株探米国株
日本語 英語
エドガーで原本を確認する
0000771856false00007718562025-03-112025-03-11


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): March 11, 2025
 
CHAMPIONS ONCOLOGY, INC.
 
(Exact name of registrant as specified in its charter)
 
Delaware   001-11504   52-1401755
(State or Other Jurisdiction   (Commission File Number)   (IRS Employer
of Incorporation)       Identification No.)
 
1 University Plaza, Suite 307, Hackensack, New Jersey 07601
(Address of Principal Executive Offices)
 
Registrant’s telephone number, including area code: (201) 808-8400
 
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))

Securities registered pursuant to Section 12(b) of the Exchange Act
Title of Each Class Trading Symbol(s) Name of Each Exchange on Which Registered
Common Stock, par value $0.001 per share CSBR The Nasdaq Stock Market LLC
    

Indicate by check mark whether the registrant is an emerging growth company as defined in 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 o

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. o On March 11, 2025, Champions Oncology, Inc. (the “Company”) issued a press release regarding the Company’s unaudited financial results for its third quarter ended January 31, 2025. A copy of the Company’s press release is attached hereto as Exhibit 99.1.




INFORMATION TO BE INCLUDED IN THE REPORT
 
Item 2.02. Results of Operations and Financial Condition.
 
 
The information contained under Item 2.02 in this Current Report shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

Item 9.01. Financial Statements and Exhibits.
 
(d)Exhibits
The following exhibit is filed herewith:
 
Exhibit No.
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 thereunto duly authorized.
 
    CHAMPIONS ONCOLOGY, INC.
    (Registrant)
     
Date: March 11, 2025
By: /s/ Ronnie Morris  
    Ronnie Morris  
    Chief Executive Officer  
 

EX-99.1 2 csbr8-k1312025ex991xq325.htm EX-99.1 Document
Exhibit 99.1
    logobranding_headerleftalia.jpg                 NEWS
One University Plaza, Suite 307 Hackensack, NJ 07601 Tel: 551-206-8104


Champions Oncology Reports Record Quarterly Revenue of $17.0 Million
Record Net Income of $4.5 Million


Hackensack, NJ – March 11, 2025 – Champions Oncology, Inc. (Nasdaq: CSBR), a global preclinical and clinical research services provider that offers end-to-end oncology solutions, today announced its financial results for its third quarter of fiscal 2025, ended January 31, 2025.

Third Quarter and Recent Highlights:

•Total revenue increased 42% to $17.0 million
•Gross profit of $10.4 million; gross margin of 61%
•Net income of approximately $4.5 million
•Adjusted EBITDA of $5.2 million
•Signed first data licensing deal worth up to $8.0 million
•Hired Matt Newman, Executive Vice President and General Manager, to lead and expand the development of Champions’ data licensing platform

Year to Date Highlights:

•Total revenue increased 23% to $44.6 million
•Gross profit of $23.5 million; gross margin of 53%
•Net income of $6.5 million
•Adjusted EBITDA of $8.3 million

Ronnie Morris, CEO of Champions, commented, “Our third quarter was transformational, marked by our first major data licensing agreement - an important milestone toward monetizing our proprietary data platform." Added Morris, “Despite ongoing funding constraints in the pharma and biotech sectors, we continue to drive strong performance in our core services business."


Exhibit 99.1

David Miller, CFO of Champions, added, “We delivered record breaking financial results this quarter, with revenue surpassing $17.0 million and adjusted EBITDA reaching $5.2 million. While we anticipate some fluctuations in quarterly revenue, our strategic cost realignment positions us for sustained long-term profitability."

Third Fiscal Quarter Financial Results

Total oncology revenue for the third quarter of fiscal 2025 was $17.0 million compared to $12.0 million for the same period last year, an increase of 42%. The increase stemmed from a 4% increase in our research services business and $4.5 million from data license revenue. Total costs and operating expenses for the third quarter of fiscal 2025 were $12.5 million compared to $14.6 million for the third quarter of fiscal 2024, a decrease of $2.1 million or 14.1%.

For the third quarter of fiscal 2025, Champions reported income from operations of $4.5 million, including $256,000 in stock-based compensation and $398,000 in depreciation and amortization expenses, compared to a loss from operations of $2.6 million, inclusive of $379,000 in stock-based compensation and $481,000 in depreciation and amortization expenses, in the third quarter of fiscal 2024. Adjusted EBITDA, which is defined as income from operations excluding stock-based compensation, depreciation and amortization expenses, was $5.2 million for the third quarter of fiscal 2025 compared to an adjusted EBITDA loss of $1.7 million in the third quarter of fiscal 2024.

