SANTA
CLARA, Calif., Nov. 18,
2024 /PRNewswire/ -- Semler Scientific, Inc. (Nasdaq:
SMLR), a pioneer in developing and marketing technology
products and services to healthcare providers to combat chronic
diseases, today announced updates regarding its
bitcoin activity and holdings, capital markets
activity, and BTC yield, a key performance indicator that it
recently adopted.
BTC Update
Semler Scientific announced that, during the period
between November 6, 2024 and
November 15, 2024, it acquired 215
bitcoins for $17.7 million in cash,
at an average price of $82,502 per
bitcoin, inclusive of fees and expenses.
As of November 15, 2024,
Semler Scientific held an aggregate of 1,273 bitcoins, which were
acquired at an aggregate purchase price of $88.7 million and an average purchase price of
$69,682 per bitcoin, inclusive of
fees and expenses.
ATM Update
As previously disclosed in Semler Scientific's
registration statement on Form S-3 that became effective on
August 13, 2024, Semler Scientific
entered into a Controlled Equity Offeringsm Sales
Agreement (the Sales Agreement) with Cantor Fitzgerald & Co.,
pursuant to which Semler Scientific may issue and sell from time to
time up to $50.0 million of its
common stock in an at-the-market (ATM) offering. Since the
effective date of the S-3 and as of November
15, 2024, Semler Scientific had sold an aggregate of 505,544
shares under the Sales Agreement for aggregate net proceeds (less
sales commissions) of $21.5
million.
BTC Yield as a Key Performance Indicator
(KPI)
From October 1, 2024 to
November 15, 2024, Semler
Scientific's BTC Yield was 18.9%. From July
1, 2024 (the quarter after Semler Scientific adopted its
bitcoin treasury strategy) to November 15,
2024, Semler Scientific's BTC Yield was 37.3%.
Semler Scientific uses BTC Yield as a KPI to help assess
the performance of its strategy of acquiring bitcoin in a manner
Semler Scientific believes is accretive to stockholders. Semler
Scientific believes this KPI can be used to supplement an
investor's understanding of Semler Scientific's decision to fund
the purchase of bitcoin by issuing additional shares of its common
stock.
"We have achieved a BTC Yield of 37.3% since adopting our
bitcoin treasury strategy in the second quarter of this year," said
Eric Semler, chairman of Semler
Scientific. "We believe this demonstrates substantial bitcoin
accretion for our stakeholders."
BTC Yield and Basic and Assumed Diluted Shares
Outstanding
|
6/30/2024
|
9/30/2024
|
11/15/2024
|
|
Total Bitcoin
Holdings
|
877
|
1,018
|
1,273
|
|
|
|
|
|
Basic Shares Outstanding
('000)
|
6,987
|
7,120
|
7,693
|
|
Options
Outstanding
|
1,098
|
1,013
|
858
|
|
Assumed Diluted Shares Outstanding
(1)
|
8,086
|
8,133
|
8,551
|
|
BTC Yield % (10/1/24 to
11/15/24)
|
|
|
18.9 %
|
|
BTC Yield % (7/1/2024 to
11/15/2024)
|
|
|
37.3 %
|
|
|
|
(1)
|
Assumed Diluted Shares
Outstanding refers to the aggregate of Semler Scientific's
Basic Shares outstanding as of the end of each period plus all the
additional shares that would result from the assumed exercise of
all outstanding stock option awards. Assumed Diluted Shares
Outstanding is not calculated using the treasury method and does
not take into account any vesting conditions or the exercise price
of any stock option awards.
|
Important Information about BTC Yield
KPI
BTC Yield is a KPI that represents the percentage change
period-to-period of the ratio between Semler Scientific's bitcoin
holdings and its Assumed Diluted Shares Outstanding. Assumed
Diluted Shares Outstanding refers to the aggregate of Semler
Scientific's actual shares of common stock outstanding as of the
end of each period plus all additional shares that would result
from the assumed exercise of all outstanding stock option awards.
Assumed Diluted Shares Outstanding is not calculated using the
treasury method and does not take into account any vesting
conditions or the exercise price of any stock option
awards.
