10x Genomics(TXG) - 2024 Q1 - Quarterly Report

PART I. FINANCIAL INFORMATION Item 1. Financial Statements (Unaudited) Presents 10x Genomics, Inc.'s unaudited condensed consolidated financial statements for Q1 2024, covering balance sheets, operations, comprehensive loss, equity, cash flows, and detailed notes - Financial statements are unaudited and prepared in accordance with U.S. GAAP, with certain information and footnote disclosures condensed or omitted compared to annual statements[32] - Management believes all necessary normal recurring adjustments are reflected in the financial statements[32] Condensed Consolidated Balance Sheets Condensed Consolidated Balance Sheet Highlights (in thousands) | Metric | March 31, 2024 | December 31, 2023 | | :----------------------------- | :------------- | :---------------- | | Total assets | $922,913 | $965,143 | | Total liabilities | $204,079 | $224,100 | | Total stockholders' equity | $718,834 | $741,043 | | Cash and cash equivalents | $355,781 | $359,284 | | Marketable securities | $16,033 | $29,411 | | Accounts receivable, net | $91,305 | $114,832 | | Inventory | $83,189 | $73,706 | - Total assets decreased by $42.2 million, and total stockholders' equity decreased by $22.2 million from December 31, 2023, to March 31, 2024[18] Condensed Consolidated Statements of Operations Condensed Consolidated Statements of Operations Highlights (in thousands, except per share data) | Metric | Three Months Ended March 31, 2024 | Three Months Ended March 31, 2023 | YoY Change (in thousands) | YoY Change (%) | | :-------------------------------- | :-------------------------------- | :-------------------------------- | :------------------------ | :------------- | | Revenue | $141,006 | $134,285 | $6,721 | 5.0% | | Cost of revenue | $48,092 | $35,895 | $12,197 | 34.0% | | Gross profit | $92,914 | $98,390 | $(5,476) | (5.6)% | | Loss from operations | $(61,498) | $(51,988) | $(9,510) | 18.3% | | Net loss | $(59,949) | $(50,747) | $(9,202) | 18.1% | | Net loss per share, basic and diluted | $(0.50) | $(0.44) | $(0.06) | 13.6% | - Net loss increased by 18.1% year-over-year, primarily due to higher cost of revenue and operating expenses, despite a 5.0% increase in revenue[20] Condensed Consolidated Statements of Comprehensive Loss Condensed Consolidated Statements of Comprehensive Loss Highlights (in thousands) | Metric | Three Months Ended March 31, 2024 | Three Months Ended March 31, 2023 | YoY Change (in thousands) | | :-------------------------------- | :-------------------------------- | :-------------------------------- | :------------------------ | | Net loss | $(59,949) | $(50,747) | $(9,202) | | Other comprehensive income (loss), net of tax | $(27) | $2,856 | $(2,883) | | Comprehensive loss | $(59,976) | $(47,891) | $(12,085) | - Comprehensive loss increased by $12.1 million year-over-year, driven by the higher net loss and a negative foreign currency translation adjustment in 2024[23] Condensed Consolidated Statements of Stockholders' Equity Condensed Consolidated Statements of Stockholders' Equity Highlights (in thousands) | Metric | December 31, 2023 | March 31, 2024 | Change (in thousands) | | :----------------------------- | :---------------- | :------------- | :-------------------- | | Total Stockholders' Equity | $741,043 | $718,834 | $(22,209) | | Accumulated Deficit | $(1,284,420) | $(1,344,369) | $(59,949) | | Additional Paid-in Capital | $2,025,890 | $2,063,657 | $37,767 | - Total stockholders' equity decreased by $22.2 million, primarily due to the net loss incurred during the period, partially offset by an increase in additional paid-in capital from stock-based compensation[26] Condensed Consolidated Statements of Cash Flows Condensed Consolidated Statements of Cash Flows Highlights (in thousands) | Activity | Three Months Ended March 31, 2024 | Three Months Ended March 31, 2023 | YoY Change (in thousands) | | :------------------------------------------ | :-------------------------------- | :-------------------------------- | :------------------------ | | Net cash used in operating activities | $(15,725) | $(4,125) | $(11,600) | | Net cash provided by investing activities | $10,632 | $119,956 | $(109,324) | | Net cash provided by (used