Cost of oncology revenue was $6.6 million for the three-months ended January 31, 2025, a decrease of $1.2 million, or 15.7% compared to $7.8 million for the three-months ended January 31, 2024. The decrease in cost of oncology revenue was primarily from a decrease in compensation and lab supply costs due to our recent emphasis on improving efficiencies and reducing costs along with a reduction in outsourced lab services which fluctuate quarterly in the ordinary course of business. For the three-months ended January 31, 2025, total margin was 61%, with research services margin of 48% compared to 35% for the three-months ended January 31, 2024. The increase in revenue coupled with our cost reductions led to improved service margins.

Research and development expense for the three-months ended January 31, 2025 was $1.7 million, a decrease of $467,000 or 21.4%, compared to $2.2 million for the three-months ended January 31, 2024. The decrease was primarily due to reduced investment in our wholly owned subsidiary, Corellia, focused on target discovery. Sales and marketing expense for the three-months ended January 31, 2025 was $1.8 million, essentially flat with a nominal increase of $9,000, or 0.5%, compared to $1.8 million for the three-months ended January 31, 2024. General and administrative expense for the three-months ended January 31, 2025 was $2.4 million, a decrease of $366,000, or 13.2%, compared to $2.8 million for the three-months ended January 31, 2024. The decrease was primarily from a decline in compensation expense and non-cash items of stock-based compensation and depreciation and amortization.

Net cash provided by operating activities was approximately $918,000 for the three-months ended January 31, 2025 and was primarily due to net income for the quarter offset by an increase in accounts receivable. Net cash used in investing activities for the three-months ended January 31, 2025 was approximately $470,000 for lab and computer equipment. Net cash provided by financing activities for the three-months ended January 31, 2025 was nil resulting from proceeds from options exercise of approximately $38,000 offset by financing lease payments of approximately $38,000.



Exhibit 99.1
The Company ended the quarter with cash on hand of approximately $3.2 million. The Company has no debt.

Year-to-Date Financial Results

Total oncology revenue for the nine-months ended January 31, 2025 was $44.6 million compared to $36.2 million for the same period last year, an increase of 23.3%. Total costs and operating expenses for the nine-months ended January 31, 2025 were $38.0 million compared to $43.2 million for the same period of fiscal 2024, a decrease of $5.2 million or 12.0%.

For the nine-months ended January 31, 2025, Champions reported income from operations of $6.6 million, including $523,000 in stock-based compensation and $1.2 million in depreciation and amortization expenses, compared to a loss from operations of $7.1 million, inclusive of $855,000 in stock-based compensation and $1.4 million in depreciation and amortization expenses, over the same period of fiscal 2024. Excluding stock-based compensation, depreciation and amortization expenses, Champions reported adjusted EBITDA of $8.3 million for the nine-months ended January 31, 2025 compared to an adjusted EBITDA loss of $4.8 million over the same period last year.

Cost of oncology revenue was $21.1 million for the nine-months ended January 31, 2025, a decrease of $1.0 million, or 4.7% compared to $22.2 million for the nine-months ended January 31, 2024. The decrease in cost of oncology revenue was primarily from a decrease in compensation and lab supplies expenses offset by an increase in mice costs. For the nine-months ended January 31, 2025, total margin was 53%, with research services margin of 48% compared to 39% for the nine-months ended January 31, 2024. The improved margin resulted primarily from a combination of an increase in revenue while reducing costs due to operational efficiencies implemented and other cost reduction initiatives.

Research and development expense for the nine-months ended January 31, 2025 was $4.9 million, a decrease of $2.6 million or 35.1%, compared to $7.5 million for the nine-months ended January 31, 2024. The decrease was primarily due to reduced investment in research and development in non-essential services, including Corellia, our wholly-owned subsidiary. Sales and marketing expense for the nine-months ended January 31, 2025 was $5.2 million, a slight decrease of $52,000, or 1.0%, compared to $5.3 million for the nine-months ended January 31, 2024. General and administrative expense for the nine-months ended January 31, 2025 was $6.8 million, a decrease of $1.5 million, or 18.0%, compared to $8.3 million for the nine-months ended January 31, 2024. The decrease was primarily from a reduction in compensation, recruitment, and stock-based compensation expenses.


Conference Call Information:
The Company will host a conference call today at 4:30 p.m. EDT (1:30 p.m. PDT) to discuss its third quarter financial results. To participate in the call, please call 888-506-0062 (Domestic) or 973-528-0011 (International) and enter the access code 403045, or provide the verbal reference "Champions Oncology".
Full details of the Company’s financial results will be available by or before March 17, 2025 in the Company’s Form 10-Q at www.championsoncology.com.

* Non-GAAP Financial Information


Exhibit 99.1
This press release contains “Non-GAAP financial measures,” which are measures that either exclude or include amounts that are not excluded or included in the most directly comparable measures calculated and presented in accordance with U.S. generally accepted accounting principles (“GAAP”).

A further explanation and reconciliation of these Non-GAAP financial measures is included below and in the financial tables in this release.

The Company believes that the Non-GAAP financial measures presented facilitate an understanding of operating performance and provide a meaningful comparison of its results between periods. The Company’s management uses Non-GAAP financial measures to, among other things, evaluate its ongoing operations in relation to historical results and for internal planning and forecasting purposes. Adjusted EBITDA and Adjusted EPS represent measures that we believe are customarily used by investors and analysts to evaluate the financial performance of companies in addition to the GAAP measures that we present. Our management also believes that these measures are useful in evaluating our core operating results. However, Adjusted EBITDA and Adjusted EPS are not measures of financial performance under accounting principles generally accepted in the United States of America and should not be considered an alternative to net income, operating income, or EPS as indicators of our operating performance or to net cash provided by operating activities as a measure of our liquidity. We believe the Company’s Adjusted EBITDA and Adjusted EPS measures provide information that is directly comparable to that provided by other peer companies in our industry, but other companies may calculate Non-GAAP financial results differently, particularly related to nonrecurring, unusual items.

Adjusted EBITDA

Adjusted EBITDA represents net income (loss), or net income (loss) from operations, excluding the effect of stock-based compensation and depreciation and amortization and may also exclude other items not indicative of our ongoing operating performance, when defined.

Adjusted Net Income (Loss) and Adjusted Earnings Per Share (EPS)

Adjusted net income (loss) (if denoted) and adjusted EPS exclude the effect of stock-based compensation and depreciation and amortization and may also exclude other items not indicative of our ongoing operating performance, when defined.

About Champions Oncology, Inc.

Champions Oncology is a global preclinical and clinical research services provider that offers end-to-end oncology R&D solutions to biopharma organizations. With the largest and most annotated bank of clinically relevant patient-derived xenograft (PDX) and primary hematological malignancy models, Champions delivers innovative highest-quality data through proprietary in vivo and ex vivo platforms. Through its large portfolio of cutting-edge bioanalytical platforms, groundbreaking data platform and analytics, and scientific excellence, Champions enables the advancement of preclinical and clinical oncology drug discovery and development programs worldwide. For more information, please visit www.ChampionsOncology.com.

This press release may contain "forward-looking statements" (within the meaning of the Private Securities Litigation Act of 1995) that inherently involve risk and uncertainties. Champions Oncology generally uses words such as "believe," "may," "could," "will," "intend," "expect," "anticipate," "plan," and similar expressions to identify forward-looking statements. One should not place undue reliance


Exhibit 99.1
on these forward-looking statements. The Company's actual results could differ materially from those anticipated in the forward-looking statements for many unforeseen factors. See Champions Oncology's Form 10-K for the fiscal year ended April 30, 2024 for a discussion of such risks, uncertainties and other factors. Although the Company believes the expectations reflected in the forward-looking statements are reasonable, they relate only to events as of the date on which the statements are made, and Champions Oncology's future results, levels of activity, performance or achievements may not meet these expectations. The Company does not intend to update any of the forward-looking statements after the date of this press release to conform these statements to actual results or to changes in Champions Oncology's expectations, except as required by law.




Champions Oncology, Inc.
(Dollars in thousands)
 
Reconciliation of GAAP Net Income (Loss) to Adjusted EBITDA - (Non-GAAP) (Unaudited)
 
  Three Months Ended
January 31,
Nine Months Ended
January 31,
  2025 2024 2025 2024
Net income (loss) - GAAP $ 4,495  $ (2,530) $ 6,536  $ (7,167)
Less:
Stock-based compensation 256  379  523  855 
Depreciation and amortization 398  481  1,246  1,408 
Adjusted EBITDA - Non-GAAP $ 5,149  $ (1,670) $ 8,305  $ (4,904)
  

Reconciliation of GAAP EPS to Non-GAAP EPS (Unaudited)
 
