(BLFS) - 2021 Q4 - Annual Report

Acquisitions - The company completed the acquisition of Sexton Biotechnologies, Inc. on September 1, 2021, issuing 530,502 shares of common stock as consideration, with a non-cash gain of $6.5 million recognized from the acquisition[190][191]. - The GCI Merger, completed on May 3, 2021, involved the issuance of 6,646,870 shares of common stock, with a fair value of net tangible assets acquired at $740,000 and intangible assets valued at $120.5 million[192][198]. - The SciSafe Acquisition closed on October 1, 2020, with the company issuing 611,683 shares valued at $29.29 per share and a cash payment of $15 million, including $1.5 million held in escrow[199][200]. - The CBS Acquisition, finalized on November 12, 2019, involved a total payment of $15 million, including $11 million in cash and shares valued at $4 million, with revenue targets for 2020 and 2021 not met[202][203]. - The acquisition of SAVSU involved 1,100,000 shares of unregistered common stock valued at $19.9 million, representing a 56% ownership stake[208]. - BioLife completed the acquisition of Astero Bio Corporation for a total base payment of $12.5 million, including an initial cash payment of $8.0 million and a deferred payment of $4.5 million[211]. - The company acquired Global Cooling, Inc. for approximately $234.9 million and Sexton Biotechnologies for approximately $39.9 million in 2021[320]. - The company recorded a contingent consideration liability of $9.9 million related to the acquisition of SciSafe, with a change in fair value of $3.0 million for the year ended December 31, 2021[314]. Financial Performance - Total revenue for the year ended December 31, 2021, was $119.2 million, representing an increase of $71.1 million, or 148%, from the previous year, with $40.9 million attributed to acquisitions[241]. - Freezer and thaw revenues increased by 318% to $56.6 million in 2021, driven by the acquisition of Global Cooling and growth in LN2 freezer sales[238]. - Total revenue, including product, service, and rental, was $119,156,000 in 2021, compared to $48,087,000 in 2020, marking an increase of 147.8%[332]. - Product revenue for 2021 reached $101,913,000, a significant increase from $44,540,000 in 2020, representing a growth of 128.7%[332]. - Service revenue from storage and cold chain services increased to $9.817 million in 2021, compared to $1.752 million in 2020, reflecting a growth of approximately 460%[364]. - The company reported a comprehensive loss of $(7,917,000) for 2021, compared to $2,667,000 in 2020[334]. - Net loss for the year 2021 was $7,635,000 compared to a net income of $2,667,000 in 2020, representing a significant decline[341]. Expenses - Total operating expenses for 2021 were $153.1 million, a 185% increase from $53.7 million in 2020[250]. - Research and development (R&D) expenses increased by $5.1 million, or 76%, in 2021 compared to 2020, primarily due to in-process R&D costs from the acquisition of Global Cooling[253]. - Sales and marketing (S&M) expenses rose by $7.6 million, or 118%, in 2021 compared to 2020, with $4.4 million attributed to Global Cooling[257]. - General and administrative (G&A) expenses increased by $17.8 million, or 122%, in 2021 compared to 2020, with significant costs related to stock-based compensation and increased headcount[261]. - The company expects R&D expenses to continue to rise as it expands and refines its product lines[255]. - The company anticipates an increase in S&M expenses as it expands its product offerings and market presence[259]. Assets and Liabilities - Total assets increased to $554.1 million as of December 31, 2021, compared to $234.8 million as of December 31, 2020, representing a growth of 135%[329]. - Total liabilities increased to $73.9 million in 2021 from $29.6 million in 2020, an increase of 149%[329]. - The Company reported an accumulated deficit of $105.0 million as of December 31, 2021, compared to $97.4 million in 2020[329]. - The Company’s total shareholders' equity increased to $480.1 million in 2021 from $205.2 million in 2020, a growth of 133%[329]. Cash Flow - Cash and cash equivalents decreased to $69.9 million as of December 31, 2021, from $90.4 million in 2020, mainly due to debt payoff and operational funding[278]. - Net cash used in operating activities was $(4,593,000) in 2021, a decrease from $6,645,000 provided in 2020[341]. - Cash flows from investing activities totaled $(13,192,000) in 2021, compared to $(24,715,000) in 2020, showing an improvement of 47%[341]. - The company reported a net decrease in cash and cash equivalents of $(20,563,000) for the year, down from an increase of $84,008,000 in 2020[342]. Tax and Regulatory - The effective tax rate for 2021 was 72%, significantly higher than the U.S. statutory rate of 21%, primarily due to windfall benefits on stock compensation[273]. - The company will continue to assess the realizability of its deferred tax assets and adjust the valuation allowance as needed[231]. - As of December 31, 2021, the amount of deferred social security tax payments was $297,000, with $135,000 paid in the year ended December 31, 2021[377]. Market and Operations - The company operates in the cell and gene therapy industry, providing tools and services designed to improve quality and reduce risks in biologic manufacturing[186][187]. - The company has a diversified portfolio of bioproduction tools and services, focusing on biopreservation, cell processing, and cold-chain transportation[186][188]. - The company continues to capitalize on opportunities for organic growth innovations and acquisitions in the bioproduction tools and services market[188]. - The company expects customer concentrations to diminish as revenues increase and its global market presence expands[239]. - The company experienced supply chain disruptions in 2021 due to COVID-19, which negatively impacted profitability due to increased supplier pricing and production stoppages[367].