in) financing activities | $1,638 | $(3,414) | $5,052 | | Net increase (decrease) in cash and cash equivalents | $(3,503) | $112,441 | $(115,944) | | Cash and cash equivalents at end of period | $355,781 | $339,794 | $15,987 | - The company experienced a net decrease in cash and cash equivalents of $3.5 million in Q1 2024, a significant shift from a net increase of $112.4 million in Q1 2023, primarily due to increased cash used in operating activities and lower cash provided by investing activities[29] Notes to Condensed Consolidated Financial Statements Detailed disclosures and explanations for the unaudited condensed consolidated financial statements, covering business, accounting policies, and key financial items 1. Description of Business and Basis of Presentation - 10x Genomics, Inc. is a life sciences technology company focused on innovative products and solutions for interrogating biological systems, including Chromium and Spatial instruments, consumables, and software[31] - The accompanying condensed consolidated financial statements are unaudited, prepared in accordance with U.S. GAAP, and include normal recurring adjustments[32] 2. Summary of Significant Accounting Policies - There were no material changes in the company's significant accounting policies during the three months ended March 31, 2024[34] - Revenue from product sales is recognized when control is transferred (generally upon shipment), while extended warranty revenue is recognized ratably over the service period[35] - The company is evaluating the impact of new accounting pronouncements, including ASU No. 2023-09 (Income Taxes) and SEC Final Rule No. 33-11275 (Climate-Related Disclosures)[42][43] 3. Other Financial Statement Information Available-for-sale Securities (March 31, 2024, in thousands) | Category | Amortized Cost | Gross Unrealized Gains | Gross Unrealized Losses | Fair Value | | :-------------------- | :------------- | :--------------------- | :---------------------- | :--------- | | Money market funds | $345,662 | $— | $— | $345,662 | | Corporate debt securities | $5,862 | $— | $(14) | $5,848 | | Government debt securities | $9,382 | $— | $(31) | $9,351 | | Asset-backed securities | $841 | $— | $(7) | $834 | | Total | $361,747 | $— | $(52) | $361,695 | Inventory (in thousands) | Category | March 31, 2024 | December 31, 2023 | | :------------------ | :------------- | :---------------- | | Purchased materials | $39,159 | $34,484 | | Work in progress | $20,552 | $21,975 | | Finished goods | $23,478 | $17,247 | | Total Inventory | $83,189 | $73,706 | Revenue by Source (in thousands) | Category | Three Months Ended March 31, 2024 | Three Months Ended March 31, 2023 | YoY Change (%) | | :-------------------- | :-------------------------------- | :-------------------------------- | :------------- | | Instruments | $25,453 | $19,176 | 33.0% | | Consumables | $110,335 | $112,378 | (1.8)% | | Services | $5,218 | $2,731 | 91.0% | | Total Revenue | $141,006 | $134,285 | 5.0% | Revenue by Geography (in thousands) | Region | Three Months Ended March 31, 2024 | Three Months Ended March 31, 2023 | YoY Change (%) | | :-------------------------------- | :-------------------------------- | :-------------------------------- | :------------- | | Americas | $79,630 | $78,796 | 1.1% | | Europe, Middle East and Africa | $34,721 | $28,422 | 22.2% | | Asia-Pacific | $26,655 | $27,067 | (1.5)% | | Total Revenue | $141,006 | $134,285 | 5.0% | - Impairment charges of $2.1 million were recorded in Q1 2024 related to computer equipment and software due to the discontinuation of a productivity engineering project[49][51] 4. Commitments and Contingencies Operating Lease Liabilities (March 31, 2024, in thousands) | Period | Operating Leases | | :------------------------------------------ | :--------------- | | 2024 (excluding the three months ended March 31, 2024) | $12,385 | | 2025 | $14,828 | | 2026 | $15,377 | | 2027 | $15,584 | | 2028 | $15,747 | | Thereafter | $40,655 | | Total lease payments | $114,576 | | Less: imputed interest | $(22,400) | | Present value of operating lease liabilities | $92,176 | - The company is regularly involved in intellectual property disputes, including ongoing litigation with NanoString, Vizgen, Parse, and