Semler Scientific uses BTC Yield as a KPI to help assess
the performance of its strategy of acquiring bitcoin in a manner
Semler Scientific believes is accretive to stockholders. Semler
Scientific believes this KPI can be used to supplement an
investor's understanding of its decision to fund the purchase of
bitcoin by issuing additional shares of its common stock. When
Semler Scientific uses this KPI, management also takes into account
the various limitations of this metric.
Additionally, this KPI is not, and should not be
understood as, an operating performance measure or a financial or
liquidity measure. In particular, BTC Yield is not equivalent to a
"yield" in the traditional financial context. It is not a measure
of the return on investment Semler Scientific's stockholders may
have achieved historically or can achieve in the future by
purchasing stock of Semler Scientific, or a measure of income
generated by Semler Scientific's operations or its bitcoin
holdings, return on investment on its bitcoin holdings, or any
other similar financial measure of the performance of its business
or assets.
The trading price of Semler Scientific's common stock is
informed by numerous factors in addition to the amount of bitcoins
Semler Scientific holds and number of actual or potential shares of
its stock outstanding. As a result, the market value of Semler
Scientific's shares may trade at a discount or a premium relative
to the market value of the bitcoin Semler Scientific holds. BTC
Yield is not indicative nor predictive of the trading price of
Semler Scientific's shares of common stock.
As noted above, this KPI is narrow in its purpose and is
used by management to assist in assessing whether Semler Scientific
is using equity capital in a manner accretive to stockholders
solely as it pertains to its bitcoin holdings.
In calculating this KPI, Semler Scientific does not take
into account the source of capital used for the acquisition of its
bitcoin. Semler Scientific notes in particular, it has acquired
bitcoin using cash flow from operations, as well as proceeds from
the sale of shares in the ATM equity offering. Accordingly, this
metric might overstate or understate the accretive nature of Semler
Scientific's use of equity capital to buy bitcoin because not all
bitcoin may be acquired using proceeds of equity offerings and not
all issuances of equity may involve the acquisition of
bitcoin.
Semler Scientific's ability to achieve positive BTC Yield
may depend on a variety of factors, including its ability to
generate cash from operations in excess of its fixed charges and
other expenses, as well as factors outside of its control, such as
the availability of debt and equity financing on favorable terms.
Past performance is not indicative of future results.
Semler Scientific has historically not paid dividends on
its shares of common stock, and by presenting this KPI, Semler
Scientific makes no suggestion that it intends to do so in the
future. Ownership of common stock does not represent an ownership
interest in the bitcoin Semler Scientific holds.
Investors should rely on the financial statements and
other disclosures contained in Semler Scientific's SEC filings.
This KPI is merely a supplement, not a substitute. It should be
used only by sophisticated investors who understand its limited
purpose and many limitations.
No Offer or Solicitation
This press release does not and shall not constitute an
offer to sell or a solicitation of an offer to buy any securities
of Semler Scientific, Inc., nor shall there be any offer,
solicitation or sale of such securities, in any state or
jurisdiction in which such an offer, solicitation or sale would be
unlawful prior to registration or qualification under the
securities laws of any such state or jurisdiction.
About Semler Scientific, Inc.:
Semler Scientific, Inc. is a pioneer in
developing and marketing technology products and services to
healthcare providers to combat chronic diseases. Its
flagship product, QuantaFlo®, which is patented and cleared by the
U.S. Food and Drug Administration (FDA), is a rapid point-of-care
test that measures arterial blood flow in the extremities. The
QuantaFlo test aids in the diagnosis of cardiovascular diseases,
such as peripheral arterial disease (PAD), and Semler Scientific is
seeking a new 510(k) clearance for expanded indications. QuantaFlo
is used by healthcare providers to evaluate their patient's risk of
mortality and major adverse cardiovascular events (MACE). Semler
Scientific also invests in bitcoin and has adopted Bitcoin as its
primary treasury asset. Additional information about Semler
Scientific can be found at
www.semlerscientific.com.
INVESTOR
CONTACT:
Renae
Cormier
Chief Financial
Officer
ir@semlerscientific.com
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SOURCE Semler Scientific, Inc.
