Tim Goodnow
Analyst · Stifel
Thank you, Lynn and thank you all for joining us. Before we begin today, I'd like to offer our thoughts to everyone that has been affected by the wide reaching impacts of this public health crisis, including the economic hardships experienced across our communities. As an organization the health and safety of our employees and their families our top priority. We have taken every precaution to ensure a safe work environment and will continue to be diligent for our efforts to limit infection risks across our community. This afternoon, in addition to our second quarter financial results, we have exciting news to share regarding the future advancement of Senseonics. Our efforts exploring strategic alternatives to increase stakeholder value have culminated in agreements with Ascensia Diabetes Care that were announced earlier today. Together, we have entered into a collaboration and commercialization agreement with Ascensia, concurrent with the financing arrangement with PHC, the parent company of Ascensia, a KKR portfolio company, as well as an additional financing agreement with Masters Special Situations, an affiliates of Masters Capital Management. The focus of our call will be on the details of these agreements and what it means for Senseonics moving forward. We feel this is an ideal result for our shareholders, users, healthcare providers, payers, the company and our partners towards ensuring patient access to the only long term, CGM on the market. The partnership with Ascensia is designed to combine the strength and leverage the complementary competencies of each organization through a highly collaborative relationship. The agreement is structured to align incentives for mutual benefits through penetration of the CGM market with our current and future Eversense products. To start, we think it would be helpful to provide some background on our partner to frame why this is such an exciting opportunity. Ascensia Diabetes Care is a subsidiary of PHC Group, formally known as Panasonic Healthcare Holdings, which is a KKR portfolio company. PHC Group was formed as a spin-out of Panasonic’s Healthcare Assets and a transaction with KKR in 2013 resulting in KKR as the majority owner of PHC group. Since then PHC group is focused on creating a Portfolio of Precision Digital Diagnostic Companies spanning across healthcare. Over the past five years PHC Group has acquired not only a Ascensia Diabetes Care, but also the anatomical pathology business from Thermo Fisher that focuses on precision cancer diagnostics and LSI Medience Corporation, a provider of clinical and non-clinical diagnostic services. Ascensia is a growing global market leader offering premium connected glucose monitoring systems and testing supplies to over 10 million worldwide people with diabetes and over 125 countries. With operations in over 31 countries marketing products across North America the EU, Asia Pacific, Middle East and Latin America. Ascensia has a global growth focus strategy, offering the glucose monitoring devices with the largest market share in Europe. Their contoured BGM can be used along with diabetes apps that allow for greater advancement in diabetes care, with insulin pumps, with CGMs and as a component of closed loop systems. As described, their global focus combined with products that have been designed to lessen the burden of diabetes management for patients worldwide. At Ascensia we of course share a similar philosophy, which will help drive synergies between our organization and create an effective long term partnership. We are excited to be partnering with Ascensia to be bringing Eversense to their expansive base of people actively managing their diabetes. Regarding our financial agreement with PHC and with the additional financing agreement with Masters, I will touch on the financing components at a higher level and let Nick provided additional details later in the call. We have strengthened our balance sheet. First, we have agreed to issue Senior Secured Convertible Notes to PHC in the amount of $35 million with a company option to issue up to $15 million of convertible preferred equity following the receipt of FDA approval for the 180 day Eversense product in the U.S., and upon receipt of any required shareholder approval which might be required by the NYSE American Listing Rules. Now to the second financing agreement. This one is with Masters Special Situations. In this agreement we intend to issue up to $30 million in convertible preferred equity to Masters and affiliates. The funding will take place in up to two closings, with the first closing for an initial 10% of the investment expected to occur on or about August 14, MSS has the option to purchase up to an additional $27 million of convertible preferred equity in a subsequent closing that is expected to occur within the next three months subject to the receipt of stockholder approval. The combined capital of up to $80 million will primarily be used to support manufacturing operations for the ramp-up of the 180 day product in the U.S. if approved and product development of future generation products, as well as to repay the Highbridge first lien term loan balance. Given the decreased organizational requirements resulting from ADC providing several significant commercial functions under the collaboration agreement, we expect our operational expenses will be significantly below historical levels as we described on our last call. We expect that if all the potential capital available under these agreements is accessed, we will significantly extend our cash runway through 2021. Regarding the second component of the agreement, the collaboration and commercialization agreement is intended to be in close commercial partnerships to maximize the value of the Eversense system in the global market. Senseonics will maintain pipeline and product development, regulatory, manufacturing and branding responsibilities, while Ascensia received sales, marketing and distribution rights for current and future products worldwide for approximately five years following the 180 day product availability in the U.S., and in certain circumstances that period may be extended. From an established position in the diabetes management market, Ascensia has been identified with an opportunity and potential for Eversense as a differentiated CGM technology, and is committed through this agreement to partner with us to drive commercial adoption and market penetration. Ascensia will be providing significant commercial investment for Eversense in both U.S. and OUS operations over the agreement horizon. While the economic terms of the agreement will remain undisclosed, incentives are aligned through the revenue sharing structure. Early in the term the waiting will favor Senseonics, while sharing shifts towards Ascensia later in the term. To initiate the partnership, Ascensia will begin conducting pilot sales and marketing activities in the U.S. this quarter, with a significant ramp of those activities expected to begin in Q1, 2021 subject to the 180 product approval. During this period the two companies will work hand-in-hand to share and transfer the Eversense knowledge base to Ascensia's commercial team, providing real world, hands on new patient and provider onboarding experience as we advance the installed base. We have a pipeline of providers who would like to be trained on the product, as well as patients interested in being first time users. These 2020 efforts are expected to prepare the market for the next generation 180 day sensor launch in early 2021 if approved. Once the transition phase is completed, Ascensia will take primary responsibility for sales, marketing and market access, in addition to patient and provider support. Ascensia’s current plans include providing approximately 30 direct sales staff in 2021, ramping to more than 80 by the end of 2023. In true partnership form, we have together identified joint work streams, headed by leaders from each side to ensure a smooth transition. I am pleased to report that the teams have started to meet and their level of engagement has been naturally positive and collaborative. Product and clinical teams have been identified and collaboration structures is being reviewed. Customer support is also being set up and marketing programs are being advanced. Joint governance committees will be established comprised of members of both organizations to create comprehensive commercial infrastructure plans and budgets and drive closed cooperation on this endeavor. Objectives will be set by these groups to determine marketing budgets and revenue goals that both organizations are incentivized to meet. Customer and patient support will be handled collaboratively as well. Ascensia will handle the frontline interactions with users globally. This will consist of product use, performance, ordering, return and warranty enquiries. We will provide the second line of customer technical support. We will handle and be responsible for warranties, regulatory reporting and liaising with our engineering manufacturing teams. Healthcare provider support will be managed by Ascensia following the hands on field training and transition period. We know they share the goal of providing the highest level of quality, clinician training and clinic support because we both understand this creates positive patient outcomes, creating long term partnerships with providers is the goal for both organizations. Today we remain focused on market access in the U.S., where we now have approximately 200 million covered lives, including Medicare, Medicare Advantage and Commercially Insured Patients eligible for reimbursement for Eversense. As in other areas, we will assist Ascensia in a transition of these responsibilities in the coming months, including working together to gain additional reimbursement. Armed with the real world clinical data and the additional value add of Eversense that last up to 180 days, we are confident we will continue our progress in obtaining broad based coverage. Outside the U.S. we will not be renewing our distribution agreements with Roche and Rubin Medical when they expire. Until expiration we expect these agreements will stay in full force and that we and our current partners will work together to effectively serve the needs of patients in those markets. Upon transition, Ascensia will be focused on the markets of Germany, Italy, Switzerland and Sweden, where Eversense is already commercially available. In summary, Ascensia’s responsibilities beginning with a transition period and extending to the launch of the 180 day product in the U.S. include all aspects of commercialization and frontline patient and provider interaction, from downstream marketing to sales detailing, onboarding, patient retention and support. Historically, this has been the largest cost in use of resources for our organization. This change to our cost structure will ultimately be beneficial for our progress towards profitability. From a high level, product and brand development, regulatory approvals and manufacturing are now our core responsibilities. One of the most important parts of this agreement from our perspective is our ability to now focus on product development and the future generations of our game changing CGM Technology. We feel that we can be in better control and drive the value creation process through this division of responsibilities, with a goal of bringing people with diabetes, additional features and extended wear on the backbone of our existing technology. Regarding our operations in the second quarter, revenue was weak, primarily due to the forced halting of the U.S. commercial operations in March after the Solar Capital debt returns and the effects of temporary patient difference resulting from the pandemic. In the quarter we generated total net revenue of $260,000, as distributors reduce existing inventory levels. During March and April, insertions were notably reduced as many clinics in the country were shut down or in restricted access. We did see some positive trends in May and June, but we are still seeing insertion volumes below pre-COVID levels. Given the slowdown in insertion rates, most of our fulfillment partners are still working through their inventories and shipments into the channel are minimal in the quarter. Through all of this however, we are happy to continue to see reinsertion rate in the U.S. of over 85% in patients who are in the third and fourth sensor. These patients have been users since early in our launch and this is a strong testament to the positive patient experience Eversense provides. This underscores our belief that there will continue to be a large opportunity to satisfy the needs of people with diabetes, and that we are pursuing a very committed patient population who are focused on their diabetes management, especially in these current trying times. Similarly with Roche, they did not order product in the quarter, and they served their needs from their existing inventory. They have reported an increase in insertion volumes in June as well compared to earlier in the quarter. Very important for patient access, we continue to see positive progress on the reimbursement front as well. Notably, CMS this past week released its calendar year 2021 Medicare Physician Fee Schedule Proposed Rule. In this they announced policy changes for Medicare payment. This year this included the proposed establishment of National Payment Amount for our three CPT Codes as a Medical Benefit, rather than as part of the more cumbersome durable medical equipment channel that includes the other CGMs. These codes described the insertion, removal and combined removal and insertion of the implanted interstitial glucose sensor. Currently Eversense is contractor priced by the regional max. Through this proposal which is set to be effective January 1, Eversense will now receive a national coverage for the three CPT Codes. This is significant in a highly differentiated opportunity for Eversense. Additionally, we've also had continued progress in the commercial payer space as well, especially with multiple Blue’s plans, most recently including coverage by Highmark, one of the top 10 largest healthcare insurers in the U.S. To place this opportunity in perspective, in 2019 in the U.S. Senseonics grew patients by nearly 4,000 users with an average of only 30% of covered lives for the period. Eversense now has approaching 80% insurance coverage in the U.S., with over 2,000 prescribing clinicians and roughly 550 authorized insertion specialists. Due to our capital constraints associated with the Solar Capital debt, the company has not yet been able to take advantage of this increase in coverage. Given our current position with the signing of the collaboration agreement and financing agreements, we now expect to be in a position to capitalize on the increased coverage and to resume growing our patient base in partnership with Ascensia. Transitioning to our pipeline development initiatives, as we mentioned our top priority is the PMA submission for our 180 day product in the U.S. With the execution of the agreements announced today, our organization is focused on preparing this submission. We are pleased to share that we remain on track to make the submission in coming weeks. Following the PMA supplement submission in the U.S., our priority will be to bring the improved performance to the Eversense XL System in Europe, which we developed for the U.S. version of the product through our notified body in Europe. Additionally, the product development team is shifting their attention to the next generation sensor that we plan would extend the wearable life up to 365 days. We are currently testing configurations, demonstrating one year stability and we are working toward IDE approval from the agency for the 365 day product in the first half of 2021. We would then estimate beginning the trial enrollment in the second half of the year. In addition to extending the wearable life, the product is also targeted to reduce calibration frequency to up to one finger stick per week. This next generation sensor is also anticipated to provide the platform for the Gemini product, which would offer both continues and on demand readings from a swipe command. Finally, we are working on integrating a battery in the Gemini product that would eliminate the need for any on-body transmitter for a fully implanted 365 days sensor. As you can see, we have a pipeline full of revolutionary devices that have the potential to again shift the paradigm in CGM Technology. As projects continue to progress and we have better visibility on timelines for completing milestones, we will provide additional updates. Now with this, I'll turn the call over to Nick for additional details on the financial.