Curio[61][142] - A jury found NanoString willfully infringed patents and awarded 10x Genomics over $31 million in damages in November 2023; however, post-trial motions are stayed due to NanoString's Chapter 11 bankruptcy filing[62] - The Munich Regional Court issued a permanent injunction against NanoString in Germany for infringing the EP928 patent, though a temporary stay was granted on appeal, conditioned on a security deposit not yet posted[69] 5. Capital Stock - As of March 31, 2024, there were 105,644,016 shares of Class A common stock and 14,056,833 shares of Class B common stock outstanding[88] - No Class B common stock was converted to Class A common stock during the three months ended March 31, 2024, compared to 600,000 shares in the same period of 2023[90] 6. Equity Incentive Plans Stock-based Compensation Expense (in thousands) | Category | Three Months Ended March 31, 2024 | Three Months Ended March 31, 2023 | YoY Change (%) | | :-------------------------------- | :-------------------------------- | :-------------------------------- | :------------- | | Cost of revenue | $2,033 | $1,461 | 39.1% | | Research and development | $16,888 | $17,780 | (5.0)% | | Selling, general and administrative | $17,208 | $22,860 | (24.7)% | | Total stock-based compensation expense | $36,129 | $42,101 | (14.2)% | - In March 2024, 219,168 Performance Stock Units (PSUs) were granted, with vesting tied to a two-year revenue Compound Annual Growth Rate (CAGR) and a three-year relative Total Shareholder Return (TSR)[94][101] - No shares of Class A common stock were issued under the 2019 Employee Stock Purchase Plan (ESPP) during the three months ended March 31, 2024 or 2023[100] 7. Net Loss Per Share Anti-dilutive Common Stock Equivalents (March 31, 2024 and 2023) | Category | Three Months Ended March 31, 2024 | Three Months Ended March 31, 2023 | | :-------------------------------- | :-------------------------------- | :-------------------------------- | | Stock options to purchase common stock | 5,604,160 | 7,556,361 | | Restricted stock units | 5,578,818 | 5,871,150 | | Shares committed under ESPP | 116,883 | 100,253 | | Total | 11,299,861 | 13,527,764 | - Potentially dilutive common stock equivalents were excluded from diluted net loss per share calculations because their inclusion would have been anti-dilutive due to the company reporting net losses[41][101] Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations Management's analysis of Q1 2024 financial condition and results, covering revenue, costs, operating expenses, and liquidity, noting continued net losses and future investment plans - The company incurred net losses of $59.9 million and $50.7 million for the three months ended March 31, 2024 and 2023, respectively[106] - As of March 31, 2024, the company had an accumulated deficit of $1.3 billion and cash, cash equivalents, and marketable securities totaling $371.8 million[106][119] - Management expects to continue incurring significant expenses and operating losses in the near term due to ongoing investments in personnel, technology platforms, new products, intellectual property protection, acquisitions, and infrastructure[106][107] Overview - 10x Genomics is a life sciences technology company offering integrated solutions including Chromium and Spatial instruments, consumables, and software for biological analysis[104] - The company has incurred net losses in each year since its inception in 2012, with a $1.3 billion accumulated deficit as of March 31, 2024[106] - Future expenses are expected to increase due to efforts to attract and retain personnel, scale technology platforms, introduce new products, protect intellectual property, and invest in infrastructure[107] Comparison of the Three Months Ended March 31, 2024 and 2023 - Total revenue increased by 5% year-over-year to $141.0 million, driven by Spatial instruments and services, but offset by declines in Chromium products[109][112] - Gross margin decreased by 7 percentage points to 66%, primarily due to a shift in product mix towards lower-margin Xenium instruments and higher manufacturing costs[110][111] - Operating expenses increased by 3% to $154.4 million, mainly due to higher legal and facility costs, partially