SEC Filing - Eidos Therapeutics

View:

Download DOC

Download PDF

Download XLS

Download XBRL

eidx-10q_20200930.htm

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

FORM 10-Q

(Mark One)

☒	QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended September 30, 2020

☐	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Commission File Number: 001-38533

EIDOS THERAPEUTICS, INC.

(Exact Name of Registrant as Specified in its Charter)

Delaware		46-3733671
( State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)
101 Montgomery Street, Suite 2000 San Francisco, CA		94104
N/A		N/A
(Former address, if changed since last report)		(Former Zip Code)

Registrant’s telephone number, including area code: (415) 887-1471

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock	EIDX	The Nasdaq Global Select Market

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer	☐	Accelerated filer	☒
Non-accelerated filer	☐	Smaller reporting company	☒
Emerging growth company	☒

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. ☒

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

As of October 27, 2020, the registrant had 38,663,185 shares of common stock, $0.001 par value per share, outstanding.

Table of Contents

		Page
PART I.	FINANCIAL INFORMATION
Item 1.	Financial Statements (Unaudited)	1
	Condensed Balance Sheets	1
	Condensed Statements of Operations and Comprehensive Loss	2
	Condensed Statements of Stockholders’ Equity	3
	Condensed Statements of Cash Flows	5
	Notes to Unaudited Condensed Financial Statements	6
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	22
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	31
Item 4.	Controls and Procedures	31
PART II.	OTHER INFORMATION
Item 1.	Legal Proceedings	32
Item 1A.	Risk Factors	32
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	74
Item 3.	Defaults Upon Senior Securities	74
Item 4.	Mine Safety Disclosures	74
Item 5.	Other Information	74
Item 6.	Exhibits	75
Signatures		76

PART I—FINANCIAL INFORMATION

Item 1. Financial Statements.

EIDOS THERAPEUTICS, INC.

Condensed Balance Sheets

(Unaudited)

(In thousands, except share and per share data)

	September 30,			December 31,
	2020			2019
Assets
Current assets:
Cash and cash equivalents	$	147,327		$	191,157
Related party receivable		240			85
Prepaid expenses and other current assets		5,981			4,678
Total current assets		153,548			195,920
Property and equipment, net		1,348			1,259
Operating lease, right of use asset		3,664			4,010
Other assets		2,791			2,631
Total assets	$	161,351		$	203,820
Liabilities and Stockholders’ Equity
Current liabilities:
Accounts payable	$	2,381		$	3,151
Related party payable		374			316
Lease liabilities		599			554
Accrued expenses and other current liabilities		10,473			6,409
Total current liabilities		13,827			10,430
Debt, non-current		16,731			16,112
Lease liabilities, non-current		4,137			4,591
Embedded derivative		1,300			1,165
Other liabilities		2,500			95
Total liabilities		38,495			32,393
Commitments and contingencies
Stockholders’ equity:
Preferred stock, $0.001 par value, 5,000,000 shares authorized; no shares issued and outstanding		-			-
Common stock, $0.001 par value; 150,000,000 shares authorized as of September 30, 2020 and December 31, 2019, respectively; 38,592,203 and 38,040,693 shares issued and outstanding as of September 30, 2020 and December 31, 2019, respectively		39			38
Additional paid-in-capital		307,771			274,494
Accumulated deficit		(184,954	)		(103,105	)
Total stockholders’ equity		122,856			171,427
Total liabilities and stockholders' equity	$	161,351		$	203,820

The accompanying notes are an integral part of these unaudited condensed financial statements.

EIDOS THERAPEUTICS, INC.

Condensed Statements of Operations and Comprehensive Loss

(Unaudited)

(In thousands, except share and per share data)

	Three Months Ended					Nine Months Ended
	September 30,					September 30,
	2020			2019		2020			2019
License revenue	$	127		$	26,691	$	127		$	26,691
Operating costs and expenses:
Cost of license revenue	$	-		$	2,500	$	-		$	2,500
Research and development (includes related party expense (benefit) of $(166) and $(76) for the three months ended September 30, 2020 and 2019, respectively, and $(536) and $(11) for the nine months ended September 30, 2020 and 2019, respectively)		22,568			11,987		58,067			33,033
General and administrative (includes related party expense of $417 and $297 for the three months ended September 30, 2020 and 2019, respectively and $1,074 and $450 for the nine months ended September 30, 2020 and 2019, respectively)		6,962			5,953		22,590			12,285
Total operating expenses		29,530			20,440		80,657			47,818
Income (loss) from operations		(29,403	)		6,251		(80,530	)		(21,127	)
Interest expense		(766	)		-		(1,888	)		-
Other income (expense), net		(7	)		680		569			2,272
Net and comprehensive income (loss)	$	(30,176	)	$	6,931	$	(81,849	)	$	(18,855	)
Net income (loss) attributable to common stock for basic and diluted net income (loss) per share	$	(30,176	)	$	6,931	$	(81,849	)	$	(18,855	)
Net income (loss) per share, basic	$	(0.79	)	$	0.19	$	(2.14	)	$	(0.52	)
Net income (loss) per share, diluted	$	(0.79	)	$	0.18	$	(2.14	)	$	(0.52	)
Weighted-average shares used in computing net income (loss) per share, basic		38,388,579			36,581,786		38,230,218			36,356,675
Weighted-average shares used in computing net income (loss) per share attributable to common stockholders, diluted		38,388,579			37,710,734		38,230,218			36,356,675

The accompanying notes are an integral part of these unaudited condensed financial statements.