  Three Months Ended
January 31,
Nine Months Ended
January 31,
  2025 2024 2025 2024
EPS – basic, GAAP $ 0.33  $ (0.19) $ 0.48  $ (0.53)
Less:
Effect of stock-based compensation on EPS 0.02  0.03  0.04  0.06 
Effect of depreciation and amortization on EPS 0.03  0.04  0.09  0.10 
Adjusted EPS - basic, Non-GAAP $ 0.38  $ (0.12) $ 0.61  $ (0.37)
  Three Months Ended
January 31,
Nine Months Ended
January 31,
  2025 2024 2025 2024
EPS – diluted, GAAP $ 0.31  $ (0.19) $ 0.46  $ (0.53)
Less:
Effect of stock-based compensation on EPS 0.02  0.03  0.04  0.06 
Effect of depreciation and amortization on EPS 0.03  0.04  0.09  0.10 
Adjusted EPS - diluted, Non-GAAP $ 0.36  $ (0.12) $ 0.59  $ (0.37)
 



Unaudited Condensed Consolidated Statements of Operations (unaudited)
  Three Months Ended
January 31,
Nine Months Ended
January 31,
  2025 2024 2025 2024
Oncology revenue $ 17,039  $ 12,019  $ 44,589  $ 36,153 
Cost of oncology revenue 6,617  7,849  21,118  22,151 
Research and development 1,719  2,186  4,862  7,494 
Sales and marketing 1,806  1,797  5,236  5,288 
General and administrative 2,398  2,764  6,813  8,305 
Income (loss) from operations 4,499  (2,577) 6,560  (7,085)
Other income (expense) 19  58  30  (33)
Income (loss) before provision for income taxes 4,518  (2,519) 6,590  (7,118)
Provision for income taxes 23  11  54  49 
Net income (loss) $ 4,495  $ (2,530) $ 6,536  $ (7,167)
Net income (loss) per common share outstanding    
basic $ 0.33  $ (0.19) $ 0.48  $ (0.53)
and diluted $ 0.31  $ (0.19) $ 0.46  $ (0.53)
Weighted average common shares outstanding        
basic 13,700,627  13,593,758  13,620,686  13,538,480 
and diluted 14,364,904  13,593,758  14,132,712  13,538,480 
 



Condensed Consolidated Balance Sheets
 
January 31, 2025 April 30, 2024
(unaudited)
Cash and cash equivalents $ 3,202  $ 2,618 
Accounts receivable, net 15,782  9,526 
Other current assets 713  1,495 
Total current assets 19,697  13,639 
Operating lease right-of-use assets, net 5,370  6,252 
Property and equipment, net 5,040  5,721 
Other long term assets 185  185 
Goodwill 335  335 
Total assets $ 30,627  $ 26,132 
Accounts payable and accrued liabilities $ 7,360  $ 7,960 
Current portion of operating lease liabilities 1,434  1,337 
Other current liabilities 154  150 
Deferred revenue 10,922  12,094 
Total current liabilities 19,870  21,541 
Non-current operating lease liabilities 5,003  6,093 
Other Non-current Liability 285  401 
Total liabilities 25,158  28,035 
Stockholders’ equity (deficit) 5,469  (1,903)
Total liabilities and stockholders’ equity (deficit) $ 30,627  $ 26,132 
 



Unaudited Condensed Consolidated Statements of Cash Flows (unaudited)
 
Nine Months Ended
January 31,
  2025 2024
Cash flows from operating activities:    
Net income (loss) $ 6,536  $ (7,167)
Adjustments to reconcile net income (loss) to net cash provided by (used in) operations:    
Stock-based compensation expense 523  855 
Operating lease right-of use assets 881  782 
Depreciation and amortization expense 1,246  1,410 
Loss on disposal of equipment —  81 
Allowance for doubtful accounts and estimated credit losses (320) 314 
Changes in operating assets and liabilities (7,920) (596)
Net cash provided by (used in) operating activities 946  (4,321)
Cash flows from investing activities:
Purchases of property and equipment (564) (839)
Net cash used in investing activities: (564) (839)
Cash flows from financing activities:    
Repurchases of common stock —  (634)
Proceeds from the exercise of stock options 314  252 
Finance lease payments (112) (108)
Net cash provided by (used in) financing activities: 202  (490)
Net increase (decrease) in cash 584  (5,650)
Cash at beginning of period 2,618  10,118 
Cash at the end of period $ 3,202  $ 4,468