offset by lower personnel and stock-based compensation expenses[112][114] Revenue Revenue by Product Category (in thousands) | Category | Three Months Ended March 31, 2024 | Three Months Ended March 31, 2023 | Change (in thousands) | % Change | | :-------------------- | :-------------------------------- | :-------------------------------- | :-------------------- | :--------- | | Instruments | $25,453 | $19,176 | $6,277 | 33% | | Chromium Instruments | $7,850 | $11,626 | $(3,776) | (32)% | | Spatial Instruments | $17,603 | $7,550 | $10,053 | 133% | | Consumables | $110,335 | $112,378 | $(2,043) | (2)% | | Chromium Consumables | $83,927 | $101,096 | $(17,169) | (17)% | | Spatial Consumables | $26,408 | $11,282 | $15,126 | 134% | | Services | $5,218 | $2,731 | $2,487 | 91% | | Total Revenue | $141,006 | $134,285 | $6,721 | 5% | - Spatial instruments revenue increased by 133% and Spatial consumables revenue increased by 134% year-over-year, driving overall revenue growth[112] - Chromium instruments revenue decreased by 32% and Chromium consumables revenue decreased by 17% year-over-year[112] Cost of revenue, gross profit and gross margin Cost of Revenue, Gross Profit, and Gross Margin (in thousands) | Metric | Three Months Ended March 31, 2024 | Three Months Ended March 31, 2023 | Change (in thousands) | % Change | | :-------------------- | :-------------------------------- | :-------------------------------- | :-------------------- | :--------- | | Cost of revenue | $48,092 | $35,895 | $12,197 | 34% | | Gross profit | $92,914 | $98,390 | $(5,476) | (6)% | | Gross margin | 66% | 73% | (7) pp | - | - The increase in cost of revenue was primarily driven by $10.5 million higher manufacturing costs due to increased sales and newly introduced products, and $2.0 million of higher warranty charges[110] - Gross margin decreased by 7 percentage points to 66%, primarily due to a change in product mix driven by lower-margin Xenium instruments[110][111] Operating expenses - Operating expenditures are expected to continue to increase in 2024 and beyond due to investments in R&D projects, commercial efforts, talent retention, and increased legal costs for intellectual property protection[115] Research and development - Research and development expenses increased by $1.5 million, or 2%, to $68.6 million, primarily due to higher personnel expenses ($0.6 million) and increased costs for facilities and information technology ($0.7 million)[112][113] - Included a $0.7 million impairment charge related to computer equipment and software due to the discontinuation of a productivity engineering project[113] Selling, general and administrative - Selling, general and administrative expenses increased by $2.5 million, or 3%, to $85.8 million, driven by $5.9 million in increased outside legal expenses and $2.0 million in higher costs for facilities and information technology[112][114] - These increases were partially offset by a $5.6 million decrease in personnel expenses, including a $5.7 million decrease in stock-based compensation expense[114] - Included a $1.1 million impairment charge related to computer equipment and software[114] Other income (expense), net Other Income (Expense), Net (in thousands) | Metric | Three Months Ended March 31, 2024 | Three Months Ended March 31, 2023 | Change (in thousands) | % Change | | :-------------------- | :-------------------------------- | :-------------------------------- | :-------------------- | :--------- | | Interest income | $4,736 | $3,869 | $867 | 22% | | Interest expense | $(1) | $(19) | $18 | (95)% | | Other expense, net | $(1,040) | $(1,516) | $476 | (31)% | | Total other income | $3,695 | $2,334 | $1,361 | 58% | - Interest income increased by $0.9 million, or 22%, primarily due to higher interest rates on cash equivalents and marketable securities[116] - Other expense, net, decreased by $0.5 million, or 31%, driven by lower net realized and unrealized losses from foreign currency rate fluctuations[117] Provision for Income Taxes Provision for Income Taxes (in thousands) | Metric | Three Months Ended March 31, 2024 | Three Months Ended March 31, 2023 | Change (in thousands) | | :-------------------------- | :-------------------------------- | :-------------------------------- | :-------------------- | | Provision for income taxes | $2,146 | $1,093 | $1,053 | - The increase in the provision for income taxes was primarily due to higher foreign income[118] - Deferred tax assets related to domestic operations are fully offset by a valuation allowance[118] Liquidity and Capital Resources - As of March 31, 2024, the company had $371.8 million in cash, cash equivalents, and marketable securities[119] - The company has generated negative cumulative cash flows from operations since inception and has an accumulated deficit of $1.3 billion[119] - Management believes existing cash and cash equivalents and cash generated from product sales will be sufficient to meet anticipated cash needs for at least the next 12 months[123] Sources of liquidity - The company has financed its operations and capital expenditures primarily through sales of convertible preferred stock and common stock, revenue from product sales, and incurrence of indebtedness[125] Summary of Cash Flows (in thousands) | Activity | Three Months Ended March 31, 2024 | Three Months Ended March 31, 2023 | Change (in thousands) | | :------------------------------------------ | :-------------------------------- | :-------------------------------- | :------------------------ | | Net cash used in operating activities | $(15,725) | $(4,125) | $(11,600) | | Net cash provided by investing activities | $10,632 | $119,956 | $(109,324) | | Net cash provided by (used in) financing activities | $1,638 | $(3,414) | $5,052 | | Effect of exchange rate changes on cash, cash equivalents, and restricted cash | $(48) | $24 | $(72) | | Net increase (decrease) in cash and cash equivalents | $(3,503) | $112,441 | $(115,944) | Operating activities - Net cash used in operating activities increased to $15.7 million in Q1 2024 from $4.1 million in Q1 2023, primarily due to a higher net loss and a $6.3 million net cash outflow from changes in operating assets and liabilities[127] - Key drivers of the Q1 2024 operating cash outflow included decreases in accrued expenses ($12.7 million) and accrued compensation ($9.4 million), and an increase in inventory ($9.9 million)[127] - These outflows were partially offset by an increase in accounts receivable ($23.5 million) and deferred revenue ($2.1 million)[127] Investing activities - Net cash provided by investing activities significantly decreased to $10.6 million in Q1 2024 from $120.0 million in Q1 2023[131][132] - Q1 2024 investing activities included $0.6 million from sales of marketable securities and $13.0 million from maturities of marketable securities, partially offset by $2.9 million in property and equipment purchases[131] - Q1 2023 investing activities were significantly higher due to $93.3 million from sales and $31.9 million from maturities of marketable securities[132] Financing activities - Net cash provided by financing activities was $1.6 million in Q1 2024, a positive shift from $3.4 million used in Q1 2023[133] - The Q1 2024 cash provided was primarily from proceeds related to the issuance of common stock from the exercise of stock options[133] - The Q1 2023 cash used was primarily due to payments on financing arrangements of $5.8 million, partially offset by $2.4 million from stock option exercises[133] Critical Accounting Estimates - There have been no significant changes in the company's critical accounting policies and estimates during the three months ended March 31, 2024, compared to those disclosed in its most recent Annual Report on Form 10-K[135] - The preparation of financial statements requires management to make estimates and assumptions that affect reported amounts of assets, liabilities, revenue, and expenses[134] Item 3. Quantitative and Qualitative Disclosures about Market Risk The company's exposure to market risk, particularly related to changes in interest rates and foreign currency exchange rates, has not materially changed since December 31, 2023 - The company's exposure to market risk has not changed materially since December 31, 2023[136] - For detailed financial market risks related to interest rates and foreign currency exchange rates, reference is made to Item 7A of the Annual Report[136] Item 4. Controls and Procedures Management, including CEO and CFO, concluded disclosure controls were effective as of March 31, 2024, with no material changes to internal control over financial reporting during the quarter - The Chief Executive Officer and Chief Financial Officer concluded that the company's disclosure controls and procedures were effective at a reasonable assurance level as of March 31, 2024[138] - There have been no changes in internal control over financial reporting during the quarter ended March 31, 2024, that materially affected, or are reasonably likely to materially affect, internal control over financial reporting[139] Evaluation of Disclosure Controls and Procedures - Management, including the CEO and CFO, evaluated the effectiveness of disclosure controls and procedures as of March 31, 2024[137] - Disclosure controls and procedures are designed to ensure that information required to be disclosed is recorded, processed, summarized, and reported within specified time periods[137] - The evaluation concluded that disclosure controls and procedures were effective at a reasonable assurance level[138] Changes in Internal Control over Financial Reporting - No changes in internal control over financial reporting occurred during the quarter ended March 31, 2024, that materially affected, or are reasonably likely to materially affect, the company's internal control over financial reporting[139] PART II. OTHER INFORMATION Item 1. Legal Proceedings The company is regularly involved in various legal and regulatory proceedings, particularly intellectual property disputes, and expects this to continue given the industry's litigious nature - The company is regularly subject to lawsuits, claims, arbitration proceedings, administrative actions, and other legal and regulatory proceedings, especially intellectual property disputes[142] - Given the litigious history of the industry and operating as a public company, the company expects third parties to claim infringement of intellectual property rights and will continue to defend its technology[142] - Refer to Note 4 to the unaudited condensed consolidated financial statements for detailed information on legal proceedings[143] Item 1A. Risk Factors There have been no material changes to the company's previously disclosed risk factors that are considered material to its business, results of operations, and financial condition - No material changes to the company's risk factors that are material to its business, results of operations, and financial condition from those previously disclosed in the Annual Report[144] - The Annual Report and incorporated documents are accessible on the SEC's website[144] Item 5. Other Information Discloses Rule 10b5-1 trading arrangements by officers and directors, including a terminated plan and new plans adopted in March 2024 - James L. Wilbur, former Chief Commercial Officer, terminated his Rule 10b5-1 trading arrangement on February 21, 2024[145] - Shehnaaz Suliman, a Board Director, adopted a Rule 10b5-1 trading arrangement on March 10, 2024, for up to 20,016 shares[146] - Benjamin J. Hindson, Chief Scientific Officer and President, adopted a Rule 10b5-1 trading arrangement on March 11, 2024, for up to 22,496 shares plus carryover shares[147] Item 6. Exhibits Lists all exhibits filed with the Quarterly Report on Form 10-Q, including organizational documents, certifications, and XBRL-related documents - The exhibits include the Amended and Restated Certificate of Incorporation, Amended and Restated Bylaws, and Form of Stock Certificate for Class A common stock[148] - Certifications of the Principal Executive Officer and Principal Financial and Accounting Officer pursuant to Sections 302 and 906 of the Sarbanes-Oxley Act of 2002 are filed herewith[148] - Inline XBRL Instance Document and Taxonomy Extension Documents are also included as exhibits[148] Signatures The report is duly signed on behalf of 10x Genomics, Inc. by Serge Saxonov, Chief Executive Officer and Director, and Justin J. McAnear, Chief Financial Officer, on April 30, 2024 - The report is signed by Serge Saxonov, Chief Executive Officer and Director, and Justin J. McAnear, Chief Financial Officer[152] - The signing date for the report is April 30, 2024[152]