EIDOS THERAPEUTICS, INC.

Condensed Statements of Stockholders’ Equity

(Unaudited)

(in thousands, except for share amounts)


					Additional					Total
	Common stock				paid-in-		Accumulated			stockholders'
	Share		Amount		capital		deficit			equity
Balance—December 31, 2019		38,040,693	$	38	$	274,494	$	(103,105	)	$	171,427
Issuance of common stock upon exercise of stock options		39,393		—		192		—			192
Issuance of common stock in at-the-market offering, net offering cost of $24		448,755		1		24,093		—			24,094
Vesting of restricted stock and early exercised options		—		—		36		—			36
Stock-based compensation expense		—		—		1,927		—			1,927
Net loss and comprehensive loss		—		—		—		(22,824	)		(22,824	)
Balance—March 31, 2020		38,528,841	$	39	$	300,742	$	(125,929	)	$	174,852
Issuance of common stock upon exercise of stock options		23,778		—		204		—			204
Issuance of common stock under employee stock plans		8,407		—		350		—			350
Vesting of restricted stock and early exercised options		—		—		36		—			36
Stock-based compensation expense		—		—		2,718		—			2,718
Net loss and comprehensive loss		—		—		—		(28,849	)		(28,849	)
Balance—June 30, 2020		38,561,026	$	39	$	304,050	$	(154,778	)	$	149,311
Issuance of common stock upon exercise of stock options		31,177		—		247		—			247
Vesting of restricted stock and early exercised options		—		—		34		—			34
Stock-based compensation expense		—		—		3,440		—			3,440
Net loss and comprehensive loss		—		—		—		(30,176	)		(30,176	)
Balance—September 30, 2020		38,592,203	$	39	$	307,771	$	(184,954	)	$	122,856

The accompanying notes are an integral part of these unaudited condensed financial statements.

EIDOS THERAPEUTICS, INC.

Condensed Statements of Stockholders’ Equity

(Unaudited)

(in thousands, except for share amounts)




					Additional					Total
	Common stock				paid-in-		Accumulated			stockholders'
	Share		Amount		capital		deficit			equity
Balance—December 31, 2018		36,760,536	37		$	220,240	$	(65,270	)	$	155,007
Issuance of common stock upon exercise of stock options		50,533	—			25	—				25
Vesting of restricted stock and early exercised options	—		—			38	—				38
Stock-based compensation expense	—		—			964	—				964
Net loss and comprehensive loss	—		—		—			(11,733	)		(11,733	)
Balance—March 31, 2019		36,811,069	$	37	$	221,267	$	(77,003	)	$	144,301
Issuance of common stock upon exercise of stock options		34,480		—	87			—			87
Issuance of common stock under employee stock plans		25,626		—	308			—			308
Vesting of restricted stock and early exercised options		—		—	37			—			37
Stock-based compensation expense		—		—		1,166		—			1,166
Net loss and comprehensive loss		—		—		—		(14,053	)		(14,053	)
Balance—June 30, 2019		36,871,175	$	37	$	222,865	$	(91,056	)	$	131,846
Issuance of common stock upon exercise of stock options and restricted stock		69,223		—	236			—			236
Issuance of common stock under Alexion License Agreement		556,173		1		23,308		—			23,309
Vesting of restricted stock and early exercised options		—		—	37			—			37
Stock-based compensation expense		—		—		1,595		—			1,595
Net income and comprehensive income		—		—		—		6,931			6,931
Balance—September 30, 2019		37,496,571	$	38	$	248,041	$	(84,125	)	$	163,954

The accompanying notes are an integral part of these unaudited condensed financial statements.

EIDOS THERAPEUTICS, INC.

Condensed Statements of Cash Flows

(Unaudited)

(In thousands)

	Nine Months Ended
	September 30,
	2020			2019
Cash Flows From Operating Activities:
Net loss	$	(81,849	)	$	(18,855	)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation and amortization		258			53
Stock-based compensation expense		8,085			3,725
Amortization of debt discount and issuance costs		619			—
Change in fair value of derivative liability		135			—
Loss on disposal of asset		3			63
Gain on extinguishment of leasehold liability					(69	)
Changes in assets and liabilities:
Related party receivable		(155	)		(49	)
Prepaid expenses and other current assets		(1,303	)		(3,614	)
Other assets		186			(5,454	)
Accounts payable		(770	)		1,611
Accrued expenses and other liabilities		6,166			7,330
Related party payable		58			116
Net cash used in operating activities		(68,567	)		(15,143	)

Cash Flows From Investing Activities:
Purchases of property and equipment		(350	)		(147	)
Net cash used in investing activities		(350	)		(147	)

Cash Flows From Financing Activities:
Proceeds from issuance of common stock under employee stock plan		350			308
Proceeds from issuance of common stock upon exercise of stock options		643			348
Proceeds from issuance of common stock to Alexion		—			23,309
Proceeds from issuance of common stock in at-the-market offering		24,094			—
Net cash provided by financing activities		25,087			23,965
Net (decrease) increase in cash and cash equivalents		(43,830	)		8,675
Cash and cash equivalents, beginning of period		191,157			157,147
Cash and cash equivalents, end of period	$	147,327		$	165,822

Other supplemental information
Interest paid	$	1,136		$	—

Supplemental disclosure of non-cash activities: